FSE

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A deep breath was taken in as he stepped past the silver sliding doors. For so many years, specifically New Year's resolutions, Lou told himself that he was going to take regular trips to the gym. And for many years they had been empty words that were left unfulfilled. With a gym bag strewn over his shoulder, the tan furred stallion stepped foot into the gym for real.

On the surface, there was nothing wrong with the mustelid's physique. As far as his species went, he was in actual good shape. But an encounter the night before had finally convinced the mustelid to get even bigger. With his membership paid, he ventured out into the actual gym itself. He wasn't sure what he was expecting, but the reality was not as intimidating. Surrounding him were twenty-somethings just like himself. The most they gave him was a glance before going back to their workouts, either individual or with the aid of a spotter.

The only impressions of gyms that he had were back in high school. In those days the best weights were hogged by the "popular" guys, who clearly relished every moment they had. Looking back, the mustelid felt the shame of second-hand embarrassment burning up his pelt. It was especially strong when he recalled the way that they would slam the weights down and beat on their chests after finishing about three reps...

He looked around the place and got the feeling that this was a much more tame environment. Everyone seemed more aware of themselves, being there because they wanted to either maintain or bulk up their own bodies rather than show off. That suited him just fine.

After getting changed and putting the rest of his things in his new locker, the badger was ready to start this new lease on life. He was aware of the gradual pace this would be, but Lou was more than sure the end results would be worth it. One way or another he was going to express his manhood.

***

Things were supposed to be simple from there, coming in three times a week to build up his body and just mind his business. But somewhere along the lines, two months into his mass-gaining journey, Lou had somehow managed to make an enemy.

He should have known from the start, but the badger failed to consider some unspoken rules of the gym world. In the grand scheme, he was a newbie that had a lot to learn. Not only were there things that he had to learn about various machines and forms of exercise, but with him mostly keeping to himself Lou did not know much about those who attended the gym. And that's how his accidental rivalry started.

It was bad enough that he sat on him, not noticing the much smaller male preparing to use the weight bench, but when he felt something underneath him, he lifted his body up and spoke those words that started it all off.

"Oh. I didn't see you, little guy. You could hurt yourself, you know. Are you here with your dad?"

When he said that, the two foot tall fennec seethed in anger, not only from being sat on both those nearby heard Lou's words and he could hear others snickering, but it cut short when he glanced in their direction.

This fox was named Theo and he was a regular at the gym. Not only that but he had a reputation that the others finally explained to him in the locker room. Lou had crossed him and humiliated him and the fox was not going to let a slight to his reputation slide.

For every day following that Lou was there Theo went out of his way to be, frankly put, a total asshole.

Just as Lou put his gym bag on the ground, it suddenly sailed across the gym floor.

"Boom, baby!" he laughed to himself before departing, leaving the others to look at him, most with a look of pity, knowing full well that a beast was unleashed. As far as they were concerned, Theo was going easy on the newcomer. As much as they wanted to step in, they didn't dare face the small fox's wrath either.

"Hey bitch, come spot me."

Lou stopped in his tracks, nearly tripping on his own feet. He dared to turn around and face the vulpine, who was lying on his back, ready to lift the heavy weights attached to the bar.

"You heard me. My usual guy didn't come in so you'll have to do. Now get over here."

Lou took a deep breath and approached. Instead of furthering the conflict between them, he saw this as a chance to explain himself. He got into position while the fox was readying himself.

"Um...Theo. I know that the two of us aren't on the best of terms. And I know that you hate me for what I did to you. But I didn't mean any of it and I never meant to--"

The fox's eyes flicked and a smirk spread over his muzzle. Rather than reaching for the weights, he instead sat up and hopped off of the weight bench.

"Ugh, I just remembered something..."

Just like that, the dark furred fox was walking away, heading for the locker rooms. He passed through the doors and was gone just like that, leaving Lou to wonder if he accomplished his goal of mending the accidental beef between them.

After sitting there for some time Lou finally asked himself what the badger could be doing for so long. It had been more than 5 minutes, much longer than what was needed to find something from a locker or to even go to the bathroom. With a deep breath, he stood up and dared to see if something was wrong.

Once entering the locker room, he noticed that the place was empty. But looking towards the lockers themselves gave sight of a swishing tail. The badger followed it and found that his own locker was somehow opened.

"W-what are you doing?" Lou asked, his eyes on the fox rummaging through his gym bag.

"Trying to figure you out." After looking through the whole thing, Theo looked back at the shocked badger. "Nothing about you makes sense. And I'm not stupid."

