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"Boys! Come down for dinner."

The father listened quietly as he heard the quiet thumping of controllers being placed on the floor, accompanied by the thunder of feet as two young cubs barrelled down the stairs. He smiled to himself, satisfied, and made his way into the kitchen to serve up.

In stepped two young cubs, on the cusp of their teenage years. One resembled his father in almost every aspect: after all, they were both bears! But the other cub was strikingly different, with a mixture of more colour hues compared to his friend. Of course, they weren't related; in fact, there was a reason his friend was there tonight: a sleepover.

Shorty, a Red panda, was a kind soul, who was notoriously playful, and found it easy to make friends at school. Through all that, however, he had latched onto one person particular: Lionel, who he considered his best friend. Shorty was just a nickname-- he was naturally shorter than most kids in his class, and he had developed the nickname from a young age when his father called him it when picking him up from school. He didn't mind it, though; it suited him.

Lionel was a little different than him. Short was naturally outgoing and expressive, but Lionel was a little recluse and introverted. Their polar opposite personalities is likely what made them get on so well, as Shorty's charismatic personalty helped Lionel out of his shell.

On that particular evening, Short was over at Lionel's house for a sleepover, something that was commonplace for the two 13 year olds. It was almost every weekend that the two of them hung out, as they often shared classes, which in turn meant that their sleepover weekends were often riddled with various leisurely activities, and sharing of homework duties. Lionel's father was glad to have the Red Panda around often. He was nice to his son, and he was particularly energetic, something that the household often lacked.

However, Shorty was a often a little more than friendly, as Lionel was quite familiar with. The Red Panda was well known for being a little flirtatious. Amongst his closed friends, he could be reasonably direct with his intentions, but most people looking into his life would immediately think he was interested in men. They wouldn't be wrong. Shorty had done things with Lionel in the past, things that the young Bear would probably be embarrassed about, but Shorty was proud of them, and often tried to incite more on a regular basis.

The two cubs sat around the small dining room table that sat at the far end of the kitchen, and Lionel's father stepped across the room to slide a plate in front of them of them, loaded with fish fingers, chips, and vegetables. They tucked in immediately.

"Thanks, Lionel's dad." Shorty said as he chewed, careful not to spit food from his mouth.

"You're welcome. Close your mouth whilst you're eating." The man warned, and Shorty clamped his mouth shut. Satisfied, Lionel's father turned away from him and began to run the tap, setting the plates up to wash.

Shorty's gaze lingered on him perhaps a little longer than necessary. He knew only a little bit about his best friend's father: he was a Gym instructor as the Sport and Fitness centre in the heart of the city, which is why he always looked so fit. His job involved working out, after all. Shorty had caught him a couple of times when he was topless, and that bear had some impressive muscles and a physique that always seemed to make Shorty's crotch tingle. It was for that reason alone that he was interested and often watching them an from afar, knowing better than to openly admit his interest. He didn't want to ruin his friend's life, or ruin the friendship they had for his own selfish goals.

And yet, he couldn't stop looking. The man was the epitome of a good father figure: Lionel's mother had passed when he was born, leaving the father in charge of looking after the Bear from birth. He'd done a fantastic job, as far as things went; he had a stable job, a good house, and Lionel got everything he ever needed for school. Shorty was, admittedly, a little jealous-- he loved his own parents, but Lionel's father was so inexplicably perfect.

Shorty's gaze travelled down to linger on the adult Bear's behind, staring at his toned ass within those tight jeans. He thoughtfully chewed his food and glanced over to Lionel, quickly realising that the younger Bear was staring at him. He shuffled a bit to sit straight, and carried on eating. He knew Lionel was weirded out, but hoped he didn't know the reason why he was looking.

Food was eaten mostly in silence, if only because the two of them were ravenous and desperate to have something to eat. They lacked enough chairs for the three of them, so Lionel's father lingered by the seat, digging into his own portion of the food whilst the frying pan and oven tray sat soaking in hot, soapy water.

