Emily and Jim, and Karen and I
have been friends for a long time. Our families
go to the park together with their children,
celebrate holidays together, and only live a few
miles from each other. Emily married Jim right
out of high school and they have been married
for 6 years, while Karen and I have been married
One summer during our high school days, Emily
and I dated a few times. One time, Emily had me
over when her parents weren't home. We decided
to watch "Happy Gilmore" together, and
then headed into town. During the movie, it
became evident that Emily was willing to get
physical that afternoon. However, I did not take
advantage of the situation, as I was nervous.
After a few dates, we decided to go our separate
ways. Neither of us had any regrets about this
decision until a few years later.
The summer after we both graduated, Emily and I
got a job working together. Emily was then
engaged to Jim and I was single. We were both
very happy, and the relationship between us was
strictly friends, and neither of us wanted
different. That summer, she and Jim got married,
and I began dating Karen.
Several years passed as I went away to college,
married Karen, and eventually graduated. Emily
continued to work at the same place, while her
husband was making his career. Emily and Jim had
their first child while I was in college. Emily
decided to stay home with the baby, and that was
when my feelings for her changed.
It was a fall Friday afternoon, and Karen and I
were driving back from our apartment at college
to our parents' house for the weekend. Karen
decided that we should stop by Emily and Jim's
new home. We pulled into the driveway, walked
onto the porch, and knocked on the door. Emily
answered the door holding her 3-month old girl,
and she was visibly frustrated. The baby was
crying, and she said was nursing her when we
came to the door. It was then that she sent my
mind and hormones racing. She looked a lot
better than the last time I had seen her. Her
breasts had grown astronomically, but she still
had a small frame. Emily looked fantastic! She
was wearing a maroon shirt, one with hidden
flaps on the sides for easy nursing access. I
knew all about this, as I had a great interest
in these sorts of things. She let us in and
showed us around the house, but I don't remember
anything she said, as my mind tried to picture
her breastfeeding the baby.
Karen knew about my fantasies before this
encounter, and she had role-played them with me
several times. But, she really didn't like this
role-play, so I didn't push it too often. I
definitely didn't tell Karen my feelings for
Emily that day, nor have I since then.
After I graduated from college, my wife and I
moved back to where we grew up close our family,
and, of course, close to Emily and Jim. After a
year or so of renting a house, we finally
purchased a home in October about 5 minutes from
them. It was perfect in more ways than one. My
wife had our first child, and he had just turned
1 when we moved into our new home. Karen
breastfed him for about 6 months, but never let
me taste any of her milk. It was OK with me, as
we were still very sexually active.
We both agreed that she would stay at home and
raise our children while I worked on my career.
This gave us the flexibility that we both
desired, and we enjoyed our lives very much. It
was that flexibility that allowed my wife to
spend 2 weeks in December vacationing with her
family down south while I stayed home alone and
worked. She had done the same thing the year
before, but this was the first time she left me
alone in our new home.
She had been gone a few days when I received a
call from Jim.
"Hello," I answered.
"Matt, this is Jim. Emily and I would like
to invite you over for dinner Sunday afternoon,
with your wife being gone and all. Sound
"Sure," I said, "I could use a
home-cooked meal. Two o'clock OK?"
"Sounds good," he said.
This excited me very much, as it always excited
me to see Emily. She just had their second
child, and looked better every time I saw her.
Her breasts had gotten big again, and she didn't
gain as much weight with her second child as she
did with the first. Our relationship had become
strange lately, as we often avoided conversation
when we saw each other. I just thought it was
because I always fantasized about her, and
talking to her only made it worse. I could never
read how she felt about me. She probably would
never speak to me again if she knew the thoughts
that I had about her. Regardless, I couldn't
wait for Sunday.
I knocked on the door at 1:55 with much
anticipation and nervousness. I had been with
Emily and Jim many times, but not without my
wife. Also, I knew Emily was breastfeeding, and
merely the thought of that sent my mind racing.
"Hi Matt," Emily answered the door.
"Come on in."
I walked in and handed her the pan of brownies I
had made for dessert.
"Thank you," she said, and carried
them into the kitchen. From the kitchen, she
said, "Jim got called in to work; I guess
it's just going to be me and you. Is that OK? I
told Jim I was going to call you and let you
know before you came over, but I forgot."
Are you kidding? Of course it was OK with me, I
"Well, maybe I should go, with him being
gone and all."
"Oh, I am sure he doesn't mind, besides, I
could use the adult conversation."
"Alright, if you insist", I said
At her request, I sat down at the table and
waited for her to set the food on the table. As
she leaned over to set the tray of lasagna on
the table, I took a glance down her shirt. She
lifted her eyes, and I looked back down quickly.
