Lucas: Russel’s best friend. Very infatuated with Sarah, Russel’s girlfriend, but he knows they’re incredibly close and he doesn’t want to break them up because he’s also happy for them. 5’10, 160lb, runner, but a little nerdy

Russel: Dating Sarah, has been for years. 5’10, black hair, weightlifter’s build.

Sarah: In shape twenty-something. Long brunette hair, B-cup breasts, far more sexual than expected. Really likes Russel but is actually more interested in the sex.

Lucas sipped his coffee. It was his fourth cup of the day, and it was after lunch, but the way his morning had gone it was necessary. He’d struck out at three job interviews. His current job was paying the bills but it had essentially turned his degree into a fancy, worthless, piece of paper.

If he weren’t roommates with his best friend Russel times would have been hard. As it was, they split the bills down the middle and between the two of them each was able to come out a little ahead each month. They’d known each other for a few years, via a mutual acquaintance that Russel had far better luck with. Though Lucas was currently reaping at least some benefit.

There’s something at least, Lucas thought as he drank his coffee and watched the woman in the living room stretch.

Sarah was doing her yoga routine on the far side of the couch that blocked his view of her incredible long legs. They’d known each other for years. Long enough that she didn’t have second thoughts about parading around in a sport bra and slightly scandalous leggings when he was around. Or contorting herself into positions that made his mind race and heart pound.

He’d first met Sarah in college, only a few weeks before Russel had met her himself. She had never realized, but he was instantly smitten. Long dark hair, simple brown eyes, a surprising amount of freckles, and boundless self-confidence. She was smart, in good shape, hard working.

Lucas barely kept himself from sighing as he watched the perfect woman hold the warrior pose, glistening faintly with sweat. Her breasts, large enough to admire but not enough for gravity to hinder, heaved as she took a deep breath before bending in half. He knew only the couch was keeping him from an incredible sight of camel toe.

Every day he kicked himself for not asking Sarah out first. Russel had found the courage first and of course she’d said yes. Russel was a genuinely good guy; even as jealous as Lucas was he couldn’t find it in himself to be angry at him. His best friend was in excellent shape and though he wasn’t a rocket scientist Russel had great work ethic and personality.

Lucas had simply chickened out, and now he watched the love of his life do yoga in the living room of the house he shared with his best friend. The fact that he was how the two had met wasn’t lost on him, nor was the fact that she practically lived with them although she technically had her own apartment. Or that somehow she’d never noticed his adoration and that their relationship had instead evolved into the pinnacle of platonic relationships.

Some days he spent more time with Sarah than Russel did. He’d seen her almost naked dozens of times and she’d barely registered it. Some days he wondered if she thought he was gay, though he’d dated plenty and knew the couple likely heard him having sex. Though not as frequently as he heard them.

Yet here I am, he thought as Sarah popped back up with a perky smile on her face before turning around and bending in half in the opposite direction, Watching my best friend have such a good relationship with the most amazing woman I’d ever heard of. And they’re both so great I can’t even be mad about it.

He shook his head and pulled himself out of his reverie as he heard a car door slamming shut outside. The rest of his coffee he drained in a single gulp, then he stood to put his mug in the sink. Carefully he adjusted himself in his pants; watching Sarah do yoga always had an effect on him he hoped she never realized. Though she’d have to be blind; Lucas was large enough to be turned down by some of his rare hookups. He was sure when she realized he had true feelings for her the nature of their friendship would change, and probably not for the better.

Russel came through the front door moments later with two six-packs of beer.

“Who’s ready for movie night?” he asked as he kicked the door shut behind him.

Sarah bounded hypnotically toward him and gave Russel a kiss on the cheek. Lucas did his best not to be dazzled by her stunning body. Even after years of being around her she was his kryptonite.

“What are we watching?” he asked when the couple finally separated.

***

Later that evening, Lucas found himself confused by the movie’s ending. It had been a pretty straightforward thriller, up until practically everyone had changed sides and began stabbing one another in the back. The fact that it was the first movie filmed with only shrunken actors was neat but after awhile even that had lost its charm as the plot had grown more confusing.

“So wait,” he said, “The redheaded guy was actually the one that made them all shrink?”

He turned to look at the couple on the opposite couch, but of course there was no answer. They were already making out and Lucas knew he’d be hearing their headboard hit the wall tonight.

Lucas rolled his eyes and moved to the kitchen. He opened another beer and was relieved to hear the couple talking, not just pushing their faces together.

“I think so,” Sarah said while Russel took a pull from his own beer, “But if he wanted everyone dead why didn’t he just shrink last and drop them all down the sink instead of doing the whole play-both-sides thing while they all ran around that apartment?”

Lucas returned to the living room and sat down.

“But wasn’t it the blonde gal’s apartment in the first place? Did I miss who actually did the car crash in the beginning?”

“Have you two considered that maybe it was just a movie?” Russel added with a small laugh, “And that it was absolutely awesome to see that dude get speared with a toothpick?”

Sarah rolled her eyes at her boyfriend.

“I thought your favorite part would be when the giant couple decided to get rid of the cops by –“

“Okay, okay!” Lucas said, interrupting her before she could keep going. He knew exactly what she was talking about and the last thing he needed was yet another fantasy about his best friend’s girlfriend, who he was madly in love with, pushing tiny people into her snatch.

Her earlier yoga routine had almost driven him crazy and he’d been on sexual edge all day. Lucas had been toying with the idea of using Tiny Tinder for weeks now, and this movie had pretty much solidified his decision. He’d been too nervous about it, just like every other potential hookup that he’d stammered his way through, but he knew if he didn’t find some kind of outlet soon he may explode and ruin the best friendship he’d ever had.

