FSE

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"Sarah, come on!" Aiden said from the top of the hill. The black cat looked down at his friend as she panted and grimaced at the incline.

"I just need... a minute," the fox replied, resting on her walking stick. "We've been hiking for hours."

"Only two." Aiden said, checking his watch. Sarah groaned, her feet were sore, she was thirsty but Aiden wouldn't let her drink too much water for fear of cramps. "Come on, there's a good place to rest just a few minutes away, and then we'll take a break. I promise."

"... Ok, but you promise we'll take a break soon?"

"Cross my heart. Then we can head back." Sarah groaned again at the reminder that she had to do this all over again before she could go back home and rest, but she pushed herself up and forced her way up the incline.Just one step at a time, she thought to herself. Just take one more step. Then one more._She caught up to her friend, who was annoyingly unbothered by the long hike he had dragged her along on. Sure she had asked to come, but she didn't know it would be like this! Aiden apparently didn't believe in hiking niceties like 'trails'._Just one more step.

Lost in her thoughts, the fox didn't notice the slight noise coming from ahead in the forest.The slight sounds of suction, of something wet sliding along something else, slight pants and low moans. Aiden's ears twitched at the sound, but he couldn't quite place the noise until he saw the source. He stopped walking, and a few seconds later Sarah caught up to him. Aiden shushed her before she could apologize and pointed forward.

A massive brown bear was ahead of them. She was squatting down, facing the pair, but her eyes were closed. As they watched she lifted herself up slowly, then slammed back down hard with a loud moan. Her hefty balls and heftier breasts jiggled with the force of her landing, her hard cock swaying lightly.A string of pre-cum dripped down from her cock, and as they watched it stretched down to the ground and fell away from her.The bearlifted again, and beneath her heavy balls the pair could see a massive dildo sliding out of the bears ass. She reached up and caressed one of her heavybreasts, then slowly slid herself back down on her toy. Then she opened her eyes and noticed the pair watching her.

"Hello there." The bear said, seeming unsurprisedand unconcerned about the voyeurs who had stumbled upon her. "What brings you two into my neck of the woods?"

The pair was silent for a moment before Aiden spoke up. "H-hiking, ma'am. So sorry, we didn't mean to disturb you."

"Disturb? Who's disturbed? Certainly not me. I adore having company." As she spoke she continued to ride the toyinside her, and the hand on her breast slid down to start playing with the head of her cock, making it shine with pre. "You must be tired after such a long walk, please join me and rest a while." She smiled, then closed her eyes and moaned again as she slid down.

"Oh, I, um, think we should be getting back, actually." Aiden said nervously, unable to take his eyes off the bear's glisteningcock-head.

"Aiden you prude." Sally said, smirkingas she grabbedhis arm and pulledhim closer to the bear. "You promised we could have a rest. Don't back out just because the scenery is better than you were expecting."She walked up and approached their new acquaintance, holding out her hand to her. "I'm Sally, and this is my friend Aiden."

"Basil Mae." The bear said, taking her hand off her cock and shaking Sally's handwarmly. "But you can call me Basil." When she let go she left Sally's hand wet with pre. The fox smiled and smeared the slick fluid against her hand.

"Nice to meet you Basil. I'd offer to help you out with that, but we really do need to rest."

"I could help you with that." Basil said, stroking herself again as she continued to ride her toy. "A simple spell to restore your vigor, fill you up with all kinds of energy." Her smile widened. "It does take something out of me though, so you would have to promise to make it up to me. Whatever I want, okay?"

"Will it make my feet stop aching?" Sally asked. As Basil nodded, she replied. "I'm in then." She nudged Aiden in the side.

"Huh? What?" Aiden pulled his eyes away from Basil's cock, almost as thick around as his arm. He seemed to be drooling slightly.

"You want to help out our new friend here."

"Oh. Yeah. Definitely."

"So friendly." Basil said, grinning down at them. She stood, and the toy finally came all the way out of her ample ass. As it was revealed, Aiden noticed that it wasn't shaped like a cock, as he had assumed. The toy was a fairly detailed carving that looked like a cat, standing up, with it's arms to it's side. It's face and body were covered in lube, but the expression of utter bliss could still be made out through the thick, slimy fluid. It was about six inches shorter than Aiden, and just a little thinner than his svelte, twinkish body.Aiden blushed upon seeing it,and Basil smiled upon seeing where his eyes had wandered. She decided how the two would make up the expenditure of energy to her.

