>Anon, shopping for clothes
>Because honestly, you put it off long enough and your old clothes are getting pretty ..well old.
>You've picked out some decent clothes, now to try them on because sizing sucks
>No one's at the stupid counter so you just walk back
>This place is pretty nice, clean dark carpet, full wood doors on the changing rooms
>So when you casually open the door to let yourself in, you weren't expecting to see another person there
>A fully nude bear at that
>abort. Close door.
>Thankfully she seemed unaware as she went through her clothes and lingerie but you did hear the sharp gasp as the door clicked close
>Fuckfuckfuck
>Diving into one of the open doors, you quietly have a heart attack and pray she didn't see you.
>Of course she didn't, otherwise she'd be picking your asshole out of her teeth and manicured claws.
>Purple, your autistic brain told you, purple nails
>Naturally you take extra long trying on your clothes, only leaving long after the sound of shuffling leaving
>You try and forget about the curves of her body, pay for your shit and get the hell out


>You get a call from your old buddy Bryan, says he's back in town staying in his old house and would love to catch up
>Bryan was always a bit of an ass, but you've got nothing better to do
>So riding over, you're surprised the old neighborhood hadn't changed, you even remembered where Bryan's house was.
>You're antsy about just walking up to the door but before you can knock, the door opens
>A mass of fur grabs you and your pitiful existence flashes before your eyes, man you jerked off alot
>"HEY BUDDY! DAMN YOU GOT SMALL!" 
>Fuck you Bryan.
>So Bryan now grew into a full bear, he had to maneuver carefully just to get around his old house, makes sense, his dad and brother were Giants, even by bear standards
>As you and Bryan settle down in the living room, catching up, another voice catches your attention
>"OH MY GOSH!" And suddenly you were engulfed in another crushing wave of soft fur
>"Hey Bryan's mom" you manage to squeeze out as the last of your air leaves your crushed lungs
>"Oh sweetie it's been so long! You got so big! Let me look at you" she croons and sets you down, allowing you air and sight again. 
>Yep, Bryan's mom, dwarfed by her men, yet still bigger than you. Surprisingly she seemed much buffer than when you last recall, even under her thickness, she was toned.
>"Damn Mrs. B, you've been working out?"
>She giggles and proudly flexes an arm before stroking your head to fix your hair. "Just a little, to keep in shape, but thank you for noticing!" 
>The death glare she shot Bryan even made you wince.
>"Well if you need Anything, you let me know okay sweetie, and no more Missus B, just call me Sandra"
>"Uhm, ok mis...Sandra.." you catch yourself
>She trots away, giggling to herself.
>Bryan sighs "well that's the happiest I've seen her since I got here"
>"Why? What's up?"
>Bryan groans and scratches his chin before shrugging "her and my dad had a pretty nasty divorce awhile back, she caught him messing around with a few girls at the office.."
>A few. Holy fuck. "Damn, that's...rough"
>"Yeah, she's been in a real funk about everything... that's partly why I came back, to check on her and such."
>as you and Byran catch up, you occasionally glance into the kitchen, seeing his mom move around effortlessly through the massive den
>She's light on her feet too
>"OH! Anon! I forgot to ask, are you staying for dinner? Please do, I always make too much food for just myself and Bryan!" She pleads, leaning over the kitchen counter into the living room
>Well, you weren't planning on it...
>"I don't have any plans so I don't see why not, if that's ok?" 
>She claps her paws together and smiles "oh good! It'll be nice to have a full table!"
>You catch a glimpse of her paws as she moves
>"Uhm Sandra, your nails" you ask, she turns and blinks, holding out her paw "yes?"
>"They're a lovely, I like that shade of purple"
>Yeah, those were definitely the same manicured nails from before...but there's no way
>"Oh thank you! I went to the mall today, decided to spend a little on me today."
>Bryan next to you finally perked up, at the wrong moment "oh yeah! Didn't you say you were going to the mall too Anon? Hey maybe you two saw each other and didn't know it!"
>Shutyourshitpipebryan
>"Oh? How funny! Maybe!" Sandra giggled, her brow furrowed for a moment as if thinking about something before she turned away
>You chuckle and shrug "it's certainly possible!"
>Of course, it's hard to recognize people from the back...
>You try and shake you head clear before excusing yourself to the bathroom
>Come on anon, no way it was her! Just a coincidence!
>After waiting a bit and splashing some cold water on your face to clear your heated thoughts, you open the door
>And run straight into a wall of muscle, bouncing off and back into the doorframe
>"OH! GOODNESS!" Sandra jumps and turns, gently putting her arm around your shoulder, rubbing the back of your head where you hit the wood.
