I couldn't believe my eyes as I came off the up-escalator by Macy's and nearly ran into him.

"Hi Sean!"

"Hey there! Haven't seen you in a long time."

"Much too long... Say, you're lookin'...."

"Fat?" Sean offered as he smacked his rotund belly.

"Well, for lack of a more descriptive term, yeah! Come over here- -let's get out of these people's way."

His large presence blocked most of the access to the down- escalator, and I enjoyed the frantic shoppers' pained expressions as they tried to make their way around him. I watched his proud waddle as he walked over to take up a temporary position by the potted plants near Macy's second-floor entrance. As I watched his plump round buns bounce back and forth in his size 42 waist Levi 501s, I realized that he had really fattened up well in all the right places.

Flashbacks of college came back to me--pictures of young buff Sean and the pools of drool on my desk from staring at his wide shoulders and fresh innocent face. As I looked him up and down, it was obvious that he still was packed with beefy musculature, and his face was covered partially by peach-colored fuzz. He was still as cute as I remembered, only a lot bigger.

I felt my cock stir as I stared at his immensely rotund belly.

His skin-tight pink Polo shirt accented his size immodestly, showcasing his meaty pecs and erect nipples, and detailing the spherical paunch that jutted out prominently under his spread ribcage. Sean's belly was easily as big as a beach ball, and the shirt hinted at memories of cuts in his abdominal muscles and showed off his deep belly button perfectly.

"So, I gained a few pounds. But I guess you probably already guessed that."

"Yeah--now I'm trying to guess how many. That's a pretty hefty belly there, Sean. Kind of a surprise for me, guy, you were quite the muscle dude back in school."

"Well, I still work out. But to answer your question, I've put on around 100 pounds since I graduated. 75 of those pounds in the last two years."

"Really? What's been goin' on?"

"Work. Work's been goin' on. Doin' great--I make more money than my boss does. Plus, I go on a lot of business trips where I just eat all the time." Sean kept caressing his bulging gut with a content smile on his face.

"My boss buys boxes of donuts in the morning--he knows I love donuts.

He gets

them from the best bakery and I think he buys extra on purpose so he can watch my stomach bloat up as I stuff them all in. Then he invites me out to lunches with him a lot."

"Wow. Sounds like this guy is fattening you up."

"He might be, but how could I complain if he was--he's such a nice guy--made sure I've gotten a lot of advancement opportunities. If it came down to him strapping me in a chair and feeding me until my belly burst, I would let him do it."

I let Sean's words echo through my mind for a minute, feeling them heat up my crotch like flames. I couldn't resist the temptation, and sent my hand out for a quick rub. He didn't even flinch as my hand went on a mission of discovery on the broad expanse of firm stomach. Sean's belly was just as solid as it looked.

"Sean, you're damn well-fed. If bellies are a measure of success, you're making a killing."

Sean chuckled. "You can say that again. If I get any more successful, I'm gonna have to buy bigger dress shirts and expand-o-matic pants for work."

We both laughed.

"And how was your Easter?"

"God...it was pure gluttony. All I did was eat. Went to a buffet at this Italian place in Sunnyvale and left with a big ol' bellyful of goodies."

"Bet you got your money's worth there."

"Definitely. I had four dozen large prawns, three slabs of ham, a pound of lasagna, tons of ravioli and other pastas, a large pepperoni pizza, and about six plates of everything else packed into my belly when the waiter asked me if I'd like dessert. My gut was hard like a rock, but I still said yes to his generous offer of a sampling of all of their desserts."

"Shit, Sean, it sounds like you're really into this eating thing.

Too bad you never came down to the snack bar at school when I worked there. You could have had more than your fill--and believe me, I was good at handing out food to the guys who could put it away."

"Oh yeah...I remember Sheldon coming out of there when I'd be up in the lab. I always wondered how he got as fat as he did."

"Well, I can't take credit for all of the weight he gained. He did work at Fuddrucker's and was basically the clean-up cook in the kitchen. Anything that didn't hit the trash slid down Shelby's gullet.

But when he came into the snack bar during my shift, I used him for a depository for all of the leftover daily special and hot dogs."