Lionel and Shorty were quick to finish their food and get back to their game upstairs, and it only took them a few minutes to finish eating. They slipped from their seats and made their way to the door.

"Thanks for the food, Dad." Lionel called as they made their way up the stairs, and Lionel's father followed after him, standing at the bottom of the stairs.

"Don't sweets tonight, alright? I don't want you up until the early hours of the morning like last time." He called up the stairs.

"Okay!" The two cubs called back in unison, and Lionel's father sighed, striding back into the kitchen to tidy up.

The two teens set themselves back down to their game, and before they knew it, many hours had flown by. They had been enjoying the co-operative experience of a popular game that had come out recently-- all the new levels were fresh to them, and that alone was enough to have them hooked for several hours. Before they knew it, the limited amount of daylight that had shone through the window outside had disappeared, replaced with the black veil of night, with the moon shining overhead.

Shorty leant back and yawned tiredly, checking his phone for the time. He seemed surprised to find that it was already 11pm. They had gotten dinner roughly 4 hours ago. Just as he was about to mention this to his friend, the door creaked open.

"You're gonna hurt your eyes doing that." Lionel's father remarked, gesturing to the glaring screen and the lack of ambient light overhead. He flicked the light switch and the bulb overhead shone down, illuminating the room.

"C'mon, get ready for bed. I have to be up early, so I preferably don't want you to laying in bed until late, just in case." He ushered them, and they were happy to obey. Lionel knew better than to argue, and Shorty wasn't one to be rebellious or cause a fuss. The two of them got to their feet, and the Red Panda stepped over towarrds a bag he had sitting on the floor. After a quick rummage, he withdrew a toothbrush.

They set about their simple, basic routine of brushing their teeth and changing into their pyjamas, which they did so in private, away from one-another. Shorty wouldn't have minded it, and maybe even looked a little, but Lionel was way too embarrassed to even consider it, and practically blushed at the idea if he even so much as thought about it. When they were changed, Lionel climbed into his own bed, whilst Shorty snuggled up in a sleeping back on the floor, not too far away. Lionel's father came up to bid them good night, and then turned off the light, closing the door behind him. In the darkness, it was easy for Shorty to fall into a light slumber.

Shorty's dream were interesting. It had started out innocent enough, with Shorty sitting in class, doing a test. It had been stressful: the words were spinning and jumbling on his page, whilst everyone else seemed to be having an easy time of it. Then, the bell had rang and he'd gotten up, opening the door to leave. When he had done so, he found himself in a large gym. Lionel's father stood at the far end, dressed in nothing but a jackstrap. He had demanded that Shorty get on the mat in front of them, and the Red Panda looked down at himself to find he was only wearing a jockstrap himself.

The two had wrestled, but Shorty was continually and quickly overpowered. Each time, Lionel's father managed to floor and and got on top of him, his body towering over the Red Panda's own. Each time, Shorty had felt a pressure against his crotch, and had just enough room to wriggle and see their jockstraps pressed together. Even in his dream, the potent scent of sweat and musk was almost overbearing.

This happened a number of times, to the point where Short was beginning to lose count. The pressure just seemed to be getting worse and worse. Then, just like that, Shorty woke up.

It was still late. The room was pitch black, and all he could hear were the quiet sounds of Lionel's breathing, and the whistling of the wind against the window. He wriggled in his sleeping bag to find he was clammy with sweat. He grunted, shuffling awkwardly, and felt his crotch brush up against the interior of the bag. He paused and trailed a hand down, stuffing his fingers into his pyjamas.

He was hard, achingly so, but he hadn't actually finished. That was a surprise in and of itself: Shorty's dreams could often be lewd, and most times he typically orgasmed in his sleep without realising until the morning. This was a bit of an oddity, in that he was awake in the middle of the night, and he was so desperately erect. His body hummed with hormones, and the need to beat himself off quickly arose. He allowed himself a quick tug of his member, and his body shuddered. A shaky exhale escaped his lips, before he finally shuffled out of the sleeping back and got to his feet.