>"Oh gosh Anon I'm so so sorry! Are you alright hun?" She worries
>Meanwhile, those hot thoughts you tried to kill in the bathroom come flooding back as her soft fur slide against you and you smell her soft perfume of bear scent and the fruity body wash she uses.
>Say something stupid!
>"Uh, yeah, yeah, I'm sorry, I wasn't paying attention"
"Oh hush, it's fine, it happened more than once when you were little too" she giggled and released you once convinced you were fine.
>"You've also done worse than that, you scamp" wait what. 
>"Oh, you think I forgot? Catching me undressing when you and the boys were having a sleepover?" Her coy smile did nothing to lessen the intense burning on your cheeks before she playfully flicked a finger on your nose
>"Dinner is ready, though you may want to wash your face again to cool off" she smiled and turned on her heel, and you swear she let her hips swish just a little more as she walked away to the dining room.
>after another cold water splash, you exit the bathroom and shuffle to the table where Bryan and his mother wait
>Bear sized table, chairs and dinner wear
>This meant your meal: bear sized
>Fuck. You'd have to go to one of those tacky "Texas" style restaurants to come close to this much grub.
>As you wiggle awkwardly to move your massive seat up, Bryan snorts
>Which earns him another glare from his mom
>She always did like you more than she liked him
>She moved faster than you could, picking up your chair and you like it was nothing to scoot it in close to the table
>Particularly next to her
>Across from Bryan who was already uncermoniously stuffing his face
>Her frown at her son's manners only died when she looked over at you
>"Please eat whatever you want, don't press yourself to eat more than you need to" she smiled, the brush of her paw on your shoulder as she sat back down left you with chills
>Bryan, too busy stuffing his face, was unhelpful whenever you tried to get to any topic that wasn't centered on You
>Sandra, as she insisted you call her, seemed very intent on every detail of your life
>Even when your eyes were on your meal, you could feel hers on you
>Finally the topics passed, "so how's the meal? It's not too bland for you is it? Bears have a stronger sense of taste and smell than humans so i did my best" 
>You blush at the extra effort she must have put in, for you "oh, no it's fantastic! Uhm, right, no I get it, the whole different species, stronger senses" 
>She smiled and nodded "oh good! Most people find our cooking difficult to swallow, so sensitive, you know I think I could even tell where you've been today just from my nose!"
>Bryan, helpful as ever, snorted "it's true dude, she once sniffed out that I hadn't gone to school"
>FuckingBryan
>"Let me see if I still have it..." She leaned in, almost uncomfortably close and took a deep sniff, you could see her nostrils flare
>She leaned back, tapping her chin "let's see...you took a shower this morning, did laundry and went shopping at the mall, at Nancy's! I love that store, their dressing rooms are so nice, aren't they Anon?"
>She barely managed to hold in a sly smirk
>"But I knew that already" her voice went heavy with innuendo..."Bryan told me after you called back! Funny, I had just finished shopping myself, we probably just missed each other!"
>Bryan had stopped eating...and started snoring
>goddamnitfuckingbryan
>SUDDENLY, contact
>Specifically a soft furry ankle brushing against yours, and it sure as shit wasn't Bryan's!
>Spergettisaveme
>"Uhm! I'll be right back!" 
>And a rush to the bathroom, trying to keep your raging rocket under wraps
>No wait was she flirting, she's your friend's mom! That was weird enough!
>Vague memories and fantasy's from your horny childhood floated back certainly didn't help kill your now throbbing bone.
>How soft her fur was when she hugged you, that certain earthy smell she had
>Not to mention her casually walking around in a nightgown 
>Or those times you walked in on her changing, accidentally of course!
>A quick piss did half the work of killing your inappropriate boner, you are now fit to return to the table!
>Well, you would be if everything wasn't already gone
>Including Bryan, who was instead snoozing on the couch
>FuckingBryan
>"Oh Anon, can you come here for a moment?" That came from the master bedroom
>Nobonerno.jpg
>But as you opened the door, she wasn't there
>Maybe you misheard her?
>"I'll be out in a moment, just have a seat"
>Fuck.
>Choosing to sit on the bed might not be best, but anywhere else might have been worse
>As you tried to distract yourself, twiddling your thumbs, she walked out of the bathroom
>Mybonerhasascended
>The sight of silk purple lace on dark fur greeted your eyes as she sashayed her way out to you
>Furs didn't normally wear makeup, but you can tell she tried to put something on herself
>"So, what do you think Anon?"
>knees weak, palms sweaty
>Good thing you're already sitting
>Kind of deer in the headlights
>Your mouth can't function otherwise you might drool
>Hell you might already be drooling since your brain stopped
>The lingerie hugged her body, specially made for a bear definitely
>And God if she didn't look stunning
>Slightly heavier but bulk in all the right places, with curves and shape that was unmistakably feminine
>Even in her age, the grey around her muzzle and face only made her distinguished.
