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"Want some lemonade or, uh, anything?" The fox's gentle voice spoke. His slight southern accent and verbal tics were some of the things that most people notice first about him. But the absolute first thing anyone noticed came clearly into view as he came around the corner. The fox was rather large, one might say. He was pretty tall for a fox, but that was small beans compared to how wide he was. The fat fox had the sweetest chubby cheeks, and his round stomach and short legs made him look so cuddly. He wore colorful hawaiian shirts that were a bit too small, so tufts of white fur often poked from between the buttons that he had resewed on with strong thread. Below were a pair of loose sweats, and below those were the other thing that everyone noticed about Dex, his massive hindpaws.

The one observing the cute fox was his best friend, Adrian. The badger was short and skinny, wearing a black shirt that complimented his grey body fur. In body he was a bit of an opposite of Dex, but the two were pretty similar personality wise. Both liked lazing around and watching old movies, almost anything was fine so long as they did it together.

They were close, very close. But the shy fox had always seemed just a little bit uncomfortable with the relationship's growth. Not that he was against it, he was gay and loved Adrian with every fibre of his being, but he was just very... Shy. Kissing was still a bit of a heated experience for Dex; and sex... well that was something that even the slightest thought of made him turn beet red under his fur.

He thought and thought about how he could... ease into it. He really did want to take the relationship to its next step, and knew Adrian did too. Just yesterday he had thought of something, and though it was still something that scared him terribly, he thought it might just be the right starting point.

"H-hey, Adrian."

"What's up?" The simple words of Adrian, and the smile on his black and white face made Dex's knees turn inward.

"I, uh, so um, did'ya know I have one of those masturbators?"

The suddenness of the statement made Adrian give a bit of a confused face, but he realized this might be Dex trying to open up to him. "Nice, do you fit in it?"

The casual jab was one of the few sexual things that the two had discussed before, and that was that Dex looked like he was fucking packing. Any time the badger had given even the most cursory glance downward his vision was filled with a ridiculous looking stuffed pair of pants.

Dex laughed with his sweet voice. "Just... just barely."

Adrian thought he could guess where Dex was taking this. "Hey Dex, would you mind if I watched you?"

Bingo, Dex was hoping for just that. He was too embarrassed to get right into it with the badger, but with this little buffer, he knew he could get more comfortable.

"That sounds, uh, perfect!" Dex's voice shook. "I'd really like it if you, uh, watched." Dex walked over to the leather couch that Adrian was sitting on, and the badger got up and took a dining room chair over, sitting it before the couch for a front row seat.

Dex was not at all unfamiliar with "letting loose" on the leather couch, he hid it well but he had quite a libido; having to masturbate pretty regularly.

Dex's blush was visible on the whites of his cheeks as he laid back comfortably on the leather couch. The tight buttons on his shirt gave a pop of relief as they were unbuttoned by his shaky paws. His eyes darted nervously over to the badger every other second. The bulge in his pants looked even more ridiculous now as the excitement of being watched washed over Dex.

"I ain't' ever had anything see me without my shirt, even..." He squirmed a bit as he slipped his arms out of the cloth. The fox's big beautiful stomach jiggled a bit with the effort. It was so round and perfect, Adrian's eyes looked over the soft creamy white fur, taking extra time to admire the deep set belly button. Dex's cute pecs were pretty small, completing the big full belly. The fox looked over to his friend, as if silently asking for his approval.

"That's a shame, you have a very handsome body Dex."

"Aww," Dex's blush was almost comical at this point. "You're just sayin-"

"No, I mean it." Adrian was very firm in his words. "I think you look... Well, hot! I don't know what else to say, I don't think I've ever seen someone as cute as you Dex, and that's the truth."

It seemed Adrian's words gave Dex a little shot of confidence. That confidence, luckily, went straight to his dick, which gave a lurch in his soft trousers. A small dark spot appeared on the tip.

"Aw shit," Dex crinkled his nose. "Best, uh, get it free before it starts leakin' too bad." Dex took his big handpaws and grabbed the elastic waistband, giving one more look over to Adrian before slowly slipping it down. His cock became visible as he pulled the pants and underwear lower, and lower, and lower. Just as he pulled the pants past his knees, the head of his cock came free, arching up and spewing a bit of shimmering pre before slapping against his stomach.

"Holy fuck!" Adrian's eyes went wide as he looked upon Dex's incredible foreskinned foxhood. The member was way fatter than the badger was expecting, a great complement to the ample gut. Its soft pink skin jutted from the cream fur of his crotch, and if Dex had a flatter stomach it might have reached right to his lower chest. A pair of apple sized nuts laid lazily over the thick thighs, a perfect complement to the drooling dick.

Dex crossed his big footpaws and tucked his knees together, not doing much to hide his sizable package, but it was an attempt at some modesty nonetheless. "Y-yeah. That's, uh, me."

