I was on a sleepover at my friend Ali's house on a Saturday night. Her parents were at a neighbor's house at a party, and we had just changed into our nightgowns to watch a movie in her basement. When I looked at Ali, I could see her nipples through the thin white material, and my jaw must have dropped. Ali gave me a quizzed look and asked me what was wrong. Ali had small boobs, probably a B cup, but her nipples were hard and jutting through the material, and her areola were dark brown and huge. They looked to be at least three inches in diameter. I told her I was just surprised that her nipples were sticking out, when it wasn't even cold. She looked down, then told me they were always hard, it drove her nuts, and that was why she always wore padded bras.
We went downstairs and started watching the movie. At some point Ali laid her head in my lap, and I was absently stroking her hair and temple. Her face was turned away from me, but her boob was right in front of me.
I don't know what came over me, but I reached down and cupped her boob, and ran my palm over her nipple. She didn't say anything, so I kept gently rubbing it. It was so nice and soft, it fitted into my palm perfectly, and her nipple bent back and forth as I rubbed. It got harder and longer. After a little bit, I went back to stroking her temple.
Ali sighed and told me to do it again, so I did. After another minute or so, she sat up, pulled her night gown off, then laid back down. Her boobs were so erotic. I ran my hand over first one, then the other. I traced circles around her areolas, and then her hardened nipples. I could feel her warm breath on my thigh quicken, and then she moved her hand to her crotch. Because she was lying on her side, I couldn't see her pussy. But shortly after she started rubbing herself, she turned onto her back, and spread her legs. I could see her mound, her dark pubic hair, and her fingers working her still hidden labia and clit.
I ran my left hand down her side to her hip, then down toward her crotch. She pulled her hand away, and I slowly touched her pubic hair. My index finger felt her moistness as I searched for her button. I put my finger tip into her, and immediately felt her heat and wetness, I pulled it out, rubbed her labia, and then touched her clit. Her eyes were closed, and she was biting her lip. As I began to gently rub and tease her with my left hand, I kept massaging her nipples with my right hand. She ground her hips into my hand thrusting against it. He arms were flung back over her head, her eyes still squeezed shut. That position pulled her boobs up high, and I could see her ribs through her stretched skin.
Ali hadn't said a word since we started, but finally whispered for me to go faster, that she was close. I rubbed her clit as hard and fast as I could, and she was so wet by then that it was making a faint flap flap flap noise. Suddenly, her shoulders rose up off my lap, her head started moving left and right, and she moved her hand down on top of mine pinning it against her. She jerked a couple of times, rested back on my lap, and pulled my hand up to her stomach and held it there. She exhaled, opened her eyes, and smiled at me.
Her face and chest were flushed, her nipples as hard as wood, and her stomach glistened with her juice where my hand had been. She sat up told me it was my turn, and pulled at my nightgown. I laid in her lap, and smelled her scent for the first time. Normally it took me a while to orgasm, usually close to a half an hour, but I was so turned on by watching Ali cum, her scent wafting through my nostrils, the view of her breasts hanging just above me, and her hands on my body brought me to the most intense orgasm of my entire life. It was not just stronger, it lasted longer, and waves of pleasure jolted through me in less than five minutes.
We both started giggling, and couldn't stop. We pulled our nightgowns back on, and laughed until tears streamed down our faces.
We turned off the movie, and headed to Ali's room. After she shut the door, she stripped off her nightgown, and climbed under the covers naked. I did the same, and snuggled in next to her. She pressed her breasts against my back, and pushed her thigh between my legs. Before long, I had my second orgasm of the night, and I was returning the favor to Ali. We fell asleep, only to be awakened to the touch of her hand on my vagina, and we did it again. In the morning, we explored each other for a fourth orgasm in less than 12 hours. I went home spent, and exhausted, but glowing.
Ali and I still enjoy each others bodies 20 years later. We are both married and have kids, and have great sex lives with our husbands. But there is nothing like doing it with your best friend.