>Then you realized she was still standing there, fists clenched and shaking softly
>She was terrified
>A large woman who ran a household once full of men who were literally BEARS and stood her ground
>"Well...?" She took a deep breath
>"I know you were there...in the store today, I recognized your scent when you walked in..little peeping tom" she let out a dry chuckle
>You open your mouth, but your throat is unbearably tight as she lets out a sob
>"God..this is stupid" and turns to the bathroom
>Action!
>You moved before your brain could stop you, grabbing her wrist and tugging enough to halt her before sliding your arms around her waist
>"You look... gorgeous..like a woman should, even without the fancy underwear and makeup.." 
>She shudders, like a deep relief washed over her as she grips your arms as gingerly as she could
>"... it's been so long since anyone looked at me naked...I.. just.."
>"Wanted to feel beautiful, right? Wanted by someone?" 
>You move to her side, gently tugging her around to a full mirror on a door
>"Look, wipe off your makeup and look, tell me what you see"
>You wait, letting her clean herself of her tears
>"Let me tell you what I see, I see a strong woman who let herself be lonely for too long, a caring bear and amazing mother"
>She let out a choked laugh, smiling as she stroked your hair, staring at you through the mirror
>"You're so sweet... I'm just a silly old lady"
>She hiccups and sighs, before turning back to the bathroom
>She never gets very far, gasping as you tug on her arm enough to make her stumble
>Right to your level
>You work your fingers into the thick fur of her neck as you kiss her hard
>Her surprise drains into a needy moan, closing her eyes and just trying to enjoy the kiss
>Then she steps up and away, leaving you stumbling on the floor
>"Just...hold on a moment" she stammered, obviously not done and very flushed
>She left, dressing in a thick robe to cover herself leaving you in the room, wondering if she would shove you out or...
>The TV turns on in the living room
>She returns, shutting the door, head against the frame as she shivers
>She locks the door and takes a deep breath before looking over her shoulder at you
>She bites her lip and moves to the bed, shifting nervously
>"I doubt he'll wake up till 10, he never was a morning bear" she laughed, rubbing her eyes
>She jumped slightly as your hands slid under her robe, around her hips
>You were so close, you could feel her heat, heat and yearning you caused
>She sighed softly and her toes clenched, scratching the floor with her claws
>As you look up at her, she gives a happy giggle and strokes your head and back slowly
>Then she gives your ass a squeeze with a sly grin
>"You'll have to get undressed too if you want to sleep in my bed mister.." 
>she playfully pushed you away, sliding out of her robe and tossing it on the end of the bed, still watching you expectantly
>you stumble backwards and begin to quickly fumble with your shoes
>And pants
>And everything at once
>Fuck! Whyaretheresomanylayers?!
>She watches and smiles at your frustration, leaning over and hooking a claw into your shirt
>Oh my fuck
>RIP
>And that claw inches from your chest left a long thin line
>Her next comment certainly didn't help
>"It's been so long since I've seen a man so eager for me... don't leave me waiting too long"
>And you can only watch her lean against the headboard, watching you with her paws rubbing slowly along her thighs.
>You struggle out of the rest of your clothes quicker, lest she decide to ruin more of you
>As you climb into her massive bed, a soft paw stops you
>"Easy tiger...let me look at you"
>And she lifts you up to switch places, kneeling next to the bed
>"My Ex always made me start with this...it helps that I really like it...and now it feels wrong not to.."
>Her breathing got heavier as she licked her lips, looking up and down your body, spreading your legs
>"OH sweetie..." She moaned, watching it throb
>She leaned up, rumbling and nuzzling your neck, her fur tickling your throat before her thick hot tongue slid slowly around it and up to your ear
>"Is that all for me?" She breathed, sliding her paw down your stomach to your cock, swirling her fingers around and down the shaft
>Then squeezing your balls very lightly before pushing you over with her head
>The next moment, her tongue was curled around your shaft like a snake, dextrous and flexible
>It was heaven, and she was eager for every inch
>Even a little sloppy as she licked around your thighs and stomach, dragging her tongue all around
>Her lips were soft velvet around your head as she did her best to milk your cock with her tongue alone
>Sliding it around and under the head, down the shaft and around the base
>She even dipped down and swirled it around your balls, sucking on them gently as she could before letting them pop free, coated in saliva
>A hot, sharp scent reached your nose, and the sound of noisy schlicking wasn't far behind
>But soon she stood, joints popping as she groaned
>"Ach, sorry hunny, mind if I join you on the bed?" 
