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Author's Chapter Notes:

From the brilliant mind of Sotanath, sometimes it's good to just put a twist on a classic.  What's better than a horny milf next door?  A horny milf ten times your size!

It was too early for any decent person to be awake, or rather, that’s what the young college student thought as the elevator got to his floor.  Outside, the sun had only just begun to rise above the horizon, gifting the city with light and warmth, not that the item in his hand would allow him to bask in that radiance for the next couple of days.  Walking down the hall towards his apartment, he peeked into the blue, opaque bag at the case for the video game he had just purchased.  Though he wouldn’t risk revealing too much of the artwork, he grinned seeing three of the female characters, all older women with large busts, wide hips, and plump figures, pressing their breasts together wearing cute, tight, frilly uniforms with the game’s title, ‘Magical Marshmallow Mommas 3’ partially eclipsed by their bosoms.

I hope it's as good as the first one.  He thought, putting the adult game away.  They tried slimming all the milfs down in the sequel, but it looks like they learned their lesson.  Remembering how all the characters’ designs were changed in the second installment of the 3M series, while they were all still very beautiful, it wasn’t what drew the dedicated fanbase to the first game.  Though, for him, his preference for older, full-figured women had a very obvious, real-life influence.  And turning the corner to the short corridor that only had two doors in it, the unit opposite his opened, and an older woman with short, light-brown hair stepped out with a couple small bags of garbage.

“Hmm?  Oh, good morning, Michael.  You’re up quite early.”  She greeted, seeing the young blonde man approaching.

“G-Good morning, Kate.  Yeah, I h-had to go pick up a g-game today.”  He replied, avoiding direct eye contact with the lovely woman.  “Cleaning so early?”

Holding up the bags of trash, the brunette smiled and nodded.  “That daughter of mine said she’s coming home for a bit today, so I thought I’d clean up a bit.”  Using her wide hip to close her door, she stood to the side of the fairly narrow hallway so they could pass each other.

“Natalie still hasn’t officially moved out yet?”  Trying to make a bit of friendly conversation, even after living across from the beautiful single mother for so long, talking with her made him nervous.

The way she packed her plump body into that short, skirt that conformed to her round rear, and likely a size-too-small, thin white shirt with a low-cut collar did nothing for the inappropriate feelings he had for her.  Even the light green cardigan she used to mostly cover her large chest only seemed to draw more attention to her endowments by how much they stuck out from it.

“Not that she’s home enough to really say she’s living here either…”  Sighing a bit, she set down one of the bags of trash she was carrying and reached up toward Michael’s head.  “Just a second, dear.  You have something stuck in your hair.  Bend down a bit, please.”

“O-Oh, okay.  Than-!?”  Stopping as they were passing each other, Michael bent down so the kindly woman could get whatever was stuck in his hair, but as he did, she pulled him down so that his face got buried into her cleavage!  Freaking out a bit as her gentle scent stirred his arousal, Michael was too afraid of touching her somewhere even more inappropriate to push away.

Fiddling with his flaxen locks a bit, Kate made sure to hold down the back of his head so his face was buried in her breasts for a bit before letting it go.  “Oops, my mistake.  It was just a bit of bedhead.”  Giggling innocently, she drank in Michael’s blushing face as he stared up at her since she was still holding his shoulders down.  “If you want, you can come lie down in my apartment.  You look pretty comfortable there.”

“K-Kate!”  Bolting up, Michael broke away from her and hurried along to his door.  Sh-She just teasing me again.  Don’t take it seriously.  I’m not much older than Natalie, so she probably sees me as a son or something…  Looking back at the smiling older woman waving at him, his eyes focused on the white-gold wedding band on her ring finger and his heart sank a bit.

“I’ll bring you something to eat for lunch later, okay?”  She said, unfaltering despite his frantic panicking.  Picking up her other bag of trash, she turned to head for the garbage chute, swaying her lovely hips as she hummed a tune cheerily.

Distracted for a moment by her shapely bottom, the blonde man hurriedly opened his door and entered his unit before she caught him staring.  Kicking off his shoes and pulling the game her purchased out of the bag, he sat on his couch as he turned on the TV.  Looking at the short-haired brunette in the middle of the trio of main heroines, her emerald eyes reminded him of his neighbors, and the character’s overall figure matched Kate very closely.  I bet Mamako would be just as soft as Kate too…  The older woman’s scent and warmth still fresh in his mind, Michael envied her late husband to have married such an amazing person.  If she’s so intimate and touchy with me, just how affectionate was she to him?  God, when she bent over to pick up that mail she dropped last week and ground her ass into me, I thought I was going to nut right there!  I just wanna grab her and…

Imagining all the things he’d like to do with the plump widow, Michael thought back on the past two years since he moved in and got to know both Natalie and Kate, and more importantly all the oblivious teasing the brunette subjects him to.  Answering the door in a bath towel, showing him her new bikinis, and of course her comfort in the physical contact like in the hall.  He’s had his face buried in her chest and ass, woken up on her lap, and even grabbed her breasts once when she almost fell down the stairs.

