Late Night at Rose's

Story by Michael Fox on SoFurry

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WARNING: If your not 18 you should not read this, you know the drill!!!

Anywhos this i my first story, so please leave your comments. Both characters are mine and the panty plot device is used wit permission from Commander A. I would also like to thank Commander A for editting the story. Hope you enjoy.

It was a rather windy fall evening outside. The moon gazed down heavily over the apartment buildings of the lower eastside. A little bit of wind swirled around small bunches of leaves as a single figure advanced down the empty street. A crisp crunch, crunch, crunch filled the air as leaves were firmly ground to dust under the heavy boots of the progressing man. Another breath of wind knocked the hat off his head, it landed several feet ahead in the well of light given off by a gothic style street lamp. He stopped momentarily and looked at the broad rimmed hat as it continued to stir slightly in the persisting October wind. His boots echoed into the empty night again as he stepped forward and picked up the hat and placed it firmly onto his head.

The yellow light that fell from the street lamp illuminated the strangers face. Light white fur ran up exposed from the front of the foxes opened jacket to his muzzle. There it was joined with fur color tones of browns, reds, and oranges. His muzzle was longer then your average fox, leading him to have a very sharply defined face. With his boots on, he was at least six feet tall, his body slender. The fox's dirty brown eyes looked up towards the next building, he took a deep breath of cold air. Only one light remained on. In the lit window a single shadowy figure loomed, viewing out onto the street.

Up in the warmth of her apartment, Rose nearly squeaked in excitement. She knew whom the advancing man on the street was, her fox, Michael. She hurried over to the door, undoing the sliding locks and cracking the door open in anticipation. After several minutes, the elevator at the end of the corridor sounded and its door lazily opened. Michael stepped out and started making his way down the hall, shaking off the cold with each step. A slight smirk crossed his face as he neared apartment 23. He could see his vixens smile through the small opening in the doorway, as well as hear her giggling out loud. When Michael finally got to the door and raised his paw to knock, Rose threw it open and pounced. Caught off guard, Michael grabbed Rose in midair and stumbled back against the hallway wall.

"Well I see some fur is happy to see me". Michael pressed him muzzle lightly onto Rose's. Returning the kiss Rose replied, "How did you come to that conclusion?" The vixen laughed as she slowly got off Michael, letting him regain his balance. He looked over his lover for a minute, admiring her. In comparison to himself, Rose was much shorter; only coming up to Michael's broad shoulders. Her face was very curved, ending in a short muzzle. Her body and face was covered in short, thin dark brown fur. She was a little stocky in her build with a rather supple rear, but small breasts. But that was in no means to say that she was over weight in anyway. To compensate for her lack of endowments, her eyes were full and deep, painted in a translucent teal. Almost everything on her body was in proportion, beauty at its finest. And Michael knew it, He never questioned his luck in finding such a lovely vixen. After a nostalgic few seconds Mike pulled himself back to reality and asked the question burning his mind.

"So Rose, why did you want me to come all the way out here tonight?"

"How about you come inside and Ill show you." Rose pushed the door to her apartment all the way open and waved for Mike to come inside. Mike entered and slid off his boots and jacket with uncanny ease. He stood amid the small studio apartment with an off tone red thermal top and faded tan carpenter jeans adorning his furry body. The room was scantily furnished with nothing more then a couch and small television set making it the living room. Rose's room was to the right with a short hallway leading to the kitchen and a small bathroom.

Rose turned around and faced Mike as he shut the door lightly. "Make yourself at home, Ill be right back. I'm going to change", Rose's voice trailed off seductively as she slipped off towards her bedroom. Mikes muzzle widened into an awkward smile knowing what was mostly to come next. Roses door clicked shut and Michael found himself alone in the living room. Not exactly sure as what to do he, meandered over to the couch and plopped down on it. After maybe a minute of twiddling his thumbs, Mike took notice that it was rather hot in the apartment. In reaction to the slight pant he was starting to develop Mike started to roll up his shirtsleeves.

"Oh honey, you can just take that the whole thing off if you'd like" Rose chirped. Fox turned his head over to where the vixen was standing. He was utterly slack jawed by what he saw standing in the threshold of the bedroom door.