"W-what are you talking about?" Lou asked. Now he was starting to become agitated with the fox. For a moment he was sure that he had gotten through to the smaller mammal.

"It's you. Most guys that arrive for the first time are a bit out of shape. But you had a great figure from day 1. And I noticed the way that you work out. It's the classic mass building techniques. But the most damning thing is: I've never seen you undress with the rest of us."

Lou gulped and felt himself starting to sweat. But it was not the kind of sweat that usually came from a session at the gym. This was a cold sweat. Panic slowly set itself, growing stronger. Theo was close, way too close to discovering something that the badger was indeed trying to hide.

"Well... Yeah, I'm still getting used to the place and the bigger guys are so intimidating," Lou said, trying his best to sound convincing.

But the fox found the mustelid's choice of words very telling.

"Pull your shorts down," Theo said curtly, crossing his arms.

"What?! T-Theo! i just can't--"

"Why not?" the fox interjected. "We're in the locker room, the one place in the gym where you're supposed to be naked. And there's no way a 'little guy' like me can be intimidating."

"Alright then. I'll cut you a deal. If you show me your dick I'll forget everything that happened between us. Hell, I'll even be your little gym buddy and show you some tips that you learn only after sticking around a while." While giving his terms, the fennec was undressing, shedding his tank top and shorts, leaving himself in a pair of thin boxers. Heat came to the badger's face the moment he noticed some bulges underneath the fabric.

Lou felt himself being backed into a corner, but a part of him knew that this was going to happen sooner or later. He could only slink around in the shadows for so long before someone noticed. And on some level, the badger trusted Theo. If the fox was able to piece so much together, it was clear that he already knew. So what was the point of hiding it anymore?

Closing his eyes and pulling down his shorts, Lou exposed himself. There were no boxers underneath, it wasn't as if he needed them. Feeling a mix of shame but also a strange excitement he showed off his shame. The badger had given a sense of largeness that came from the rest of his body and it was expected by others for him to be packing something just as big between his legs. But Lou was the complete opposite, cursed with a meager two inches that just barely peeked from his sheath, looking pretty the same whether it was erect or flaccid. It was his hope that building up his body would be able to remedy that...

He expected to hear some laughter the moment he exposed himself, but all he was met with was silence. Daring to open his eyes, the badger saw that Theo was looking directly at it, seemingly analyzing what was before him.

"Yeah, I figured..." the fox muttered to himself before making eye contact with the larger male. "Alright. A deal's a deal. And as your new gym buddy, I gotta say... It is small, but it's not all bad."

"What do you mean?" the mustelid asked.

"I mean..." Theo hopped off the locker room bench and walked around Lou, giving a sudden slap to his ass. "Sure, there's not much in the front. But you got some major assets in the back. Have you ever tried using that to your advantage instead?"

Lou gulped again and shook his head. "N-no. I've never bottomed before...but. But I have used my fingers and it felt pretty good."

"Yeah, that's a good start. Look, if you want I could help you. Think of it as a new regimen," Theo offered, rubbing his paws over the full pair of asscheeks. They squished under his touch and smile spread over his muzzle, his large ears taking in some quiet moans.

"A-alright. I'll give it a shot," Lou agreed. The moment he did those paws were removed from his backside, leaving him without the surprising comfort.

Now standing on the bench again, a smile spread over Theo's muzzle. "Then it's about time I show you what I have."

Lou found himself staring hard as small paws drifted over the boxer's waistband, taking notice of the bulge that had gotten bigger. From the crotch area was something like a snake, bulging down towards the small fox's left thigh. With a quick motion, the fox pulled his boxers down and smirked in pride as his cock sprung free.

The badger looked on with extremely wide eyes. This tiny vulpine was packing more than the guys he watched late at night, most who were at least three times his height. For a moment, the badger thought that he was seeing things.

Theo stood tall and gripped the base of his dick, flicking his bushy tail in satisfaction. "I love the look on their faces when they see it. You didn't think every part of me was small, right?" The foxes tone had changed from one of a casual conversation to that riddled with lusty playfulness, and it had an effect on the badger, who shivered just looking at it.

Theo told him to lie on the bench and the badger did just that, lying down on the padded surface. On his back, Lou looked down his body to see Theo still standing over him. His larger body was climbed over until the smaller male sat on his soft belly, making himself comfortable. The fennec's length was pointed at the badger's face, giving him full view of the semi-erect foxcock.

Giving his new friend something worth looking at, the vulpine groaned as he squeezed and teased his fingers over his own dick, feeling it getting harder. Resting his hand along the underside, Theo rocked his hips slowly, humping against it.