"Well then. Come here, both of you." She gently grabbed Sally with one hand and lifted her up. Now that she was standing, the fox could see just how tall Basil really was. A giant in all proportions, Basil must have been at least 8 feet tall. Sally's feet left the ground as the bear brought her up, and a rush of fear and excitement shot through the fox's spine at the strength Basil must have, lifting her up with one hand like she weighed nothing. Thebear pressed her close to her body as she took her into a deep kiss. Basil's tongue poked at Sally's lips and the fox parted them quickly to let the bear taste the inside of her mouth. The fox gasped as she felt her muscles relax, the soreness in her body melting away as a warmth spread from her mouth, down her body, into her fingertips and toes.After a minute that felt like a lifetime of bliss, Basil finally pulled her away and set her down gently on the forest floor.

Basil looked at Aiden next. "Would you like my blessing too?" She asked softly. Aiden glanced at his friend, who was standing dopey and contented, swaying slightly as the magic continued to ease her aches and pains. He nodded quickly.

"Of course you do. Unfortunately, the magic that came from my lips is diminished for a while. Your friend needed a lot of it." She lied, but it was only a white lie. She interrupted Aiden before he could complain. "If you want to get your blessing, you'll just have to kiss somewhere else." She turned and bent over, getting onto her hands and knees topresent her ass to the feline. "Be sure to kiss it nice and deeply.As deeply as you can."

Basil moaned as she felt the cat rush up and plunge his face into herpre-stretchedass. If she had expected anyhesitationshe was disappointed, but she wasn't likely to complain. Aiden licked around the rim of her hole for barely a moment before he pushed forward, and his entire head popped inside her colon easily. She squeezed around his neck in surprise for a moment, but moaned as he started to push his way in deeper, slurping happily at her colon walls, his hands joining his face as he started to crawl into her ass.

"So eager. Sally, be a dear and rip off his clothes for me, would you? I don't want them inside me." She felt Aiden struggle for a moment before popping out of her, and turned to watch as Sally wrestledthe feline's shirt off. As soon as it was, the cat dove back towards her ass, and she braced herself as his head slid smoothly back into her lubricated hole. "Take off the restbefore he gets them in there please." She asked while stroking herself. "Then get up here." She felt the cat squirming behind her, and in her, as Sally tore off hisshoes, pulled off his socks, then undid he belt and pulled his pants and boxers off at once. Sally squeezed her friends bare ass, and then gave her new friend's bear ass a squeeze as well before giving Aiden a slight push to help him get his shoulders inside Basil's butt.

Basil moaned as she felt herself be stretched out again, Aiden's shoulders just a little bit wider than the widest point on her toy. She closed her eyes to enjoy the sensation, and by the time she opened them, she was greeted by the sight of a naked fox. "I figured you would want my clothes gone too." Sally said, feeling slightly awkward as she exposed herself to Basil. She was chubbier than Aiden by far, her body round and soft. Basil was surprised to see that she too was sporting a cock, standing atfull attention, straining to reach more than the three inches nature had blessed her with.

"Well hello beautiful." Basil said, looking over her new friend. She reached out with one hand, shifting her weight onto the other, and grabbed at Sally's body, gently squeezing her belly, her breasts, her small balls hidden just beneath her cock. Sally squirmed happily as Basil explored her body, grabbing at the hand almost big enough to wrap around her waist and guiding around her form, encouraging Basil to pinch at her nipples, to run her hands through her silky fur. Basil let her lead for a while before pushing the small hand aside and reaching around to grab at the fox's hindquarters. A sudden squirm from behind caused Basil to moan as her own hindquarters squeezed around the cat inside her.

"You really think I'm beautiful?" Sallyasked, looking into Basil's eyes as the bear opened them again.

"You look lovely, Sally." The bear said honestly, licking her lips. "Good enough to eat, in fact."

Sally blushed a deep red, enough to show through her scarlet fur. "Really?"