The scene Sarah was talking about had made him hard as a rock. At one point two police officers had been shrunken down and in the name of sex appeal the ‘slutty-yet-likeable girl’ had made them both vanish under her skirt about halfway through the movie. She’d been killed herself not long after, but she’d had enough time with them in to be hilariously trying to hide her orgasms during a face-to-face conversation with the delivery guy.

“Well,” Russel said as he stood up, Sarah following him while they held hands, “You do all the thinky stuff-“ he wiggled his fingers at Lucas, who flipped him off, “And we’re gonna go not think for awhile.”

Sarah made an excited sound and hurried forward, earning a smack on her bottom from Russel.

“Goodnight Lucas!” she half sang as she ran to the bedroom, Russel only feet behind her. Petite hands reached around the back of her t-shirt and Lucas got another view of her toned back and shoulders around a sports bra before they turned the corner to Russel’s room.

Moments later he heard their door slam shut.

“Uh, yeah,” Lucas said to the now empty room, gesturing with his beer, “Goodnight.”

He took another long pull as Sarah let out a squeal that the closed door failed to conceal. Instantly he was erect, but instead of calling it a night he started the movie over. This wasn’t the first time this had happened, and while he was incredibly jealous he was halfway used to it.

Ignoring the sound of something hitting the door he turned up the movie as the opening scene started once more.

“So who was the real betrayer?” he said aloud, determined to solve this puzzle while his best friend plowed the woman of his dreams in the next room.

***

The following morning Lucas was awake first. He stumbled into the kitchen and started coffee brewing, then pushed a pastry into the toaster. The clock told him it was late, but his body said it was five hours too early.

“At least it’s Saturday,” he mumbled as he heard footsteps behind him.

Sarah, an obligate morning person, slid into the kitchen next to him and began pouring herself a cup of coffee. Despite his aversion to the morning Lucas couldn’t help but smile. She was wearing a large t-shirt that did nothing to hide her nipples, and while he knew there were probably panties on underneath, the hanging shirt covered her backside just enough to let the question linger.

“Hey!” she said happily, “Russel and I had a question we wanted to ask you!”

Lucas raised an eyebrow as he poured his own coffee. He knew Russel wouldn’t be awake at least for another hour.

Weird way to start a conversation, he thought, Some weekend project thing?

Not that he would mind if it meant spending time with Sarah.

“Uh, okay,” he replied. This early in the morning he wasn’t capable of much more than that.

“Well,” she said, and Lucas realized her voice wasn’t just its usual perky tone: she was nervous. “You know how you and me and Russel have pretty much known each other for years now?”

Lucas nodded and stirred creamer into his coffee. If he looked at her he knew his eyes would flicker to her breasts so he looked out the window instead.

“And I’m sure you’ve noticed he and I, mostly me, are pretty adventurous in bed, right?”

Lucas’ eyes opened wide and he took a sip of coffee as he nodded. His face turned red when he remembered the odd situations he’d walked in on them performing. Russel getting pegged. When he hadn’t realized during a conversation with Sarah that Russel had been going down on her just out of sight. Finding several sex toys, which he still couldn’t identify, stuck to the shower wall.

Sarah took his red face as a reply.

“Well,” she said with a nervous smile, “We talked last night and we wanna have a threesome.”

“Gah!” Lucas tried to say as he choked on his coffee.

After choking down the hot fluid he took a deep breath while Sarah giggled.

“Okay,” he stammered out finally, “So why are you telling me this?”

“Look, I know you’re pretty much the nicest guy and best friend I could ever have,” she said, “But Russel and I really want to branch out into some more…exciting things.”

Lucas rubbed his eyes.

“So, what, you want me to get a hotel room for the day so you three can go nuts around the house? Meet the guy first?”

At this Sarah openly laughed and despite his nervousness Lucas felt his heart rise.

“Uh, no,” she said, adding to his confusion. “We want you to be part of it.”

“Uh, what?” Lucas said, turning against the counter, certain he’d misheard her.

“That scene in the movie last night really got us to thinking,” she continued, “We both started dating before Tiny Tinder was a thing and we’ve never messed with it. And Russel isn’t really hot with the idea of another guy being brought in. But a tiny?”

She winked at Lucas.

“Now that’s something we’re both up for. Obviously we’d make you super-tough before you shrank; you’re our best friend and we’d hate for you to get mushed like those morons in the movie.”

Lucas stammered out something that resembled words, then cleared his throat.

“This is a joke, right?” he asked, looking around exaggeratedly, “There’s a camera in here, right?”

“No joke,” Sarah replied, “I saw how you were looking at the movie last night-“ Lucas’s face turned even redder, “- and I overheard you talking to Russel last week about wanting to try out Tiny Tinder. So here’s the perfect chance! You know we’re not gonna catfish you or any of that other stuff you hear about sometimes.”

He raised a finger, then lowered it.

She’s right, he had to admit to himself, I was probably gonna download it today even. And I’d be lying if I wasn’t at least a little nervous about meeting some random at two inches tall.

A bell went off in his head and Sarah could see the wheels turning behind his eyes. Despite everything she still had no idea that Lucas was madly in love with her.

And this will be my chance to get with Sarah! his inner voice yell. Well, sorta.

