How I accidentally became my best friend’s sleep aid…

“Are you awake?” he asked, his voice coming through the dark of my bedroom. I was on my side facing the wall. The clock on my nightstand said 2:47 AM.

I waited a moment before answering, debating the pros and cons of admitting my restlessness.

“Yeah,” I said, deciding it was better to suffer together rather than alone. “Can’t sleep either?”

“No,” he said from the floor beside my bed. I heard him shift on the air mattress and I rolled over to look at him. The streetlight came through my blinds and made stripes across his face. He was on his back with his hands behind his head, staring at the ceiling.

“What’s wrong?” I asked.

“Just can’t shut my brain off,” he said. “Work stuff. Money stuff. The usual. What about you?”

I sighed. “Same, I guess.”

I sat up. My tank top was old and thin. I knew my nipples showed through, but I didn’t care, and I’m sure Mike didn’t either. I’d known him for twelve years at this point, and he’d seen me in everything from bathing suits to sports bras. I’m sure the fact I had huge boobs that were almost spilling out of my top was no surprise to him.

“You want to watch something?” I asked, nodding toward the TV. “I can put on a show?”

“Nah,” he said. “Don’t worry about it.”

He looked tired, and I felt a pang of sympathy for him.

“I’ll get us a drink.”

Before he could protest, I got out of bed and walked to the kitchen, pulling my shorts down a little as I went, trying to cover myself. I hadn’t expected to be walking around in my sleepwear, and I was wearing cotton shorts and my ass was big. It had always been big. I had thick thighs and wide hips and my ass stuck out. Men looked at it when I walked. They always had.

I got two glasses of water and came back.

I handed him one. He sat up and took it. He drank the water in three gulps and handed the glass back.

“Thanks,” he said.

I placed the empty glasses on my nightstand and sat down on the edge of my bed, my legs open a little, my shorts loose. “Better?” I asked.

He shrugged. “A little. Really though, it’s not your problem, don’t worry about it! I haven’t slept very well in weeks,” he said. “I just lie there. My mind races. Then I’m up at five feeling like shit.”

“That sucks…” I said. “I didn’t know it was that bad.”

“Ah, honestly, don’t worry. I’ll get there eventually.”

He lay down on his back and closed his eyes.

I continued to look at him for a moment. He looked miserable. I thought about what I could do. I thought about my body. I thought about what men wanted; what I knew they wanted. I had tits men wanted to touch. I had an ass they wanted to grab. I knew my pussy was something they thought about.

Before I could stop myself, I found myself speaking.

“I could help,” I said.

He looked at me. “How?”

“Get in,” I said.

“What?”

“Get in the bed. With me.”

He hesitated. “What, really? You sure?”

“Yeah. We’re friends, aren't we? I’ve tried sleeping on that mattress before anyway, I know it kinda sucks. Come on, before I change my mind.”

I slid over to make room and held the blanket open, looking at him. The sheets were cool against my legs, my top riding up slightly from scooting over. He looked at me for a second longer and then stood.

“Thanks,” he said, the mattress dipping under his weight as he sat on the edge.

“C’mon,” I teased. “Lie down, I don’t bite.”

He laughed, but it sounded a little forced. He lay on his back on the edge of the bed and stared up at the ceiling. I flopped the blanket down on top of him, both of us beneath it now.

“Better?” I asked. “More comfy at least?”

He nodded. I moved my leg and my thigh touched his.

“You’re warm,” I said, shifting closer. “It’s kind of nice actually…”

I moved my hand and let it rest on his chest.

“Is that okay? Your heart is racing,” I said.

“Yeah. It’s fine…”

I moved my hand down. Across her chest. Over his stomach. I kept moving my hand. I touched the waistband of his shorts. He stopped breathing.

“What are you doing?” he asked.

“Helping you relax,” I said. “You need to sleep.”

I moved my hand lower. I cupped him through his shorts. He was hard. I could feel the shape of him. He was thick. He groaned.

“Sarah…” he said. “What are you doing?”

“Shh,” I said. “Let me help.”

I squeezed him through the fabric and he grunted. I moved my hand up and down lightly, not gripping him, just teasing. He was breathing hard now. I looked at his face. His eyes were closed.

“Don’t worry,” I whispered, continuing to stroke him, moving a little closer, pressing myself against him. “This doesn’t mean anything. I don’t want anything to change between us…I just want to make you feel better…”

I stopped, sitting up slightly and pulling the covers down. I pulled my shoulders back, making my tits bulge against the thin fabric of my cotton top. My nipples were hard from stroking my best friend’s cock, and they showed through clearly.

I looked at him. His eyes were open now, and he was staring at my tits.

“You like them, right?” I asked. “Thought about them before?”

He didn’t answer, so I took his hand and put it on my breast. His hand was big, but still looked small compared to the soft mound of flesh it was now tentatively squeezing. I felt my nipple harden even further against his palm.

“Honestly, they’re soooo heavy,” I said, sitting up. “Feel.”

His eyes widened, but he did as he was told, squeezing them again.

“Come on,” I smiled. “You can do better than that. You might never get this chance again…”

He sat up and grabbed them with both hands, squeezing, kneading, feeling the weight of them. I grinned, watching him work, his face mesmerised. Without warning, he grabbed my tank top and lifted it up, my tits falling out, pale and full. My nipples were so hard, and he stared at them.

“Jesus,” he said. “Fuck.”

I grinned. There was something about his reaction that thrilled me. “You can suck them,” I said. “If you like.”

He leaned forward and took my nipple in his mouth, and to my surprise he sucked it hard. Way harder than I was expecting. I gasped, the sensation traveling straight to my pussy. I realised I was wet already, and ran my fingers through his hair as he used his hand on the other breast, squeezing the flesh. He switched to the other nipple, biting it lightly.

“It’s late,” I whispered, trying not to keep the pleasure out of my voice. “We should stop soon…”

He looked up at me, my nipple still between his lips. “Really?”

I nodded. “Yeah. C’mon. Let’s get this over with…”

I reached down and pulled my shorts off, lifting them first over my hips, then my big pale ass, and then sliding them down my legs, my panties glistening in the light. I kicked them off and knelt before him, completely naked now, my pussy bare. It was smooth and wet, and my lips were soft and swollen.

His eyes followed the contours of my body.

“Fuck,” he said. “You’re actually so wet.”

I shrugged. “This isn’t about me. You need to cum. Then you’ll sleep. Right?”

[More tomorrow if people want to hear the rest!]