"I loved watching Sheldon squeeze that big gut in a desk." Sean put his hand on his belly again. "I guess I'd be the one squeezing a big gut in a desk now. After that Easter buffet, I wouldn't have been able to pack myself in one those things."

"Oh right, so after the buffet, where did you go?"

"This guy from work and I went to my house and drank beer.

Watched some TV, cleaned up some leftovers in the refrigerator, and then went out for Chinese food."

"Jeez. You really did pig out."

"After dinner, my belly was so pumped that I had to undo my jeans a couple buttons. Of course, then I gained a few more precious cubic inches, so I slurped down a pint of Peanut Butter Burst Haagen-Dazs.

That tasted pretty good, so I ate a pint of Vanilla Swiss Almond."

I just stared at him and his perfectly rounded belly. I stuck my finger in his belly button and pushed. "That was 2500 calories right there. You must have been going for a record or something."

"Nah. Just hungry. We did go out to Taco Bell and McDonald's late that night for a snack. Then you could say I had finally gotten my fill."

I whistled. "I would say that you had definitely caught your fill."

"The guy I work with left me at my house sprawled on the couch belching. Eventually I rolled off and rolled into the bedroom."

"I'm impressed, Sean. Not to mention that I'd like to see you belly up to a buffet somewhere."

"To be honest, all this talk of food has made me hungry. Want to go get something to eat?"

"Love to."

It was long at all before we were at the other end of the mall going into Fresh Choice. It as close, a healthy buffet, and inexpensive as a first course. Sean got two big plates up front, and piled each high. There was a wide assortment of salads, muffins, pasta, and soup.

Turned out it was a good thing Sean had those 20" arms to carry that heavyladen tray to our table. He sat down on his chair, spread his legs wide, leaned forward, and started his eating engine. Slathering hot fresh muffins with creamy butter, he eagerly shoved big moist chunks into his gaping mouth. Sean slurped soup and devoured his pile of pasta, looking around the room to see if anyone was watching.

Of course I was intently staring in his direction, admiring the speed and skill it took to make food disappear at the rate Sean was. He smiled at me and then took a long drink of his Coke. Sean leaned back momentarily to survey his growing gut, patted it proudly, and then leaned forward to shovel in more.

I watched Sean's eyes catch someone and follow. I turned slightly and saw who Sean was staring at. With wife and two daughters in tow, the guy made quite a cute daddy. The skin tight black T-shirt and black Levi's coupled with his black cowboy boots was the perfect outfit to show off his beefy masculinity. The guy's black belt was tight and pushed downwards by the weight of the fat belly that rode firmly atop the angled-out belt buckle. It was obvious that he had gotten soft and fat after a few years of marriage, but his pecs were still meaty, and his whole outta-shape ex-jock look was enticing. The family chose a table only one away from where we were with daddy sitting at the side directly in our view.

Sean finished most of his first selections, and I offered to go get him more. He turned me down, saying he needed the exercise. When he got up, he belched under his breath, and looked over his shoulder to see if the daddy had seen him. The daddy was too busy cramming his mouth full of fresh blueberry muffin to notice. Sean was gone for a few minutes, returning with another heavily piled tray. A big bowl of chili and cheese, a half dozen assorted muffins, a mix of pasta salad and hot pasta--wise selections for the growing boy he had become.

Watching Sean and the young daddy chow down really raised my blood pressure, and I could feel the arteries pulsing in my neck.

"Are you OK? You're not eating very much."

"I'm getting fat vicariously through watching you. This is great.

You can really put it away!"

Sean's belly was beginning to push out more under his ribs, and his Polo shirt's seams were showing stress. He arched his back and bumped his belly against the table. The daddy had finished his first go-around, and I watched his reaction as he looked over and saw Sean flexing his pumped table muscle. He dropped his hand to his own stomach and felt it up and down. It was nice to see that it had become a little rounder, pooching out a bit more as he got up and cruised by our table on the way back to get more food. Sean was an eating machine with a cause. Those muffins evaporated along with nearly everything else on his tray, and the chunky Latino waiter smiled widely at him as he took his empty tray. Our friend, the daddy, returned with an ambitious collection of salads, soup, and pasta--a sidecar of fresh-baked sourdough bread and muffins hung tenaciously on the edge of his tray.