“Okay, let’s say I do agree,” he said tentatively, “How do we—”

***

“Wait, that’s’ it?” Lucas said later that afternoon. He’d had the day to think about the offer, and after talking with Russel he knew he couldn’t resist. The offer of getting with Sarah in any form was too tempting and his libido was simply yelling for any kind of release that wasn’t his own hand.

“That’s it!” Sarah said happily as she handed him back his phone.

“Super-tough mode enabled,” he read off the screen, “Continued size control allowed?”

“That’ll let us change you around a bit once you’re small,” she explained. When he raised an eyebrow at her she explained further: “I read a lot about it online today and that seemed like a good idea.”

Sitting on the couch with the weather channel in the background, the whole situation felt surreal. Sarah wasn’t wearing anything revealing, just jeans and a sweater. Russel wasn’t acting weird or pressuring him, just folding laundry on the loveseat. And Lucas held the key to his first threesome, shrinking process, and action with the perfect woman in his hand.

“So, like, what exactly do we plan on doing?”

Russel looked up from the laundry.

“Well, we’re not one hundred percent sure,” he admitted, and Sarah made a confirming sound. “We’re not really into vore or smashing, that stuff, but the app would make sure it was safe even if we did some of that. We’re thinking a lot of penetration with you inside, her obviously, and we’ll kinda go from there and see what happens.”

Lucas looked back and forth between the two couple. Sarah was clearly excited, and Russel was too, in his own quiet way. And despite the strangeness of the situation Lucas felt his own heart pounding with eagerness. His hand shook with nervous energy as the app vibrated gently, reminding him it was ready to act.

“Just one click,” he said to himself, the words repeating in his head. Visions of videos he’d watched on the internet, stories he’d heard from others.

“And we start now? No drinks first or anything?”

Sarah leaned forward and Lucas could smell her lilac perfume as she invaded his space. Her hand drifted toward his phone.

“Right. Now.” She said with a smile.

Lucas felt his phone move slightly as she tapped the ‘Accept’ button for him.

For a moment time seemed to pause as Lucas’ breath caught in his throat. The clock on the wall seemed to tick louder than ever. But the world didn’t change. He was sure it hadn’t worked, and after several seconds Sarah looked down at his phone with a look of confusion on her face. She pulled the phone from his hand to examine it.

“Did it work?” Russel asked, putting down the shirt he’d just folded.

Just as Lucas turned to say something he felt his body start tingling. Before he could change his statement from confusion to a vague affirmation the world shook as though he’d put his finger in a light socket.

“Whooa!” he tried to say as the world grew suddenly around him.

“Whoa!” Russel and Sarah said in unison as Lucas suddenly vanished, replaced by falling clothes and empty air.

They’d each seen and masturbated to multiple porn videos involving tinies. Some of them had even ended well for the tinies. But they’d never seen the shrinking process happen in person.

Sarah leaned forward and pushed her hand under the sudden pile of clothes. Seconds later she let out a victorious squeal and her hand returned.

In it, Lucas yelled out in his own victory cry.

He’d seen his own fair share of tiny porn and knew half the reason he was nervous about trying it was because of how many of those videos usually ended badly for the tiny. But with these two?

“This is gonna be awesome!” he yelled out as Sarah’s eyes narrowed at him as he stood in her palm, arms outstretched above him like he’d just won a race.

“Oh!” Sarah said, surprised as she took him in. Lucas didn’t even attempt to hide himself; his adrenaline rush at the sudden size change filled him with confidence he’d never had before.

Maybe it was a side effect of the change. Maybe it was the knowledge he was about to get with Sarah in a way he’d only dreamed of. Maybe finally using Tiny Tinder was a metaphor for him seizing control of his desires despite his fears.

“You’re-“ she said after a moment, looking over his tiny body.

Lucas just smiled and let his manhood swing. At three inches tall he knew it wasn’t anything to take in. But proportionally he knew it was often intimidating. In fact, it was half the reason he didn’t get laid nearly as often as he wanted: most women only talked about wanting a massive cock in them without realizing what it would actually mean.

“-so tiny!” Russel finished for her, not realizing what she was actually focusing on.

His massive form swung past Lucas like a mountain, and Lucas had to close his eyes and kneel on Sarah’s palm to not fall over from disorientation. Russel knelt down quickly to get a better look at his friend as Lucas stood again. He wasn’t nervous about being naked in front of his best friend; it wasn’t the first time.

But seeing his jacked friend looking at him with massive eyes did make him wonder, briefly, if this was going to affect their friendship.

Then he noticed Russel’s smile. Turning to Sarah he saw the look on her face: absolute desire.

No stopping now! he thought as he stood awkwardly in the silence.

“So, are we gonna-“ he started to say.

Before he could finish the sentence Sarah leapt from the couch with a giggle.

“Let’s go!” she shouted to Russel, and Lucas let out a surprised scream. Nothing could have prepared him for how fast the world was suddenly moving.

Her fingers wrapped around him tightly and he was thankful they’d thought to make him super tough before they started. If they hadn’t her grip alone would have ended the party early.

Through the gap in Sarah’s fingers Lucas could tell they’d entered the couple’s room, and she leapt onto the bed.

“Grab the phone!” she yelled to Russel, and Lucas laughed as his friend let out a startled ‘Oh, right!’

Lucas landed on the bed softly where Sarah dropped him and he climbed to his feet as fast as he could. He fell again as the bedspread shifted, but this time he stayed on his backside.

He’d landed between Sarah’s legs and she was busy on her own back, pulling her leggings, and no underwear, up, up, up her skyscraper long legs. Lucas’ eyes followed them down as she peeled the skintight clothing free until he saw the perfect view of her clean-shaven snatch and incredible backdoor.

