"Anything to spare?"

Darryl stood in front of Mitchell, a grin fixed beneath the thin mustache that made his face look so attractive. Automatically Mitchell reached into a pocket for some cash.

"I'm a sucker," Mitchell thought, "Darryl must think I am -- I know I do."

Every time they met it was the same thing:

"Hey Mitchell!"

He smiled as he saw Darryl coming over.

"How are you?" he asks. The men made small talk as they walked, until they approach Mitchell's house. Then, on cue, Darryl starts to tell Mitchell his problems -- his health is worse -- the doctors aren't hopeful -- he's losing weight...

"Look at me!" Darryl exclaimed, holding out the loose belt on his jeans, "I gotta to put some pounds on!"

Darryl had the thin build of a scarecrow. He'd have been a very sexy looking guy, if he gained weight, but he never had -- especially not the type of heavy poundage Mitchell liked to see.

"Anything to spare?" Darryl had gotten to the point, "I hate asking, but I can count on you."

As always, the cash is ready.

"You're a life-saver man," Darryl flashed Mitchell a warm smile.

It was the same routine for years. Originally Darryl told Mitchell about other things, Ill relatives, job problems and such, but he soon got rid of his clumsier subjects and stuck to poor health.

Mitchell knew that he should doubt him and hold back, but he was fascinated with how Darryl was able to spin out so many variations on one theme. At least, Darryl never hit on Mitchell for more than he gave -- that is he didn't, until...

Mitchell was mowing the lawn one afternoon. It was a scorcher of a day and he was down to bathing trunks and feeling very sweaty. Then he saw Darryl standing and looking at him.

Darryl looked at Mitchell in a way he had never seen before,

"You look good."

"I feel like a mess," Mitchell answered, as he wiped his face.

"You're sexy!"

Darryl was never subtle.

Mitchell stared at him in surprise. Darryl was wearing torn jeans which were showing off the tent-like bulge of his crotch. He wanted much more than spare change!

"How have you been?" Mitchell said slowly, wondering what to do next.

"Lost weight again," Darryl said, "but at least my fly is filling out."

At that moment, Mitchell knew what he would do. Giving Darryl's hand a squeeze, he smiled.

"Come on in, and I'll fill the rest of you out too."

Darryl laughed, having no idea what Mitchell had in mind.

They showered to wash off the stickiness of the day. As he lathered Darryl up, Mitchell looked over his body. Out of his clothes, it looked even thinner, with a flat-chested torso that showed every rib, Only his cock was fat and it stuck out hard and long over a pair of large fuzzy balls. Soaping Darryl's crotch up, Mitchell slowly massaged the tightening sack and rubbed the smooth rod firmly, watching it grow even more. Darryl just stood under the water, his eyes closed as he was brought closer and closer to coming.

"YES!" Darryl yelled, his cock swollen enormously. He grabbed Mitchell's hands, pressing them even harder on his cock.

Suddenly, surge after surge shot out with a force that made Darryl shake...

Leaving Darryl to finish drying off, Mitchell prepared the meal. He loaded the coffee table in his living room with deli, junk food and beer. He wasn't sure how Darryl would eat all the food, but it was worth a try.

Darryl's eyes widened when he saw the spread.

"All for me?" he asked jokingly.

"Of course!"

Mitchell pulled him to the floor, placing Darryl's head in his lap.

"I'll put some meat on those bones," he said as he pressed a can of beer against Darryl's lips.

Darryl had never been fed before, but resting in Mitchell's lap, his mouth constantly full, Darryl felt sexy. His cock started getting hard again and Mitchell massaged it.

"I could do this forever," Darryl thought.

Mitchell was amazed at Darryl's ability to eat. He just kept opening his mouth for more. Soon his tiny stomach rounded out from the load. Darryl was obviously full, but he kept on eating, unwilling to have Mitchell stop.

The table was finally cleared. Mitchell held Darryl in his arms, nuzzling and stroking the overfed body.

"Want to stay here tonight?"

"What a stupid question," Darryl said as he pressed his lips against Mitchell's mouth.

Late that night, Mitchell slept while Darryl lay in his arms, wide awake. He felt his glutted belly. He had been a real hog that day. Mitchell had kept feeding him and he kept on eating, even when his full gut begged for mercy -- and the sex!!!