Rose was leaning back onto one side of the doorframe with her arms stretched up over her head. Her face was strung up in a wide dubious smile. She had shed all of the clothing she had on earlier except for a loose black sports bra and an off toned pair of blue panties. However what really made the panties odd looking was a small black dial places directly above the crotch. Rose held her pose for several more seconds letting Michael take in as much of her as possible. She then in a sultry swagger, made her way over to cough and sat down on top of Mikes lap.

"Now are you going to take that shirt off, or am I going to have to take it off by force?" Rose tried to keep a straight face but ended up giggling anyways. Mike started to pull the thermal top over his head when he was given some unexpected help from Rose. She gripped some of the shirt with her maw and pulled from side to side until it was completely off, leaving Mike topless.

"Feeling a bit frisky tonight I see" said Mike as Rose tossed the shirt aside and hugged him around his chest. She continued to nuzzle his warm upper body for a few more seconds as Mike ran his paws from her head down her back and eventually along her tail. Rose stopped her face right in the middle of his chest and looked up into Mike's eyes.

"Well are you going to ask me about what I'm wearing or not?" asked Rose. She threw herself back off of Mike and stood up, thrusting her crotch out a little as to empathize the panties she was wearing. Mike cocked his head a little and raised an eyebrow at the odd jester.

"Why, what's so different tonight, . . ." Mike trailed off mid sentence as he took notice to the strange dial. "What in the name of the good god is that Rose?" he continued as his head cocked more and more to the left. Michael had seen some strange fetish clothing around in his days, but nothing ever like this.

"Well Mike if you haven't noticed I don't have the largest breasts in the world, heck I personally don't even think they are big enough to be considered boobs." Rose pushed her small breasts together, barley making any difference in size.

"But you don't need large breasts to look great, you look unbelievable as is." snipped Mike trying to shoot down any illusion that Rose had of her needing large breasts. However that didn't quite work as Rose scrunched her face up into a slight scowl. Then she continued on her personal rant against her lack of bust.

"Mike, you have no idea how I have loathed other vixens and furs that have big boobs. They flaunt their chests around like they are better then everyone else. It's so upsetting to me, a thrill that I would never get to know."

Mike had no idea that Rose ever felt like that, she never really alluded to the fact that she was so self-conscious about her cup size. Suddenly though, Rose's face switched from one of internal pain to a smile of mischief.

"A thrill I would never know that is...until now!" Rose strutted her legs even farther apart and placed her hands firmly on her full hips, again empathizing the panties she was wearing. "This pair of underwear is the reason I called you all the way out here to the city tonight Mike."

If Michael's head could have cocked anymore to the left it would have completely fallen off. Michael was more confused then he would have liked to be and he was hesitant to ask his girlfriend about what exactly she meant. But he did anyway. "Ah, . . . Rose just how is that piece of clothing going to help you?" Rose replied with much anticipation and vigor, "Well foxy, this particular pair has the ability to increases the bust size of its wearer."

Michael was used to being called foxy by Rose, a little nickname that she had given him over the ages. However Rose's last comment caught him off guard and he couldn't but snicker out loud. Rose seemed to be expecting that response and held her own.

"Well Mike if you look a little closer you'll notice that around that dial, it's numbered from 1 through 25. The higher the number the dial is set to, the larger my breasts will become." Rose smiled widely as she finished, seemingly expecting Michael to understand fully what she was saying without any questions asked. It was quite the contrary. At this point Michael was more then just amused by the childish sounding idea his girlfriend had come forth with. He laughed out loud and nearly fell off the couch because of it.

"I'm sorry Rose, but wouldn't that defy that laws of reality and physics at the same time?" He managed to sputter out in-between gasps of air and laughing. Again Rose was not shaken by his reaction. Instead she reached down and with a quick flick of the wrist, she turned the dial up to 5. There was a sudden reaction. Michael's ears instantly perked up and his face went blank. The room was filled with almost inaudible white noise, much like when you turn on a television set without a cable plugged in. Michael turned towards his girlfriend to ask her where the noise was coming from, however, stopped abruptly when he looked at Rose's face. It was contorted into a smile of lust and pain. Rose seemed to be staring out into space, all the while here limbs motionless and her face muscles continuing to relax and incoherently tense up. Her mouth opened and closed several times before she said anything. "Mike you have no idea how this feels!" Rose's face continued to flinch and twitch. Michael looked on still not sure as to what was going on. He soon figured it out.

