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The ocelot sat back on his bench, a wince tightening his muscles, those in his face especially. The bruising was mild compared to most of his matches; usually "Mad" Mavis was a more vicious opponent. This time the horse had settled for a few grapples and punches before going in for the crowd-pleasing Stinkface. To Xiao it was nothing new. He was no jobber, or so he told himself, but he was used to kissing the mat - after kissing sweaty ass. He closed his eyes and shook his head to try and force out the replay his mind was subjecting him to, and he wished the fast-release acetaminophen he had taken would work just a bit faster.

Exhaustion stole over Xiao, putting the dark-furred ocelot into a shallow sleep. He awoke at the feeling of warm paws on his shoulders. Gentle, urging. Quiet words cooed down into his ear spurred him into total wakefulness: "Hey sweetie, wake up. You're gonna be sore sleeping on a wooden bench like that."

Xiao mumbled, "I'm already sore as I can be." But in fact, his behind had begun to ache in the time he had been asleep. He shook the sleep off and tried to look back.

A familiar, squarish snout loomed in view. The bear it belonged to smiled warmly. Xiao could not help but smile back. He quite liked Farrah Kushner: sweet bear, middle-aged mother, and decent brawler herself. He pecked a kiss on her cheek. "Did you come to watch me get beat up?"

"Yeah, and what a doozy it was tonight," Farrah giggled. "But something tells me you enjoy when that pretty horsey sits on your face."

The ocelot waved her off, blushing. He stood on shaky legs and Farrah was quick to hug him against her formidable, warm body. Though Xiao was sweaty and hot already, he found the bear's warmth comforting and he laid his head against her breasts. She wore a t-shirt with some scummy rock singer's name on it.

"Need someone to cook you dinner tonight?" asked the bear, her Midwestern voice a matronly coo.

"I would like that very much," the ocelot replied. "Please."

Xiao followed her home, tailing her car with his own. He parked beside her in the wide, paved driveway and met her by the front door. He asked as she unlocked it, "Your son home?"

"Out with one of his friends," the bear clucked. "My little boy's growing up." She opened the door, smooched the ocelot on the top of his head, and ushered him inside.

He sat delicately at her kitchen table and had a glass of Kool-Aid. He watched, waited as she cooked a meal just for the two of them: chicken-fried steak with green beans and biscuits. Xiao tucked into the meal gladly, and he put away nearly as much as the plump and tall mama bear. When his plate was empty for the third time, he sat back and sighed.

"Thanks, Farrah."

"Oh, anytime, sugarpie," cooed the bear, collecting the dishes. She washed them up promptly and had them dripping dry on the rack before long. Then she came back to the ocelot, who sat half-asleep in the kitchen chair. She tugged him up to his feet and walked him to the bedroom. It was almost midnight.

It was not the first time Xiao had been in Farrah's bedroom. He slipped out of his clothes comfortably, not shy in front of the bear, though she was presently in the adjacent bathroom brushing her teeth. In boxer shorts, Xiao peered into the bathroom and glimpsed Farrah's half-nude form. Red panties, lacy and racy clung to her wide behind, sweat marking the crack. Her heavy breasts were nude, their sag mild for their size and her age. Xiao pressed against her, nuzzled into her warm back, and palmed her belly softly.

"You're such a good lady, Farrah," he huffed.

The bear spat out her toothpaste and rinsed her mouth. Then she said with a giggle, "And you're a good kid, Xiao. Too sleepy for a little dessert?"

"Just about," he said. "Maybe you'd better take the lead."

"Well, why should tonight be any different?" Farrah teased. She led Xiao back into the bedroom, clicked off the overhead light in the ceiling fan and let the warm glow of the reading lamp light the way. Under her fond touch, Xiao laid back atop the sheets. An erection tented his boxers.

Farrah glanced at the row of framed photos above the headboard. One was of a smiling, strong-jawed black bear and she meekly turned it to the face the wall. Then she clambered into bed with Xiao no worse for wear, brown curls dangling like curtains, breasts hanging near the ocelot's snout. She cupped one and pushed its nipple against his lips. Xiao shivered and gave the pert nub a lick. Farrah cooed to him, "I know boobs aren't your thing, sweetie. But I do love that kitty tongue."

The ocelot grinned, blushed. "If I had to pick a favorite set of boobs, I'd pick yours."

"Smart boy," Farrah said with a wink. "You never forgot that time I beat you up."

"How could I?" Xiao asked, grinning even more.

Farrah laughed warmly. She kissed him, welcomed his tongue into her mouth. Hers dipped briefly into his. It was wider than his snout, obnoxiously slobbery. The ocelot cared little for messy kisses, preferring sweat to slobber, but he suckled with her and ran his fingers through her hair, down her shoulders. Eventually he found his way to her hips and he squeezed them, marveling as he often did at the size of the bear, as well as her plushness.

Pushing herself up and straddling Xiao, Farrah cut an imposing figure. She was as tall as Indigo or Mavis, the two lady fighters who gave him the most grief, yet wider - and older, with all the menace and wit which came from being a middle-aged widow. Gazing down with piercing blue eyes, she asked, "Ready to be smothered, cutie?" Then she giggled, "I know. It's more fun if I don't ask. So just keep quiet."