His breath caught in his throat as he took in the view. She grunted in concentration as one leg refused to get free but Lucas didn’t notice. In his entire life he’d never seen anything so perfect.

“Holy shit,” he said to himself as her glutes flexed. Her lips were pushed together almost tight enough to completely hide her opening from her positioning but he could tell she was already getting wet.

For him. Finally, for him.

Then the leggings came free and were tossed to the side. Her towering legs slammed down onto either side of him until he was sandwiched between them, as though he were standing on a pitcher’s mound and facing home plate. From this new position her pussy was even more inviting and he stepped forward, unable and unwilling to hold himself back after all this time.

Sarah sat up and looked down at him with a look he’d never seen before. She was smoldering as she watched him approach her sex and he could faintly smell her as he got closer. A finger snaked across the front of her slit and rubbed the basketball sized nub that he knew was her clit.

Sitting up further, Sarah rotated her hips slightly until her opening was before him like a door to paradise.

There was the sound of clothes hitting the floor behind him, but Lucas didn’t bother to look at Russel undressing. His friend made a sound that Lucas took for affirmation as he got close enough to feel the heat from Sarah’s pussy.

“Do it,” Russel whispered, tapping briefly on his phone.

Lucas felt himself grow slightly and Sarah’s clit went from a long overhead reach to face level.

Her finger retreated and Sarah moaned. Lucas looked up one final time, hesitating at the final moment. Sarah’s eyes met his and she nodded as the bed dipped behind him, Russel climbing on for a better view.

Reaching forward, Lucas rubbed a hand along Sarah’s sweet lips. Though he knew he was barely giving her any sensation he felt her entire body shudder. She was slippery and smooth and he was more erect than he’d ever been in his life.

Up her slit he traced until his hands approached her clit. The orb was smooth under his palms and Sarah groaned again. Encouraged, he slid his hands over it more rapidly pushing one under her hood and squeezing gently with his free hand.

Then he leaned forward and licked.

She was sweet. The taste of Sarah’s sweet skin mixed with her secretions almost sent Lucas over the edge without him even touching himself. He couldn’t get enough.

Hypnotized by her taste he didn’t notice Russel climbing onto the bed behind him. All that mattered was Sarah’s moans, Sarah’s taste, Sarah’s quivering and rolling hips. As Russel knelt between Sarah’s legs and leaned in closer to watch Lucas’ almost frantic actions, Sarah struggled to not slide a finger into herself.

The last thing she wanted to do was disrupt Lucas right now; the situation was too incredibly hot and she knew she had to hold herself back. For now.

Determined to please Sarah, Lucas found himself pulling free from her clit. His hands were already soaked with her juices and he knew he’d remember her scent and taste forever. Despite the lubrication he found it was easy to climb upward on her slit and she rolled her hips backward almost instantly, instinctively knowing what he was planning.

Lucas found himself riding her shifting hips with ease; with her leaning backward he was almost laying on her lips rather than climbing them.

His hands sought out her clit again and he rubbed the smooth flesh and he positioned himself. His legs slipped into the small cleft between her glistening lips. Then he pushed downward and was instantly rewarded by a gasp of pleasure and the heat of her body sliding up his legs as he pushed them into Sarah.

“Oh shit!” she cried out, looking down at Lucas as he slid half his body easily into her hungry snatch.

Again she barely held herself back from pushing him completely in, though every fiber of her being craved to be filled. She looked to Russel, whose own eyes were flickering between the obscene sight of their tiny friend slipping into her snatch and her own look of pleasure.

Sarah shifted her hips again as Lucas submerged himself in her sex up to his chest. His hands left her clit for a moment but he was able to recover quickly. Small tickles and shaking told her that he was kicking his feet inside of her, mimicking treading water in her most sensitive of places. Each kick sent a shock through her body, each rub around her clit almost sent her into a frenzy.

Lucas could hardly believe it.

He wasn’t inside of Sarah in the way that he’d dreamed about, but this was almost better! Her tunnel was almost boiling hot and it was slippery beyond belief. Years of swim practice went to good use as he kicked against her slippery walls; part of him was kicking to pleasure her and he knew it was working. The other part knew if he was going to keep his attention on her clit his legs had to keep her hungry channel from swallowing him for at least another couple of minutes.

“I can’t wait any longer!” he heard Sarah say to Russel, and the giant man made an affirming sound.

“This is so hot!” Russel said, knowing exactly what to do. He climbed onto his knees and crept forward until his cock was inches from Lucas’ squirming form and Sarah’s pussy.

With Lucas still half consumed by her opening, Russel slid the head of his cock against her glistening lips. He didn’t try to push against Lucas, not yet, but his comparative size was too massive to avoid it. The tiny man was crushed somewhat against Sarah’s clit and she groaned again as she reached behind her knees and pulled them closer to her ears, revealing both her holes to her lover and helping gravity pull Lucas slightly further into herself.

Russel rubbed his head against her lips until he knew he was soaked in her lubrication.

“Please!” she said desperately, and Russel knew exactly what she needed. After years of dating he’d only seen her this turned on twice and he knew just how to maximize it for his surprisingly dirty girlfriend.

Lucas looked up as something massive pushed against him.

“Damn!” he yelled out, but the couple didn’t hear him. Russel’s uncut, massive cock was aimed right at his face but Lucas didn’t find himself shivering with revulsion like he’d thought he would. He wasn’t gay by any means, but he was lost in a moment of lust. The only thing he felt aside from being smushed was annoyance at being pulled away from Sarah’s clit.