Barley noticeable at first, Rose's sports bra was slowly filling itself in. Michael's eyes eventually caught on to this, much to his disbelief. Michael's face went concrete stiff, his mouth open slightly, his eyes unblinking in a stare of steel. The white noise being produced by the panties climbed higher in pitch as time went on and Rose's breasts grew larger. Mike felt himself growing larger in a certain place too. The scene reminded him of the time when he was a child slowly filling up a water balloons. The breast itself was getting plumper as well as bigger and rounder. Several seconds or an eternity later, Michael could not tell, the white noise became so high in pitch that he could not hear it any more. With that the growth seemed to stop. Rose snapped out of her trance like state and smiled wider then Mike had ever seen her before.

"Well what do you think of the laws of reality now, Huh?" questioned Rose, giving her chest a light thrust forward as she said "Huh?". Her sports bra was no longer loose in any manner, but quite the opposite. The fabric which was strained and taunt under its current load, followed down the wide and sultry curves of Rose's new breasts. The neckline of the bra was pulled so far forward, it plunged down covering less then half of each furry breast. This of course created quite a large amount of visible cleavage. If Michael hadn't been in shape, his heart would have stopped right then and there. His eyes just couldn't move off of Rose's new assets.

"Mike, . . . . Michael, . . . Foooooxy booooooy, . . ." exclaimed Rose trying to get his attention, but it was now Michael's turn to be in a trance like state. Michael moaned in response slowly snapping out of it. "I, . . . .You, . . .Ah, . . . how or what just happened?" said Michael first as he stumbled to put the words together in a coherent manner.

Rose giggled. "I told you silly, the more I click the dial up on my panties, the bigger my breasts will get. In fact I think they're big enough to be called boobs, hehe, don't you?" Rose brought her hands up to her breast and pushed her fingers into them lightly."I mean this bra says it's a C, and I'm filling it out quite nicely now don't you think?"

Michael said nothing but continued to stare. Finally as Rose continued running her hands around the outside of her bra and touching her breasts, he spoke.

"Boobs they are." Michael reached one of his paws out and brushed Roses closest breast just to make sure that it was indeed real. It was. In reaction Micheal lurched forward face first into Rose's cleavage. Both his paws shoot to opposite breasts and started to feel, poke, and prod them from every angle. A heavy scent of musk from both foxes started to fill them room. Michael was breathing heavier now, his breath blowing Rose's chest fur back and forth. This tickled Rose and she once again giggled her childish sounding giggle.

"I see that you really like the bigger me." Rose said after several minutes of mutual petting and Mike's head sitting in her breasts.

"I do, I can't believe that those panties really work. Do they weight any more?"Asked Michael as he once again pushed up from under one of her breasts, feeling its fullness.

"Oddly enough Foxy, as my boobs get bigger they don't gain much of any weight. But I've never turned it up over number 7."

"Well feeling adventurous tonight?" Michael stopped touching his girlfriend and fell backwards onto the couch and signaled with his paw for Rose to join him. Rose took Mike's word literally and reached down to her crouch. With a swipe of the hand she turned the dial up another 5 notches and jumped onto the couch. Just as the white noise started to become audible again she snuggled up to her fox and whispered heavily into his ear; "I am".

Michael looked on intently and with much more interest this time being he knew what to expect. He also noticed the white noise was lower in pitch this time. Roses face again entered a fluent stage of many different expressions, however this time the expected growth appeared to be occurring at a much faster rate. Rose was pressed up against Mike with her paws wrapped tightly around his left forearm. This placed Roses expanding breasts just mere inches from Michael's eyes, as well as pushed them firmly against his own chest.