"Wow, I'm surprised you walk as well as you do with that thing swinging between your legs." Adrian smiled.

The fox smiled back, feeling more comfortable being naked around his friend. "Um, yeah, I have some nice underwear." They both chuckled. "So... Want me to start, you know, mu-masterbatin'?"

"Oh yes please Dex." The badger tried not to sound too desperate.

"Ok, let me get my thing." Dex reached over to the nearby side table. Adrian watched in fascination as the fox grabbed something inside. He gave a happy rumble as Dex removed what looked like a big plastic tube. The badger instantly recognised it as a fancy masturbator. Of course, it looked more sized for a large wolf, or even a bear, but with a cock like Dex's, that worked out just fine.

"I used to put a condom on 'fore i used it... But half the time they'd, well, pop on me. So now I use one or the other."

Dex popped condoms, even with that extra room on the end of the masturbator? That must mean he had some serious output.

"Ok, well, uh, enjoy." Dex swallowed as he gently screwed the end off the plastic housing of the masturbator. The nondescript clear rubber hole inside looked a bit beat up, he used this thing a lot. He placed the soft hole to his leaking dick, taking a deep breath before swirling it around his head. Adrian realized the fox didn't use any lube, he leaked so much he made his own! Brown paws gripped the plastic harder as the rubber made soft wet noises, juicy precum coating the entrance. Dex pursed his lips, his chest and belly swelling as he took deep breaths. He splayed his big padded toes as he began gently stroking the entrance of the toy along his cockhead, short little dips to coax his body to give up more of its lubricating pre.

Adrian forced himself not to start jacking it on the spot, he didn't want to overstep himself. That soft belly, that huge cock, those fat paws, all of it drove him nuts. Better than all of that, it was all attached to such a shy and gentle personality.

Dex bit his lip, moaning through his nose as he sunk himself completely into that soft toy. He sat still for a moment, eyes closed. A bead of watery pre dripped down his thigh and onto the sofa. Damn, Adrian thought, if that's just his pre.... A fluffy fox tail swished, and Dex's knees pulled closer to him; obscuring his fat balls a bit, but showing off the fullness of his big wiggling toes. I guess what they say about big paws is true, Adrian thought. Those thick toe beans mushed against his pawpads as he scrunched and splayed his paws with pleasure. The soft brown fur matching the earthy brown pads and dark claws. Adrian was so enamored for a moment he didn't even pay attention to the main show.

"Ah, ohhhhhh," the Fox's dark blue eyes came open as he began stroking himself in earnest. He looked absolutely overwhelmed with the pleasure of it all, Adrian imagined he would too if he had a cock that size and someone watching so intensely. Dex took sharp breaths in and long pursed breaths out, almost whistling as he did. While the masturbator could reasonably take the fox's length, the girth of the moist member stretched it to a bit of a limit, squashing it against the plastic shell and giving a good tight fit to Dex.

While one big handpaw drew the soft rubber over the foxhood with a wonderful squelching sound, the other must have felt a little lonely. Dex had a good purpose for it though. He placed the soft pads against the fur on his belly. The stomach was perfectly jiggly, with just a bit of firmness underneath, you could almost tell just by looking at it that it would make a wonderful place to rest your head on. Dex stroked his paw against the grain of the fur, and back again to smooth it out; gently rubbing his big stomach. The fox's belly was very sensitive, and every gentle rub added greatly to the pleasure of his deed.

With the mounting pleasure, more and more pre was leaking from the fox. Every time he pulled out of the masturbator a generous drizzle of the stuff leaked from it. Dex was glad for his choice of couch and floor, he always had plenty of cleanup when he did stuff like this. Those thoughts however were far back in Dex's head, right now there was much more to think about. The eyes of the badger on him seemed to spark something inside him, turning his body on hotter than he honestly had ever felt before. The orgasm building inside him seemed to swell with every beat of his heart. He swore his balls grew a little more tense, his breath a little more ragged. He looked at Adrian and began humping into the toy just as hard has his hand was bringing it down, making a sharp and gooey slap, with a bit of pre splashing out.

Adrian smiled, this was the hottest thing he had ever seen. He was terribly erect, pressing his legs together to get whatever sensation he could on his cock. Dex's eyes left his friends as he closed them with a deep breath. Dex felt the orgasm growing very close. His big toes wiggled and kneaded, the paw on his stomach massaging deep. With a cute squeak, everything grew quiet for half a second. There was an incredible sound, a heady squirt like a sudden rush of water through a hose. Dex's back arched slightly, and he kept his eyes tight and his mouth pursed; Adrian thought that a shame, he was missing the most beautiful sight in the world. Out from the air holes in the top of the masturbator came a small deluge of pre and jizz, but Adrian saw that it was so thick that those tiny holes could not release any more. With that and another great moan from the fox, spunk absolutely sprayed from the bottom of the toy, coating everything in a fountain of white. Even with a constant wave of pancake batter thick cum, Adrian could see the cock beneath it all heave with pulse after pulse.

