Poolside Swelling

But there was only so much concentration she could spare for her own changes, when she could literally feel David's impressive cock getting bigger in her hand. His growth was slowly forcing her grip open, each pleasured throb of his length leaving him not just harder but more. Longer, girthier and judging by the frequency of his twitches and the copious leak of precum down his shaft even more sensitive. Looking over she was pleased to see it wasn't just his member that was swelling, his balls were starting to fill up the crotch of his shorts on their own, tensing and bouncing as he got closer and closer to blowing what was sure to be a gargantuan load.

When he passed a foot in length, she found that she was having trouble stroking the entire length in one motion. Combined with her inability to get a full grip around him she decided to change tactics, moving her fingers up to rub and massage the swollen head, running along the leaky cock slit and smearing his pre over the sensitive frenulum. This seemed to have an immediate effect on David, who began kissing at her breasts more frantically the wet sounds interspersed with his needy groans. She continued playing, felling his cock grow wild in her light grip, bouncing and twitching bigger and longer.

Olivia could feel her own breath start to catch watching him swell, reveling as precum leaked more and more furiously onto her teasing fingers. She watched his apple sized testicles start to clench and unclench, his scrotum pulling up as his body readied to unleash. Her own orgasm was fast approaching, all the grinding and wiggling she was doing getting her bikini to rub her clit just right.

David broke first. She felt his back arching, his face pressing more insistently against her soft wobbly breasts, her arm tensing to hold him safely there. His cock spasmed so hard she almost lost her grip, one last spurt of precum splashing. Despite his incredible girth she did her best to return to stroking on that rhythm helping him pump out his mighty load. With more than a foot and a half of length to travel it took a few moments before he began to spray thick ropes in time with that pulsing, each one arcing up into the air comically before splattering onto the cement in front of the pool chair.

The sight of those goey cum blasts was enough to set her over her own edge, her walls pulsing hungrily, greedily wishing they could clamp down on that cock. Her bikini bottoms were already drenched but she could practically feel herself squirt through them, soaking the chair beneath her. "Oh that's it, yes, yes," she moaned, the pure lust in her voice eliciting a sympathetic whine from David as he cock continued to pump out a truly mind melting amount of cum.

David was certain he must have been having a wet dream as he came and came and came, face mashed between Olivia's absolutely massive tits. His orgasm stretched impossibly long, as he grunted and whined against his coworker's soft breasts, her chest bouncing and heaving from her own pleasure. Eventually his cock's pumping seemed to subside and his body began to relax. She gently released her grip on his head, allowing him to recline on the pool chair.

As he laid back he got his first look at Olivia since she had started had started playing with him and despite his fuzzy post orgasm brain he did a double take. Her breasts were simply massive. Jiggling magnificently from her heavy breathing, they were substantially larger than her head and desperately straining to escape a bikini top that could only really cover her areolas. He stared slack jawed at her, until he caught a glimpse of her lower body out of the corner of his eye. Her narrow waist absolutely flared out when it reached her hips, her thick lower half easily wider than his shoulders. And then there were her plump thighs, each one almost as wide as her torso and delightfully soft looking. "You're so..." he murmured, trailing off as his mind practically short circuited.

"Beautiful? Sexy? Good at handjobs?," Oliva lowered her sunglasses to show him eyes dark with desire. She was definitely all of those things, but he was still having trouble getting past the obvious.

"Big...how are you so big?"

"It's not just me you know," she purred, eyes glinting mischievously as she nodded towards his cock. She was still gently holding him as the last of his orgasm dribbled out of him and just like her, he was massive. His shaft was as thick as a soda can, and it just seemed to stretch up and up, so high that if she let him go his head would probably rest closer to his nipples than his belly button. Down below, he could see that his balls were just as swollen, baseball sized and completely filling up the crotch of his swim shorts. It was an overwhelming sight and he found himself blushing in a mixture of excitement at his impressive size and embarrassment over how lewd his body had become. The way Olivia was gently teasing his oversensitive shaft, certainly didn't help matters. "I did warn you I would cast a spell on you," she giggled, as she gently laid it down on his thigh to deflate.

Despite the strangeness in the situation, there was something about the playfulness of her demeanor that had David feeling more flustered than anything. "D-did you cast a spell on me?"

She had to bite her lip to fight back a snicker at that. "Maybe," she teased. "But I don't think that's the most important question...what I want to know is do you like it? Hmmm do you like my big fat titties?" She squished and bounced them for show before letting her hands trail downwards. "How about my big bubbly butt? Or my thick juicy thighs?" she purred. "Was it nice cumming out of that big, sensitive cock you're sporting?"

David felt his face getting hotter and hotter at her line of questioning. He felt like he should say something...sexy or cool, but all he managed was to chirp a meek little 'yes'.

"Good because I love it!" She sighed as she reclined beside him on the pool chair, her huge tits flopping heavily onto his chest as she draped a soft thigh over him. For a few long moments she just watched him blush, tucking an errant strand of her dark bob behind her ear. "You're very cute when you blush you know? I've always liked that about you."