Admittedly, he was thirsty, and that was his primary reason for getting up. He padded across the room barefoot, his erection tenting his pyjamas, exaggerting hia aching hard-on. Luckily for him, Lionel was a bit of a heavy sleeper, as all Bears tended to be. He slipped out of the room and into the hallway.

A little darkness had a habit of heightening the senses. His hearing foscusing on his breathing and the creaking of floodboards beneath his feet. His eyes picked up very little, but his skin prickled with the needless desire coursing through his veins. He made his way towards the bathroom door and stepped inside, quietly shutting it behind him and turning on the light.

It was practically blinding, and took him a couple of minutes to adjust to the light. When he could finally see, he stepped over towards the sink and bowed his head, running the tap. Saving himself the effort of getting a glass, he gulped water straight from the tap, letting it dampen his cheek fur as it dribbled from his angled lips. he took a few heavy gulps, before leaning back and wiping his mouth, twisting the tap to stop the running of the water.

He slowly stepped out of the bathroom and turned off the light, met with a sudden darkness again. It was hard for him to see, but he knew the house well enough now to know his way back towards the bathroom. However, he found himself stopping, glancing down the other end of the hallway towards a slightly ajar door. Beyond, he could hear the faint snoring of Lionel's father, likely passed out in bed from an exhausting day of work and child-minding.

Shorty hesitated, torn between the temptation of the sleeping adult Bear, or the loyalty of his friend. His mind tussled with two opposite opinions: on the one hand, Lionel didn't have to know if he did anything to his dad. Alternatively, wouldn't be feel guilty if he did do it? And yet, why should be feel guilty for indulging his urges, something that was taught to be natural?

Swallowing his nerves, Shorty made his way across the hallway in the opposite direction of his bed, heading towards the ajar door and the sleeping man that lay within. He peeked through the crack in the door and spotted the man's man on the bed. The Red Panda hesitated, and then slowly stepped into the room.

He'd been in here before multiple times, but not in a situation like this. He had occasionally come up here with Lionel and had briefly explored, hoping to catch something incriminating, or lewd, and had typically found nothing but a spotless master bedroom. In this instance, it was very much the opposite: dirty clothes lay strewn on the floor, and Shorty recognised them as the ones that the man had been wearing that day. His gaze trailed across the clothes towards the bed as he moved closer, lingering by the side.

Lionel's father lay flat on his back, one arm down next to him, whilst the other as leisurely tucked underneath his pillows. His face was one of complete bliss, whilst his thing sheets rode up to his waist, and no further. His chest lay exposed, his toned pecs and abs hard to see in the dark. Shorty stared down at his body, before his gaze flickered towards the man's crotch. It was there, covered only be a piece of fabric. All he had to do was pull it down...

He stopped himself, before he was tempted to go any further. What if he woke up? Lionel was a heavy sleeper, and whilst it was possible that he inherited that from his father, it was still not guaranteed that he stay asleep. If he woke up, then Shorty knew he'd be in trouble. And yet, the temptation was almost too good to pass up. He found himself reaching out regardless. Perhaps he would just accept the consequences of his actions.

He grasped the thin sheets and carefully, slowly slid them down, gliding them past the Bear's legs as his eyes fixated on the man's junk. His eyes traced over the plump, furry balls that sat beneath a thick, flaccid member. Shorty couldn't stop himself from reaching down and curling his hands around the length, feeling just how thick it was. He managed to touch his fingers to each other quite easily, but as he groped and stroked the flaccid cock, he felt it stiffen beneath his touch.

He angled it back until the member flopped down against the Bear's stomach, and he watched as the member pulsed to life before him. His eyes were finally adjusting to the dark and he could see a little clearer now, and he watched as the member grew from 2 or 3 inches of flaccid, foreskinned cock all the way to 7 inches, possibly even 8. His fingers stroked along the underside, which only made it stiffen faster.