While watching, Lou was moaning as well. He wasn't sure if it was on purpose or accident, but that bushy tail was sweeping between his legs, brushing over his cock, making it twitch and leak. Between watching the shaft slowly harden, grinding over the small paw that made it seem even larger, the badger was being pulled into the feelings of a building climax. As hard as he tried to hold it back, Lou succumbed to the teasing and jerked his own hips, clenching his fangs as he came, shooting thin ropes onto the fox's sweeping tail.

On the fox's end, he didn't even feel the strings clinging to his tail. But the look on the other male's face and those spastic movements were more than enough of a clue in.

As the high of his short climax died down, Lou panted then looked away in shame. Not only was he small, but he had no luck with lasting long against any touches to his dick, not even against the familiarity of his own paw.

"Had a bit too much, huh?" Theo asked. The badger nodded, still looking away. "No shame in it. Maybe you were never cut out to be a top. Let's see how good of a bottom you could be."

The fox scooted closer to his face and Lou's eyes went wide as he saw the erect cock. It hovered just above his muzzle. He couldn't help but feel his mouth water, his breathing took in hints of his rather masculine scent. Of course Lou had seen large cocks, but it was often in comparison of his own. This was the first time he admired someone else's tool.

"W-wow...that's b-big..." he blushed.

"If you wanna see the whole thing then how about giving it a few sucks," Theo suggested, swinging his cock and lightly slapping it against the badger's thick lips.

Never before had Lou sucked someone's dick before, but then again, never before had he wanted someone else's like this before. And with the promise of more to come...

Deciding to start slow, the badger let his tongue raise and it made contact with the other male's length. For the first time he was given a taste of cock. For the most part, it was like running his tongue over his pawpads, but there were the subtle flavors of sweat that he oddly found appealing. Being here so long, he had gotten oddly used to the strong odors of sweat, even finding them a bit comforting in a way.

When he heard a groan come from the fox, his own heart nearly skipped a beat.

Theo wasn't expecting the pleasure that came from the long, flat, and smooth tongue running along his cock. It was clear that he was a first-timer, but there was a promise of something more behind his actions. He leaned even closer, all but pressing his tip into the other mammal's mouth. To his surprise, more licks were given to his shaft, even softer and warmer. Lou was able to reach more of his length and was easing into the act.

"See? You got some major talent right here," Theo pointed out with a sigh, gritting his teeth as a burst of pleasure raced through his cock. With a growl of his own, he acted on his instincts and bucked his hips, pressing his tip into the badger's mouth.

Lou was more than shocked to feel the pointed tip sliding right past his lips and over his tongue. But he quickly adjusted and decided to just roll with it. Thinking back to the countless videos he had watched, Lou wrapped his lips around it and gave a soft suck, still moving his tongue while he did so.

"Oh fuck!" the fox growled. "You've been holding out on me."

Neither of them were expecting it. But Lou seemed to have a handle of sucking cock despite it being his first time. He was slow but compensated with that tongue of his, taking in more and more of the small male's large dick, feeling his mouth being pried open more and more. Now, he was feeling a bit of strain. Theo was setting the pace, pushing his cock inside and leaving Lou to adjust to it. Before he knew it the badger had taken as much as he could into his muzzle, but there was more foxcock left.

Wanting as much as he could get, and maybe a bit more than that, Theo let another growl spill from his chest. In a quick motion, he pushed his hips forward, shoving his length past the other male's tongue, shoving it right down that tight virgin throat.

He may have gotten lucky with his tongue. But Lou had no fighting chance with a thick shaft wedging its way into his windpipe. His eyes went wide as his breathing was suddenly diminished. Gagging around the pulsing meat, the badger forced himself to relax, realizing that he could manage by breathing through his nose.

Theo realized that he may have gone overboard, but Lou adjusted well enough and he was now treated to the automatic squeezes of those hot walls. The badger's strong throat muscles worked him over, only riling him up more and more. He gave him a moment to adjust and elected to slowly pump his cock against the soft surfaces, biting his lip from the pleasure it brought him.

Gags still came, but Lou was starting to manage. But there still came the strange sensations of having his throat stretched by the invading flesh. The small fox's surprisingly strong hips ushered his cock to push right past the strength of his clenching windpipe, forcing the passage to fold and take it.

As good as it felt, Theo noticed that the passage had yet to be broken in. He could only fit so much of his cock inside. He wanted to sink the whole thing inside but the badger's body seemed to be fighting him, the tight clenches further down barred him entry right away, leaving him to push against them.