"Yes. So come here and let me eat you." Sally nodded and lay down on the forest floor, lifting her feet up to the bear's mouth. Even bent over, Basil's mouth was too high up for Sally to reach, but the bear grabbed her legs and easily guided her up. Her broad, soft tongue came out and caressed at the foxes feet, slurping happily at them, not caring about the sweat or the slight taste of earth from Sally's short barefoot walk on the forest floor. After a few passes of her wet tongue those flavors faded away and Sally's natural taste, that of a healthy young vixen, shone through beautifully. Slobber dripped from Basil's mouth as the taste made her drool even more, hungry for her meal after spending her energy to help her new friends.

Aiden was almost to his waist inside her assnow, she noticed. He was soaked in the excess lube she had used earlier, sliding easily up her colon and into her guts. She moaned around Sally as Aiden stretched her wide, pushing his hands against her tight walls as he crawled his way up. He felt good inside her, but he was too slow, she decided. Without a warning she pushed herself up from the ground and sat down, hard. The cat's feet pressed against the ground as she took him up to the knees, gasping at the sensation of being filled so completely. Her ass squeezed around him reflexively, and she could feel him squirming and struggling against the tight walls around his head now that he was in her intestine proper. With her other hand she lifted Sally up and let gravity help her with this part of her meal, swallowing gently but firmly as she guided the foxes feed past her mouth and into her throat. Sally's hand drifted down to play with her own cock as she was fed into the bear's maw. "I hope I taste as good as I looked." She said, gazing down at where her body was starting to disappearinto Basil's flesh.

Better. Basil wanted to say. You are more delicious than I imagined. Her mouth was full, however, and so in response she merely took another deep swallow, her tongue washing over the fox's legs, coating them with her copious drool, and giving her more of that wonderful flavor. She swallowed again, taking Sally up to the calves, and finally her tongue could reach the most flavorful part. It brushed lightly against Sally's balls, worming it's way up to taste her smallsheatheand the few inches of exposed, fur-less flesh to be found just above. She slurped eagerly at the fox's sex, her swallowing slowed to a halt as she enjoyed the flavor, the feeling of the twitching cock against her tongue as she pleasured her new friend. She debated making the fox spend herself here, so that she could taste her cum, but in the end her hunger won out over her desire to pleasure Sally. She stood, lifting Aiden's feet from the ground, and lifted her head up high to swallow deeply. Sally slid down, moaning happily as her legs disappeared into Basil's waiting gullet.

Taking a few careful steps, Basil walked until she was once again hovering over her dildo. The statue of a cat looked up at her longingly, and she gave it what it wanted. She sat down slowly, angling herself so that Aiden's feet pressed against the statue's head, then used it to push the cat the rest of the way inside her. She didn't stop when she felt her anus close behind the cat's feet, sliding slowly down to push the feline deeper inside her. She didn't stop when she reached the forest floor, instead squeezing tight around her toy and standing, using her hand to push the toy, and through it the feline, deeper and deeper inside her.

She swallowed again, Sally disappearing up to her thick belly. Basil's tongue washed over her face,making her sputter slightly as the bear's thick drool got into her nose and mouth. The fox reached down, her hand taken beneath the bear's flesh as she toyed with her cock. She tried to say something, but Basil's tongue caressed her face to silence her as she slid further and further down into the dark throat. Deciding to relax, Sally lay back to enjoy the sensations, looking up to see the forest canopy above her before Basil's jaws clicked shut, and a final swallow took her fully into the bear.

Basil pushed the toy further into her rear, feeling the feline being pushed up her bowels and towards her gut. Her hand met her well-stretched ring and she kept pushing, fisting herself as the toy disappeared inside her ass. She could retrieve it later, she knew, what mattered now was shoving Aiden as far inside her as she could. She could feel him crawling around inside her, trying to get deeper himself, but he was too slow for her liking, so she pushed again and again until her arm would reach no deeper.Pulling her arm back she felt her anus tighten, with nothing left to keep it stretched.

Sally slid into down into her gut quickly, and Basil stroked her massive cock with one hand while rubbing at her full belly with the other. "Come for me." She whispered as she squeezed at the fox inside her belly. "Come Sally."