It was a peculiar member, but one that the Red Panda was familiar with, for his shared a similar cock. Much like his own, there was no fur on the man's member, giving it a pinkish colour that was a stark comparison to his brown fur and shaggy balls. Shorty's fingers reached down and he cupped the pair of orbs in his hand, feeling how warm and plump they were. The Bear grunted in his sleep and rolled his head to the side, causing Shorty to briefly freeze in place, a tingle running up his spine. This was exhilarating, but dangerous. He could get caught so easily.

Yet, he couldn't stop himself. He grabbed the member with both hands and felt it immediately tense from his touch. He wondered how long the man had gone without any action. Weeks? Months? Perhaps even years? Shorty didn't know, but he knew that his quick strokes and gropes of the cock seemed to be working wonders for the older Bear. He could heard the man's breathing quicken, and listened as a few quiet groans escaped his lips.

As shorty eagerly pumped and stroked the cock, he began to hear a peculiar wet sound. He paused for a moment and frowned when he didn't hear it, but as he continued, he heard it once more. He foolishly had no idea what it was at first, but quickly came to the realisation that the sound was coming from the man's member. He raised a hand to the head of the cock and his face flushed when he felt slick, moist fluids around the tip of his fat cock. He trailed a finger around the urethra until the fluid was all over his fingertip, and then brung it to his mouth. It tasted of very little, but the cub quickly guessed what it was: pre-cum.

His heart was pounding. He didn't know how long the man had left until he climaxed, but the boy didn't want to waste it. He removed his hands from the member and watched it flop unceremoniously back onto the man's stomach, gently twitching every so often. The Red Panda tugged his shirt over his head and pulled down his pyjamas, stepping of out of his clothes and leaving them to the side. He was already hard from just stroking the man's member, and it was about to get even more exciting.

Now fully exposed, Shorty climbed up onto the bed, deliberately being slow and methodical so he didn't want to man up. He careful hoisted his leg over him so that he was straddling to man's body, and he shuffled himself back, gritting his teeth until he finally settled down behind the man's member.

He sat there for a moment, with his own erect member and balls pressed down against the other's own set, and he compared sizes. He was remarkably shorter, but that didn't surprise him; they had taught him in Sexual Education at school that all parts of him would grow in size as he got older. Even so, the difference in length between them was astounding. Whilst Shorty was only 4 inches or so, the man was almost double that size, and considerably thicker.

Shorty rocked his hips against the member for a moment, his eyes rolling up into the back of his head as the feeling of pleasure swept over him, the gentle tingling of his loins from grinding his member against another person. He bit down on his lip and sighed, before he finally shuffled forwards, wondering what else he could do with the man whilst he was asleep. Of all the possibilities, one was interesting him the most: anal.

Shorty had taken a cock or two before, but they were nothing compared to the large member in front of him. He slowly pushed his hips back against the member and reached behind him, angling the cock up against his ass. He felt the thick head slip between his cheeks and press up against his taint awkwardly. He shuffled and adjusted himself, sliding the cock up further until the tip met with his quivering pucker. He didn't want to shove it in-- at least, not yet. This was good, at least for now.

He positioned himself just right and began rolling his hips back against the cock, feeling it twitch and stiffen as his pucker pressed against the head. His free hand tried the stroke as much of the length as he could, dragging the foreskin back and gliding it over the edge of the glans. The sensual jerking, combined with the gentle tensing and squeezing of his ring, helped to coax dollops of pre-cum from the end of the member, which quickly collected up against Shorty's behind. He grasped the member and rubbed it up and down, smearing that pre-cum all along his entrance and down to his taint.

He heard the man groan underneath him, and Shorty grinned to himself. He knew his friend's Dad was enjoying the too; he could tell from the way the member pulsed powerfully in his grip. He occasionally felt the man's hips push up against him in his sleep, clearly into it.