When Russel pulled back, Lucas could see his cockhead glistening with Sarah’s lubrication and a mixture of precum. Russel himself was looking down at Lucas with a grin, and Sarah was still moaning, almost begging, to be filled. Lucas could tell from her shaking that she had to be close.

Russel shifted his body and Lucas braced himself, sure that the building-sized cock was about to stuff itself into Sarah, with himself riding its tip like a bulldozer. It wasn’t fear the shot through his body in that moment: it was desire to be deep within her at any cost. He braced himself.

Then Lucas realized Russel’s cock wasn’t aiming at him anymore.

The massive cock suddenly drove forward and Sarah let out a sound that Lucas couldn’t identify between pleasure or pain. He shifted until he was facing down as Sarah began calling out for ‘More! More!’

Like a truck-sized piston Russel’s cock was driving forward and deeper into Sarah’s tiny asshole. Lucas couldn’t see the literal penetration; the curve of her body kept him from witnessing the majestic sight. But his legs felt the massive iron rod pushing deep into her colon as the thin walls between her pussy and rectum distended to accept his bulk.

Before the cock had even halfway disappeared Sarah was letting out higher and higher pitched squeaks. Behind and above Lucas there was sudden squishing sounds and he kicked as her pussy began spasming around him. One manicured finger was rubbing her clit furiously, close enough that he had to be careful to lean back that a nail didn’t strike him in the head. It wouldn’t have hurt but he knew it may have interrupted her rhythm.

Lucas looked to the side and saw her legs were bent up far enough he could only imagine she’d put her feet behind her head. She’d practiced that move in yoga that very morning. Then his sight was blocked out as Russel leaned forward, ramming the rest of his cock into Sarah. Her screams of pleasure were suddenly cut off as Russel kissed her deeply.

Then her fingers shifted downward. For a moment it felt as though Sarah was caressing the top of Lucas’ head; a thank-you pet for a good toy. Then they pulled back above him and wiggled slightly before her ring and middle finger became more rigid.

“Yeah!” he yelled out, knowing what was coming, “Do i-!”

With a squelch! Lucas was pushed as deep into Sarah’s steaming canal as her fingers could slide him.

Instantly he was stunned by her heat. Faster than expected his feet pushed hard against her cervix and slid sideways as her fingers kept pushing. Lucas’ arms shot outward reflexively and her slippery walls gave him no purchase. Her fingers pressed against his head, then retreated.

Lucas scrambled against her insides but instead of straightening out, he simply felt himself spin in circles as every limb pushed against a different slippery surface. Reflexively he held his breath as long as he could; this deep inside of Sarah her walls spasmed around him and her lubrication filled any empty space. As the world shook around him and the walls seemed to close in more tightly he started panicking.

“Oh shit!” Sarah said when Russel finally leaned back from their kiss.

He was as deep into her ass as he could push himself, with both arms now behind her knees to hold Sarah in a practically bent in half position. They’d done anal before, quite often, and he knew how kinky Sarah could be, which was why he’d kissed her as she’d screamed during his rough penetration. Her spasming sphincter clenched him wonderfully and the deep kiss made it far better for her.

Her face was red from pleasure, but more so from the breath play. Sarah drew a deep breath as her hand emerged from between them.

Russel closed his eyes and held himself deep inside her as Sarah licked her fingers clean. Then his eyes opened and he locked eyes with her.

“I can feel him!” he exclaimed.

“He’s like the best vibrator ever!” Sarah said back, “Holy shit he’s moving!”

One hand wrapped around the back of Russel’s neck and drew him in for another kiss. Then Sarah pulled back and looked into his eyes.

“Now fuck my ass!” she commanded.

Lucas held his breath for as long as he could, surrounded in wetness and clinging walls and a rapid heartbeat.

Then, despite his deepest-rooted survival instincts, he let out his air. Instead of a desperate gasp that filled his lungs with Sarah’s fluids he found himself suddenly calm. His body simply acknowledged his lungs were now empty. And didn’t care.

Holy shit! he thought as he remembered the app had made him super tough. That really worked!

Lucas opened his eyes and saw that he wasn’t surrounded by darkness, but rather pink flesh that almost glowed with life as it quivered. His hand pushed forward against it and small ripples flooded outward as Sarah’s nerves accepted his push gratefully and turned it into electric pleasure for the love of his life.

For a moment Lucas felt a surreal sense of peace.

Then a massive steel object moved behind him.

That’s Russel! he thought as he felt the cock pulling outward. Through the wall that separated Sarah’s vagina and rectum Lucas could clearly feel his friend’s massive cock, and he knew when the bulbous head had passed by on its way toward the exit.

Then it slammed back down. Sarah let out a cry that Lucas could only hear faintly. A cry he’d heard hundreds of times through his bedroom wall.

“Yeah, lets do this!” he yelled as the cock vanished then returned rapidly.

In his mind he could see Russel driving himself in and out of Sarah’s asshole, and Lucas knew he’d never be this erect again in his life. But he didn’t even think about pleasuring himself in that moment.

This was for Sarah.

With an exuberant yell Lucas pushed outward against Sarah’s pussy. Instantly he was rewarded with more spasming that pushed back against his arms as she screamed out in orgasm. Encouraged, he ignored his need to remain upright and added his legs to the effort as well. In her spasming tunnel he laughed and fought as she tried to squeeze him motionless, but only helped him turn and spin as the world’s greatest vibrator.