Feeling his shorts tighten as her engorged member poked up at them, Michael shook his head to clear his lecherous thoughts.  Letting out a big yawn, he laid down on the couch and looked at the time.  Maybe I’ll take a nap before Kate comes over…  Having woken up so early left him pretty tired, and as much as he wanted to play 3M3, he was far too distracted currently.  Rolling over to face the back of his couch, he curled up and quickly drifted off to sleep…

…not noticing that strange, green-tinted fog that came rolling in and covering the city.

Waking up feeling a bit sore, Michael rolled over to stretch and slowly cracked his eyes open.  Why do I always sleep on the couch when I have a perfectly good bed-wait…  My couch isn’t this big…  As his mind started to wake up, Michael realized that rolling on his back should have sent him tumbling to the floor like so many more times than he’s willing to admit.  However, not only was he still laying on something soft but there was a large, heavy piece of fabric laid over him.  “Where the hell am I!?”

Unable to sit up in his panic, the young man flipped over onto his stomach and started frantically crawling forward, not sure where he was going.  Thankfully, it didn’t take long for him to find an edge to the object draped over him.  However, once his eyes adjusted to the light and his new surroundings, the scene of unease he had been feeling only grew seeing a gigantic, enclosed space before him.  The walls in the far distance to the sides had posters and pictures hung up, and in front of him was the biggest TV he had ever seen, even bigger than the screens at most movie theatres.

“Wait.  That’s my TV!”  Recognizing a chip in the frame of the television, Michael began recognizing all of the strangely huge furniture in the gigantic apartment.  “That’s my coffee table, this is my couch, and…  my game!”  Running over to the case for the game he purchased earlier, he propped it up on its side.  It was a bit wider than he was tall currently, but it felt so real, everything did.  The fabric and springiness of the cushions he was standing on, the texture of the shirt that was far too big for him, he was naked and in a huge version of his apartment.  “Am I being pranked right now?  But who would, or even could, pull something like this off?”

*Knock, knock, knock*

“Micheal?  Are you hungry?”  Hearing the gentle voice of his neighbor from the other side of his door, the young man turned his attention to the entryway as the deadbolt clicked open and the door opened.  “Micheal?  Are you here?”  She asked, walking over to his table to put down the food she brought.

Okay… with her that huge, there’s no way this is a prank.  I’ve got to be dreaming then.  He thought as she looked around his apartment a bit.

“Oh, are you doing something naughty?”  Peeking into his bedroom hoping to find him, Kate’s mischievous giggle turned into a sigh of disappointment.  “Darn…  Where could he be?”

Not ready to speak up just yet, Michael watched as the beautiful woman paced around his apartment looking for him, admiring her plump body from a new angle that made her breasts and butt look even bigger!  God, how is she still single?

“Maybe he had to step out for a bit?  I’ll wait a bi-” coming around to sit on his couch to wait for him, Kate noticed his discarded clothes on it, but from where she was standing, her breasts were blocking her view of the whole thing.  Sighing, she bent down to pick up his clothes for him.  “My, my…  A young man shouldn’t be living by himself if he can’t clean up after himself.  I should come over more often to clean up for him.”  Smiling as she picked up Michael’s clothes, she folded them and put them on the coffee table.

When she bent down, however, her low-cut top gave Michael a fantastic view of her cleavage and the jiggle of her assets was hypnotic.  The floral scent of her perfume stirred his lust, and when she stood back up to fold the article of clothing she picked up, he could almost see all the way up her skirt.  Gripping his stiffening member without even thinking about it, there was only one thought worthy of his attention right now.  Sit!  Sit down.  Oh, God!  Please sit down, Kate.  This is my dream, right?  Flatten me with that huge ass!  Come on, sit down!  If this were real, he’d be panicking to get her attention instead of indulging in this fantasy, but since this was clearly a dream, his usual inhibitions didn’t apply.

He couldn’t even count the number of lewd dreams he had had about the widowed milf, him taking her, her taking him, and everything in between.  He’d bury his face in her tits, squeeze her ass, or just bang her in any way he could conceive of, emboldened by the harmlessness and lack of consequences that dreams afforded.  And when she finished folding his clothes and turned around, he cheered as the gigantic, peach-shaped rear slowly came down on him.  With how tight and short her skirt was, it rode up over the curve of her butt, revealing her bare, pantyless bottom to him, and her shaven sex.

Going commando!?  Hell yeah, Kate!  That’s so sex-!?  Aroused and fully committing himself to this dream, the young man spread out his arms and welcomed the large posterior as it came crashing down on him.  His body pressed up into the soft, meaty rear, sinking into it as the weight held him immobile and settled into the cushion below him.

