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Jerry pulled up into the party at what he had thought would've been a time to be fashionably late. However, he counted three cars in the driveway, which meant he was the last to arrive. And, as was tradition in this group of friends, the last one was always the loser.

He sighed as he put his car in park, removing the keys just to sit back in his seat and examine tonight's venue. He wouldn't have come so late if there hadn't been some reluctance, after all, reluctance not derived from those in attendance but the place of attendance itself. It was a rather large house, too large for only five people and they wanted to do a lock in? Even if the house was kept in relatively good condition for its age, its age still showed in its Victorian design and its patchy appearance. It didn't help that to get here Jerry had to drive up and over a series of hills in an area that was relatively quiet.

Of course, Jerry's reluctance was all rather silly. He was here to see his friends. The venue was creepy, sure, but haunted houses weren't a thing, weren't real, just like goblins and ghosts weren't real. He was here to attend a party with some very good friends, friends who had just as odd tastes as he sometimes.

Jerry stepped out of his car and meandered towards the house. He paused before the front door, listening to the sounds of his friends talking and laughing inside. He smiled ruefully and knocked.

Instantly the door swung open, revealing a young man who possessed a terrible mustache that looked more like a caterpillar than anything.

"Jerry, you loser!" he said. "You're late to the lock-in!"

"You're right, Joe, I am."

Joe snickered. "Lame, man. You're not 18 anymore. Being late is laaaaame!"

"Again, you're right. We're 25."

"Whatever, man. Come on in! Get a drink, have some fun!"

Jerry stepped in, walking past Joe to see the rest of the partygoers and the inside of the house. He saw the rest of the usual crew--Ross, Barth, Jean, and Don--and that even if they were all in their mid twenties they still drank as if they were 16, as if it was their first time drinking alcohol given the amount of empty bottles spread around counters and tables. He also noticed they still only had one girl in their group, Jean, and no one had brought their girlfriends...if they even had any. He wasn't going to bring that up mostly because he wasn't doing that much better in that area especially recently.

The interior of the house was decidedly less creepy than the outside. It was mostly modern save for the creaky wooden floors, well furnished, and there was a distinct lack of strange portrait paintings or stuffed animals or rotting relics from another time that one might expect to find in a haunted house. But, of course, the house wasn't haunted.

"Hey look!" Don shouted. "The loser's here."

Jerry laughed. "Right on time."

The rest of his friends laughed and Barth held out a beer. Despite his initial reluctance, Jerry took it and began drinking straight away. He had to relax, he had to get in the swing of things, this was supposed to be fun. So why not let it be fun?

And so Jerry drank and chatted idly with his friends, empty conversations about recent events--the breakup, the promotion, a funeral or two--and he found himself relaxing and having fun. Soon, however, the conversation became too boring for anyone involved so they turned to an alternative source of entertainment--games. Unfortunately, not of the electronic variety as Jerry might have preferred.

"Alright," Jean said, pointing to the pile of games set to the side of one table. "We got Jenga--"

"Nah," Barth said. "I'm too drunk. I'd end it on the first block!"

"Yahtzee?"

"Too much luck!" Don said.

"Actually," Jerry began. "There's some strategy with how you pick--"

"Can it, nerd," Joe said. "We can pick something the loser might win at!"

"Huh," Jean said, digging through the pile and taking out a rather small box. At the sight of it, Jerry's blood ran cold.

"Wait!" Jerry shouted, leaping forward, but it was too late. Jean opened the box, looked at what was inside, and looked at Jerry with raised eyebrows.

"It's Uno," she said. "What, you too drunk to play Uno?"

Jerry realized the rest of the room was staring at him. He shook his head and gave a half-cocked smile.

"No," he said. "Uno sounds just fine."

"Great! I'll deal!"

"Hell no," Don said. "I know how those fingers work. I'm dealing."

"Great!" Joe exclaimed, stumbling from the party. "Sit tight lady and gentlemen. I'll be right back with a party favor."

Everyone took their places at the table while Joe wandered off into the kitchen. Idly Don shuffled and dealt while the rest of them sat in silence.

"Jerry," Barth said. "You alright, man?"

"Huh?"

"You seem jumpy."