With the prospect of feeling all that the badger had to offer, he forgot to go easy. With a growl of frustration, the fennec flexed the muscles in his hips and jammed his length downwards. He did it again and followed it up with another, determined to breach the inner muscles that kept the rest of his cock at bay.

Lou endured best he could, feeling his throat being beaten by a hefty shaft. With more and more hits to it, he found it a bit easier to take the shaft. He was still not used to deep throating and his panic was a factor in keeping his throat tight. But it was not all bad. Against the strong thrusts, he was treated to hot precum being spurt within him, more and more came from the pent up fox. It was rather slick and warm. When it reached his tongue, Lou was rather surprised by how tasty it was, humming in delight to himself.

Theo conceded and huffed as he pulled his cock free entirely, hovering it over the badger's muzzle. His cock gave another pulse and splattered a thick line of precum over the bigger male's lips, glazing them in the sticky fluid.

"Guess we got some work to do there," Theo figured. "But you took it really well. So credit where it's due."

Theo rested his dick over the badger's face, smearing a mix of saliva and precum over the bridge of his nose. At the very least, the fennec was brought to his full mast. More inches had spilled from his sheath and the addition of a fat knot had only added to that. Lou was left stunned at the monster that pulsed on his face. He couldn't believe that a little guy like him could pack all of that away.

"The last time I checked, I was 10 inches," Theo said with pride. His cock alone was nearly half the size of his own body, fully erect and rather hefty. "But I think it's gotten even bigger since then. Kinda funny when you compare the two of us."

"Yeah..." Lou gawked.

"Now I think it's about time we test out that hole of yours."

Still being awestruck by the hot meat before him, Lou's mind was elsewhere. Theo was already acting and the mustelid failed to notice until he felt something prodding in between his spread and lifted legs. Looking down, he noticed how strong the small fennec was. Just as he realized what was about to happen, the thick appendage was pressed directly to his virgin hole, already stretching it open a bit. He used the layers of spit and pre to lube the way, inserting himself slowly.

Lou started to whimper, feeling himself being stretched open for the first time. An intense pressure was put on his expanding rim. But the fluids that coated the shaft aided the way and more spurts of precum directly into his tailhole further lubed the way.

Following that feeling came a new pleasure never experienced before. He gasped and felt his own prick becoming hard once more. A moan slipped from his muzzle before even realizing.

"Nice and tight..." Theo groaned. "Let's fix that..!"

Succumbing to his excitement, the fox couldn't stop himself from thrusting hard into the clenching hole. About half of his dick was wedged inside, being caressed by heated walls.

"Th-Theo..!"

The sudden filling forced the larger male to arch his back. A lightning bolt of pleasure struck him hard. His insides were pressed firmly by the hefty flesh, making him tremble already. It was held inside of him, just letting his ass experience the sensation of having something filling it more than his own fingers.

After waiting for as long as he could, Theo started to thrust, rocking his hips back and surging them forwards, doing so with more force than before.

Panting heavily, Lou felt more and more of the inches slipping inside of him. Now he was subjected to a mix of pressure and pleasure, coming back with a bite.

Very much enjoying the tightness and heat of the badger's ass around his dick, Theo picked up the pace of his thrusts, putting more power behind them as well. More and more of his total length was pressed in with each thrust, pounding against those smooth walls. It stroked at his cock in just the right way. Groaning to himself, the fox finally pushed into the most untouched parts of the mustelid's clenching flesh. It was even tighter there but he had a much easier time pushing past the squeezing muscles, getting more pleasure that milked more strings of his precum, making it all the easier to reach deeper.

"Mmph! Aah.."

Lou let himself moan openly. Theo's thrusts were indeed strong, rocking his own larger body. And behind those thrusts were the tugging and plunging of his large cock, barreling deeper and deeper into his ass, touching spots that he was unaware were inside of him. Through it all he squirmed, feeling his hole pulse hard around the moving and leaking flesh, feeling it becoming wetter and warmer inside. Instead of any pain, there was just the feeling of being stretched before his body adjusted, allowing him to enjoy the mass that slid around inside of him, touching the most sensitive spots within him over and over. It was his first time and the treatment was rather rough. He could get used to this, very much so.

He could hear the grunts coming from Theo, followed by a sigh just as he felt something thick bumping against his beaten rim. Those inner muscles continued to squeeze down on him, they were getting stronger and stronger with each of the fox's thrusts. There was no desire to fight what was happening. Instead he started to consider what the fox told him. If this is what it felt like to bottom, then maybe he could take full advantage and dedicate himself to getting more of this.