Bringing over a hearty meal to share with her timid neighbor, Kate gave up her search for him once she realized that he wasn’t in and instead decided to wait for him to come back.  After folding the clothes he left on the couch, she sat down, feeling something that she hadn’t noticed press up into her butt as she did.  Shifting her impressive weight to one side, she pulled out the hard plastic object buried under her rear but as she settled into the seat again, she felt something tickling her butt crack and undercarriage.  “Oh~!  Dear me, Michael really does need to clean up his little toys.  If not, I may end up accidentally,” wiggling her hip to cause the solid toy or figure to slip further into her rear, she giggled mischievously, “end up marking them with my scent.  My, I wonder if he’d sniff it and become aroused by the smell of an older woman’s smell?  He’s still much too timid to accept my subtle hints, but that’s what’s so cute about him.”

Smiling and blushing as she thought of the handsome boy from across the hall, he was a fair bit better than the couple that used to live in the tiny, one-bedroom unit.  The husband was a sleazy slob of a man and his wife had her nose in everyone else’s business, and once quite literally up her butt crack due to snooping where she shouldn’t have.  The brunette was happy to see them move out, but even more delighted to have a nice, considerate, if not a bit shy, young man move in in their place.

“Is this that game he bought this morning?  Hmmm?  ‘Magical Marshmallow Mommas 3’?  My, look at those outfits!  How embarrassing it would be to be seen wearing something like that at their age.”

Looking at the cover of the video game case that she had pulled out from under her, Kate was surprised to see three older women dressed in the sort of frilly dresses that young girls might like to dress up in.  The designs reminded her of the type of character costumes she got for her daughter when she was still in elementary school, and by the looks of how tightly the clothes conformed to the women on the game cover, the clothes might have been intended for a child as well.

“Still…  So this is the type of thing Michael is interested in?  Maybe I’ll go get a small frilly dress myself.”  Giggling as she thought about tempting the timid young man out of his shell with a small, white and pink frilly dress that revealed almost all of her rear and was just shy of bursting at the seams around her chest, she groped one of her hefty breasts and leaned back into the blonde man’s couch.  “Hnngg… N-No, I mustn’t…  Ah~!  But this scent…  Michael’s musk in the air…”

Because he almost never opened a window, Micheal’s unit was bathed heavily in his scent, which aroused the mature woman’s strong libido.  Just thinking about trapping him in such an embarrassing outfit and causing him to give in to his base desires was getting her so hot and bothered, not to mention how the figure or whatever it was she was sitting on was poking up into her bare crotch so pleasingly.

As she went to put the game down and either calm down or soak her lustful scent into the single man’s furniture, she looked at the woman in the middle of the trio on the cover, wearing a white and pink frilly dress.  Like her, she had short brown hair, emerald green eyes, and a more plump figure compared to the other two women on either side of her.  All three of them were full-figured, but the black-haired one had a harsher, more professional expression on her face and not as much paunch to her belly while the blonde woman smiled energetically and had thicker thighs and a larger butt with somewhat smaller breasts.  The woman in the middle had a gentle, ‘motherly’ expression and held out her arms inviting the viewer in for a hug.

“I wonder who Micheal’s favorite one is.  This one in the middle looks a bit like me.”  Smiling at the thought that, instead of accepting her not-so-subtle advances on him, Michael had found a fictional surrogate to focus his lust toward, Kate set the game down and reached behind her to the toy she was sitting on.  “Oh, Michael…  Rather than be led astray, I’ll give you something no video game character can give you.”  Shifting in her seat to get to the object she was sitting on, Kate pushed it into her butt until it was pressing into her butthole.  However, something was off about this figure.  Though she was careful not to break it, she was only now realizing that it was softer than the ones she had sat on before, and it bent into her anus with little resistance.  “Huh!?  D-Did it just move!?”  Lifting her butt off the couch to retrieve whatever it was she was sitting on, Kate blushed a bit feeling it come up with her because of how much she lodged it into her butt crack.  Pulling it free, she brought it around to look at it as she sat back down.  Immediately recognizing the figure lying in her hands, she gasped.  “Micheal!?”

Trapped under the bare backside of the mature single mother, the scent of her sweat mixed with the putrid lingering aroma of the tainted air trapped in her bowels, and droplets of her sweat formed around Michael’s face, filling his mouth.  Huh!?  Th-This taste… this feeling…  There’s no way…  As Kate shifted in her seat to get comfortable, the sensations that were just a bit too accurate and real for his dreams started to manifest doubts in Michael’s confidence that this was just a dream.  Slipping deeper into the crack, as the reality of his situation dawned on him, perhaps because of how absolutely ludicrous it was, Michael’s fear and panic couldn’t override the lust he felt as his crotch poked up into something much softer and wetter.  The way she was shifting her weight around spread herself around his member, and he soon felt a velvety smooth embrace wrap around his cock.  Am I?  Is that…  Fuck, that feels… that feels…

Unable to control himself, Michael attempted to thrust his hips up into the gigantic milf, but her oppressive weight prevented him from being able to do anything more than flex his pelvic muscles so his erections quivered in her folds.  His face had been pressed flush against her tacky, rancid backdoor, tainting his lungs with the reek of her bowel, but rather than pull away, he eagerly slipped his tongue out of his mouth to taste her anal oils.  Unable to do more than probe the loose wrinkles of flesh, he savored the bitter flavor as the grease, sparsely hairy hole puckered around his face.