"I'm not--"

"And you're drinking, Jerry, drinking," Jean said, nodding towards four empty bottles. Now when the fuck did that happen? "Drinking a lot, and you never drink!"

"Those aren't all mine--"

"Is it about Cassandra?" Don asked, passing Jerry's cards to him. "I know it was hard and--"

"NO!" Jerry shouted. Immediately everyone quieted down. He took a deep breath and nursed the fifth bottle. "I'm just trying to relax, just trying to have fun..."

"Hey, loser!" Joe shouted, reappearing in the doorframe. "Catch!"

Jerry didn't react fast enough, as something smacked across his face and landed in his lap. It crinkled as he picked it up and examined what was inside.

"A fortune cookie?" he asked, looking to Joe with insurmountable disinterest.

"That's right!" Joe said. He held a handful of the wrapped cookies. "And these are the good ones, the ones from that China place down Swann Street. Don might not like luck, but everyone needs some luck...or good fortune." He tossed the rest of the cookies, one after the other to the rest of the group until he only had one. He held his up while Don grumbled his disapproval. "Open 'em up."

Jerry smiled and shrugged. He was about to open the wrapper when a sudden thought struck his mind.

"Say, Joe," he said, turning towards the man who was already chomping on his cookie. "What do you mean by lock-in?"

Joe held up a finger, taking a moment to chew and swallow.

"Well," he said, unrolling his fortune. "It just means I have the keys and the doors are locked up. It's so you losers don't try to puss out even if some of you came late. You could get out if you really wanted to, there's plenty of windows to jump out of."

Jerry chuckled just the slightest bit.

"But don't worry about that! Have fun, loser! What does your fortune say?"

Jerry turned his attention back to his cookie. He snapped it in half and took out the piece of paper within. He unrolled it, squinting his eyes as he read the tiny text.

"Huh," he said.

"Huh?" "It says 'Happiness is a warm pouch.' I... hmm. What does that mean?" He shrugged and smiled. "And apparently my lucky number is one. Seems like I'm going to come in first place."

"Not if I can help it," Barth said.

"That's weird, man," Joe said, looking down at his fortune. "Mine says the exact same thing. Happiness is a warm pouch." He sniffed and looked up at the rest of the crew. "My lucky number is 2."

"Mine too!" Don said, tilting his head. "And apparently I'm number 4?"

"I'm 6," Jean said. "Same thing, too."

"5 for me," Barth said.

"And what about you, Ross?" Joe asked, gritting his teeth as he thought. "Are you 3?"

Ross nodded, and again that night Jerry felt a chill. God dammit Ross.

"Huh," Joe said. "Weird. Must've gotten the same batch or something." He shrugged and tossed the fortune over his shoulder. "Anyways, who's ready for Uno?"

This was met by much enthusiasm, save Jerry. It all seemed like too much of a coincidence and yet... he was here to relax and to have some fun. Even if his fortune didn't make much sense, it didn't mean tonight was going to be bad at all. Not that fortunes are worth much in the first place. With this thought, he shelved his fears and focused on playing.

As it turned out, Jerry did indeed have some fun. He easily won the first two rounds of Uno and only faced minor resistance from Jean in the third that was silenced by a well placed draw four wild. Jean scowled, but the rest of the room cheered and Barth even slapped Jerry on the back.

"Hmph," Don grunted. "Maybe we shoulda played a different game...Dumb luck."

"No," Jean said. "One more round. I'm gonna beat this loser. You deal this time, loser."

Jerry smiled and took the cards, shuffling them. He smiled broadly as he dealt until he felt something scurry over his feet. He nearly jumped.

"What was that?" he asked.

"What was what?" Barth asked.

"I felt something--yeowch!" Jerry squealed as he felt something bite down hard through his right shoe. He stood up and looked around at the ground for whatever might have done the deed. However, there was no trace of anything but weathered wood floors.

"What's up, man?" Joe asked.

"Something just bit me!" Jerry said. "Bit my foot. I--"

"What?" Jean spat her drink, standing up and practically running for the kitchen. "A rat? Ugh, I hate rats, there'd better not be rats here, Joe, or I swear I'm going to leave lock-in or not."

"There's no rats!" Joe protested. "Look, there's nothing there. Did anyone see anything?"

Everyone but Jerry shook their heads.

