Dylan awoke to the alarm the next morning. Even the small act of reaching out to shut it off jarred him, shooting pain through his body.

"Ow. Fuck." He croaked, opening his eyes. They were not so swollen anymore, granting him his vision back. Still, he felt like shit, and did not particularly feel like going to school.

His whole body was a mass of pain as he stiffly sat up and swung his legs over the side of the bed, every twitch and jiggle sending red lances of pain through some part of him. Determined, he shuffled very slowly out to the living room. Cooking was not an option like this.

He dropped painfully onto the couch and looked around, realizing he didn't know where Benny had put the pills. Presumably, they were in the kitchen...

'At least the remote's in reach,' he sighed, flipping on the television.

A children's cartoon show he hadn't seen in years came on, and this kept him entertained and preoccupied until Benny practically burst into his house twenty minutes later.

"Oh, whoa, you're up! Morning, Marshmallow!" Benny laughed, stopping as he caught sight of him.

"Good morning, Benny," Dylan nodded, not even trying to smile just yet. "Yeah, I can see, now, as it turns out."

Benny nodded. "Oh. That's cool," he said rather unenthusiastically.

"Had your heart set on not going to school?" Dylan chuckled, regretting it in an instant.

"Well, not to sound like a slacker, but yeah, kind of," Benny admitted, snickering.

"Yeah, me too. So let's not and say we did, what do you think?"

Benny accepted in an instant. "Oh hell yes! I'll make the phone calls right now-"

Dylan raised a paw, calling "Wait! Can you get me a pill, first? I don't want to have to feel like I shouldn't be in school."

Benny giggled and headed into the kitchen. "Right, good idea." He returned shortly with a painkiller and a glass of orange juice.

Dylan accepted these gratefully, popping the pill and chugging the juice. "Ah, thanks. I'll feel better in no time. This is good stuff."

Benny just nodded, already on the phone. He waited for a moment, then said, in a gruff voice, "Yes, this is Rocko MacFearsum, calling in for my son, Bennigan."

Dylan snickered at the mention of his friend's full name while the hyena listened, shooting him a scowl.

"Yes, that's correct. I'm afraid he's caught something nasty. Can hardly get out of bed today. It appears to be on the way out, fortunately... Yes, thank you. You too." Benny finished and ended the call with a push of a button.

Dylan was shaking with mirth. "Ha ha! Benni- Bennigan! Bennigan MacFearsum! That's just- it's so ridiculous! Your ancestors must've had high opinions of themselves. Mac- MacFearsum! Ha ha ha!"

"Oh, aye, you laugh, lad, but 'tis a proud, ancient warrior name!" Benny scoffed in a passable Irish accent. "That name was bestowed upon me clan by the very King of England himself, ho aye! He knew we were braw, bonny warriors."

Dylan calmed down, though snickered a bit as he said. "Alright, alright. Forgive me, my liege."

"That's more like it!" Benny said, dropping the accent. "Anyway, what's your dad's first name? I'm calling you in next."

"It's Donald," Dylan supplied. "Are you sure you can sound anything like my dad?"

Benny hit the redial button on the phone. "Has your dad ever called you in sick to the school?"

"Well, no..." Dylan was forced to admit.

"Then it doesn't matter!" Benny cackled, quickly muffling himself as the secretary on the other end picked up. He dropped his voice a couple octaves and made an effort to sound statelier. "Yes, greetings. This is Donald Zalfos, and I regret to inform you that my child, Dylan, has taken rather ill."

"What are you doing?" Dylan mouthed, disbelief clear on his face.

Benny stifled a snicker and put a finger to his lips. "Yes, a most unfortunately aggressive stomach virus. No doubt contracted from contact with some ruffian friend of his... Yes, that's right, thank you. Ciao."

Dylan and Benny both burst out laughing as he hung up the phone. "Oh gods, dude, that was just- what the hell were you thinking? My dad isn't British!"

Benny shook his head. "Like I said, they don't know that! And that was so fun, oh man, you don't even know."

"Hmm, yes, quite, you ruffian ragamuffin," Dylan said snootily in the same accent Benny had used. "I say, old spice, a spot of brekkers would be spiffing, wot wot?"

Benny was doubled over, breathless from laughing so hard, and could barely manage to squeak "Y-yes, Lord Zalfos! Right away, guh-guv'nor!"

Dylan's laughter wound down after a couple moments, and he wiped some wetness from his eyes, caused by laughing so hard. The pain was thankfully gone already, or he knew he would've been crippled by it.