It was incredible chaos for Lucas but he loved every moment of it. Russel’s pounding cock gave him a vague sense of what was upright, and he did his best to push against Sarah’s walls opposite of it. His experience with women was somewhat limited, but he knew the ‘top’ of her vagina was likely the most sensitive. So he pushed and clawed and kicked at the spongy walls with all his tiny might.

Sarah, meanwhile, was reduced to squeaks and sounds that only vaguely resembled words. Russel pounded her as hard as he could while Lucas gave her sensations she never dreamed of. Between the two men Sarah was trapped in a non-stop wave of pleasure. Between thrusts she tried to breath, but Russel knew how to play her well. At times he let her breath, during others he pressed his lips against hers until he knew the lack of air was causing her body to panic and her orgasms to intensify.

“Babe, I’m gonna-“ Russel started to say, and Sarah knew exactly what he meant.

“Switch!” she said between squeaks, “I need to feel you both!”

Damn you’re dirty! Russel thought, but he obeyed without question.

On his next stroke he pulled out a little too far; his cock protested as it felt itself leave Sarah’s warm, inviting rectum.

Then he drove back forward, letting Sarah’s hips fall slightly first.

For a moment the chaos in Sarah’s vagina stopped, and Lucas paused as well. Every muscle around him was still clenching and shaking, but the massive cock had stopped its assault.

Wha-?

Then Lucas’s ears popped as the pressure around him doubled. Russel’s massive cock drove into him, smashing down from above and slamming him into Sarah’s cervix. The spongy head entered her just long enough to prod him downward and not enough to truly pin him so deep within, but Lucas was stunned nonetheless.

Before he could recovered the cock withdrew, then slammed in again several times in rapid succession before holding itself almost motionless, millimeters from Lucas’s face.

Then it pulsed, shifting back and forth as Russel tried to push even further into her.

Lucas knew what was coming and closed his eyes moments before steaming hot fluid covered him. It was like getting hit with paint that had been sitting on a hot sidewalk, and gallons of cum hit him. The sticky fluid made him rock backward, then fall to the side as Sarah’s pussy began spasming around him yet again, reacting to the sudden heat of Russel’s explosion.

This time Lucas couldn’t hide feeling grossed out, but there was no escape. Russel’s orgasm seemed to last an hour, and Sarah’s shaking kept Lucas from doing anything but scramble for purchase and manage to get covered in even more boiling semen. An eternity later the chaos subsided and Lucas felt his face reach the top of the small lake he was now practically swimming in.

He opened his eyes and realized he was incredibly close to Russel’s cock. As his friend held himself as deep inside Sarah as possible his cock began to soften, and the foreskin closed around Lucas’s arm before he could react.

“Hey, wait!” he yelled out, knowing there was no way they could hear him.

Just as he tried to jerk himself free, Russel pulled out of Sarah and yanked Lucas rudely along, his arm held tightly between Russel’s foreskin and glans.

He screamed as Sarah’s pussy flashed by him faster than a speeding city bus. Before he realized it he was back in the light, dangling from Russel’s cockhead and covered in a mixture of his friends’ fluids. Lucas tried yelling at the giants but an awkward look upward showed him they were kissing and murmuring to each other while Russel knelt over her slowly unfolding body.

Realizing they had almost forgotten about him only made Lucas harder, and he realized he’d yet to even touch himself even though he’d literally been encased in Sarah’s vagina.

But dangling with one arm caught in his best friend’s foreskin wasn’t going to allow him any time for self gratification.

“You sure?” Russel said far above him, and Sarah’s legs retreated as she said something in return that sounded suspiciously like ‘yes.’

Russel flipped over onto his back, prompting another scream from Lucas as he was flipped around along with his cock. More fluids rolled onto him as he tried not to fall, then Russel took control of his wilting cock with one finger, laying it down on his stomach and giving Lucas a break as gravity essentially let him lay on his friend’s frenulum.

“Hey, have a good time?” Russel said with a laugh when he saw Lucas’ position.

“Uh, yeah!” Lucas yelled back, laughing as well. His arm was still caught and Russel’s foreskin was too slippery for his other arm to make progress toward freeing it. Despite everything he couldn’t deny the humor in his situation.

When Sarah came back into the room she found both the men in her life laughing together.

“Oooh!” she said when she saw Lucas’ position, “This I gotta try!”

Lucas didn’t see her give Russel her phone.

But he felt the cock underneath him shake, and a wave of hot air flow over his body.

Lucas’ laugh caught in his throat as he looked down.

There, nestled between Russel’s hair legs and massive testicles, was Sarah’s smiling face.

“Hi boys!” she said cheerfully, her eyes focusing mostly on Lucas and Russel’s cock. Sarah’s tongue flickered out and Russel groaned as she bathed his testicles in saliva.

“Don’t mind me,” she said, getting on all fours, “I’ve just never had two guys in my mouth before!”

With that said, Lucas watched her tongue drag slowly up Russel’s cock. It had been softening under Lucas and he’d almost gotten his arm free, but he felt Russel leap to life as Sarah’s tongue touched its base.

Lucas had only thought he was hard before, but Sarah’s tongue slowly making its way toward him was by far the most erotic sight of his life.

Her tongue left a trail of saliva and Lucas forgot all about his caught arm as it slithered over his body. For a blessed moment Sarah’s tongue ran across his cock and she didn’t even notice. But Lucas did and only through sheer force of will did he keep himself from cumming.

“Not yet!” he said to himself when her tongue had moved above him and swirled around Russel’s cockhead.