Darryl hadn't expected to do this. He just wanted to get a bit of cash, look over Mitchell and leave. He always liked looking at Mitchell, but seeing him in just those trunks...

Mitchell shifted in his sleep, knocking off the blanket.

Darryl looked at the outline of the figure next to his. It was a hot body and he wanted to see it as often as he could.

RUMBLE... Darryl's stomach gently protested as he moved himself closer to Mitchell.

He remembered how Mitchell stuffed the food into him. His cock got stiff as he thought about eating, looking into Mitchell's eager face as the food ran down his throat. Darryl wanted it all -- food, sex and Mitchell.

"I'm gonna stick around here for as long as I can," Darryl thought as he kissed Mitchell's sleeping face. Having made up his mind, Darryl dozed off...

Mitchell was delighted when he saw that Darryl made no effort to leave. It was his fantasy coming true, watching as Darryl enjoyed himself, eating, sleeping, having great sex and loafing about.

Time passed and Darryl's new lifestyle began to show its effect, Calories poured into him, settling on his scrawny frame, plumping it out. The flat chest rounded out into nipple-tipped cushions. Jeans rested lower and lower on the hips as a belly grew and began to hang over the waistband, forcing the bottom of his shirt upward. The stick-like legs became soft and fleshy as they rose up into his inflating bubble butt.

As he got bigger, Darryl wondered if Mitchell would be turned off by the bulk that was forming on his once skinny body.

He didn't want to stop eating, especially if it meant that Mitchell wouldn't feed him. But Mitchell never mentioned diets or workouts.

To Darryl's surprise, Mitchell increased the size of his feedings, seeming happier as Darryl's appetite grew. He saw how Mitchell looked at him, the pleasure in his eyes as Darryl cleared the table.

In bed, Mitchell would hold Darryl on top of himself, enjoying the increasing pressure of Darryl's body against his as Darryl got heavier. He would watch happily as Darryl got dressed. Darryl once might have been embarrassed as the struggle to fit into his clothes got harder and harder, but strangely enough, he now felt sexier when he saw how he was becoming larger.

Soon Darryl discovered that certain areas of his swelling body were becoming sensitive in ways that made sex even better.

He loved it when Mitchell sucked and kissed his large round nipples. Mitchell's face rubbing against the insides of his bulking thighs drove him wild. Just the thought of a finger or tongue traced slowly around the edge of his belly, creeping to the blubbery underside over his cock, made Darryl want to come.

Also there was his ass...

Darryl had once been proud of his tight little ass -- two tiny round cheeks that rounded out firmly. At the beginning he had been kind of sorry to see them grow out of his jeans. Now he got a kick out of the two huge mounds of flab that, like his paunch, shook sluggishly when he walked, often wiggling out of his pants. Also, like his paunch, there were areas of his ass that Mitchell knew how to touch, keeping Darryl hot for hours.

One morning, after an intense night of food and sex, Darryl could no longer fit into anything. He stood in front of Mitchell, his briefs, the only item he could pull up at all, were unable to stretch over his big ass and hips and rested low on his thighs. Darryl had grown impressively. A huge gut, a flabby smooth mass, drooped over his upper thighs. Above it, his pectorals sagged like water filled balloons. The tiny butt had become two tremendous sluggish round globes. His pointed chin had softened and doubled. Every sign of slimness was buried under weeks of gluttony.

"I'm fat."

Darryl said this calmly.

"Yes."

"You like it?"

Mitchell took him in his arms, rubbing Darryl's middle so that the flesh jiggled under his hands.

"I love it!"

Darryl loved it too. In fact, he wanted to increase the sensitivity that his larger body now had, the feelings of heft, especially when Mitchell had him lie on top, pinning him down with bellyfat. He put his hands on top of Mitchell's.

"Make me fatter!"

"Oh yeah!" Mitchell murmured, burying his face in a broad massive shoulder.

Darryl felt his erection growing against his sagging belly.

"Make this paunch bigger!"

He felt Mitchell's cock pressing hard against his rear. Just the thought of Darryl gaining more made them both get hornier.

Darryl turned around, placing his mouth onto Mitchell's.

Suddenly Darryl's gut growled.

"I'm hungry."

The two men smiled at each other.

"Breakfast is ready," Mitchell said.

"And I know what our first course will be."

Laughing, Darryl the gainer took his feeder's hand and led him into the living room...