This is better than any dream…  I’m in heaven!  Kate, sit on my, fart on me if you want!  I can’t stop myself anymore, so use me too!  Her scent robbed him of timidness and his lust sealed away his logical thoughts.  What would it be like if you shoved me into your pussy?  Or up your huge ass?  Fuck, I bet she could swallow me whole…  I kinda want to find out if she could.

AS he imagined all the new possibilities the difference in size between them now allowed, Kate’s weight shifted again as she leaned forward, pressing his member into her sex as something poked him in the back of the head, shoving his face further into the quivering orifice that her simply sitting on him had allowed.  However, before he could enjoy the deeper penetration, the thing pushing on him spread around his head and pulled him free as Kate sat up and lifted all of her weight off of him.

W-Wait!  No, Kate.  Put me back, please!  Thoroughly intoxicated by her scent and foul tastes, Michael struggled to stay under the brunette, but at his size, he couldn’t possibly resist her.  Instead, he was brought before her and he stared up at the beautiful widower’s face.

“M-Michael!?  Is that you?”  She asked, recognizing him instantly.  “What happened to you?  Are you alright?  Oh my, you were just under my bum, so that tingling feeling was…”  Pausing, her concern quickly evaporated for two big reasons.  First and foremost was that there was no obvious damage to the tiny blonde man’s body, nothing broken or bruised or bleeding, so physically at least, he was fine.  The second was the pulsing, engorged member twitching between his legs and the lustful look in his eyes pleading for more.  Smiling, Kate licked her lips.  “My, my.  It seems like someone enjoyed himself buried under my rear.  Well, while I don’t know how you got so small, it seems I can finally get you right where I’ve always wanted you.”  Pulling down the low collar of her shirt, Kate let her breasts bulge out from the confining material and breathed a sigh of relief.  “And you can’t run from me anymore either, cutie.  Though, I don’t believe that will be a problem, will it now?”

Spreading her massive mammaries to let some literal steam out and rivers of sweat run down into the doughy crevice, while Micheal was roughly the size of her hand, she could have easily laid him down in her cleavage and completely covered him with her breasts.  However, she only inserted the handsome youth up to his waist in her chest’s embrace and then squeezed her breasts around him.

“How is that, Mikey?  Do you like big boobies like mine?”  Giggling as she saw his face contort in pleasure, Kate began bouncing and rubbing her tits together.  “Go ahead and enjoy them, you can cum whenever you want.  I’ve been saving my boobs for you, after all.  Just let me handle everything, sweetie.”

“Ahhh~!  K-Kate…  Oh god!  Y-Yes!  I love your tits, your ass, your entire body!”  Humping in motion with her teasing him, Michael began making love to the older woman’s chest as all he could think about was telling her what he couldn’t before.  “Especially since you came over in that micro-sling bikini!  I haven’t been able to get the image of your fat pussy getting squished by that thin piece of fabric out of my mind and the way your ass wobbled when you walked!”

Her blush intensifying a bit at his confession, Kate puffed out her cheeks a bit.  “While I’m happy to hear that, you calling me ‘fat’ is a bit…”  Sensitive about her weight, she had begun to wonder if the reason Michael had been rejecting all of her advances was because he liked skinny girls.  It wasn’t like she had worn that bathing suit anywhere but his apartment that one time.  However, the praise and reverence in his voice as he complimented her, as well as that game of his she found, had banished such negative thoughts.  She was actually happy to have such a filled-out figure if it enticed the handsome blonde boy.  “Though if you want… I could wear it again for you.”

His eyes lighting up at the idea, when his clumsy mouth was too slow to say the words his brain was trying to say he just nodded enthusiastically instead.

Oh, you.  Such a handsome young man.  I could just…  Giggling, Kate pressed her breasts together and brought Michael’s body up closer to her face.  Letting an excess amount of saliva build up in her mouth, she slowly opened her lips and let the warm, wet air wash over his face.

Michael stared into the dark, moist oral cavity as thick, viscous threads of saliva dripped from the roof of her mouth before the cavern rushed forwards and clamped down around his shoulders.  Coated instantly in her syrup-like spittle, the shrunken man felt it leaking from the gaps around his body and down into her breasts as she sucked and slurped at him.  I-Is she going to eat me?  Oh god, I can’t stop her if she does…  Unafraid of the potential trip to her digestive organ, Michael instead focused on the rising pleasure in his crotch as she resumed assaulting him with her soft breasts.

