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Author's Chapter Notes:

A waitress nearing 40 becomes the mistress of three young men. 

Daniel, age 21, 1-3" (most of the time). Residence: silken panties and other locations on the body of a restaurant waitress named Stephanie.

I worked two summers at the restaurant and the Rebalancing of Sexes took place at the end of the second summer. I worked in the back as a cook. I made friends with the other cooks, but the young waitresses who worked the front wanted nothing to do with me. It was a different story with Stephanie, though. She was the oldest waitress on the staff. I guess she was about 38 or 40. She had a really nice figure, and of course she had great legs and a really nice butt. It was curvy and MILFy but really shapely. She had a sort of Italian complexion, olive skin and dark hair. She looked like the kind of woman you'd see in one of those ancient frescoes from two thousand years ago that they were explaining to us in college. She would address everybody, customers and co-workers alike, as "hon". Kind of a twist, knowing what would happen.

I occasionally thought about her body, but as I got to know her, I began to learn what a smart and wonderful woman she was. Stephanie was, and is, open, expansive and giving. She's brash and saucy, but she has a very caring heart. We sat on the back steps and she would talk me through some really rough days, part of which was work and part of which was my own loneliness. She let me lean my head on her shoulder but I always felt it was just friendship between us. She was friends with Nick and Jake too, the other cooks. But again, just friends, until that night.

I didn't know what was going on, the night the Goddess of Love made her speech. I just knew that there weren't as many male customers that night, The female customers were incredibly flirty and even grabby. One foursome actually slipped into the kitchen and started making catcalls. I wasn't used to this attention at all.

The strangest thing was when a woman in a dress pulled her hand out and tried to touch me with it. It looked all sticky. I was feeling kind of cocky, to be honest, until Stephanie pulled me and the other cooks into the manager's office.

"Those cougars... don't let them touch you," Stephanie whispered. "They're being driven horny by something. A lady who calls herself the Goddess of Love says she's driving all women mad with lust so they'll grab men."

"What's wrong with that?" I asked.

"What's wrong is as soon as they touch you with their... their... I hate to say this,.. pussy juice... which smells and tastes like honey... you are going to shrink and be their sex toys forever."

Jake piped up. "I don't know if I want to be some MILF's dildo. How do we escape?"

Stephanie walked us over to the window. "Maybe you don't", she answered. About two dozen women were standing in the back lot, another three dozen out front. All ages, but mostly between about 30 and 50. "They're not going to let any man walk out of here without shrinking him. If they have to, they'll gang up to take a man and then fight over him after he shrinks. I've already seen it happen."

"This is bullshit", Nick said. Then he looked out the window and his jaw dropped. "Come here,"he muttered. We all went to the window and saw a woman holding up a tiny, naked, hairy man. "My prize!", she shouted, then stufffed him in her bra, He couldn't have been more than six inches tall.

"They have the power to shrink you to between one inch and one foot", Stephanie continued. "You don't know them and they could be the nicest women on earth or the meanest. It doesn't matter."

"What do we do? Do we have a choice?" Jake asked.

"None of you have girlfriends, I know because you all told me. So according to the Goddess of Love, no, you don't have a choice."

We were beginning to get scared. "What do we do?" I asked.

Stephanie motioned to us all to sit on the floor. "I have an idea. Would you all rather get shrunk, knowing that sooner or later, you will all get shrunk, would you rather get shrunk by someone you know?"

We all nodded our heads.

"Guys, I... I'm having the same feelings as these other women. I'm feeling very hollow and very needy right now. I need a man... I need MEN... to get tiny and touch me with their tiny hands in all the right little places. I need to stuff one of you in front and one of you in back and have one of you kiss my clit, and then I need to pull my panties up and tell you to just go until I'm a wet puddle of passion." Then she paused. "But I know that's scary..."

"We're not scared of pussy!" I laughed.

"Experiencing a woman as big as a house, the way you've never known women before is very scary, no matter how brave a face you put on", Stephanie answered. "I know that and I promise to take it easy with you. I know you. I have feelings for you and I know you have feelings for me. All of my life I've been in relationships off and on, but my real family is here, at the restaurant. Now I'm going to take you and make you my real family... my little family of darling sex toys."