"So full..." the badger moaned, his voice light and breathy.

Those feelings were building up again, matching the pangs within his ass. He could feel himself getting close. This was the longest had ever lasted and the building of his climax promised to give him something stronger than he had ever experienced.

All it took were a few more pumps, they struck the mustelid hard. His prostate had taken a beating, but those last few strokes brought about something different. Heightened pleasure coursed through him and he couldn't fight the raising of his voice. Once more, his back was arching and his stumpy tail was thumping against the bench as he reached an enhanced climax.

His cock gave thin strings of his release as he was thrown into a frenzy of intense pleasure, panting and letting out deep growls of his own as he folded to the sensations, letting them consume him. There wasn't much that came from this throbbing tip, but the feeling was so good that Lou hardly cared for once. Instead, his focus was on the humping fox, still using his ass with speed and power.

Without missing a beat, Theo picked up steam, not roughly fucking the badger's hole, huffing through clenched fangs as he pounded into now even tighter and strongly clenching hole. His hips crashed into those full, soft cheeks, making a series of loud clapping sounds that echoed throughout the locker room. And with the precum that came from his tip, each thrust produced a messy squelch, and some of the fluid leaked out of the hole, it dripped over his swinging balls. He could feel himself getting closer...

"Nearly there," Theo groaned. "Can't wait to bury my knot inside!"

The badger's eyes widened. In his pleasure he had neglected to realize what the fat lump bumping at his rim was. He could feel it throbbing every time it slammed underneath his tail.

"Th-Theo! Wait! I don't know if I can take that!" Lou already felt full from the entire length, from tip to base, there was no way he had room for the even thicker bulb of flesh.

"Rrhhg! W-where you saying something?" Theo grunted. He was already humping hard, giving extra power to shove his knot inside, pushing it further and further. The mustelid was soon crying out just as he snarled, making it inside and tying the two of them together. "Fuck yeah! You're so goddamn tight! H-here it comes..!"

The small fox said no more than that, as if he needed to. While rocking his hips with the little space he had, grinding his cock along those slick anal walls, he felt his cock finally starting to pulse inside. Being on the receiving end, the badger felt an intense warmth filling up his ass. Theo was snarling as the spurts of seed kept coming, the pressure shooting those ropes deep inside of his passage. Lou basked in this new kind of pleasure, enjoying the sticky, heated sensation that only intensified.

"So this is what it's like...t-to be filled up..." the badger groaned, recalling all of the times he watched creampie scenes and saw the blissful look on the bottom's face. To his shock, he felt and saw his stomach starting to swell up a bit. It stayed like that for just a bit but as the vulpine's orgasm continued, Lou's stomach continued to bulge out, filling from the impressive amount of fox essence that still kept flowing into him.

Once the final strings of his orgasm were unloaded, Theo sighed and snickered. "Hehe. So, how was that for your first time?"

Lou tried to answer, but he was still overwhelmed with the blissful feelings within him. Now he could feel the hot seed that was locked inside of him by the fat knot. In a way, Theo was right; taking the fennec's length was quite the workout. He continued to pant heavily and was sweating as well on the bench. Between the warmth and those lingering feelings, Lou felt himself starting to drift off to sleep.

"Guess I'll keep watch," Theo chuckled to himself.

When Lou awoke, he was on the bench still. For a moment he wondered what he was doing there. It was only after a few moments did the memories of what happened return to him. He looked around and found that the locker room was being used, but his corner was still secluded. A towel was over his body and he could feel that it was wet and sticky from soaking up the fluids that oozed out of him.

He got up slowly, feeling a bit of an ache underneath his tail and the heaviness that lingered within his full gut. He carefully got up and stood from the bench, doing his best not to draw attention to himself, thankful for the row of lockers that blocked the others from seeing him.

Someone was then approaching and Lou's rising panic quickly dispersed into relief as he saw it was Theo, now fully dressed once more. He chuckled and sat down on an unsullied part of the bench.

"Don't worry, I made sure that they didn't see you," the fennec assured. "But I could put in a good word for you if you want."

"I don't know," the badger admitted. As much fun as he had, he was not sure about opening himself to the others.

"Then how about we start slow and get you used to taking dick more often," Theo suggested. "But you'd have to come in more often. I'm willing to 'personally train' you. Either here or at home." He slipped the badger a number and began to walk off.

"Uh, s-sure..." Lou said, just as the fennec was out of sight.