Mmmm!  He has a slightly salty flavor!  Sucking on the tiny man, Kate happily slithered her skilled tongue around all of his nooks and crannies, savoring the subtle changes in intensity of his flavor.  If I wasn’t worried about your safety…  No, I wouldn’t be able to play with him if I swallowed him completely.  Feeling his minute reactions to her probing and teasing, the brunette continued to play with Michael until he spasmed in her mouth and a hot, thick liquid spilled out into her breasts from his crotch.  Taking him even further into her mouth, she slurped up his young, vigorous spunk.  Mmmm!  Ahn~  Such a strong flavor.  He must have been saving up for quite a while.  You should have asked for my help, Mikey.  Here, let me drink it all~ up.

Lifting her head, Kate pulled the blonde man out of her cleavage and giggled playfully at the look of profound satisfaction that was on his lust-addled face.  She laid him on her tongue and sealed his lower half in her mouth and used her dexterous tongue to get him hard again, delighting in the cute moans and gasps of pleasure her oral skills enticed from his adorable mouth.  He curled up as she slowly teased him, wrapping his tiny arms around her face as much as he could and jerked his hips into her tongue and the roof of her mouth, moaning like a beast in heat.  She wasn’t able to say anything because her mouth was currently full, and he couldn’t because he was lost in the pleasure she was drowning him in.  However, as his body began to sieve up and his grip on her face tightened, Kate pulled him out of her mouth and let his resulting ejaculation spray over her oral muscle.

Keeping her mouth open, she swished the opaque, salty liquid around, mixing it with her viscous saliva and making Michael watch as she swallowed.  “Mmmm, your cock cream is really tasty, Mikey, better than I remember my husband’s being.”  She complimented, dragging her tongue up his body to get another taste of the dribbles of cum leaking from his flaccid member.  “I only wish I could have really filled my mouth with it and savor its flavor.”  Rubbing her stomach, she giggles as she looks down at it.  “Right now, a part of you is inside of me, about to be added to my body.  With how small you’ve gotten, I could easily swallow you as well, my cute, little Mikey, and make you a part of me as well.  Does that frighten you?”

Fascinated and awestruck by the brunette’s size and allure, Micheal’s gaze dropped from her glistening lips, past her ample chest, and to her plump belly.  Given his current size, while he wasn’t sure what degree of difficulty Kate would have swallowing him whole, he was about as big as his erect cock used to be and deepthroating is a pretty common skill if the games and media he consumes are to be believed.

“W-Would you, K-Kate?”  His voice quivering, his tone couldn’t decide between terror or excitement as he thought about it more.  Disappearing into the beautiful woman’s mouth and settling into her stomach only to emerge out her thick and juicy backside after plumping it and her breasts up a bit more.  Or would I add to her belly and thighs more?  Despite already cumming twice in short succession, Michael’s manhood swelled painfully as he tried to identify what parts of her squish body he’d most likely add to.

Finding his confliction both adorable but concerning, the mature brunette gently poked his little stiffy.  “Well, perhaps there is another way I could ‘eat’ you.”  She teased, leaning back on his couch and pulling back the hem of her skirt so she could spread her legs a bit more.  Lowering Michael’s body past her breasts and belly, she opened her drooling sex to him, her fingers sinking deep into her plump vulva.  “You’ve kept me hungry for so long.  I might just gobble you up quickly.”

Her playful banter and seductive techniques had already drawn him in, but being face to face with her mature womanhood eroded his hesitation.  It didn’t matter that this wasn’t a dream anymore.  If Kate wanted to use him to relieve her sexual frustration, even if she was so playful in dining so, then he’d be her toy.  How else could I be so lucky as to get the attention of such a beautiful woman?

“Go on, give me a little ‘kiss’ before I have a nice little ‘meal’.”  The gentle brunette encouraged, bringing him a bit closer to her all-but steaming sex.

Not needing to be told again, Michael rested his hands on either side of her love button as it trembled in its confining hood, his fingers sinking into the engorged flesh of her sex with tiny bits of stubble poking into his palms.  Caressing the sensitive bundle of nerves, Michael gently pressed his lips against it as he carefully peeled back the protective fold of skin, licking up the juices that coated it.  Kate dropped him as her body jolted from the pleasure, bringing her hands up to her face, but he didn’t stop, pressing his face more firmly against her clitoris as his hands played with the meaty folds of her womanhood.  The heady scent muddled his mind, yet he didn’t lose focus on the one thing that mattered, bringing as much pleasure to the giantess milf as he possibly could, and his methods of measuring his progress were the sweet moans coming from her lips and even sweeter nectar seeping from deep within her.