"Kinda nice having a guy watching me eat." Sean ran his hand across the front of his bloated belly, stopping near the center to spank it with gusto. " 'Cept I'm starting to feel like a sausage stuffed into these tight jeans."

"I bet. Push the waistband down a bit. That should give you a running start on the next plateful."

"My belly is already pushing it down about as far as it will go."

He was right. The stressed waistband was rolled over and pressed flat by the weight of his solid belly. Sean looked around and then cast a lengthy stare at the fast-expanding daddy on his right before he reached under the bulge of his gut to unbutton his 501s a notch.

The daddy was really beginning to bulge; his fat belly turning into a respectable half-sphere from the side view. Noticing our joint stare and Sean's belly rubbing, he leaned back, smiled, and patted his belly. He had the healthiest looking light brown hair and skimpy mustache, and the start of a double chin that made him even more handsome to look at.

"His wife looks a little perplexed."

"Hmmm. She does a little. I wonder what's bothering her."

Sean chuckled. "I don't know why she'd be bothered by anything right now. That's a pretty hot guy she's with." He looked over again at the daddy who was tackling another muffin. "Looks like she feeds him good, anyway. That's important."

"He does have that well-fed ex-jock look. Won't be too much longer before all those home-cooked meals and beer-filled Monday nights start addin' up in a big way. That belly of his is gonna double in size in the next couple years, and he isn't going to know what hit him."

"I believe it. Looks good on him."

"Looks real good. He's a beefy one. But you look great, Sean. I still can't get over the improvement."

"Improvement? That's an interesting way of putting my bulk into perspective."

"Yeah. I dig it. In fact, isn't it time for you to eat more?"

"It is. But I get bored with this food. There's no real meat in it. It's like eating fluff--but good fluff." Sean took a breather for a moment and watched the fat daddy. "Looks like our friend over there is getting pretty stuffed."

The beefy daddy had then completed his third hefty trip's worth of food, and the bulge on his belly was out for everyone to enjoy. He just sat there with his hand on his belly, moving it around in slow circles, groping his fat occasionally. His hand came to rest under the swollen belly, and his wife took the opportunity to reach over and push in on the prominent protrusion. Belching at the upset, he laughed as he looked over in our direction.

Sean refused to be outdone, and he leaned back a little farther to accentuate his shapely mass of gut. I could see Sean's erect nipples and each hot detail of his taut belly through his pink Polo shirt as I reached across the table to poke his bent-out abdomen. The chubby hubby noticed my inquisitive jab as he pushed his chair back to stand up. He was nice and fat in front; a considerable amount bigger than when he pulled up to his first plate. Boldly he attempted to suck in his heftiness and reach under his protruding stomach to grab his belt buckle. Pulling the end of the black belt momentarily, he unhitched it and buckled it again a notch over. A deep sigh was heard as he let his rotund belly roll out into a firm ball. He put a hand on his handsome bulge as he guided it past our table. Our eyes met and then mine traveled down to his meaty pooch.

"Sean, I'll go get you more food. What would you like?"

This time he put up no fuss, and gave me a list. I headed off to grab a plate to begin filling his order. The beefy daddy was piling ravioli on a plate when I joined him at the pasta bar.

"Hey. How's it goin'?" I offered as a conversation opener.

"Great. Can you tell that they're not going to make much money off of me?" He said, patting his round belly.

"Boy, I guess not. Looks like you got a lot of space to fill."

"Well, not as much as your friend's yet, but these things take a long time to grow." I watched his free hand sink under his overhang then his belly bounce controllably up and down. "My wife tells me I should do something about my belly."

"What? She wants to put you on Jenny Craig or something?"

"Yeah, she thinks I should go on a diet. But I think I should be doing something about my belly too--so I am--stuffing food in it until it's ready to pop!"

"I think you have a really good start...keep it up!"

"Oh I will. I'll be damned if she's going to tell me how big my belly can get. I'm gonna get as fat as I want."

"Good for you. Best of luck."

"Thanks. Say, are you gonna eat all that?" he asked as he eyed all the food on my tray.

"Well, no. It's for my friend. I like him to just sit on his butt and let me feed him."

