1 comments/ 39726 views/ 5 favorites Best Friends Share Everything By: PensRule Allie's familiar face as the door opened. Allie stood maybe an inch taller than Carla, with blonde hair down to the small of her back. Her bright blue eyes and warm smile reminded Carla of the friend she missed, but Carla was outright shocked at what was staring her in the face. They both had similar builds, but Allie's chest was now almost twice the size of Carla's. It must have been at least a 42 E. Breaking the silence, Allie said "come in" and took a step back so Carla could enter. After she did, Allie closed the door and locked it behind them before walking back into the kitchen. Carla followed her and was met with a sweet smell when she got near the stove. She remembered the scent before, but couldn't quite put her finger on it. Before she could ask, Allie asked her to grab a couple of plates and forks as she took the lids off of a pot of spaghetti and tomato sauce. After dinner the two women were sitting on a couch in the living room, talking about what had happened over the past few weeks, Carla got the impression that something had happened down in whatever South American country Allie had just visited, but any time she neared a question Allie would avoid it and ask what had happened to her. After an hour Allie asked Carla if she wanted some desert, reminding her about that odd smell she couldn't quite remember. Everything, however, was immediately forgotten as Allie bent close to Carla and kissed her deeply. For a while, Carla couldn't wrap her head around the fact that her friend was kissing her, but she was brought back down to earth when Allie's tongue started to stretch farther and farther into her mouth, too far in fact. She realized it wasn't a tongue when it hit the back of her throat and started crawling deeper. Carla tried to fight back, but it was already too late. She could feel the foot-long thing down in her stomach, and was even more shocked when another one came out of Allie's mouth. After a third one entered her, Allie pulled back and reclined against a few pillows on the sofa. Carla, meanwhile, pulled her shirt off and stared in horror as her flat stomach expanded in places as the three creatures snaked through her. Soon the movement stopped, which only scared Carla even more. She gingerly poked at her abdomen until she jumped at the sound of Allie's voice. "Don't worry, they're only nesting. It won't hurt." "What?" Carla was able to squeeze out. "What's happening?" "They're nesting. In about an hour you're going to have a brood of whatever they are inside you." Allie smiled at the look on Carla's face. "You don't need to worry; they'll only use you to lay their eggs and to feed." She rubbed her hands over her breasts. "I don't know about you, but I like the results." With Carla still unable to speak, Allie stood up and started taking her clothes off. It didn't take long because the only thing she had on was a blue dress and matching pair of thigh-high leggings. After the dress came off, Allie grabbed Carla's hand and helped her stand up, then proceeded to take her friend's clothes off as well. With the two of them naked, Allie leaned in and kissed Carla again, only this time nothing extra was involved. For a while Carla didn't move she just stood there being kissed, then she put an arm around Allie and returned the affection. After a good ten minutes of kissing Carla started to feel a little warm. At first she thought it was just the felling of another woman next to her, but the warmth wasn't localized in any one specific place, her entire body was getting hot. Allie broke their kiss and stared at her long-time friend. "It's starting to happen. You'll feel a little weird for a couple of minutes, but after that you won't even be able to remember how you got along without them. Carla's only response was a nod, which stopped abruptly when she felt a pressure on her chest. Looking down she saw her breasts slowly swelling pushing out, up, down, and every which way against her skin until they were twice the size they had been. A little light-headed after that experience, Carla sat down and was instantly rewarded with another one of the foot-long things wiggling its way into her ass. Instead of immediately jumping up, she just stood there, her mouth open in a soundless moan. Allie stepped closer and as she helped Carla stand up once more two of the creatures poked out of her, one from her mouth, the other from her cunt. Finally able to get a good look at them, Carla saw the segmented, tapering, worm-like thing was green on the top half of it's body and pink on the underside. It had a pair of short, stubby feelers on each segment, and didn't have a mouth, so much as it just had an opening at one end of it's body that was ringed with tiny feelers. Allie put her hands on Carla's shoulders, and pressed herself into her brunette friend. Their tits were the only things really touching, and