“Mmmm!” she said with a giggle.

Russel’s cock was already massive once again at her administrations.

“You sure you want to?” Lucas heard Russel ask, and Sarah gave an enthusiastic “Mmmhmm! Mmmhmm!” in response.

Lucas didn’t see what Russel was doing; instead he was busy staring at Sarah’s perfect breasts. He’d fantasized about them for years and they were every bit as incredible as he’d hoped. This close to him their pertness seemed to call out for him. In a trance he reached outward as Sarah leaned over him, hoping to finally touch what he’d spent years yearning for.

Then she vanished.

“What?!” Lucas cried out in frustration, only to hear faint, excited squealing above him.

Confused he turned upward and was instantly face to face with Sarah. Who was smaller than his head and dancing nude on the precipice next to Russel’s urethra.

“Ready when you are!” Russel said, and though he saw Sarah’s mouth move in reply she was far too small to make any noise audible to him.

Instead she spun light as a ballerina. Lucas could make out an ecstatic look on her face and recognized the excitement in her body language as she pranced happily. It was the most bizarrely erotic thing he’d ever seen. Sarah saw him watching and turned toward him, giving him a wave and blowing him a tiny kiss.

Lucas returned it, confused, as Sarah stopped her dancing and instead stood millimeters away from Russel’s urethra. It still glistened with fluids and at their current size both Lucas and Sarah could feel Russel’s pulse making it shake rhythmically.

The beautiful brunette paused briefly. Then she leapt in.

Russel groaned as Lucas yelled in surprise. Instantly she vanished into Russel’s massive cock and if Lucas hadn’t just seen it happen he would never have known. The hungry phallus simply made her disappear, though Russel was moaning like he was in the midst of the world’s greatest blowjob.

With a smile he wrapped his hand around his cock and gave it a slow jerk. On the downstroke his foreskin was peeled back and Lucas’ arm was finally free. He fell with a surprised shout but landed moments later on Russel’s testicles.

He tried to gain his feet but between Russel’s stroking and being covered in Sarah’s lubrication Lucas had no chance. Instead he fell to his stomach and began sliding downward. Lucas angled himself to the side and was able to avoid falling to the bed, instead wedging himself between the massive balls and Russel’s left thigh.

As he breathed a sigh of relief he felt something he thought impossible. Through the skin of Russel’s ballsack something pushed out at him again and Lucas pushed back.

“Holy shit,” he said as it became obvious what was happening. Moments later he felt Sarah’s hand, larger than it had been but still much smaller than his own, push against his.

In disbelief he look up at Russel but saw his friend was setting down Sarah’s phone.

Did he just make her bigger?  he wondered, as Sarah’s hand pushed more against his own. Her other hand appeared as an outline in the thin skin and Lucas was sure he heard excited laughter.

“Here,” Russel said, lifting Lucas upward with two fingers, “I want you to get the whole experience!”

Lucas didn’t have time to respond before he was laid on top of Russel’s upright cock. Awkwardly he rolled himself to the side; the shrunken situation was amazing but the idea of his cock aiming into his friend’s cock was just a little too weird. The term ‘docking’ ran through his head.

Clinging to the wet cockhead he looked up in time to see Russel pushing buttons on his own phone.

“Hey, wa-!” he tried to yell, but his words vanished in the air as the world grew suddenly around him.

Before he could react Lucas was falling again, plunged into humid darkness before his eyes adjusted to the pink skin rushing past him. Just as he realized what had happened, he struck the side of Russel’s urethra and bounced sideways with a yell. The fluids coating the walls slowed him slightly but he still fell with a yell that ended only when he landed with a splash in uncomfortably warm, sticky fluids.

The smell of chlorine invaded his nose as he stood, only to slip and fall sideways as Russel shifted slightly. Instantly he was up to his chest again in his friend’s fluids.

“Damnit!” he yelled as he fell again, sputtering, “Could’ve warned me!”

As he gained his footing fully he looked around and got his first view of the inside of anyone’s testicles. It was a surreal view of oddly wrinkled skin, veins and arteries, and other anatomy that he knew he couldn’t name. His annoyance was lessened when he felt himself grow slightly, and tossed aside when he saw Sarah striding toward him.

Despite everything her beauty was breathtaking. Completely nude and glistening in fluids, her brunette hair plastered to her head and her breasts defying gravity, she had never been more beautiful. She strode toward him with a smile on her face and making no effort to cover herself. Though he’d just gotten a much more up-close view the cleft between her legs still drew his eyes like a brilliant diamond.

“Holy crap!” she exclaimed as she neared him, also making no effort to hide her gaze, “You really are hung! I couldn’t tell when you were tiny but now…” she trailed off, giggling as their fleshy prison began to bounce rhythmically.

Lucas found he was no longer surprised by anything, except what came out of his mouth at that moment.

“I love you!” he exclaimed, finally telling Sarah his deepest feelings, repressed for years for fear of ruining his friendship with not just her, but Russel as well.

Sarah paused and her smiled faltered for a bare moment before she looked Lucas in the eyes. Her gaze was somewhat sad.

“I’ve loved you for years!” he admitted, finally letting everything out. Now that he’d broken the seal the words flowed out rapidly.

“You and Russel are my best friends and I don’t ever want to lose that, but I wish more than anything I’d asked you out before I’d introduced you two and-“

Sarah shushed him by putting a finger on his lips.

“I love you too!” she said happily, “And that’s why Russel and I wanted to do this with you, not just anyone.”

Her eyes turned sad again.