She was wearing a button-down short sleeve
shirt, and appeared to also be wearing a nursing
bra underneath. It appeared to be the one with a
snap on each shoulder that opens the cups for
easy access for the baby. Now my mind was racing
as I began to fix my plate, and luckily, the
table was hiding my erection.
During dinner, we made the usual chit-chat about
our kids, work, houses, families, etc. I didn't
eat much nor contribute much to the
conversation, as all I could think about was
maybe getting a glance down her shirt again.
Just then, a cry came from the baby room.
"I guess the baby's up," she said, and
ran upstairs to attend to him. She picked up the
baby and brought him downstairs. "I think
he just needs to be changed," she said, and
proceeded to lay him on the living room floor to
change his diaper. I watched her change him and
thought about how lucky he was. She picked
little Jimmy back up, sat on the couch, and
began to soothe him to get him to quit crying.
"Why don't you come sit on the couch and
watch some TV?"
"OK" I said and turned on the TV.
About 10 minutes passed by, and the baby was
still crying. "I guess he's hungry. I'm
sorry, but I have to feed him. Would you do me a
favor and hold him for a second?"
"Um, sure," I said, taking the baby.
She then positioned herself on the couch,
grabbed a blanket, and laid it on her shoulder
covering her chest. She reached her hand under
the blanket, and appeared to unsnap her shirt.
"OK," she said, "you can bring
him to me now." I gave her the baby, and
she laid him in her lap, put his head under the
blanket, and began to nurse him. She tried
to downplay the situation by not looking at the
baby while he was breastfeeding, but I couldn't
help taking glances over at her.
"Karen breastfed David, right?" she
"Yes, she did."
After a few moments of awkward pause, I noticed
Emily was blushing as she was jostling with the
baby. "I'll be back in a few minutes, I'm
sorry," she said, and carried the baby
While she was upstairs, my mind began wondering
what was going on. I couldn't believe she was
feeding him right here beside me, I thought.
God, how I wanted to suck on those breasts for
her. I went to the restroom down the hall to
calm my nerves and to let my erection subside.
When I came out the restroom, she was sitting
back on the couch. I sat down on the recliner on
the other side of the living room. I noticed her
squirming, and could tell that she was in some
"Is everything OK?" I asked.
"Well, it's just that the baby is not
eating enough, that's all"
"Oh, is that why you are in pain?"
"Yes, Jimmy just fell back asleep after I
started nursing him. It's just frustrating, I
"Oh", I said, starting to blush.
"What's wrong, Matt?" she asked.
"It's nothing, Emily, I should get
"Come on, we're good friends, tell me
what's on your mind. Please?"
After some deliberation, I told her my innermost
thoughts about her. After all, I had to know how
she felt about me so I could quit fantasizing
about her. Thinking about her was tearing me up
"Well, I have been thinking about you a lot
lately," I started.
"Oh?" she said quizzically.
"Yes, I have, and I think I should just lay
it all out for you to get it off my chest."
"Go ahead, I'm listening."
"It all started a few years ago when Karen
and I came over after you guys just moved in
this house. Your daughter was just an infant
then, and when we knocked on the door, we
interrupted your nursing her."
"Yes, I remember", she said.
"Well, I have always fantasized about a
woman breastfeeding me and treating me like a
baby, and when you said you were nursing her
that day, I could not get the thought of you out
of my head. It had been a while since I had seen
you at that point, and you looked amazing. I was
very excited when you guys invited me over for
dinner, because I thought I may get a chance to
see you breastfeeding little Jimmy. Anyways, I
am glad I finally got a chance to tell you how I
I could see Emily was shocked to hear all of
this. "Wow, I had no idea you had these
thoughts about me. I'm very flattered. Honestly,
I have had thoughts about you too. I noticed
that when we see each other, we avoid talking. I
have always been attracted to you physically,
but I didn't think that you were. I never really
wanted to stop dating you, but I knew that's
what you wanted."
At that point, you could cut the tension with a
"Well," she continued, "I will
help you if you will help me. My breasts hurt
really badly, and it sounds like you can help me
get the excess milk out."
I couldn't believe what my ears had just heard.
"Yes, I can and would love to, but I am a
little nervous. You'll have to tell me what to
do," I said.
"Come over beside me on the couch and sit
down," she said. I moved over beside her
and waited for what was next. She looked into my
eyes, and started slowly unbuttoning her shirt.