Carla winced as the brand-new flesh was stretched and manipulated in different directions. It did, however, serve to get her extremely horny, and as the mouth-end of the creature that was coming out of Allie's mouth crept closer, Carla wrapped her lips around it and began to move her tongue all around its surface. Before she hadn't taken the time to pay attention to any of her senses, but now she could taste the thing in her mouth. It was kind of leathery on it's upper half, but the underside was as smooth as skin. It had a more or less benign taste, but after a few minutes of sucking on it Carla couldn't get enough. Allie shifter her left hand from Carla's shoulder to her waist and slowly pulled her friend closer. Carla stopped moving when she felt another one of the creatures push against her pussy. The feelers danced around her opening and eventually began to make some headway. By this time Carla was starting to roll her hips, getting hotter by the minute, and gave out a muffled cry when it finally pushed into her. With the thing moving around inside her, Carla was starting to cum and Allie had to hold her up when her legs began to falter. Allie eventually let go of the one in her mouth, which promptly crawled down Carla's throat. Allie leaned back to lie down on the rug, never breaking either of their contact with the creature in their cunts. When Allie's back was flat on the ground, Carla's throat was finally clear for her to scream out in ecstasy as she came for the first time and collapsed on Allie. With Carla taking deep breaths after her orgasm, Allie kissed and nibbled on her neck. She could feel the thing squirming in her pussy, making her feel even hotter than she already was. She started to feel one crawling it's way between her legs and press against her ass so she tried to shift to give it an easier time. When it pushed its way through Allie finally came, bucking her hips up and down, even with Carla's weight on her. When Allie was through screaming, Carla kissed her deeply. For the next hour they exchanges creatures, as well as replacing creatures that found it enough to just crawl out and away from them for the time being. When they finally passed out from the pleasure they were still connected by a couple of the things that receded back into them a few minutes later. Allie woke up first, blinking the peaceful sleep away and smiling as she stared into Carla's dreaming face. She ran her fingers gently over Carla's arm, eliciting a sigh and a slight movement from the still-asleep girl. As Allie's hand moved back to her own body she felt a bulge in her stomach and looked down. She gasped in utter shock, because she looked about six months pregnant. She propped herself up against the sofa and rubbed her belly, but not being able to feel any of the things moving around inside her. Even though she was still a little scared of what was going on, she relaxed and remembered that the things hadn't hurt her yet. A little while later she fell back asleep, dreaming about things she wouldn't remember. Best Friends Share Everything "What's up?" I asked, answering the phone. "Get your ass over here," Melissa said, with a slight slur. "How much have you had to drink?" I asked. "Not enough. Get your ass over here...now!" and she hung up. I stared at the phone for a minute then decided what the hell, I might as well go. It only took about 10 minutes to get there and I didn't bother to knock, but went through the trailer and out the backdoor. I found Melissa, her husband Randy, and a couple of guys I didn't know out back. "Hey you. Grab a chair," Randy said. I sat down in the empty chair beside Melissa and Randy tossed me a Coors Light from the cooler beside him. "What was the rush?" I asked, taking a drink. "No rush, just knew you were on your own tonight so we decided you should come drink and eat some BBQ with us," Melissa said. "Uh huh. So, who the hell are they?" I asked, nodding towards the two guys. "That's Dave and Mack," Randy said. "I'm Mack," the bearded one said. I looked them over, decided they both needed a bath, and started talking to Melissa. We sat around bullshitting, getting drunk, and eating BBQ sausage. Eventually Melissa brought up the time that I flashed Randy at her store. Mack and Dave asked what we were talking about so Randy told them. "Melissa kept telling her I really wanted to see them. I was joking but wasn't going to tell her not to do it. I couldn't believe she did it in the store, knowing the cameras recorded everything. Right there in the middle of Diamond Shamrock she showed me her big ol' tits; a good long look too," he said, winking at me. The guys laughed and made some comments about always missing out. "Wanna see?" Melissa said and grabbed the bottom of my shirt, trying to yank it up. "Fuck you," I whispered and flashed the three guys. Randy choked on his beer and Melissa punched him in the arm. Mack and Dave stared at me with their mouths