Though her sexual curiosity told her that getting him to play with her body was going to be an experience like no other, Kate wasn’t expecting the young man’s touch to have such nuance behind his clumsy hands.  More precise than any normal-sized person could be, Micheal’s firm yet light motions ignited her lust like no lover had before.  “Yes, th-that is, Mikey.  Mmm… j-just a bit d-deeper.”  Aw he because increasingly bold in his actions, she felt his thin little arms plunge deeper into her and her instructions were registering to him.  “A l-little to the l-left… No, no, my left…  Ahn~!  Yes, oh, right there is good.”  However, the more instructions she gave, the deeper her desires stretched until, ultimately, he could no longer reach where she needed him to reach.  Spreading herself for him, while she had initially intended to insert him herself, the pleasure he provided from willingly climbing into her himself was far better than she could have imagined.

As the tight, slimy tunnel opened to him, Michael unhesitantly dove into the gorgeous woman’s body, fully submerging himself in her heated flesh and tangy liquids.  With the loss of his sight, the slick folds of flesh felt all the smoother and the beating of her accelerated heart rang louder in his ears.  The pockets of air that his intrusion created carried more potent doses of her intoxicating, fruity-sweet scent, and even as it reached its capacity his stomach craved more of her liquid lust.

Kate…  Oh, sweet Lord, I don’t know how I shrunk, but I couldn’t be happier!  He thought, as he struggled to pull himself deeper thanks to the decreased friction of the flesh environment now that his feet were unable to push off of something to give him leverage.  Flailing and kicking, something pressed against the soles of his soles, assisting him in his endeavor of ‘feeding’ himself to the brunette’s sex.

Pressing her fingers against her drooling vaginal entrance, the slimmer that ran up Kate’s spine had her falling over onto her side as she laid on Michael’s couch.  Inside of her his body pressed out against her pulsing love tunnel and as she raised her hand, the strand of her secretions dripped from her digits.  He’s entirely in me now.  Rubbing her crotch, she slipped her fingers in and forced the willing blonde further still in her as she played with herself in concert with him.  Rolling over onto her side, her uneven breathing continued to become more and more ragged as the young man slipped further in than her fingers could reach.  Yes…  Deeper…  Only Natalie had even been that deep in me before, but now you can claim it.  Ahn~!  Oh, Michael, that feels so good!  Cracking her eyes open, the clothes that she had folded earlier sit on the coffee table, and her mouth curled into a smile.  Grabbing his shirt, she pressed it to her face and inhaled deeply.  I know I shouldn’t…  but I can’t stop now!

Caught in the tight grip of the mature woman’s sex, Michael’s hips rutted away at the slick folds that embraced his erections so gently.  While the undulating tunnel would squeeze tightly around him periodically, the loose ridges cushioned the pressure.  How could this be real?  But there’s no way this is a dream.  Either way, I don’t care, I just want to be with Kate!  His head bumping up against the end of the love tunnel, he buried his face into the tight opening that he could barely slip his tongue into and nibbled playfully on the spongey flesh.  The contractions of the love tunnel steadily increase, making it more difficult to move as even the amount by which pressure eased up between them gradually became less and less noticeable.  Finally, hugged tightly on all sides and his dick squeezed in the vice-like grip of her sex, Michael’s pleasure tips over and he spasms uncontrollably in the woman of his dreams.

Kate was close to sexual relief herself and needed just one more thing to break the dam keeping the storm of lust in check.  When the young man in her suddenly began to quiver much like one of her non-living toys, which now had stiff competition for validating her keeping them, the busty milf moaned loudly, without a hint of reservation, and arched her back as a spray of satisfaction soaked one side of her neighbor's couch.

Collapsing in sweaty, sensual relief, Kate continued to hold Michael’s shirt to her nose as she laid her other arm across her forehead.  Panting as the subsequent, smaller orgasms passed through her system, she smiled as the blonde man in her sex was slowly getting pushed out of her.  “Oh, Michael…  We’re not done just.”  She said softly, slipping her fingers back into her sensitive folds and pulling him free.  Bringing him up to her face, the copious amount of her nectar dripped from him as his breath caused small bubbles to bulge out from his lips and nose.  “He looks so tired though, would it be alright if I-!?”  As Kate debated between her lust and affection for the younger man, her cell began to ring, catching her off guard and causing her to drop the exhausted, shrunken man onto her chest.  Sitting up, she pulled out her phone.  “He-Hello?  Oh, Natalie, dear.  How are you?”