With the undoing of each button, I could see
more and more of her massive breasts, which were
covered by the white nursing bra. When she got
about ¾ of the way down her shirt, she said
"OK, now lay down on my lap on this
pillow". I turned my body and laid my head
down into her lap and looked up into her chest.
"Is baby ready to nurse?" she
whispered into my ear.
"Yes!" I said, very excited that she
was playing into my fantasy.
She then opened her shirt, revealing that bra
that I had been dreaming about for so long. Her
breasts were popping out of the bra; she must
have been a 40D. She tucked her hair back behind
her ear and reached for the snap by her right
shoulder, smiling as she looked at my eyes. She
unclipped the bra, and slowly brought the flap
down, uncovering the most beautiful breast I had
ever seen. She then grabbed her breast, and
directed her nipple towards my mouth.
"It's time to eat, baby. Now latch onto my
breast and suck real good."
With that request, I was off. I latched onto her
breast and sucked for a few seconds until the
milk starting coming out. It tasted so good, and
this moment was so sensual that I closed my
eyes. Her breast was so full and hard, that some
of the milk dribbled down my chin.
"Mmm", I moaned.
"Baby was so hungry, huh? Now you drink
from mommy till all the milk is gone, OK
"Yes, mommy," I answered as I took a
short break from sucking. As I latched back on,
I could tell she was enjoying it too as she made
a few sounds.
I nursed from her right breast for I guess about
5 minutes, but it seemed like an eternity. When
there was none left, I unlatched from the
"Mama, this one's dry, I think I need to
nurse on the other one."
"OK, baby, hold on" she said.
She began to reposition herself, when I stopped
"Hold on. I have been such a good boy; may
I unsnap the other side?"
"Yes you can, baby," she replied.
I sat up from her lap, swung my left leg around
her body, and now was sitting in her lap facing
her body. I unbuttoned the shirt the rest of the
way, and pulled it away from her body. Then, I
slid the shirt off of her shoulders and tossed
it onto the floor. The empty breast was now
hanging out with the full breast still cupped by
the nursing bra. I then reached my hand to
unsnap the flap covering her left breast and
slowly pulled it down. I went face first into
her full breast and sucked some of the milk out.
"Baby, mama needs her bra off. You just lay
down and mommy will take it off", she said.
"Mama, can I take it off for you?"
"Sure baby, but let mama take your shirt
off." She pulled my shirt off and rubbed my
chest and body with her hands.
I leaned forward and pressed my bare chest
against hers and wrapped my arms around her. I
found the hook, unfastened her bra, and pulled
the straps forward off of her shoulders. She
took the bra from me and tossed it on the couch.
I laid back down in her lap, and began to drink
the rest of her milk.
"Mmm, mama likes baby breastfeeding"
she said as she rubbed my face with her hand.
Then, she reached down and rubbed my stomach.
"This one's almost dry too," I said,
"what should we do?"
"Follow me", she said, as we got up
off the couch. She put her shirt on unbuttoned.
With my head still spinning from the best 10
minutes of my life, she grabbed my hand and led
me up the stairs.
As she led me down the hallway, we stopped at
the baby's room. She opened the door and led me
over by the changing table.
"Come on, it's time to put a diaper on
baby. Now get up on the table."
Without hesitation, I hopped up on the changing
table. This was a little difficult as the table
was only about 3 feet long. The table was topped
with a pad, and I laid down on my back on the
pad. She reached down and grabbed a diaper and
began to unfold it. She leaned over me and
removed my shorts and underwear.
"Spread your legs", she said,
"I've got to put a clean diaper on
I spread my legs and rested them on her
shoulders as she prepared the diaper.
"Lift your bottom, baby" she said. She
then put the diaper under my butt. She pushed my
hips against the pad as she pulled the diaper
over my penis. "I have a couple of special
diapers that I keep for special occasions like
this. They are big enough for adults, but have
the sticky tabs like baby diapers. I also cut a
hole in the middle for your penis."
She pressed the diaper against my hips, and
pulled the diaper tight by fastening the sticky
tabs. "Baby's all done. Now you have a
"Thank you mommy", I said and hopped
off the table.
"Now, let's go to the bed", Emily
said, and led me into her bedroom. "Mama
needs to finish nursing you".
I laid down on the bed on my side, and she laid
on her side next to me. She pulled back her
shirt again, and I latched on to her breast.
"Finish nursing and mommy will play with
you." I nodded as I was enjoying Emily's
big mommy breasts. She reached down and played
with my cock as I breastfed.
"OK, I think we are done nursing", she
"Thank you, mama. Don't hesitate to invite
me over for supper."
- Part II
of Milk and Honey © 2007-2008
All rights reserved.