chapter 3

Feeling exhilarated and daring, she laughed, pressing her own naked body into his. "Does mine bother you?" She grinned wickedly. "Never mind, I see that it does, in a rather good way." She leaned down a little, tapping the tip of his erection. "If something gets any harder it will get buried in your underbelly Bill!"

He forgot his nakedness as he watched her shuck the last of his old clothes. To him she looked like a butterfly shedding an old baggy cocoon. He walked around her, his naked flesh jiggling, taking in her strangeness. Then suddenly she was in his arms, pressing herself into his softness. He could feel his erection hardening and then her fingertips on it far under his belly.

Looking up at him, Amanda slowly grabbed the handfuls of flesh that clad his body. "Hey Bill..?" Gently shaking the rolls up and down, she licked her lips, "does this bother you?. Amanda couldn't help letting her eyes study him as he finished unbuckling the harness, her eyes widening as she realized how big he really was, especially distended with their breakfast. Tearing away her eyes she noticed some grey hairs at his temples, which gave him a dignified look. Her eyes traced the smile lines around his eyes and mouth as well as the frown lines.

"No, you don't bother me at all. You feel wonderful. You make me feel wonderful as you can tell. But now quit that or I'm going to......." He stopped as she began shaking his flab. "Yes Amanda, god yes. Ask me what you will. But please dont stop."

"I'm getting mixed signals chubby..." She stuck her finger in his cavernous navel. "Which is it? Stop or not? "Well?" She asked, pretending impatience for his reply. She massaged his lowest roll of blubber, the largest by far, pressing her small fingers up into the hanging softness.

"Stop calling me chubby. And take your finger out of there...oh god. I mean ...lord, what do I mean." He leaned down feeling his rolls and belly fold over and kissed her deeply. His hands ran down her back as he caressed and cupped her firm young bottom. Lifting, he pulled her up and into him, still locked in her kiss.

Kissing back passionately, Amanda wrapped her legs around his hips, his great abdomen molding against her. Leaning forward until her lips brushed his ear, she whispered, "Your going to have to hold your belly up for the sketch, or I wont be able to see your shaft..." She grinned, feeling how aroused he was getting.

"I have something else in mind to hold this belly up, and it's not my hands. You wood nymph. Oh that feels so good." He did lift his gut up with one hand as he pulled her underneath and into him. Still devouring her lips he felt her fingers all over him, tugging, prodding deeply, pulling. She was like a wild animal writhing in his lap.

Now in the throws of passion, Amanda moaned, arching her back pushing herself against him and sliding her hands down his legs. "God I love your meaty body! You look good enough to eat!" She took his shaft into her mouth as her breasts pressed against his thighs. Using her hands skillfully, she patted and rubbed his fat. "God Bill, you're so FAT!" As she said "fat", she dug her hands into his love handles.

Her every touch was like being touched by an high voltage electrode. He staggered, overwhelmed by his passion as she raked his pudding-like belly with her fingernails. They collapsed onto the thick rug on the floor sending his easels and paint flying. He tried to roll to his side but it seemed she prevented him in doing so, pinning him to the floor, forcing the breath from him as she squeezed him with her thighs. She held his shoulders down with her hands and raked his chest and belly with her hardened nipples.

She slid her wetness up his belly until she was perched on the biggest part, still supporting most of her weight. "Admit it fat-boy; you're no match for me! You can't even get up!" She grinned, laying on top of him as she pushed her womanhood into his swollen belly.

He gasped, unable to move. Pinned by her pelvis, she slipped down his curving front until she was centered onto him. Even through is gorged belly heaving, he could feel every muscle of her athletic body. He reached her abdomen and began stroking it, kneading the firm underlying muscles as she throbbed and pulsed wildly.

Finally one with her, he felt his belly bulge upward as she again squeezed her thighs together briefly.

Shuddering, she withdrew. "Stay here, Bill..." She darted out of the room, her round bottom cheeks bouncing. He lay as a mountain of fat, a bulging puddle of desire.

Returning in a dive, she was on top of him again, coupling, again his shaft thrust deep inside her. Moaning, she held some cake she had found in the kitchen to his mouth. "Are you going to be my big fat man? Well?"

He turned his head from the tempting cake. "No, I am too fat as it is. Oh god you tempt me. No, please don't make me eat that."

She leaned closer, her vagina pulsing around his shaft. "Eat it Bill...for me?" Her voice was husky and strained, her lips parted as she panted.

She hoped he would accept, but knew what to do if he did not.

He could feel her alternately squeezing then releasing his engorged member. Whichever way he turned his head she brought the cake again to his lips. "Please...no...oh god Amanda. Please..." and as he opened his mouth for the last word she pushed it into his mouth. For a brief moment he considered spitting it out, but in her dark eyes inches from him, he read her desire for him to swallow. He did so and felt it slide down his throat. The sensations were incredible. He felt so huge, so fat and yet he was being made fatter by this woman pinning him to the floor.

After seeing him swallow the last bite she closed her eyes and arched her back, her climax approaching, and drove her pelvis into him, her muscles tight, squeezing and caressing him as her hands squeezed the muscle-fat of his thighs. "I love you Bill!" She cried out passionately.

It was all he could do to stay within her as she rocked back and forth. He was nearing his peak and hoped he wouldn't come before her. He cupped and massaged her swaying breasts as they bobbed over him and with a great effort raised his head and began alternately suckling her nipples. She was in a frenzy, he was in ecstasy.

She felt his belly fold and bulge as he heaved his body up and howled as the pleasure overtook her, her orgasm crashing over her in waves.

Feeling her body tighten and arch as she climaxed, he let himself go, falling into an exploding oblivion as he came endlessly, rocketing into her like a firehose. It had been so long. So long. He stroked her shuddering body as she collapsed onto him, still slowly rocking on his mound of belly fat, her hands clutching and releasing the rolls of fat hanging from his sides.

Amanda looked into his eyes, slowly coming back to herself. She couldn't believe what she had done, and yet the same time it felt so right. Rolling off him, she hugged him tightly, curling around his warm roundness. "I love you, Bill," meaning every word. She didn't know him that well yet, but knew she loved him, some way, some how.

He nodded, and after awhile let her pull him to a sitting position, his back against an overturned taboret. He spread his legs to make room for his belly and pulled her into him. She sat on his thighs facing him, his belly between them. He kissed her as he massaged her back and shoulders. "I love you too Amanda. I don't know why that is. It just feels right."

She placed her hands on his large paunch. "Does this feel right?" She waited for his response, expression neutral.

He sighed as she gently dug her fingers into his belly. He watched her hands as they disappeared into his soft flab. "It must be wrong, lover, but yes, it feels right. I've never had anyone do to me...touch me...love me like you have." He felt her run her fingers over his rolls of fat, gently pinching the softer ones between his breasts and the swollen top of his belly.

Amanda smiled, her eyes sparkling. "You aren't wrong..." Like an acrobat she bent down, licked the insides of his thighs gently then grinned. "I'm hungry, are you?" She wondered if he would refuse; he seemed so shy. .

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one more to come...stay tuned ;-)