>You panted, but eagerly dragged yourself as far over as you could
>She eagerly climbed after you, pulling you close and onto her, frowning as your hands hit her bra
>"Here let's..." She paused, undoing her bra and flicking it away, then wiggling as best she could...to kick her panties away as well
>"Should I say come to mama bear?" She snorted, pulling you down onto her for a deep kiss
>her mouth was warm, engulfing really
>The kiss was a bit clumsy for both of you
>A woman out of practice and a young man with not enough
>Her claws slid through your hair, and gently down your back
>Finally she broke the kiss, panting
>"So, what to do first?" She sighed, she might have just been content with this, if there wasn't a very obvious rod sliding through the fur on her belly
>You weren't one to forget why you were here
>Gotta do your best, make her feel like a woman again
>More than one way to do that
>Slowly, resisting the urge to just mount her, you slide down her body
>She shivers and gasps at your touch, after marriage to a bear for however many years, a slender human hand could do wonders
>Wonders not lost on her, as you squeeze all the right places, feeling her body
>Meanwhile you nuzzle and kiss your way through her fur, moving to give both her hard nipples equally wet attention
>She groaned and writhed under you, rubbing your head and arms
>You weren't going to leave any inch of her feeling unwanted
>But you pause and move around her vagina, save that particular honey pot until she can't take it
>And she certainly was close to begging as she groaned and slowly clawed the bed, moaning and panting softly

>All the while her eyes struggling to stay on you, as if afraid she would blink and you would vanish
>A needy, desperate stare of longing
>You trail your fingers and face up and down her thighs, mesmerized by the softness of her fur, covered in her scent and loving every inch of her
>Finally you slowly rub your palm along her lips, the thinner fur making it easy to tell where it was.
>She almost yelps and jumps, biting her lip "please" she begs
>It's easy to see why, the slow dribble of her juices was pooling in the bed, and her heat was palpable
>Without thought, you move and give her a slow, savoring taste
>She yells and raises her hips off the bed "you..mmphf!" 
>Curious, you look up, she muffled herself with a pillow, it was adorable
>Again.
>This time you flick your tongue across her clit, and she yells again "FUCK!" 
>It's hard not to be surprised, she was hardly a prude but you never heard her curse that blatantly before
>"Don't...don't stop"
>Aye aye! And you do your best to hold your breath as long as you can
>Her toes curl and flex as her legs cross over you
>One paw rests on your back, trying desperately not to claw you, the other switches between kneading her breasts and shoving a pillow to her face to muffle a string of excited screams when you hit a particularly good spot with your tongue or agile fingers
>The best strategy for her it seemed was to suck on her clit on a good spot and see how far your fingers would wiggle inside her
>The slow dribble of her juices quickly overflowed as her insides clenched around your fingers as best as they could.
>But before your arm could get tired, she suddenly jolted her hips off the bed and straight into your face, cramming your mouth as far between her legs as it would go as her womanhood gushed and spasmed
>Even she was surprised by her own sudden orgasm
>Claws caught your back and shoulders
>Then she released and GASPED, shuddering as she came down quickly
>Almost instantly you were scooped up into her arms again
>"Oh!oh God...I..I am.so sorry, I..oh fuck fuck...are you okay sweetheart?" She crooned, her voice rough and catching as she panted, kissing your wounded shoulders and neck
>Soon her soft tongue slid over your shoulders and neck again, a thick warm tongue bath
>She moaned, "thank you.." before smashing her lips on yours, not waiting for an invite as her tongue skillfully invaded your mouth, curling and twisting around your own, as she tugged in your tongue, then slowly sucked on it while pulling away, grinning
>"Don't make me wait any more.."
She rumbled, adjusting herself and you so you were between her legs, wrapped around your waist
>Your dick throbbed wildly, feeling each other's hearts pounding through your dick
>More erotic than it sounds I promise
>But you didn't need a second to wait, sliding into her well lubricated hole
>She let out a soft fluttering moan, her thighs tight around you, she needed this, needed you
>Slowly she started rocking against you, using her ample leg strength to squeeze you against her
>But you're not one to just show up! Your own humping came quickly
>You both found a good rhythm, pushing and pulling
>You marveled at the way she rolled and squeezed herself against you, like liquid velvet on your cock
>She moaned and held onto the bed, loudly
>She definitely needed a new bed
>As the rocking started getting heavier, she reached down, rubbing your body as you both got closer and closer
>She cursed quite a few times under her breath, trying to squeeze you inside of her
>You came first, hard jagged thrusts, thighs and balls slapping against wet fur
>She let out a roar and clawed the bed, the sheets were long past gone, feeling you empty inside of her set her off
>She let out another explosive climax