Several minutes later, Benny returned to the living room, handing a large plate- almost a platter, really -stacked with multicolored slices of French toast, liberally drowned in syrup. "Rasher of bacon on the way," he said with a grin, departing.

The aromas alone made his mouth water, and Dylan wasted no time in stuffing his face with French toast. He was almost half-done when Benny returned, dumping a half-dozen slices of thick bacon on his plate, cackling joyfully.

"When did you learn to cook?" Dylan took a small break to call to the kitchen.

"When I learned women like a man who can cook!" Benny responded, howling laughter.

"This stuff is great, man!" Dylan admitted happily. "First girl you cook for is going to love you forever!"

"Watch out, 'cause when our book goes big, that'll be Emi I'm stealing from you!" Benny cackled, returning to dump a few more slices on his plate, winking.

Dylan accepted these gratefully and dug in.

When Benny tried to offload a third stack of French toast on him, though, Dylan had to decline. "I couldn't, man, I'm stuffed. You might be too good."

The white cat's stomach was swollen and rounded with breakfast, peeking out from under his tight shirt, a non-descript traffic-cone orange one. His shorts had been opened, allowing even more furry flesh to show. He felt rather good, and thought that the only thing missing was Emi to give him another belly rub.

"More for me, then," Benny shrugged, snickering. He disappeared into the kitchen for several more minutes.

When the hyena came stumbling back out, he was in a state similar to his friend: belly bigger than ever before, packed round and tight, creamy fur peeking from underneath his shirt, shorts unbuttoned. He didn't seem to mind, this time, and Dylan felt a blush heat up his face as his friend passed in front of him, giving a great view of him in profile.

"I really am a good cook, yeah?" The hyena tittered modestly as he thumped down next to his friend, sighing.

"Obviously," Dylan smiled warmly, cheeks a light pink.

"That good, huh?" Benny chuckled, seeing the blush on his friend's face.

Dylan placed a paw on Benny's belly and began to massage, squeezing, rubbing and pressing.

"We- we re-reall-lly shouldn't..." Benny moaned, closing his eyes, heart fluttering at the feeling.

"Are you going to stop me?" Dylan challenged, leaning closer.

Benny blushed and shook his head slowly. "...N-No..."

Dylan kept the massage going with one paw, reaching around to steady himself with the other. As an added bonus, just before their lips touched, he felt Benny's paws on his own big belly, rubbing, squeezing, massaging. This, and the syrup on their lips, made the kiss all the sweeter... And that was saying something.

***

Lunchtime found the boys lying down on the couch, watching a movie. Both of them had shed their shirts at some point during the make-out session following breakfast, and neither particularly cared if they put them back on at the moment, secure with their bodies in their friend's presence. Benny was lying in front, pressed up against Dylan, who was snuggling him close, resting his paws on the hyena's soft stomach and rubbing occasionally.

"So much for 'just friends', huh?" Benny giggled quietly, but happily. "I think shirtless snuggling blows that out the window."

"We're... friends with benefits, that's what," Dylan chuckled, nuzzling the hyena's head for a moment. "Are you complaining?"

Benny nuzzled him back, smiling. "No. Not at all. It's just... What if Emi finds out? Our parents?"

Dylan winced, but replied calmly "I'm sure they'd... understand."

"Yeah? You think so?" Benny asked hopefully.

With one paw rubbing Benny's chest on the other rubbing his belly, Dylan squeezed him a little closer and said "I know so. So stop worrying, snugglebutt."

Benny tittered quietly. "Snugglebutt..."

After a few more minutes, the vibrations of Dylan's rumbling stomach, pressed softly against Benny's back, tickled the hyena, and he yelped a laugh of surprise. "Whoa ha ha! You hungry, Marshmallow?"

"Yeah. You going to make lunch?" Dylan confirmed.

"Well, I suppose so..." Benny sighed dramatically, as if this were some great chore.

"Do I have to let you go now?" Dylan teased.

"Only if you want to eat," Benny laughed gently.

Dylan pecked Benny on the cheek and let him go, sitting up as the hyena rolled off the couch and to his feet.

"What do you want? Benny asked on his way to the kitchen.

"Whatever you feel like making... snugglebutt," Dylan called back, snickering.

Benny cackled and called back "I'll let you know, Marshmallow."

Dylan grew steadily hungrier, his stomach making its emptiness and impatience well known, as Benny worked in the kitchen. Finally, when he felt like his stomach was about to eat itself...