Shorty grew more daring. He pushed his hips down a little harder and felt his muscles give away against the cock, stretching out to swallow up a small fraction of the man's member, clasping around the head of his cock and squeezing. Shorty gritted his teeth, feeling his ring being considerably stretched as he pushed down upon it. He could feel the man's cock pulsing gleefully as the ring squeezed around it, and after a few moments of adjusted and pushing, he felt the entirety of the man's head slip inside his asshole.

It was a feeling like no other, and one that made Shorty pause just to take a breath. He could feel how full he was already, the mixture of discomfort combined with a peculiar sense of elation of pleasure. He rolled his hips and felt the member sink into him by only a few centimetres, before it pulled back, briefly caught by his squeezing ring, keeping the head of the member inside him. He found himself breathing harshly through his nose, and couldn't stop himself from reaching down to quietly stroke his own member, his cheeks flushed.

He was enjoying himself perhaps a little too much, for he started to roll his hips with a little more gusto, moaning breathlessly as he felt the cock slip further and further into him each time. It didn't go far: an inch, maybe two, but it was enough to make the boy quiver and writhe from pleasure. His hand loosely and clumsily jerked himself off, his cock caught between his fingers as he wildly masturbated.

Suddenly, he felt a sensation on his hips, and he froze. Someone was touching him. He slowly lowered his head to see Lionel's father staring up at him groggily, his eyes blearily blinking open. His member still pulsed and twitched in the boy's behind, but he felt the cub firmly still. The Bear watched him for a moment as he slowly came to his senses, but he still said nothing. Shorty watched him look more and more awake, until he finally broke the ice with an awkward giggle.

"H-Hey, Mr. Martin. Uh...this isn't what it looks like...?" Shorty sheepishly grinned, and the Bear narrowed his eyes.

"Are you sure? Because it suspiciously looks like a horny kid riding my dick." He muttered quietly. Shorty felt his face flush as such bold and sordid words. He'd never heard the man talk dirty before. There was something in his voice-- a gravelly, husky undertone that he'd never heard before.

He felt the hands holding onto his hips tighten, and he thought for a moment that he was in big trouble. He braced for the worst, but was met with something very, very different. As he clenched an anticipated the man to pull out of him, he was instead met with a sudden, hard, rough thrust.

Shorty arched his back in surprise as a sharp gasp escaped his lips. Lionel's dad had wedged all 8 inches of his cock into the boy in a single thrust, and Shorty's insides instinctively spasmed and clenched from the intrusion. His cock stood on end, wildly twitching from the feeling of a warm, pulsing member thudding against his prostate. His eyes snapped down to the Bear's face, and he saw Lionel's father smirking.

"If you want to get fucked--" The man pulled back and thrust again, just as hard, making Shorty quiver and whimper. "Then you'll get fucked."

This was a whole other side to Lionel's dad that SHorty hadn't been expecting, and he found his heartbeat quickening. It wasn't from fear, however, but from excitement. He was already considerably turned on, but the rugged, rough Bear dad had just cranked it up to an 11. He felt the Bear's legs rising up, and he glanced back to see him planting his feet against the bed, steadying himself. Shorty reached down and placing his hands over the man's own, holding onto him tightly. He shot the adult an awkward grin. Lionel's father smirked in response, and he started thrusting.

Shorty had fucked, and been fucked before, but he'd never been TRULY fucked as hard as he had in that moment. There was something deep and carnal about it, the feeling of a rough pounding. It was more than just the sex; it was as if he could feel the Bear's pent-up frustration, his desperate need to blow his load. He could feel that primal instinct to buck and hump in the man's every thrusts. Shorty rolled his head back and panting wildly, the bed creaking from their vigorous, rough sex. The cock inside him slammed up and down, spreading out his inner walls and assaulting his ring at all manner of rough angles. The man's balls slapped up against his behind with every thrust, and his own cock and balls rapidly bounced up and down.