"Really? Wow! That sounds awesome. Wish my wife would do that again. She used to when my clothes still fit. I sure miss it."

He went and picked up a tray so that he could get more food on this trip--a plate or bowl was not going to be enough. I did the same, as I wanted to make sure that Sean got enough to eat as well. The hunky daddy went to the bakery bar and collected muffins that had just been pulled from the oven.

"Like those muffins?"

"Yep. Great filler. They go thump when they hit the bottom of my belly." He paused and looked down at his swollen belly. "So, the wife tried to get me to go to Weight Watchers with her after the last kid.

She lost 20 pounds and I gained 20."

We laughed, and I loved the fact that he was impervious to dieting.

Finishing food piling, I headed back to Sean, who smiled at me.

"So, what did he have to say?"

"He's a character. His wife wants him to work off his gut, and all he wants to do is work on it."

"That's totally cool. The guy's got the bone structure and size-- he's gonna be a biggie!" Sean added.

Time passed, and Sean was belching with contented satisfaction after finishing the extended pile of food I had brought for him. Sean's solid belly had slowly inched its way bigger, and he loved bumping the broad expanse against the table. The beefy daddy was approaching enormous quickly, and both Sean and I were amazed at the size of the hungry stud's middle. The perfectly spherical belly was swollen to the point of seam-stressing ecstasy. He had backed off his tight belt another notch, and still needed more room to let the belly bulge as much as it needed to.

"Isn't the stomach an amazing thing?" I gestured toward the hunky inflated stud and then at Sean's prominent paunch. "It just stretches and stretches and stretches to hold more..."

"It's great. I swear I could go on eating indefinitely. Can't get enough of that tight stretched feeling."

The beefy daddy slowly hoisted himself up and pushed his belly out even farther as he waddled by our table. "He's going to explode!" I joked.

"Well, it's lookin' pretty fat, but I think he's got a long way to go before he pops. He's got potential." Sean giggled and requested dessert, saying he was tired of the same food--he wanted more variety.

I couldn't blame him.

Finding the beefy booted stud at the dessert bar filling a soup bowl with chocolate pudding, I grabbed a bowl and joined him. "Hey, big guy, how's it hangin'?"

"Heavier and heavier. My wife is having a fit. Says I look like a pregnant horse."

Laughing, I added, "Well, your belly does have that about-to-burst look. My friend Sean is tired of this food. I think I'll get him to go to the Sizzler and go for the all-you-can-eat shrimp and steak dinner and the buffet bar."

"No way! Isn't he full? Well, his belly is bigger than mine by quite a-ways. God, wish I could go with you to get away from my bitchy wife."

"Sure, come along."

"Serious?"

"Yeah. Come with us. Ditch the bitch."

It wasn't long before massive amounts of dessert were engulfed, beefy daddy's wife had stomped off in a huff saying he could walk home to work off some of his gut, and I was in heaven with two hot bloated studs at my table. Beefy daddy's name was Todd, and Sean didn't mind at all that he had joined us. Todd looked even bigger after being topped off with mounds of chocolate pudding smothered with whipped cream and bowls of frozen yogurt with strawberries. Sean had overdone the desserts as much as he wanted to, and rubbed his belly continuously.

"Oh God, I'm so full...my belly is as tight as a drum." Todd told us, caressing his distended belly with pride. "I am S - T - U - F - F - E - D."

"Makes me wish I had a tape measure. I bet your three inches bigger around than when you came in, Todd. Sean, I bet you've puffed up about that much too."

Todd chuckled. "Feels more like six inches...bet it looks like it too. Sure can't see anything but belly when I look down!"

Sean smiled at the comment and added, "Yeah, I haven't seen anything but belly when I look down for about two years. Can't complain about that!"

The two guys just sat there all leaned back and relaxed, feeling out their bellies like they had never touched them before. Todd was huge. I almost came thinking about how much his belly had blown up.

"So, you guys ready for a stroll around the mall? Trip to Sizzler?"

Sean brightened at the mention of more food, but Todd's face kind of twisted. Todd didn't appear to have the capacity that Sean had, and he had eaten more than Sean--despite my efforts. Todd groaned as he smacked his ripe-sounding belly.

"Todd's partyball sounds maxed. Another bite and he could pop like a Fourth of July firecracker."