Xiao did as he was told. Farrah's commands was easy to obey. The bear was motherly, sweet as any sugary dessert you please, but there was an undercurrent of domination that the ocelot, often trounced by women, found deeply alluring. He watched, penis twitching in his boxers, as the great black bear brought herself around and hung her behind above his face. With her ass so close like the moon seen from a high peak, Xiao could pick out all the fine details: so many strands of plush fur, the floral lines of her panties, and the individual droplets of sweat oozing from the follicles. Her rich scent was something else entirely, a deep, womanly musk which he smelled easily. He pawed her hips, pulling her softly, as this was part of their game.

"Greedy boy," Farrah growled, stubby tail wiggling, betraying her excitement. "Take a deep breath, 'cause here comes the ass."

The ocelot emptied his lungs, exhaling as the bear came down on him. Her broad cheeks buried his head, sandwiching him against the pillow below. Her panties were taut against her ass crack, not yet wedging in, as their fabric held onto the fur. But Xiao's nose stabbed into their middle, and as she wriggled herself down, the panties slid deeper and deeper into her crack until they were buried in the sweat and swamp of her fur. Xiao wrinkled his nose against her anus, separated from him by only a thin, wet layer of fabric.

A deep shudder passed through the ocelot's body. His eyes rolled back and his paws roamed her rump and her back, sliding over thick black fur with love and awe. He exhaled through his mouth, forcing humid breath through what was already a wet jungle; and he inhaled through his nostrils, snorting her rich anal musk which the panties filtered not at all. Sweat wept through the fabric, wetting his fur, giving him a similar feeling of moistness as Mavis had with her colossal rump.

Farrah swept a paw over the ocelot's groin. Her fingers strummed his penis which stood tall like a proud soldier. Again she strummed it, then caught it in a loop made from thumb and forefinger. Cinched tight beneath the fabric of his boxers, it resembled a dark shuttlecock. The bear gyrated her overwhelming behind on his head and said in a sugary voice, "Don't you just lo-o-ove the smell of my big ol' ass on your face, Xiao? I can feel you sniffing me. You boys and your ass-sniffing..."

Xiao hugged the bear awkwardly. He loved her - not romantically, that was not Xiao's way, but he loved the affection, the attention Farrah gave him. He enjoyed being sat upon and forced to smell Indigo and Mavis both; Farrah was equally vulgar about using him as a seat, but the attitude and the setting made it therapeutic to the often abused feline.

The bear's paw slipped beneath his boxers. Xiao stiffened, breath hitching. Her fingers brushed the stalk of his penis. Then out they came, cupping it through the fabric once more. Farrah growled, "I know. I know, sugar. I'm gonna give this little soldier of yours a place to rest very soon. But not yet." Groping, kneading, gyrating; Farrah made Xiao writhe and softly whine. Precum leaked through his boxer shorts.

Farrah reached back, wedging fingers into her crack. They brushed Xiao's muzzle and she tickled him, teased him. Then she hooked her digits into her panties, pulling them to the side and wrinkling them into a wet bunch. "You know, you always sniff me through my panties like you're scared of putting your nose against a naked asshole. Let me tell you, sugar, you're missing out on half the experience."

Another, weaker shudder passed through Xiao's body. His nostrils brushed with Farrah's anus, and as he touched the bare rim, a thick squirt of precum loosed itself from his stiff cock. He smelled her anus haltingly, finding the musk no more potent but the texture thrilling. He nosed it eagerly, sampling sweat and musk, marveling at every wrinkle and how the muscles tightened in answer to his prodding nose.

The bear cooed, "That feels a lot nicer for me. A little give and take, that's what good sex is all about." Gyrating again, she made her anus smooch Xiao's nostrils and lips, and the ocelot whined quietly. Farrah growled, both a reply to his whine and a summation of her pleasure. Her thick and hairy muff wept against his throat, that much still covered by panties, but the fabric was soaked through.

"Give me a little taste," she growled. "A little bit of that kitty tongue..."

Xiao groaned. It was no petulant teenager grumble but a deep, satisfied kind of noise; he was outside of his comfort zone, but with Farrah as his guide, he found it safe if not exciting. And so he nuzzled into her anus again, but this time dipped his tongue against her rim. The salty flavor of sweat greeted his taste buds, and he went in for a second, stronger lick.

The tiny barbs in Xiao's feline tongue dug at Farrah's pucker, tugging its rim, causing it to open somewhat. The bear gasped, then giggled. She unhanded her panties and the bunched fabric accordioned across her crack lazily. Palming his head, rubbing him playfully, Farrah said, "Ooh, that tongue tickles. I forgot how that feels."

"Sorry," murmured Xiao, the word muffled by chubby bear cheeks.

Farrah laughed. It had a warm, joyful sound which melted the ocelot's heart. "Oh, don't be sorry! Don't you be sorry one bit, sweetie." She pressed her rump down again, burying the feline, smothering him in the rich musk of her asshole. Gyrating slowly and eyeing his erection, she murmured in a tone almost devious, "Oh, but I'm gonna show you what a bear tongue can do..."

For the rest of the night, Xiao did not think of Mavis, Indigo, or anyone else. He was with Farrah in his entirety, safe and warm in her bed and under her body.