As he whimpered, he heard the man grunt and growl, his fingers digging into Shorty's hips, clutching tightly to his body. He occasionally stopped his powerful thrusting to sink himself all the way into the Red Panda's behind, rolling his hips and stroking his thumbs against his auburn fur, a brief reprieve that showed a degree of sentiment and caring, before he went back to hard, brutal pounding. Part of it was exhaustion: keeping up such powerful thrusts for so long was tiring, but it was also so he could make sure the boy wasn't in any intense pain. It seemed to be quite the opposite: the cub was delirious with pleasure, almost to the point where his tongue was hanging from his mouth. The droplets of pre-cum that splattered his stomach was testament enough to how much the cub was enjoying it.

After a few minutes of hard thrusting, the man wanted to change position, and he wasn't going to ask. He reached up and held onto the teen's sides as he rolled the two of them over, pushing Shorty down against the bedsheets and pillows, towering over him. The Red Panda was considerably shorter than the Bear, so for the most part, he was just greeted to the sight of his chest. That was good enough for him, however, and he reached up to hook his arms under the man's arms, bringing them around to hold onto his shoulders. The adult Bear adjusted, pushing his hips down against Shorty's behind and pressing his cock into his insides a little. He jerked his hips a bit, and Shorty found his own hips leaving the bed, suspended by the man's cock. He hooked his ankles onto the Bear's legs as best he could.

Lionel's dad pulled back and thrust again, and Shorty let out a quick groan of pleasure. The bed creaked and slammed against the wall for a moment, but neither of them seemed to care about the noise now. The bear started in on steady thrusts again, each quick pound of his hips met with a quiet slap and a wet squelch. His cock was coated in pre-cum, a reminder of how turned on he was. He knew he was getting closer, but so was the boy. Neither of them were going to last very long.

Shorty could smell the sweat clinging to their bodies. He felt the pleasure humming through his body with every thrust, his cock weakly twitching against his stomach, the tingling in his loins growing more intense. All he could see was the man's thrusting hips and his furry chest above him, those pecs hanging over him. He knew he'd remember this moment for as long as he lived. He closed his eyes to capture all the smells and sounds, all the sensations and emotions. His fingers curled against the man's shoulders and he gripped to him tightly.

The man's thrusts were weakening, his hips rolling down against Shorty's behind. His thrusts grew irregular and his breathing grew shallow. He began to groan and moan with an intensity like no other, and Shorty knew something was approaching.

"O-Oh fuck, oooh fuck..." The man groaned, and Shorty whimpered himself, overcome with the tight pressure of his loins. It seemed as if they were going to finish at the same time, but Shorty was somehow first to orgasm. He clenched tightly around the Bear's cock and squeezed, letting out a strained whine as his cock twitched and throbbed, spilling tiny droplets of cum onto his own stomach. His insides milked and squeezed onto the man's member, which was enough to send him over the edge.

The Bear groaned and arched his back, raising his head as he climaxed. His cock throbbed and spurted thick wads of cum into the boy's behind, coating his insides in sticky seed. He rolled his hips, hearing the hot, wet squelch as cum seeped around his member, mixed with the pre-cum. Shorty felt the warmth in his belly and sighed happily, pressing his head back against the pillow.

The man panted and sighed tiredly, overcome with exhaustion, yet his body almost glowed with pleasure. He rocked his hips against the cub a little longer before he finally pulled back, rolling onto his back and laying down. The two of them breathed heavily. Shorty felt the cum leaking from his tight rump and he clenched, trying to hold it in. He didn't want to make a mess. The man's cock flopped limply against his stomach, coated in a mixture of seed and pre-cum.

"Well, I...um..." Lionel's father was regretting it now. After all, he'd pretty much just fucked his son's best friend in a half-addled state. He expected the rich kid's dads to do that sort of thing for their daughter's best friend, but this was...altogether different.

Shorty didn't know what to say at first. Of course, he was ecstatic, but he also knew the man might regret his decision. He glanced over at the Bear, who stared up at the ceiling, lost in thought.