Rose didn't budge from her position but her bosom continued gaining mass, pressing more and more into Michael's arm. Rose's bra started screaming in distress as it to was pushed out more and more, well past its intended capacity. The elastic fabric was starting to change color in some spots from the heavy blue to an off purple due to it being over stretched.

In time the noise faded into the background and stopped all together again. Michael himself was almost shaking uncontrollably from what he had just witnessed again. Rose came slowly around this time and at last looked up into Michael's face. Her muzzle rested on top of her fury ballooned up chest. Michael in return tried to look Rose square in the eye but found that extremely hard to do, his eyes darting up and down between the massive amount of visible curves and Rose's sultry expression of tranquility.

"Well Mike, is this adventurous enough for you?", Rose asked as she broke the elongated silence. Rose finally let go for Michael's arm and leaned back on her side of the couch. The pose blew Michael's socks off. From his knowledge of bust sizes, Michael guessed that Rose had to be at least past a solid G. Some how the sports bra had survived the entire endeavor so far, though it wasn't pretty. The frayed fabric now cover barley any of the bottom section of Rose's breasts. It cut deeply into the fur, each areola more then half exposed with the nipple pushing out at the fabric. The nipples themselves had also expanded considerably.

Rose used to have nipples that looked like the tips of soda straws when fully erect. Now however she had teats that anyfur in their right mind would envy. Even though they were still covered by the bra, Michael could tell they were at least as wide as his thumb and nearly a quarter of a foot long. His mouth salivated at the thought of how luscious and full they would feel in his mouth. Michael stopped suddenly and realized he never before felt such strong urges of desire and lust towards Rose.

"Rose I still can't believe all this", said Michael as his facial expressions again turned to those of disbelief. "Well I'll make a believer out of you", Rose pulled Michael over towards her. His body collided into her massive breasts which resulted in them jiggling about in random tangent. Rose giggled at the sight. She grabbed Michael's hands and lead them back under to the mother lode of all boobs. Michael lifted them with his paws but Rose's breasts didn't behave the way he expected. Despite the failing sports bra holding the two oblong spheres of fur in place, Michael's paws sank into them as though they were over sized beanbag pillows.

They had barley any weight to them at all. He squeezed them and despite feeling so light, her breasts retained their full and fatty mass. Michael leaned more and more onto Rose's body. They both sank slowly into the couch, cuddling and groping each other. Michael's paws and muzzle massaged her bust and occasionally trailed off to other sensitive parts of her body. Rose too was content with simply running her hands around her mates body.

Though she knew boundaries and seemed to favor manhandling Michael's semi muscular chest and rump. Minutes of foreplay turned into a steady hours worth. In due time Rose had wrangled Michael's pants off, leaving him in just his now very tight black boxer briefs. To keep Michael excited, as if he was going to stop being with a girlfriend that now had inflatable breasts, Rose's roaming hands would occasionally rub up and down the large bulge that protruded from his clothed groin.

"Oh Michael, . . . this has been the most wonderful time I've had in a long while", panted Rose. She plopped her hands down on top of her breasts, but only after she gave Michael's member a final good rub down. "I hope you've been having just as much fun."

Michael just then had a naughty and provoking thought. It just occurred to him the power that he had. Rose was slightly out of it from her euphoric bliss and with the size her breasts were reaching she would have a hard time reaching down to her panties. "Yeah Rose, I've been having a good time also."

Michael started fighting with his darker side. He knew now that Rose enjoyed her bigger boobs and he too was getting quite fond of the expandable masses of fun, but what would she think about getting even bigger?

"Rose," asked Michael next as he slowly slid one of his hands towards the panties dial; "Can you reverse what the panties have done?"

"Of corse you can silly. All I have to do to make my boobs shrink back down to their smaller selves, is take the panties off."

"O 'really, so you wouldn't mind maybe getting little bigger would you?"

Rose was silent a second as she though about what Michael had just asked her. She smiled again, but remained quite. Finally she did respond, "Well Foxy if you haven't noticed, just one of my new boobs is easily bigger then your head. That's pretty big. However being that I can always make them smaller in the end I see no reason why we couldn't make them a click or two bigger. I mean the feeling of these babies growing bigger and rounder is just out of this world. I wish you knew what it felt like."