Cushioned by two large, soft spheres of flesh, Michael slowly began to come to his senses after the mind-numbing experience he had just gone through.  Cast in the shadow of his neighbor’s chin, he looked up as she talked on her phone and began to wipe the thick fluid clinging to him off.  I can’t believe Kate did that with me…  I was…  I was just inside of her.  Not just my dick, my entire body!  She tucked me away and nobody else would have known where I was.  Reflecting on the series of events since she entered his apartment, she could just leave with him and there was nothing he could do to stop it.  Though, he didn’t exactly find the prospect unappealing, especially if he couldn’t grow back to normal size.  That’s right, I can’t live like this!  I can’t even get to the kitchen counter, let alone open my fridge or cupboards.  I…  I need…

“I keep telling you, I didn’t forget.  I’ll be waiting when you get here.”  His attention drawn back to the gigantic mother whose chest he was resting on, Michael tuned back in at the tail end of her conversation.  “I love you too, dear.  Bye.”  Hanging up her phone, Kate started to get up and fix her clothes before picking the young man up out of her cleavage.  “In all our fun it slipped my mind that Natalie needs me to sign some papers, so as much as I’d love to continue, we’ll have to put that on hold, Mikey.”  Bringing him up to her lips, Kate kissed him on the top of his head and giggled playfully.  “Though, since you’re mine now, it’s only natural that we would, isn’t it?”

“Wh-What?  Y-You mean I can…?”

“No, not ‘can’, Michael.”  She interrupted, putting a finger to his lips.  “Once I make you understand that you’re mine, then we can look into possibly fixing whatever this is.  I’m sorry for being a bit forceful, but I’m not as young as I used to be and I can only let you play hard to ger for so long.”

Staring up at the giggling brunette, her honesty in his new mindset triggered an epiphany in him and before his missing inhibitions could come back to censor him, he blurted out.  “I love you, Kate!  I…  I have for a long time, b-but was too afraid to say so.  You were always so kind and helpful to me, cooking for me and coming over to clean for me.  I always thought that your kindness was just you being nice, that you couldn’t see someone as worthless as me as anything special, but I’ve wanted to be with you regardless!  I love everything about you, your style, your figure, your humor, your cooking, your scent, and your clumsiness.  The way your body envelops me, the warmth that spreads into me, I love it all and want to make you happy.  If you want me… if you’ll have me, I don’t even need to be fixed if you’d rather keep me like this.  Please, let me come with you.  I’ll do anything to stay with a woman as perfect as you!”

“O-Oh… my…”  Not expecting such a passionate confession from the normally timid man, Kate’s cheeks grew bright red and her heart was set racing.  I knew he was holding himself back, otherwise, I wouldn’t have come on as strong as I have, but…  Oh, Michael!  I’ve wondered if it would have been better if I were a couple of decades younger, but if you like this old lady body of mine.  Smiling softly, she shook her head a bit.  “Michael, I’m not as pure or perfect as you believe I am.  After all,” lowering him down her body, Kate leaned back and spread her chunky butt cheeks to give him a better view of her glistening asshole, “this is where I want you the most.”

Staring in awe of the gigantic woman’s puffy anus, unlike before when he was buried under her, the illumination allowed Michael to capture all of the details that were lost to the darkness before.  Like her pussy, the hairs that line the rim of the anal sphincter were short and stubby, likely shaved a few days ago, with a couple that she missed pasted to pale, smooth globes of flesh that dominated his view.  The muscles twitched in the open air and the fermented odor that had stewed in the enclosed space nearly brought him to his knees.

“Oh my, see?”  Cupping a hand to her cheek, Kate looked down at Michael with a bit of concern.  Her late husband was much the same, refusing to pleasure her butt orally but she was slowly able to condition him to throughout their relationship.  “I’m sure it’ll be a bit unpleasant at first, but I’ll be sure to gently guiiiiiiiiiiide-!?”  Yelping in pleasure as she was cut off, Kate’s body curled up a bit as Michael lunged into her foul-smelling back door and kissed it deeply.

“‘Unpleasant’?  Are you serious, Kate?  I can’t count the number of times I’ve dreamt of eating out this giant peach of yours!”  Micheal said, burying his face as far as he could into the puffy wrinkles, smearing her greasy oils over his face.  “Oh, God!  This is a dream come true!  C-Can I climb in too?”  Not waiting for permission, he squeezed his arms into the tight opening but unlike her vagina, Kate’s anus was much narrower and the muscles were designed to keep it that way.

Initially shocked by the blonde man’s reaction, Kate’s gentle, nurturing expression returned to her face as she giggled at his actions.  I should have known better.  Michael always has been fascinated with my rear.  I’ve caught him staring at it enough.  Her heart pumping even faster than when she had in him her womanhood, Kate’s arousal returned in a more profound sense that she hadn’t felt in years.  Spreading her ample rear with her hands, she relaxed her anus as much as she could.  “Come on in, Mikey.  Oh, the things I’m going to do to you.”

With the way loosened a bit, Michael was more easily able to slip his arms in the ring muscle but it was still too difficult for him to pry open on his own.  His hands slipped on the slimy lubricant that coated the smoother skin and got lost in the deep folds, not to mention the cascade of the brunette’s thick honey dripping from her sex.  “I…  I can’t get in…”

“Really?  But it’s just my bumhole.”  Finding his struggles amusing, Kate suppressed a giggle and moved a hand to assist him.  “If you can’t even crawl in, how are you going to get out if I forget about you?”