"There was!" Jerry said. "I swear there was. Look--" he motioned towards his right foot. "It bit my foot and--"

He fell silent. His shoe was completely intact, even if his right foot did throb. He sighed and looked uneasily around the room.

"Ok, that's..." He shook his head. "Where's the bathroom?"

"Down the hall to the left," Don said. "I thought you said something bit your foot?"

"It did, I..." He stamped his foot, and it ached. He dropped the remaining cards and turned away from the table. "I'll be right back."

He sprinted down the hall and found the hallway was rather long, actually. By the time he had reached the bathroom, the throbbing from his foot had transitioned up his legs, past his thighs, and up to his...crotch?

Jerry swore as he stepped into the bathroom, slamming and locking the door shut behind him. He quickly untied his shoes and kicked them off, but his feet looked totally fine. He put them back on, squirming at the bothering in his crotch and then an unexpected tightness as his loins throbbed, of all things. He squirmed uncomfortably and turned towards the toilet, unzipping his pants and letting them fall to his feet. Hastily he dropped his underwear to and found his manhood fully erect, stiff as it had ever been, but why? He touched it and groaned, for it felt horribly, horribly sensitive. It was as it demanded release, but did not want to and again, why? He was at a party, and it wasn't really a party to jerk off to.

His member throbbed again, and this time he felt wetness at its tip. Carefully, he reached and touched there, shivering at the sensation. He hastily withdrew his hand and looked at his fingertips. He recoiled.

"What the fuck?"

There was a black, rubbery substance speckled with gold smeared on his fingertips. Without thinking he sniffed at it. It smelled of chocolate and latex, which was all the more disturbing when the thought came to his that this stuff was dripping off his penis.

Once more his member throbbed, and this time there was a little release as the same black-gold substance dribbled off its tip and onto his legs.

"What the fuck?" he repeated. "What the fuck?"

He reached for the toilet paper roll and ripped off a long sheet. He wiped it against his member, only for the substance to bleed through the thin paper and smear onto his hands. Angrily he threw the soiled sheet into the toilet and glared down at his dick. He knew he should have been scared, but he felt angry. This didn't make any sense, no sense at all.

Before he had a chance to think more on the issue, his member pulsed one last time. This time he came. He shuddered, moaning slightly as his member let loose more of the black goo, spraying it onto the toilet, the ground, and then onto his legs as his once turgid member fell flaccid. In a haze he looked down at it and found that it was entirely covered in the substance and the stuff was spreading over the rest of the crotch. Worse, his member appeared to be shrinking, withdrawing but no...that was impossible.

And yet what shouldn't have been was. He stared in horror and moaned from time to time as his dick continued to leak the substance so that it slid down his legs in warm, rubbery waves even while his manhood continued to shrink all the while. Inch by inch it withdrew whilst releasing more and more of the latex until his shriveled testicles and shaft simply shrank into the nothingness of a flat, hairless black-gold speckled crotch, leaving a great amount of the substance to soak down into his shoes, socks, and feet.

Jerry shivered as he felt the latex burrow deep inside, building something new while his legs grew thick and muscular, his feet feeling very uncomfortable in his shoes as two diagonal trails of latex crept up to his hips. Jerry gaped and didn't know what to do, motionless even as the latex gripped at his hips and stretched them wider and wider until they were surely wider than his shoulders and growing wide still. Mewling, he put both his hands to his hips and pushed back until he realized doing so only put him more in contact with the stuff.

He withdrew his hands, but it was too late. His hands were now covered in the stuff, and his hips ached horribly. Finally, with a crack and a pop, his hips sprang out, absurdly large. Motherly even.

This thought finally caused panic that broke through his alcohol addled mind. He turned towards the door and meant to shout, but his hands leapt up to his mouth and stifled any cries. He huffed, but the latex on his hands worked against him, ensuring he could do no more than watch and feel as the rubbery warmth crawled over his face, down his neck, and onto his shoulders and chest.