"I should get back to bed." Shorty murmured, and the man glanced over at him.

"...Yeah, uh...don't want Lionel suspecting anything." He muttered quietly. Shorty smiled sheepishly and slipped out of the bed on the other side, padding across the room and scooping up his clothes. Just as he was about to leave, he felt a hand on his hand, and he paused. He turned to face Lionel's father, who looked at him with a hard to read expression.

"We'll...uh, we'll talk later, okay?" The adult Bear smiled awkwardly, and Shorty found himself smiling back. The man let him go, and the Red Panda slipped back out into the hallway.

After a brief cleaning up in the bathroom, he dressed himself and slipped back into bed. Lionel was a heavy sleeper, as always, and hadn't even stirred from their rough, vigorous love-making. Shorty scooted into the sleeping bag and lay there for a while, wondering what tomorrow might bring.

Dawn broke out over the city at roughly 6am, and Shorty stirred from his slumber, awoken by a thin sliver of light that seeped in between a tiny gap in the curtains. He cursed his luck and tried to go back to sleep, but he was awake. Grumbling to himself, he crawled out of the sleeping bag and glared jealously at the snoozing Lionel, before making his way downstairs.

He stepped into the living room to find Lionel's father already awake, sitting on the couch. He was only dressed in a pair of loose shorts, and he was hunched over, one hand resting on his knee. The other was pumping a dumbbell, hoisting it up and down with his arm whilst locking his elbow in place. His eyes were fixed on the TV, but he stopped when he saw the Red Panda enter the room.

"Oh. Hey. Good morning." He stumbled over his words for a moment, before finding the right ones. Shorty grinned awkwardly over at him and crossed the room. He briefly caught sight of the man's cock in his shorts, just slightly peaking out from the leghole of his shorts. He must have been thinking about something interesting. Short slipped into a seat beside him, and the two briefly sat in silence, watching the TV.

Neither of them knew what to say, but something had to be said about last night. There was an eerie silence over them for a good 10 minutes or so, before Lionel's father finally said something.

"Look, uh, about last night..." He began, and Shorty's heart sank. He hung his head, expecting the worst, and the man placed the dumbbell down, clasping his hands together.

"Well...I mean, it shouldn't have happened," He began. "You're only 13, so it's...you know. Wrong. It shouldn't happen again."

Shorty understand, but felt his stomach twist. This was a man he'd had a crush on for a long time. If there were any silver lining, it was that he had that memory imprinted in his head, at least.

"...But I'd be lying to myself, and to you, if I said I...didn't enjoy it. I did. I very much did." Lionel's father eventually said, and Shorty stared over at him, his eyes wide. He hadn't expected him to say that. In fact, he thought that it might have taken a turn for the worst.

"This...this can't be a regular thing, you understand," The Bear continued. "If anyone found out about this, we'd be...well, I'd be screwed. Royally screwed. 'Fucked' would be a more appropirate turn, but given...you know."

Shorty's cheeks flushed, but he agreed with him. He didn't want anyone knowing about this either.

"So...let's not push it. Let's just...see what happens." The Bear suggested awkwardly, looking down at his hands. He could see him nervously glancing towards the door, perhaps expecting Lionel to wander in at any moment.

"Well..." Shorty began, sliding a little closer. "Why don't we start by talking about what you were thinking about?"

The Red Panda reached over to place a hand on the man's leg, and slid his hand closer towards his inner thigh to touch and press against the obvious erection. He saw the Bear's cheeks flush with embarrassment.

"L...Let's start with maybe a first name basis," The Bear suggested, but didn't force the boy's hand away. "Instead of Mr. Martin, call me... Ben. Sound good?"

"Sounds perfect." Shorty slurred, lidding his eyes over. He saw Ben grow embarrassed again.

This would be the start of an interesting relationship for the both of them. Shorty just hoped his best friend wouldn't find out he was fucking his Dad.