That confession only made the blushing worse, reminding David that the woman who had just jerked off his...massive cock, whose tits he had just been smothered with was his favorite coworker. His smart, professional, beautiful, funny, bossy (but in a nice way) favorite coworker.

A thousand questions raced through his mind, the feeling of her body snuggled up to him occasionally interrupting them. She had just jerked him off. What did that mean? Her breasts were so wonderfully soft against his chest. Were they going to do this again? Her thigh was pressed against his cock. Oh god what if it was only a one time thing?

He had to say something, to clarify the situation, to know if she liked him. Except he wasn't sure what, so when he opened his mouth his thoughts just poured out. "Um so does this mean that...well I mean are we going to...like well I mean I would be interested...but I don't want to...you're just my favorite coworker and..."

Olivia leaned in and kissed him then, just a brief peck but it was still more than enough to shut him up. She smiled again, clearly pleased to see that he could blush even harder than he had been before. Once he had recovered enough of his wits to focus on her she spoke, the mischief gone from her voice leaving only an affectionate tenderness. "David...out of everyone in the office I could have done this with I specifically picked you because I have been fantasizing about fucking you, you specifically, for like...6 months? I have been planning this weekend, how I am going to seduce you for the last month. You are my favorite coworker but you are so much more than that. Because if I am your work wife, then you're my work husband so this weekend I am going to fuck your brains out. And then we're going to go back to work on Monday...and I'm going to fuck your brains out there too. In my office, in your office, in the conference room. We are going to be fucking every chance we get. And if I go too far and you get fired because I fucked your brains out, I'm going to go to your apartment after work every day and fuck you there. You're mine now. Does that answer your question sweetie?"

David nodded dumby, blushing of course but grinning an incredibly stupid grin.

"Good," Olivia said, the matter of what they were to each other settled. "But there is one problem," she continued in a vampy melodramatic tone. "We've gotten so much bigger I'm worried we may need to apply more sunscreen..." As she trailed off she held up the bottle for him to see, directing his attention towards the hyper endowed figures on the front.

"Oh, so the sunscreen..." David's sex addled brain haad still been undecided on whether she could actually cast spells.

"Yes David, it's the sunscreen. And we're going to use the whole bottle this weekend."

She handed him the bottle then, before shifting a bit so she was straddling his stomach. Then she reached behind her back to untie her bikini top. Her breasts, finally freed from their prison flopped out. After some very dramatic bouncing, they finally settled against her chest, far too heavy to have stayed perky but still retaining a delicious tear drop shape. "Oh gosh," she moaned as she hefted their weight with her hands. "You don't want them to burn do you, David?"

The sight of that much big soft creamy breast was a little too much for David to manage more than stare, starry eyed. But after a few moments, he was able to blink and start moving his hands, squeezing out a very healthy glob of sunscreen into them. He paused again, swallowing a little nervously before bringing those sunscreen coated hands up to join hers in cupping her breasts.

Her playful moaning immediately turned to pleasured gasping as he started rubbing, obviously she hadn't been lying about the sensitivity. David found himself plenty overwhelmed, almost hypnotized by the sight of their hands working to fondle and squeezing the soft heavy flesh in front of him. Then he realized he could actually feel them getting bigger. His arousal, already simmering, surged back at that thought as his massive cock steadily tried to rise against its weight. "Is that good?" he asked, his own eyes just as glassy with desire as hers.

"Y-yes David this is sooo fucking go-Oh FUCK," her low sensual drawling turning into a sharp squeal of desire as one of his fingers brushed against her exposed nipple. He hadn't meant to exactly but swollen to the size of his thumb tips they were a bit hard to avoid. "D-do that again please," she whimpered, a request he was more than happy to fill. Her fever hot crotch pressed against his abs seemed to get even hotter as he did so. More and more of her juices were slicking his stomach as she started to gently roll her hips on him in time with his teasing of her nipples. "Oh f-fuck I need...umm I think you need to get some sunscreen on my ass," she finally managed through the moans, as she rose up off him and turned around before scooting her ass back towards him.

Olivia had never been more turned on in her entire life, the increased sensitivity of her breasts combining with the incredibly tingling sensation of the sunscreen and David's massage work was simply sublime. If he had played with her nipples long enough she had no doubt that the overwhelming sensitivity from further growth combined with some grinding against the muscles of his stomach would have given her an absolutely shattering orgasm. But there was so much more of her that needed sunscreen. She purred delightedly as she felt David's sunscreen slick hands begin to explore her plush thighs and plump bottom, the tingling signaling her renewed growth there. The skin there wasn't yet as sensitive as her breasts, but as she scooted back towards him his face was in the perfect place to provide her the stimulation she needed. "Take my bottoms off, I need to make sure you get everywhere," she growled over her shoulder before dropping onto all fours, her heavy breasts resting on his lower abdomen.

After he released the ties she expected the bikini bottoms to fall off, but her posterior's growth had wedged the remaining fabric quite tightly between her cheeks and along her slick. She hissed in pleasure as he peeled them off her, feeling a sudden gush of wetness that must have splattered all over his face. She would have blushed at that, but in front of her own face she saw his cock steadily ratcheting itself hard and hard, the throbbing of the massive member releasing more and more of his copious precum. Still despite his simply prodigious size, the second coat of sunscreen on her tits had already swollen them to be more than enough to engulf him, leaving only a few inches below his head exposed as she wrapped them around him. But she wanted more of him.