Benny burst into the living room carrying a platter of something so calorie-laden, so shockingly gluttonous, so dangerously decadent that several governments worldwide forbid a detailed description here.

"Benny, holy gods, that's... Are you sure that's a good idea?" Dylan gulped, shocked at the meal being offered.

"I saw Emi last night. She likes having something to hold onto, yeah?" Benny laughed, grinning. "This'll give her a bit more, no doubt. And then she'll never leave. What do you think? Sounds good, yeah?"

Dylan looked down, rubbed his belly uncertainly. Yeah, he was chubby... okay, fat- but eating that was still going to have quite an effect on him... Was it worth it?

He thought of Emi, her gentle touch, her warm body pressed against his, that whisper in his ear... "I think you are really sexy..."

Dylan took the platter. "Hell yeah! Thanks, Benny. You're the best."

Benny actually blushed modestly, pleased. "Oh, it's nothing... But thanks, Marshmallow."

Dylan stared down the amazing amalgam of a dozen desserts and dug in. Each bite was almost as good as a kiss.

As if the first was not enough to satisfy him, Benny brought out a second monstrous mutant meal, saying "You're gonna haveta eat this. I won't take 'no' for an answer."

Dylan didn't hesitate for more than a moment, pulling it over to him and starting to shovel it down. 'In for a penny...' he reasoned.

Benny watched his friend eat with a sort of morbid fascination for a few minutes before hurrying back to the kitchen. He had the most devilish idea...

Dylan groaned and leaned back, licking his lips. His belly bulged as before, stuffed to the brim with gods-knew-how-many calories, grams of sugar and fat and things he didn't even want to know about. But it felt so good!

He rested his paws on his stomach and closed his eyes for a few moments, relaxing. He just may have been beginning to drift off when the clinking of plates in front of him made him open his eyes. What he saw made him open his mouth, too, in horror. 

"Benny! Gods above, that's huge! I can't eat that, I'm stuffed!" Dylan protested. The terrible tyrant treat was back, looking half again as large as the ones before.

"Aww, are you sure?" Benny asked, sounding hurt. "I made it just for you..."

A look at Benny's trembling lower lip almost made him lose his nerve, but Dylan stood firm, shaking his head. "No way, man. I just can't. I'm sorry."

Benny sighed sadly. "Oh. I see. Sorry, Marshmallow..."

Some glimmer in the hyena's eye that Dylan didn't think was a tear tipped him off, made him realize what Benny had been trying to do. Sounding sympathetic, he opened his arms and said "Oh, don't be that way, snugglebutt. The others were just so incredible, I don't have room for more or I'll explode. C'mere, give me a hug."

Benny was disappointed this had not gone as he'd hoped... But he still liked the big cat's hugs. Gratefully, he lowered himself into Dylan's lap-

And suddenly found himself spun around, pinned down on the couch by Dylan's heavy body, the cat sitting on his legs and leaning against him. Hugs were good. This was not.

"Nice try, you mouthy miscreant," Dylan laughed, chiding him. "But I've known you for too long to fall for it. Now you're going to eat your words."

Benny paled. "N-no, c-come on, man! Marshmallow, don't do this to me! Please!"

A look at Benny's terror-stricken face, and Dylan actually considered backing off... Then he hardened his heart and voice, saying "Oh, I'm going to. We can do this the easy way, or the hard way. Fight me, and I'll duct tape you and do it anyway, got it?"

Benny blushed, gulped, and nodded. "O-okay..."

Dylan picked up the food and turned back to Benny, softening momentarily as he remembered the moments he and the hyena had shared. "...I've got a plan. You'll see, Benny."

Benny nodded slowly, then opened his mouth.

Dylan pushed in the first bite. "You're going have to eat this. I won't take 'no' for an answer..."

***

Benny's stomach was not acclimated to quite so much food. His belly had swollen out, round and firm, packed tight, the size of a soccer ball, but the creamy consistency of khaki, the savannah, or coffee with a lot of creamer. It pushed against and into Dylan's, making a place for itself in the soft layer of fat there.

Right now, though, this barely concerned either boy. In fact, they thought it rather nice, distantly. Their lips were locked together again, faces red with blushes and exertion. They were holding each other tight, not wanting to let go.

He wouldn't admit it, but the force-feeding had somehow got Benny all hot under the collar. So when Dylan's rough tongue had pressed against his teeth, seeking entrance, he had opened and let it in, adding another layer to the passion that was surging through him, stronger than ever before.