"But you're twice our age", Nick answered.

"I know", Stephanie sighed. "But I think part of what the Goddess of Love is doing is making that not matter so much. I mean, look, every one of you guys has a hard dick just thinking about this stuff."

She was right. Our cocks were bulging through our pants.

"Let me relieve you of that problem forever", Stephanie said.


She grabbed Nick's pants by the loop and with a sense of urgency, undid them. Then she told him to lie on the floor and pick his cock up. He did and Stephanie began to undress. In a moment she was down to bra and silk panties, with garters and snaps and sexy black stockings and high heels. Stephanie slid her panties down, then off her legs. The smell of her honey hit us... it was every dessert dish we ever imagined...apple pie and chocolate cake and a chasing aroma that smelled like booze.


Nick grabbed Stephanie by the hips. "Be careful, you're going to have to let go pretty soon", she laughed. Nick began pumping her and the honey covered his manhood. Then it happened. I watched as Nick's arms stretched out and his body got smaller and his voice got tinier. In a moment he was just an inch tall.
"Nick!" I shouted. "It's Okay!" a tiny voice answered. Stephanie took him, spread her legs, and shoved him up inside her as deeply as she could. "Next", she whispered.


Both Jake and I hesitated. Then she took Jake by the hand. Jake had blue balls... which would be an apt description of Stephanie' s condition except for the balls part... and couldn't resist. Stephanie was pumping him like a ball washer. and in maybe 30 seconds, he was the same size as Jake. "Kiss my clit", Stephanie whispered. She clenched her legs together and let him get to work. Then she turned her back to me. "Fuck me in the ass, Daniel."

"But - but".. I stuttered... "B-b-but you're small and tight"...


"My backdoor is turning into a little pussy in back. It needs a cock inside, and I guarantee you'll be a perfect fit in no time."


Gently, I eased my bulging self into her backdoor. It only took a few seconds for honey from the front to touch my manhood. Then came the feeling of shrinking. Firsst your mind tells you that the woman you're with should be tall and vast like a mountain. Then it makes you small to fit that idea.


When I got small, I was six inches tall instead of one or two. I could hear arguing. Nick was screaming at Jake for sticking his cock inside Stephanie, when Nick was already small and stuffed up in there. Stephanie told me to spread her buttcheeks and shove my cock in her backdoor. Then she did something amazing. She reached behind me and into her crack, pressing a finger against my buttocks. Suddenly I was coming and couldn't help myself. Not just from my dick but every pore in my body. Buckets and buckets of cum. It was as if my body was being liquefied and turned into cum. Stephanie's crack was covered, and an even tinier Nick and Jake were yelling at me for making a mess.


The next thing I remember was Stephanie saying, "one inch." I shrank down to Nick's and Jake's size. Then Stephanie pulled her white silk panties over us. We were trapped in a steamy atmosphere full of her honey. It was amazing to see and hear the whole world of the restaurant filtered through those panties. Somehow Stephanie got a couple of the girls to cook while she kept the front going that night. 

Hours later, she walked out of the restaurant and flipped on the bed. She should have been exhausted but she still wanted to take us out and play with us. "I know it's weird to you. Be patient." Slowly, she talked me through oral sex, through using my mouth to caress a part of her body that was as big as my hand but gave her incredible pleasure. We took turns climbing in and out of her womanhood. Finally she came and it was like the darkiest, steamiest night in the kitchen, only a lot more fun.


I love how our Mistress Stephanie has let us make our home inside her panties. When she suns herself on the porch, she pulls them down and lets us sun ourselves on her bare bottom. Most of our lives are spent going back and forth, front door to back, except for once a month when she stuffs us in her bra.


We like to return the favor. One time we went to work on her while she was serving. She buckled her knees and started moaning and had an orgasm right there in front of the customers. We thought we were in trouble, but the customers started cheering. From their voices, I could tell they were women, and they were feeling a lot of the same pleasure after the ROS. "Tell your toys they're really good." "I got a couple inside me making sweet love right now."


Stephanie is so balanced. I know if I was in the panties of some girl my age, she'd freak out. "I've seen it all, I know it all", she says. The only thing she hadn't had was a family and steady love. She keeps us all calm and centered. Of course, she's the center of our universe.

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