"David get some more sunscreen and then pass me the bottle," she purred, already able to tell that there was more of her back there from the way his hands felt just a bit smaller against her ass. As soon as he had handed her the sunscreen and returned his hands to his massage work, she started to lower her prodigious backside onto his face. "Just slap my thighs if you can't breath ok," she said breathily before she fully plopped her huge ass down on his face.

When she made contact with David's face, felt his nose pressing against her lips and his mouth eagerly finding her clit, she also discovered that her pussy was sensitive. For a moment she saw stars and she absolutely gushed all over David's face. She felt a little bad, but he was clearly undeterred, his lips gently cupping her swollen nub as he let out a dexterous tongue to tease her. "Y-you're good at that..." She wasn't sure if he could hear her beneath her ass, which continued to swell as he dutifully slathered it with sunscreen.

It took her a few moments to acclimate herself enough to his skilled pleasuring to focus on returning the favor. In front of her, she could see her breasts continuing to rise around his cock, until the head was just nestled in her creamy cleavage. Judging by the way he was throbbing, he was certainly enjoying the sensation of her growing around him, but she planned to make it even more pleasurable for him. She turned the sunscreen bottle over and squirted a massive blob right into her cleavage, slathering his cock and her tits alike.

She felt rather than heard him gasp, his breath sudden and sharp against the puffed up bead of her clit, and it took a conscious effort of will from her not to smother him by clamping her luscious thighs together. For a moment they both paused, trying to catch their breath before resuming their pleasuring. Then David was diving into the task of eating her out once more and she found herself support her weight on her elbows as she used her forearms to rub her tits against his length.

Olivia felt the delicious tingles running all through her body, from her big soft tits currently covered in sunscreen to her massive bouncy ass which David had never stopped groping even as he devoured her pussy. All of those tingles building up and gathering in her core, where her coworker was dutifully lapping at the most sensitive bits of her, building to her perfect rhythm. There was simply no way she was going to last long, her walls already starting to pulse and convulse, absolutely slathering David in her juices.

Even the feeling of him growing larger between her tits was incredibly erotic. She knew she was going to need to work quickly to get him off if she wanted them to come together, but looking at the way his cock twitched as it swelled up between her tits she knew he must be close too. Leaning forward she buried her face in her own tits, her mouth questing for his sensitive head.

Beneath her tits, she felt his hips rock his cock pressing and growing against her lips. Her tongue darted out to tease along the sensitive head, and soon she found herself able to raise her face out of her breasts as more and more of his length stretched above her hefty bosom. She let her gargantuan tits support her weight on top of him, bringing both of her hands up to grip and jerk the six inches of his length protruding from her cleavage as she continued licking and kissing the head.

David's mouth was getting more forceful and needy against her sopping slit, though he never erred from the rhythm he had established. They were both just so desperate to finish the other off. But this time Olivia hit her limit first a final jolting tingle running all up and down her spine as she tumbled over the edge. Every muscle in her body tensed and it was all she could do to keep from drowning David in the sea of her thick thighs and fat ass. He still might have drowned from the way her slick had started leaking like a faucet the moment she started to cum, but he held on, keep his tongue working to drive her through her orgasm.

Of course, the pleasure wracking her body didn't stop Olivia from trying to push David over his own edge. Even as she came and came she could feel him pulsing harder and harder between her tits and in her hands. She licked and licked for all she was worth until she felt an incredible shiver rise up his shaft, his length practically vibrating against her tits. And then there was another, and another. He was whimpering she could tell, his lips kissing against her buzzing clit as he moaned and moaned.

It took a shockingly long time for the ropes of cum to start bursting forth from his cock head, the length requiring so much pressure, but she diligently milked him as she came down from her own high. The first was so strong it knocked her big floppy hat off her head, splashing her face and hair. She made sure to guide them after that, letting them splash down to coat her tits in his thick sticky load, giggling delightedly at just how much there was.

David lost track of how long he was pinned underneath her mammoth ass, cumming and cumming beneath her tits as she dripped the last of her pleasure onto him. He knew she was enormous from the sheer size of his fleshy prison, and his hands could get a feel for just how big her ass was, but it wasn't until she stood up, legs wobbling from her exertions that he saw just how big she had gotten. Her hips were twice the width of her shoulders and she had thighs that probably would have covered his torso if he were to squeeze up to her. She had to use her hands to support her breasts which had ballooned to perhaps a little smaller than yoga balls, hanging past her belly button even with the support. Though he hadn't gotten to see himself at his erect size, even flaccid he was quite impressive, stretching almost to his knees, his length draped over a pair of balls the size of small melons. All things considered they looked quite like the couple on the sunscreen bottle.

Slowly and clearly conscious of her new weight she turned, ass cheeks the size of overstuffed couch cushions swaying with each step as she made her way to the pool. "Care to join me for a dip?" she asked over her shoulder, smiling devilishly as he rolled off the pool chair. "And don't forget the sunscreen."