hanging open. Mack and Dave kept pestering me to see them again. By the time Dave stood up to go inside I had flashed them three or four more times. I was sitting by the steps and on the way by me Dave tried to grab a handful. Laughing, I pushed his hand away. "I bet she wouldn't push me away," Randy said. Melissa joked, "I know she wouldn't push me away!" I laughed at them both. "Melissa honey, I've told you hundreds of times, you aren't my type. Too much ass and not enough tits." "Bet no one's ever said that to you huh?" Mack said. "She's never heard a complaint in her life. She has perfect tits, perfect little waist, gorgeous hair, pretty face, great legs...everyone wants to fuck her," Melissa said, acting mad, making me laugh. "Not everyone, you won't," Randy said. "Because she never asks," she pretended to pout. "Haha. You don't play both sides, remember?" I told her. "You do have great tits though," Melissa said and rubbed her hand across mine. My pussy clenched with desire. I looked at her, not sure what to say. We'd had this talk before. She didn't go for girls and although I liked her, I never had a strong desire to fuck her. But she threw me a curve by touching me. She'd never touched me like that before. Before I could speak Mack stood up. "I've got to get going. It's already after midnight." I realized that Dave had never come back outside. "Did Dave leave?" "Over an hour ago honey," Randy said. Mack said his goodbyes, kissed my cheek, and then walked around front. The three of us were quiet until we heard his truck start and the tires crunch on the gravel as he backed out of the driveway. I stood up, saying I needed to get home too. "You're too drunk to drive. Stay here tonight," Melissa said. Knowing she was right I sat back down. We each grabbed another beer and started talking again. "I'm going to bed ladies," Randy announced. He patted each of us on the head and went inside. All too soon the beer was gone and it was time for us to go inside. Barely able to stand, we stumbled into the trailer with our arms around each other. Laughing, we staggered through the living room and into her bedroom. "Oh my god." The words were barely a whisper from my lips. Randy was naked, sitting at the foot of the bed, with his hard fat dick in his hand. Melissa looked at him, then me, and burst out laughing. "Don't stop on my account," I said at the same time she said, "You couldn't wait for us?" Randy just sat there, unmoving, dick still in hand. I turned around, walked out and went to the bathroom in the hall. When I went back into the living room I was surprised to find Melissa waiting for me. "Don't tell me I have to go home, because I sure as hell can't drive." "No, you don't have to leave." She reached forward, tangled her fingers in my long hair and kissed me. It took only seconds for me to get over my shock and wrap my arms around her, pulling her body against mine. When we finally parted she grabbed both of my hands. "It's time for bed," she said and pulled me into the bedroom. "Are you sure?" I said, standing in the middle of her room. For an answer she yanked my shirt off and tossed it over her shoulder. I looked over and saw Randy walking towards us. He stepped between us and kissed her lightly before turning to me. His hands slipped around me and unclasped my bra. Melissa kneeled down and pulled my shorts to my ankles as Randy slid my bra off. Looking down at her, I stepped out of my shorts and shoes. Her hands slid up my legs to my thighs. She nudged my legs apart and stroked one long finger up and down my wet slit. My knees nearly buckled when Randy roughly kissed my neck and cupped his calloused hands over my breasts. He pushed my tits together and ran his tongue between them before sucking and biting my hardened nipples. I closed my eyes and relished the sensations flooding through my body. Reaching down I put my hand over hers but she moved away, leaving me feeling empty. With Randy still ravaging my tits, I watched her stand behind him and undress. Taking off her cut-off shorts she revealed the sheerest of thongs covering her moist pussy. Hooking a finger through each side she slid them down and stepped out of them. Next she pulled her t-shirt over her head, dropping it on top of her shorts and thong. Reaching behind her back, she undid her white bra and let it fall to the floor, freeing her small tits. Turning her back to me she pulled the sheets down and sat in the middle of the bed. When she leaned back against the pillows and slid her hand between her legs I pushed Randy away from me. Climbing onto the big bed I sat between her bent legs and leaned forward to kiss her. She deepened the kiss when I lightly ran a finger around her nipple, feeling it harden. Her breasts were small, barely a handful for me. Right then it didn't matter though. I moved lower kissing, biting, sucking her tits. Her hands were on my head gently pushing my mouth lower still. I let her