"Oh, ah, ah, AH!" Dex's voice was as cute as ever as he pulled off the masturbator, the force of his orgasm so much that it almost hurt to keep the thing on! With no more stopper on his spunk, all hell broke loose. A vicious wave of jizz sprang from the free cock, Dex holding his hand over the violent spray of cream, sending it all over. Fortunately for the poor room, and unfortunately for the watching badger and the orgasming fox, the great waves of cum soon came to a trickle, then a total stoppage. Exhaustion came over the chubby fox as he went limp, his red fur clumped and soggy with thick and sticky gunk.

"Oh gosh, I'm sorry, I didn't mean to get any on you," Dex's eyes were still barely open slits. "That was a little more than usual."

"A little more?" The badger said in a surprised tone.

"Yeah, that was like what i usually give plus, um, like another fourth more."

A fourth? This guy must cum a good quart on a bad day! "And you jack it regularly?"

Dex's shyness showed in his gentle body language again. "Like, two or three times a day, usually in the, um, shower though. I take one in the mornin' and a little one at night so-"

"Th-three?" Did that mean he had already came today?

Perhaps not really understanding what Adrian was asking, Dex gave as best an answer as he could. "Well, I usually have a condom for my afternoon one, I don't make such a mess unless it pops." He took one of his cleaner hands and reached into that drawer again, pulling out a wrapped condom for Adrian to inspect. Even after giving such a show, he still seemed a bit embarrassed as he passed it.

The badger recognised the make. "You pop breeder condoms? Not many can say that!"

"Uh, yeah. See my pop was a breeder, and he passed it onto me I guess."

A breeder fox, he'd never heard of that before, but it made sense. "That's really hot!"

"Mmhmm. Hey, so, I wanna say I'm still feeling kinda, uh, horny." Dex swallowed.

Still! After that, holy shit.

"Would you like to... I mean, do you wanna, like, rub off each other or anything." The accent and hesitation in the voice made it so sweet.

"Only if you're comfortable with it Dex, and if you are then, god, yes please." Adrian tried not to sound incredibly desperate.

"Y-yeah," The fox sat up on the couch, scooting over so the least sticky section was somewhere where adian could sit. "I'd like that a lot." His adorable fat fox face gave a wide smile. But there was something else. Dex had some real deep want inside him, having Adrian watch was one thing, but some great force pulled inside him, he really wanted to be closer to the badger, very very close.

"Ok." Adrian had no words, he was so thankful for the invitation it almost hurt. He slipped off his t shirt and pants, waiting for a look of approval from the fox before removing his underwear.

"You're a real handsome guy, uh, Adrian." Dex blushed and crossed his feet. It was an honest compliment of course, Adrian had a thin and tight figure, with his grey fur tight and neat around his lithe muscularity. Compared to Dex his penis was nothing special, but the dark uncut member was beautiful all the same to the fox. He sat down next to the big fox, not caring at all about the stickiness or his paws dipping into a small cooling puddle of jizz. The shy fox brought his hands together in front of his stomach and rocked back and forth a little in nervousness. But besides that tension there was something else, but Dex just couldn't put his finger on it.

"Just tell me what to do," Adrian said.

"Ok, I guess I want you to start please." Dex tucked his face into his chin as he moved his paws to the sides of his wide hips, revealing the massive and still hard member in all its dripping glory. The badger felt so lucky.

Taking time to admire the heat coming off of both the fox and his veiny dick, Adrian hovered his hand for a second before gently grabbing the member.

"Ah..." What? Dex felt some strange sensation as the forign hand of Adrian came around his cock, hardly able to touch claws together as it wrapped around. He shook his head, trying to shake loose whatever feeling just popped up inside himself.

Adrian didn't think much of it, and slowly began massaging the soft skin of the cock, letting the sticky cum that still clung to it lubricate his slow sideways handjob.

"Grr," Dex's chest rumbled as that feeling grew inside him, his body tensing slightly. At this point even Adrian noticed that his penis was growing a little harder and a shade darker with blood, and that his soft stomach tensed a little.

"You alright?"

"Don't. Stop." Dex's voice was a serious tone, even a little strange sounding. Adrian thought that he must just be really into it, he was really almost growling at this point. "More," The fox's voice was almost gravely in tone.

"Dex, is-"

"Did I say to stop?"

Oh no.

A strong paw grabbed Adrian by the scruff of his neck. The next thing he knew he was hoisted in the air, hardly able to swallow as he froze in place.