"Thanks Rose," replied Michael quickly; "Im glad you like the growing part as much as I do." He chuckled to himself. Quickly his paw leveled itself onto her private parts and Michael started to run his paw around it in a circle, drawing ever closer to the centrally located dial. Rose took a deep breath and slowly let it out. Michael's dubious side had decided that it wanted Rose to explode out of her bra, it was about to achieve its goal.

Michael too took a deep breath when his paw finally got to its intended destination. He clicked the dial forward once with considerable ease, nearly taking it up two notches instead of the intended one. Michael looked up to Rose's face when the white noise returned in an even deeper tone. She kept on her face a look of bliss, however didn't enter the trance like state the accompanied the first two growth sessions. Contradictory to what Michael expected the growth was faster and lasted just as long as the before.

There was a sudden burst of growth this time round that lead to her breasts to quiver about in the remnants of the bra. After that Rose's chest steadily grew larger with each breath she took. The sports bra finally gave up in its losing battle against the bulges and shredded in only the way an over filled synthetic sports bra could.

The tattered and overstretched material from the ruined bra now lay scattered about. Some rested on Michael's boxer-briefs which too were becoming overfilled, while other bits and pieces had been slung around the room.

"Ohh Foxy, guess I forgot to tell you," Rose trailed into a moan; "The higher the settings on the panties, the bigger the panties will make me each time, ouuh."

Michael was still almost to out of it to respond and truly enjoy the scene. When Rose had grown larger last time by a cup or two, she had now grown immense by at least five more cups in just one click. Her breasts now pushed back onto and covered most of her naval. She couldn't have reached around them even if she had wanted. Though her paws could just barely reach her now extremely puffy and fleshy nipples. Michael could hardly contain himself.

Rose soon stopped her expanding and the room fell silent except for the couple's heavy breathing and the faint buzz of the lamp. Rose took her breasts in each arm and pushed them up, even she was surprised at how big she was getting.

"How much bigger do you think I could get?" questioned Rose her hands now drifted upwards on to the front of her chest and started to massage and flick her own engorged nipples. "Mike these puppies have far surpassed boobs, I think they could be considered juggs or melons don't you, hehe" Rose was quite humbled at the use of words reserved for those furs naturally endowed with titanic chests.

"Rose I think you rightfully deserve the title of ripe melons at this point." joked Michael. He then started thinking about what Rose had just said. The panties were only set on the twelfth, how big could Rose get? While Michael contemplated that he lets his hands indulge in all of Rose. Rose too let her self enjoy all that Michael had to offer, which was quite a lot.

After an long and bloody internal battle of the mind, which lasted the whole of two seconds, Michael's darker side won yet again. He moved back away from Rose a little to give his hand accessibility to the dial. It was quite obvious that Rose couldn't see Michael's hand slowly making its way towards her crotch, her massive breasts were perfect at blocking her view. Michael's muzzle open into smile of accomplishment as he firmly took the dial into his paw and got ready to turn it up. Suddenly Roses spoke, "Hey Mike, I have one more surprise for you tonight."

"Oh really and what could out do the surprise you have already given me?" Michael shifted his body so that most of his weight now rested on the hand on top of the panty dial. "Well I bought you a pair of briefs just like my panties! I thought you would have some fun with those, hehe."

There was a loud thud and a quick snapping sound as Michael fell off of Roses and the couch altogether. Michael looked dazed but only for a quick second as he then realized that he had something in his left paw. After a momentary inspection Michael realized what it was. A shot of cold stabbed down Michael's back; the dial for Rose's undergarment.

When Michael had fallen, his paw slipped and pushed it all the way up to twenty five; subsequently snapping it off. Michael squeaked as the now very audible white noise returned in an extremely deep pitch.

"Michael are you ok, uuuooohhhh" Rose's voice faltered into a moan. She fell backwards onto the cough as she was enveloped another euphoric state of bliss. Michael's upper lip quivered as the growth started again,

"Oh crap. . ."

Please leave your comments, Thanks

Michael Fox