Forced forward as the pad of her index finger nudged against his back, Michael didn’t even hesitate as his body slid into her.  “I guess I’ll have to make you not forget about me then.”

The glistening pucker clenched for a moment as Kate suppressed another bout of laughter at his answer, drawing his head into the deep, dark folds.  His arms were already on the other side, as swirling, tainted winds attempted to slip out past him as he entered her bowels.  Only able to get a whiff of the passing putrid perfume, Michael savored the rancid smell.  Even if he resisted, at this point Kate was in no mind to stop as she continued to feed him into her anally.  As his head finally breached the threshold of her rectum, he had to postpone taking a deep breath because of the crushing pressure on the ring muscle gripping his chest tightly.  There was no way he’d be able to get out himself once he was in the mature woman’s ass.  Planting his hands on the squishy, mucus-coated flesh around the tight anus, the living anal boy toy aided in his insertion, pooling all his might into his arms.  Now that he was past his shoulders, though, coupled with Kate’s assistance, Michael was able to quickly pull the rest of his body into the beautiful woman’s backside.

Other than the heat and stench, Kate’s bowels were clear of any of the filth that otherwise should have been waiting for the young man.  Well, I guess that’s fine either way, but this has gotta mean that she was hoping for something when she came over.  God, how could I have been so dense all this time?  Cuddling up where he belonged, Michael yawned as his exhaustion caught up to him.  Filling his lungs with his neighbor, or rather owner’s, stench, he settled in for when she might need him next.

Kate sat back on Michael’s couch, rubbing her delicate rosebud as her insides hugged the young man securely.  She had wanted to draw out his insertion a bit longer, but it was also amusing at how eager he was to crawl around in her butt.  “Do you like it in there, Mikey?  I guess it was a good idea to get ‘cleaned up’ before coming over.  Though, I don’t believe you would have minded either way.”  Continuing to play with the orifice she used to consume the shrunken man, her pussy heated up again in protest of its toy not returning.  “Oh, I’m going to be keeping him so busy.  Once I finish signing those papers for Natalie, we can continue where we left off.”  Sitting up, Kate looked around for something to clean herself up with, but to only thing close by what Michael’s shirt.  Well… I don’t believe he’ll be needing it anytime soon.

Shrugging, Kate wiped up the fluids dripping from her womanhood and anus as she got up, going over to Michael’s room and tossing it into his laundry hamper.  Every step she took, her intestinal walls rubbed and cradled the young man, testing her patience as her lust steadily built up.  As she went to leave, a low groan from her stomach, followed by a soft toot from her rear stopped her and she placed a hand on her stomach.  “Oh, that’s right.  We were supposed to have lunch together.  You’re lucky you’re in my rear, Mikey.  You looked so adorable, I could have eaten you right up.”  Going to the kitchen to grab the food she had brought over, the mature brunette exited his apartment, locking up behind her.  “Oh, but would it even be safe to eat you?  I wouldn’t want to push you out of my rear like that.  You’re far too precious to risk like that.”

Contemplating her dilemma as she opened the door to her unit, she noticed something out of the corner of her eye.  Turning her head, Kate saw someone come out of the apartment next to hers.  Only, they were crawling under the door rather than open it since they too seemed to have been shrunk, likely by the same thing at shrunk Michael.

“Oh my!?  Mr. Samson, is that you?”  Quickly going over to the middle-aged man, she picked him up, even though he seemed utterly terrified at her size.  “How did this happen?”

“I-I don’t know, but my wife and kids are all smaller now.  I was going to try and find some help.”  He said, trembling in her fingers.

My!  So it isn’t just Mikey, then.  And it looks like the size isn’t consistent either.  He’s barely half as big as my little Mikey.  It must be so scary for him.  Why, anyone could come by and just…  Thinking about what mundane things would now become deadly experiences, Kate’s stomach growled again in protest of not having eaten yet.  Looking at the tiny man, who was paling by the second, she smiled a sweet, dark smile at him.  Unlike Michael, she wasn’t exactly on the greatest of terms with the Samson family, what with the irresponsible parents little their hellspawns get away with anything.  “Well, it's a good thing I found you, before any of the other dangers out here got ahold of you.”

“Y-Yeah…  W-Who knows what c-could have happened to me.”

“A little, defenseless thing like you?  Oh, you’d be gobbled right up.”  Giggling, Kate went back to her apartment with the cowering man.  “Speaking of, I was just going to sit down for lunch.  Would you care to join me?  I feel like it’s about time we talk about your ‘parenting’ skills.”

“Um… w-well, I w-was hoping to-”

“I insist.”  Cutting him off, Kate walked into her apartment and closed the door.  It seems like I may have a few more toys to join you, Mikey.

Chapter End Notes:

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