"No kidding. But I'll be hungry soon...you guys ready?"

"I'm always ready." I said as we rose from the table.

My car's V6 strained to pull the weight of the Grade A Prime studs, and I picked the good Sizzler by the Embassy Suites Hotel. Todd sat in front, and I watched his belly bloat up even more as the contents started to digest. Reaching over, I put my hand on the belly ledge under Todd's meaty plump pecs. His big gut was warm and firm--a combination that made me eager to rub it, smack it, and spank it while I drove down the expressway.

"Shit, this is a nice gut."

"Thanks...heh heh...you're sounding it out like you're looking for a ripe watermelon."

"You'd be a prime pick, that's for sure. The only way your gut could be any nicer is if it was bigger!"

"I agree, dude, and that's what I'm workin' on!"

Sean had pulled his Polo shirt up to his tits and was playing his big drum in the back seat. There was an incredibly hot "smacking" sound at his strong hand hit the smooth flesh covering his enormous belly.

There was the smell of hot crotches in the air...the hot animal smell of cum.

Arriving at the Sizzler, we stayed in the car for a bit. I parked a ways out, and we seemed to have some privacy. Todd had reclined his seat and bared his big belly for me. He got off of me rubbing the round tub of stuff, and closed his eyes as my hands danced across his skin. I shoved my finger down in between his skin and his strangulating waistband.

"Hey, this waistband is a little small for you, Todd. It's got to be a little uncomfortable."

"Yeah, it is."

Sean leaned forward to put his head between the front seats and grunted as his big belly folded over. "You should loosen it up for him."

So I did. I unbuckled his belt, popped open his tight black 501s, and fished out his stiff 7" cock. I put one hand on his dick like it was Mr. Microphone, and planted the other hand on his gorged fat belly.

He moaned and writhed in his seat as I stroked his fat cock. Sean rubbed his crotch and breathed heavily in my ear as his moist tongue darted in and around the erogenous zone. Todd was ready to pop, and soon cum hit the ceiling of my car. After the orgasm had settled down to a warm afterglow, we laughed about the cum spot on my roof.

Todd did his best to collect himself and pack everything back into his glove-fitting jeans, and Sean pouted for a bit as he was sure his cock was going to explode from being pumped up so hard.

"Now I'm hungry..." Todd said, holding back a chuckle.

Our party descended upon the Sizzler shortly after six, and bucket after bucket of shrimp disappeared. Not being one to complain about such things, I happily made trips to the buffet bar for the hot growing studs. Todd gorged himself like he had been starved for days, and Sean happily devoured everything put before him.

I had so much to look over that I almost missed the interesting guy that came in with his girlfriend and sat a couple tables away. He was in his early twenties, sported a very beefy outta-shape ex-football player look, and was dressed in a stretchy tank top, elastic-waisted shorts, Nike high-tops, and an A's baseball cap pulled on backwards.

The shorts' waistband had been stretched all the way, and it rode far under the giant bulge. As for the tank top, it didn't reach all the way down the front, and there was about 4" of bare belly sticking out between it's stressed hem and the waistband of the too-small shorts. It was so obvious that he had been on a high-calorie, high-fat seefood diet for some time, and his belly jutted out like a pony keg. He was big all over, including two monstrous buns--but his belly was by far the most prominent feature. He paid little mind to the fact that his tank top and shorts didn't meet, and made no effort to hide the bare expanse of his pregnant belly. The hefty stud was nearly too fat to fit at the table, and he pushed his chair out way back.

"You guys--look at that guy over there."

Sean and Todd took a break from shoveling food in and gaped at the sight of the rotund ex-jock with the Popeye forearms adjusting his bulk only two tables away. "Wow. He's sumo stuff," Sean commented; Todd was speechless.

"Hey you keep eatin'--you're on your way to sumo yourself, Sean."

"No problem. That blimp over there has about 50 pounds on me, but I'll catch up."

Sean was well on his way, and began his tenth refill of shrimp.

He had plenty of tacos and other filling appetizer things from the buffet bar, and had decided to pop another button on his tight jeans.

Hunky and hefty Sean had finally had enough to eat--his belly was really showing some size. His Polo shirt had started inching up and some bare belly showed. Sean's waistband sat under his giant gut in a wide open "V".