push me down until my mouth found her pussy. I teased her clit with soft kisses, hearing her moan before easing a finger into her wet hole. Randy got on the bed and I glanced up to see him kneeling with his dick in front of her mouth. She quickly started sucking on it. Knowing how much she loved to have her ass fucked I eased a finger wet with her pussy juices into her ass. My tongue explored her cunt and soon she was moaning continuously. I could feel every shudder that swept through her body. When she came I plunged my tongue into her quivering tunnel, eager to taste her. Feeling her body finally relax I rolled over beside her. She was still sucking Randy's dick and I could see it in her throat. I ran my finger up her throat and traced her bottom lip before I started stroking him. "Oh god," he moaned. I squeezed tight when his cock swelled and she swallowed his cum. With a sigh she let him slide out of her mouth and I let my hand fall to her shoulder. I leaned closer and kissed her, tasting his cum on her tongue. I knew she could taste her own cum in the kiss too. Still kissing, Melissa pushed against me, forcing me onto my back. I took her hands and led them to my tits before palming her smaller breasts. Soon she became more aggressive, pinching and tugging. "Oh god, yes" I moaned against her lips. When she lowered her mouth I arched my back, pushing my tits up to meet her lips. She softly kissed then sucked. Flicking her tongue across my nipple then biting it, I cried out. Reaching past Melissa I slid two fingers into my slippery cunt. With a few thrusts of my fingers I came. Melissa lifted her mouth from my heaving chest and I pressed my cum covered fingers to her lips. Holding my wrist, she licked my fingers clean. Moving up, she kissed me, barely brushing her lips to mine. She kissed down my ribs, tongue caressing my skin. My body tingled from the anticipation of what was to come. I spread my legs to give her complete access. She was almost cautious the way she touched me, her tongue a teasing touch against my wet pussy lips. I whimpered, hands running through her hair. Gaining confidence she flicked her tongue over my clit and thrust her fingers into my pussy. When she twisted her fingers wave after wave of pleasure coursed through my body. Randy had been sitting on the bed beside us, stroking his hardening dick while watching. He couldn't sit by any longer listening to the sucking and slurping, the moans and screams of pleasure. He shoved three fingers into Melissa and fingered her fast and hard. "No!" I nearly cried with frustration when she took her mouth away from me. I tightened my hold on her hair and pushed her face between my thighs again. I looked up at Randy. His gaze alternated between watching her fingers and mouth work on my cunt to looking at my tits. He stroked his wide dick with one hand while the other worked her pussy. I let go of her hair and rubbed my tits. Melissa lifted her mouth from my pussy again but kept fingering me. The faster Randy's fingers worked in and out of her, the faster her fingers moved in and out of me. Soon she and I were both moaning, purring in ecstasy. Melissa came and collapsed, her strength spent. Randy pushed her to the side and took her place between my open legs. Pushing the tip of his cock against my dripping wet hole, he stopped. "Yes!" I screamed. I needed to be filled. I needed to cum. Melissa lay her head on my stomach and slid her hand between my legs, spreading my pussy open to him. "Fuck her," she said breathlessly. Randy plunged his thick cock into my waiting pussy. Melissa moved close and licked around his dick sliding in and out of me. With Randy's dick barely inside me, Melissa sucked up and down the length before he drove back into me. She forced her finger inside me beside his dick. They fucked me together in perfect rhythm until he started to drive into my aching cunt deeper and harder. Melissa was forced to move away. I felt her move beside me but ignored her. The cock that was abusing my cunt had my complete attention. He pushed my knees down on the bed, forcing my legs open wider. I purred like a kitten, savoring the feeling of being so completely filled and used. I came hard, an explosion that left me feeling lightheaded and dizzy. He pulled out of me and Melissa dove forward. She quickly took him in her mouth and I watched her close her eyes as his hot cum shot down her throat. Smiling he looked down at her before pulling her up to kiss. I was completely spent and too weak to move, so I lay there watching them kiss. They finally parted and Melissa nudged me to move over. Instead I closed my eyes. I knew she wanted to lay beside Randy, but I couldn't have moved at that moment if the house had been on fire. Sighing she lay down on one side of me and Randy lay on the other. I whispered, "I'm cold." She moved closer to me, putting her head on my shoulder. He pulled the sheet up over all of us and I fell asleep.