Dylan was sure of it: he liked Benny's belly. He liked the softness and squish. He liked the feel of the furry fat under his fingertips. He liked looking at it. He liked touching it. This revelation was somehow less shameful than he'd thought it would be. More freeing, really. Passion had bubbled up inside him like a geyser, and found a vent when Benny opened his mouth, letting his desperate, searching tongue in.

Everything was so much better than ever before...!

***

The doorbell woke them up.

Dylan lifted his head to see over Benny's, squinting at the clock until it became clear: 3:33. After school.

Benny shifted, turned his head to look at the clock, too. "Oh shit..." He mumbled, voice thick with drowsiness. "Emi!"

The doorbell rang again.

Dylan rolled off the couch to his feet, any remaining tiredness banished. "Crap! Uh, Benny, put a shirt on real quick! I'll answer the door!"

The hyena nodded, casting around for his shirt as Dylan composed himself and walked over to the door.

Shaking his head and patting some fur down, Dylan cleared his throat and opened the door.

Emi was standing there; he was expecting that. What he had not expected was the squirrel girl to launch herself at him, squealing happily, and latch on. It was only then that he realized Benny hadn't been the only one shirtless...

"...Afternoon, Emi," he said, embarrassed.

"Ooh, you took your shirt off for me?!" Emi squeaked happily. "What a man!"

Dylan shut the door, Emi still clinging onto him, and embraced her, chuckling. "You betcha. I thought you'd like it, after what you said last night..."

"Ooh, I do, so very much!" She cooed happily, looking up into his face, beaming and blushing. "But, wow! I never expected this!"

Dylan and Benny exchanged an embarrassed, awkward grin. It had been a close thing.

"Oh, hell- oh my gods, 'Mallow, eww!" Benny cried out in disgust as if he had suddenly entered the room. "Man, I just got out of the bathroom!"

Emi, embarrassed, dropped off of Dylan. "Oh, er, hello, Benny! Sorry about that..."

"Yeah, me too," Dylan said humbly, picking up his shirt from the couch. "Didn't mean to melt your eyes out of your skull."

Benny rolled his eyes back in his head and stumbled around like a zombie. "My gods, the images! The images! Bleeeaaaaach! Need braaaaaain bleach!"

Dylan snickered while he pulled on his shirt, and Emi giggled at Benny's show.

"Good to see you're feeling better today, Dylan," she said as Benny returned to normal, cackling. "Word got around at school about what happened, of course..."

Dylan plopped down on the couch, waving a paw dismissively. "I suppose so. Let them talk, though. It's old news already."

Emi sat carefully down next to him, nodding. "Just thought you should know there will be rumors. Really, I can't stay very long. I just came to pick up the book."

Benny bounded into the kitchen. "I'll get it for you!"

"Thanks again for doing this for us, Emi," Dylan smiled. "It's very sweet of you."

Emi blushed, tittered, and waved him off. "Oh, you. It's my pleasure, really. This stuff is amazing! Plus, you know, money!"

Benny laughed with them as he returned with the crude copy of the book, holding it out to Emi. "Truly a noble pursuit."

As she reached for the book, he took her paw and again planted a kiss upon it. "I remember and intend to honor our deal, dear Lady. Get started picking out your favorites ahead of time."

Dylan rolled his eyes and snorted a bit of quiet laughter while Emi laughed and replied "Such a gentleman! I will have a list prepared, Sir Benny."

Benny swore he saw a certain spark in the squirrel's eyes as they met, then parted. It made his heart beat a little faster; gave him hope.

Emi stood up sighing. "Well, I'm afraid I must be going. You two coming to school tomorrow?"

Dylan and Benny both nodded. There was hardly any reason not to.

"Well, I'll see you tomorrow, then," she smiled. She patted Dylan's stomach briefly, to his surprise, before leaving. "Have a good night!"

The two boys watched her go, then sighed as the door closed behind her.

"Wow, yeah?" Benny chuckled. "Hell of a girl."

Dylan chuckled and nodded. "Yeah, got that right."

Benny plopped down next to him, and they watched television for several minutes in silence.

But Dylan felt oddly restless. He didn't want to be watching television. He knew what he wanted. "So, Benny, where were we...?" He asked seductively, turning to the hyena with a smile and a come-hither look.

"Marshmallow..." Benny bit his lip, looked down. "We... we shouldn't. Really shouldn't..."

Dylan slowly reached out and grabbed his friend's wrists, still moving closer. "Are you going to stop me...?"

With a blush, Benny looked into his eyes. "No..."