Thevixenhad no choice but to obey, the sensationof Basil's stomach acids overwhelming her. She felt her cock twitch, then explode as her orgasm overtook her,her entire body convulsing with pleasure as she came. She could feel herself start to digest, but it didn't matter. Nothing mattered but the pleasure of her climax, which didn't stop but grew and grew, stronger and stronger until it felt so powerful it hurt, and kept growing well beyond there. Any reservations or fear the fox may have felt were washed away by the joy as she felt her body quickly soften.The pleasuredidn't come in waves so much as it came in a steady, ever-growing pressure inside her, even as that pressure was being released through her cock. She screamed her joy wordlessly to the world, knowing that only Basil and Aiden could hear her, knowing that both wanted to hear her, but barely caring. She wasn't screaming for them, she screamed because she had no other response to the pleasure that was growing through every nerve in her body.She screamed as she melted away, until finally she could scream no more and darkness took her as her body turned painlessly into goo.

Basil came in the same second that Sally's scream stopped, her cock shooting thick ropes of cum across the forest floor, splattering against a tree several feet away. She groaned as her eyes rolled back into her head and pleasure overtook her as she felt her meal grow still and silent. Part of her meal at least. As she panted in the aftermath of her orgasm, she felt Aiden finally, slowly start to squeeze his way into her stomach from the other side. "Your turn kitty. Lets see if you enjoy it as much as Sally did."

Aiden crawled his way up into her stomach, moaning as he felt the acid start to work on his fur and flesh. His cock was still hard, he hadn't wanted to cum before making it here. He had hoped to make it before Sally had gone, had hoped that he could finally fuck her here in this churning pit, but alas, it was not to be. He had heard her go silent just before he arrived, and by the time he pulled himself fully into Basil's stomach, there was no sign left of the fox. None that he could recognize by feel, at least. He reached down to stroke his cock as the stomach started to dissolve him, to weaken his body. He felt his body start to slowly melt away, but there was no pain to it, only a tingling pleasure that continued to grow as he was coated in the thick fluids of Basil's stomach. He heard the bear speak to him, but the words were hard to make out. Until she said something he could understand, even through the haze of pleasure that was swiftly overtaking him, through the thick bear fat that he would soon be a part of, her words came through clearly to his ears. "Come for me kitty. Come, Aiden."

Pleasure like he had never felt before overwhelmed the feline as he started to properly digest, and he came. He started to moanlike a wild beast in heat, realizing how Sally must have felt as the pleasure grew and grew, his orgasm refusing to stop and instead growing stronger and stronger as he came more than he thought possible.

Outside, Basil stroked her cock quickly, still hard despite her orgasm mere moments ago. She could hear the cat starting to scream, and knew that she would cum again as soon as her stomach finished him. She could feel Sally's energy rushing into her, restoring what she had spent to relieve the fox's soreness and then some. Aiden would give her even more. Enough that she could cast further spells, which she quickly did even as she felt her stomach grow still once more, as her cock spurted and as pleasure flooded through her body. First, she thoughtSally, on the fox that was inside her, and Basil felt within herself for the vixen. Finding her, she focused, and the forest around the bear shook as a heavy breeze came through the small clearing. Leaves fell, and landed in the bear's seed scattered around the forest floor. The pools of cooling cum shook and started to move, flowing against gravity and coming together, then lifting off the ground and forming a familiar, soft shape. She focused more and the shape grew more defined, Sally's new body becoming more and more apparent until eventually it took a deep breath, excess cum still coating her body as her new lungs started to work. The fox lay there, contented and warm, sleepy and satisfied. Fresh eyes blinked cum out of them and she looked over at her new friend.

Basil smiled at her, then focused again, this time on Aiden. She found him harder to find, his essence actively seeking to avoid her as it worked its way through her massive body, focusing on joining her ass in particular. His mind would still be there, she knew, and Sally had crawled her way over to cuddle with Basil, nuzzling into her soft belly sleepily. Basil's arm curled around her as she felt the exhaustion of her recent activities start to take hold. She could recover Aiden later, she decided. Let him have his fun as her ass-fat in the meantime. For now, she was content to rest with her new lover.