Todd stopped eating, groaning over his overfull belly. His table muscle just sat in his lap--hard as a rock.

It was after 7:30 when Sean started slowing down. His tight Polo was up a good stretch, and his belly button was easily viewable in the bared space. Todd had eaten on and off, but spent a good amount of his time watching the interesting ex-jock that had come to conquer. His girlfriend had made him finish his big steak and shrimp dinner and half of hers; moreover, she had worn a path in the carpet keeping her fat boyfriend up to his earlobes in buffet goodies. Like Todd and Sean, he just sat on his big bubble butt with his mouth open like an obese chick in a nest.

Todd drooled as he stared at the enormous stud. "God, he's insatiable. It'll be a miracle if he can get up and walk outta here.

He keeps spreadin' his chunky thighs wider as his gut pooches out farther onto his lap."

"See, that's the kind of wife you need, Todd. One that's gonna feed ya and fatten you up big like that guy. Not a wife that's gonna poke your gut and tell you it's too big and then try to put you on a diet."

Sean was on his twenty-second plate of shrimp claiming he'd burst if he ate one more. His belly was incredibly and most impressively huge. I couldn't believe the size of it--and neither could Todd. The hem of his shirt was tight around the circumference of his incredibly swollen belly and had ridden up a good six inches. Sean belched and was held leaned back by his beer barrel-sized belly.

Sean had inspired Todd to cram in a few more morsels, but both of them were too gorged to even consider dessert this time. The three of us sat there, waiting for the behemoth to reach his gastronomic fill.

The event occurred at 8:15, when the lethargic blimp rolled off his fat ass and found his massive gut hanging out in a most inspiring manner.

The increased size of his enormous belly made his taut tank top ride up another foot baring a wonderful expanse of it for everyone to see--his shorts looked ready to split at the seams.

We watched in rapture as he s-l-o-w-l-y waddled out the door using his girlfriend as a crutch, her hand planted on the enormous round balloon.

"Well, what's next?"

"How about a beer at my house?" I asked.

"That sounds good. No matter how full my belly is, still got room for beer."

"That's the truth--," Sean joined in, "put the keg tap in my mouth and pump me full to the brim!"

It was a short drive home, and I was anxious to get the two up to my apartment. The stairs wobbled under the weight of them; nonetheless, they held steady enough to get them to my door. I had baked chocolate chip cookies earlier in the day, and there was still a faint aroma in the air as the place had been shut up all day.

After feeding them a couple beers, clothes starting coming off, and that hot smell returned. It was an animal lust that drove the three of us on the floor...grappling in wrestling positions inspired by racing pulses. Sean was on his back, his mountainous gut firm in its shape, with me straddling his swollen crotch. I could tell he was sweating to cum, and I felt his thick cock throb under me in his underwear as I pummeled his big ol' belly. Todd had stripped off his tight T-shirt and black jeans for comfort while he waddled around the kitchen with a beer in his hand. His bloated gut was still stretched and huge from his bingeing, bouncing up and down in a firm solid mass as he walked about.

Todd chugged beer as he watched me work over Sean's overpumped belly.

Todd had found the cookies I had baked in the kitchen and ate one.

Complimenting me on their taste, he started eating more and more of them, bringing some over to Sean and I. I forced them into Sean's mouth to his delight, and he chewed in ecstasy.

Todd guzzled the rest of his beer, belched loudly, and reached for another one. He watched intently as I slid down Sean's muscular thighs and pulled down his tight briefs to unveil his throbbing hot cock. Sean was so ready to cum that he shot pearly jizz all over his big belly after the first few strokes. I belly-flopped onto Sean's wet smooth gut and slid around on its sublime stickiness. As I was humping Sean's mountain of belly, Todd had finished sucking down another 12 ounces of beer, and was frisky as hell. He placed his big full belly on the small of my back and gently applied more and more weight. My cock throbbed with the excitement of being squished between two marvelously overstuffed giant bellies. I could hear Sean wheezing under me...undoubtedly he was feeling the pressure ready to blow out his sides...but enjoying it too much to complain.

Finally, everyone had to take a break. And write their phone numbers down.