“But I’m with Russel. I belong to him now-“ she giggled as she looked around, knowing where they were currently trapped, “and maybe things would be different if you’d asked first. But he really can give me what I want and need.”

Her hands waved at their surroundings again and Lucas knew what she meant. He knew he and Russel were two very different people, and that he would probably balk at a lot of the things he heard them doing through the thin walls. His own face turned downward.

What did I even expect? he asked himself, That she’d leave him for me while we’re literally in his ballsack?

Then Sarah’s hand cupped his manhood.

Lucas jumped at the contact and looked at her. She was in his space; closer than they’d ever been by far. The heat from her body overrode the heat from their surroundings and in Sarah’s eyes he saw an intense look she’d never directed at him before. Her hand was wet and hot, and when he turned to face her it was joined by her other. One slid up his rod while the other massaged his balls.

It was perfect.

“But I know how we can be together,” she said as she stroked him. Her hands couldn’t believe what she was feeling; Russel was the perfect size for her. He fit inside her perfectly and as a lover he was second to none. But Lucas put him to shame and she wasn’t sure if he’d asked her out years ago she would have been able to handle him then. When they’d first met Sarah had been quiet, demure, and could barely spell the word kinky. His size would have scared her away.

“If we’re here,” she continued as Lucas stared into her eyes, “Then everything we do feels good for Russel too, right?”

Lucas nodded, hypnotized. Every nerve ending in his cock was alive and only the turbulence of the past half hour kept him from exploding right there. Her doe eyes held him enthralled.

“Then why should we hold ourselves back now?” she asked.

Lucas’ hesitation vanished.

Sarah screamed at first with excitement as her long-time friend enveloped her in his arms. Lucas wasn’t strong but need gave him strength. She was lifted up and her legs reflexively wrapped around him.

The two held back for a moment as they maneuvered until Sarah’s back was pushed against the walls of Russel’s still bouncing testicles. She felt Lucas’ massive cockhead at her entrance.

Is he really this big? she wondered, Or did he not shrink as much as I did?

Lucas didn’t give her time to think. She was the first woman he’d even attempted to sleep with in months, and he’d been lusting after Sarah for years. The nervousness on her face may have made him hesitate any other time. Not today.

He pushed at her entrance and her excited scream slowed as it was briefly refused entrance. She pulled away slightly and looked him in the eyes. He thrust again and she pushed down on him, the pressure of his massive cock at her small entrance increasing until he pulled back slightly before he could bend himself from the effort.

Each of them were frustrated beyond measure. Sarah groaned with need and Lucas stabbed forward again. Still he was too large for her, and he could feel her legs shaking as she held onto him.

“Wait!” she said redoubling her grip around his shoulders and adjusting her legs, “Keep aiming!”

“Sarah!” Lucas growled as he felt a more animalistic side coming out of him. In a minute he’d make himself fit. One way or another.

Then she let go of his shoulders.

Sarah let out a primal scream as her entire weight settled directly onto Lucas’ cock. For a moment he was scared he would bend first, but her lips widened and finally accepted his member. Instantly he plunged into her, shoving her tender walls aside and driving deeper than Russel could ever hope for. She screamed when his cock hit her cervix but the pain simply triggered an orgasm as she felt her body shift to accommodate the rapidly invading organ.

Lucas groaned as he felt himself hit something solid with three inches left outside of her, but Sarah’s body simply shifted and the rest of him slipped inside. Her weight had driven him deeper than anyone had ever been inside of her, and for the first time in his life Lucas was completely sheathed inside a woman; no one had ever taken those last three inches before. As he felt her lips finally come to a stop around the base of his cock she wrapped her arms around him again and clung tightly, digging her nails into his back.

For a moment he reached up to her neck, intending to support her and lean her back to make sure she was okay. Then he felt her pussy quivering on him and her legs shaking. A faint moan issued from her mouth.

Instead his hand grabbed a handful of her hand near her scalp and he pulled her head back. She groaned as the action put more of her weight on his cock, pushing her clit harder against his pubic bone. Her face wore a demented grin.

“Now fuck me!” she yelled at him, and Lucas obliged.

In a frenzy he kissed her, their tongues battling in an epic battle that had been held back for years. Lucas’ cock pulled almost free then returned as a freight train that wouldn’t take ‘no’ for an answer. Against the inside of Russel’s testicles the two drove into one another in a raging ball of ecstasy. Sarah screamed in a combination of pain and pleasure, and Lucas growled as his deepest urge was finally fulfilled.

Russel paused in his slow masturbation as he felt the shifting in his balls change. He’d grown both Sarah and his best friend to a size he knew would be too large to be ejaculated, and at first there’d been some surprisingly pleasureful movement. Then nothing. He had assumed, rightly, that the two were talking.

He smiled as he looked down, seeing the walls of his testicles now pounding with their own rhythm. They were doing more than talking.

“Shit that’s hot,” he said, now torn between watching porn on his phone or his balls shake. Russel felt his eyes glaze over; the two of them almost felt like the first time a woman had licked his nuts. It was indescribable but he could only imagine it felt similar to a woman wearing vibrating panties.

On his phone the blonde he had been watching masturbate finished with an almost obnoxious moan. Then came the moment he had really been waiting for: she’d been masturbating inches from her shrunken ‘boyfriend,’ and she stuffed him deep inside of her before pulling her panties back up. Moments later she was filming herself walking down a busy street.

“She’s got the right idea,” Russel said, dropping his phone and beginning to stroke himself in earnest.

They can stay in there a week or two, he thought as his orgasm rapidly approached.