"This is great and all," the deep baritone voice spoke. "But I have another idea." Adrian turned his eyes to see Dex, a feral grin on his face. His eyes were almost black, and he looked like a true predator in every way. He had no idea that there was so much strength to the soft fox, or that he could have such a wicked look on his face.

It must be the breeder insticts, the guy has never even come close to them, and I end up overloading him, oh fuck. Hot growling breaths took Adrian out of his thoughts, and right back to reality.

Dex grabbed Adrian around his waist and pressed him to the couch. His forehead came right against a slimy drip of cum and his hands pressed into the soft leather where Dex had been sitting. He realized his ass was out towards Dex, and knew what was going on. Suddenly he felt like he shouldn't have wished so hard for the big guy to be more open.

"Nice ass." The bluntness of the usually blushing fox was enhanced by that rocky voice, the accent sounding much more threatening. Adrians backside and legs were out in the open air and being held by those strong paws. Dex was much stronger than Adrian would have ever guessed, he must have had quite a bit of muscle under all his soft cuteness.

Slap! Oof, for a second Adrian wondered what had hit him right in the stomach. It didn't take long for him to realize from the warmth and slime he had just been cock slapped by a twitching foxhood. "Get ready, I'm gonna be fuckin' your brains out." Adrian had no doubt about the truth of those claims. He supposed after all his daydreaming about fucking the cute fox, this was his cummupance, with a great emphasis on the cum.

The badger hardly expected much foreplay, but he also didn't expect to almost immediately feel a massive cockhead press right to his ass and give a hot jet of pre. He doesn't use lube normally, I shouldn't have imagined him using it he-OLY SHIT!

"EEAAGHHFUCK!" With what might be described to a three ton elephant as a gentle push, one forth of the gigantic pulsating foxcock now lived in the tight, unprepared ass of the badger. Grey fur and black flesh yielded to the spire of fox, and Adrian felt an incredible fullness with every second as the fox sunk into him. "Oh god, be genTHAAul," the badger slurred. Dex sounded more like a slathering demon than a fox as he went deeper, giving a tiny moment of relief as he pulled out just a bit before entering even harder. Adrian had no idea how much room there was for cock in ones ass until this day, and every inch of the skinny badger was completely stuffed. Grey fur pressed outward on his belly and only spread outward more and more as cock and pre filled in space the bager did not have.

Despite the feiceness of it all, Adrian couldn't lie, this was so fucking hot. His cock was hard as a rock and the beating his sensitive insides were getting was about to send him over the edge.

"I'm gonna-" Adrian's mouth was suddenly covered by thick pawpads.

"Yeah, shut up and do it!" Dex commanded. There was no saying no to that. Adrian felt his vision go blurry and his body tingle like never before as he came. Hard spurts of Badger mixed with drying and cooling fox to make a wonderful cocktail of cum. It was almost painful how hard he came.

Dex didn't seem at that impressed. "My turn." And oh-fucking-boy was it. With a grunt like a chainsaw starting up, for a moment Adrian thought he had been punched in the gut. Not only in one fell swoop had Dex hilted, like a kink in a hose being fixed, pressurized jizz launched into the badger. If an empty cup was put over that dick, it might have been a good thirty seconds before it hit the ground, so strong and pressurized was the gush. To put it lightly, Adrians ass was destroyed, and God, it could not have been better.

Even with the voluptuous orgasm being pumped into him, not a drop of seed made it out of the badger. Dex held him close with all his considerable strength, and he was sealed. Adrians stomach ballooned outward, cum making its way into every nook and cranny it could inhabit. He looked like a blue whale had impregnated him. The taught and localized swollen stomach an interesting contrast to the wide and soft weight of the fox who was doing the filling.

As he came, Dex felt that predatorial breeding instinct spill out of him almost as fast as his thick cum. Awareness rushed up to meet him.

"Oh no, Adrian, oh gosh, I'm so sorry!" He pulled out and grabbed his face in embarrassment, he had no idea what had come over him. A thick deluge of cum, thick as the fox himself, came oozing, oozing... Stopping... There should be a lot more coming out...

"Dgghhh, Dex... I think I'm... full." He tried to heave his stomach, only the lightest trickle of cum came out. With another heave, an even smaller amount, but this time as thick as pitch. "And I think you plugged me up."

"I'm so sorry, oh I feel terrible, I didn't think I had any of those instincts! Please don't hate me Adrian."

"Hate you? Dex, you are the sweetest person in the world, I know that!" He Turned himself and sat down, the unrelenting pressure in his belly becoming more and more familiar. "We've just got to be... Careful about your, possibilities?" Adrian smiled. "Love you dude, thanks for opening up to me, now I've just got to find a way to open up before I explode."

"Oh, uhh, I'll get a bath running for you, be a minute." Dex ran to the door and looked back for a second.

"Cutie."