Jerry whimpered, and whimpered again when his legs cracked. He stumbled, stepping out of his shoes and his socks slid off afterwards, rejected by the latex. The smell of chocolate and rubber filled his nostrils as the stuff crawled up his face. He looked down, his eyes widening as he saw his feet. He only had three toes now, and those rather large toes belonged to pawed feet that in turn belonged to thick, muscular legs that led up thicker thighs and a smooth, genderless crotch--

And it was not like that for much longer. There was a split, a tear, and a rip and the latex on his crotch bubbled, splitting into two feminine looking lips. A protrusion grew out on top, a small, nubby golden clit that fit the structure that had just been carved out down there below--that of a puffy black latex womanhood that sparkled slightly. It pulsed and Jerry felt new hormones rush throughher veins, along with the latex that moved inside to replace the rest of her fleshy organs.

Something pulled at Jerry's spine and face simultaneously. Abruptly Jerry's hands withdrew, tearing off her shirt before starting to dig at her flat stomach, her fingers lengthening into slender shape all the while. Thinking this was her opportunity, Jerry meant to shout but her lips were sealed shut. Worse, they and the rest of her face began to push out, face forming into a moderate muzzle while her ears traveled up her head, becoming long and slightly pointed so that her head resembled that of a kangaroo's. The pressure at her spine increased, culminating into the sudden pressing out of a tail that grew inch by inch in width and length until she possessed a thick tail that tapered near the end. A rather luscious ass grew out from under her tail as her rear expanded to match her very wide hips. Now she was curvy and full-figured--voluptuous even.

Jerry blinked her eyes, momentarily blinded as the latex glazed over them. This should have been the most terrifying part of all, but instead she began to relax. The latex of her body was warm and comfortable and so were the rush of feminine hormones that rushed throughout it. As her long fingers pawed at her stomach, she felt something form underneath their touch. Slowly her fingers tugged at what appeared to be a lining of some kind only to find it stretch out creating a pouch along her belly, covering the front of her new lower area.

Jerry's eyes flew open. They too were now completely gold, though the eyelids and feminine eyelashes that fluttered above them were pure black. She looked down past her muzzle and saw her pouch. The sight of it made her ever so happy.

But why?

Jerry blinked, her hands wandering up to her chest even as her mind wandered. She had just been rendered some sort of latex lady, a kangaroo latex lady at that. Why was she so happy? She remembered being angry before, upset by this impossible turn of events. But why shouldn't she be happy? Why should she be mad?

Jerry's hands caressed her chest, coaxing fat black nipples to appear where there had only been black latex smoothness before. More coaxing started swellings under her nipples, the beginning of breasts.

Jerry knew why she should be mad, because this wasn't right. This wasn't right at all. But...this posed further questions. Like, what wasn't right?

Her name, she decided. Her name wasn't right. Jerry was so silly, so simple and especially not feminine at all.

Her hands continued to work, causing the small lumps to swell larger and larger. They were still too small, still not in keeping with the rest of her voluptuous feminine form.

But that wasn't right either. She wasn't a woman, was she? No, definitely not, but...

Jerry...she shook her head. The latex kangaroo lady looked down at her body with its matronly hips, still-swelling breasts, open pouch, puffy pussy and thick, muscular legs. That certainly wasn't a man's body, and it certainly wasn't Jerry's body neither. It was...

"Natasha's." Yes, she quite liked the sound of that rolling off her lusciously latex lips. She was Natasha, and this was her body, her luxuriously latex body. It still wasn't finished yet, though.

Natasha concentrated solely on her breasts. Under her gaze, they began to grow faster and faster, larger and larger until she had a decent pair of knockers, enough to feed maybe half a dozen joeys or more! She squeezed her nipples and watched as her breasts swelled a little larger still as they filled with chocolatey latex milk. Now she was complete. Now she had the form of the kangaroo mother she was meant to be. That she always was.

Still, there remained one problem. Her pouch was warm, but empty. She was happy, but it was only for herself. She shifted about, her hips swinging and breasts bouncing until she faced the locked bathroom door. She smiled, thinking of how there were other...Jerries...out there. She'd love to spread her happiness, just as she knew they'd love to embrace the form she loved. She just had to wait.

**************

"Where's Jerry?" Don asked. "He's been gone a while."

"I dunno," Barth said. "Maybe he was bitten." "Yeah, right," Jean huffed. "He's probably just checking his phone in the bathroom, waiting for Cassandra to get back to him and tell him everything is alright and..." Her voice trailed off. "Someone should really check on him. He's been jumpy all night."

"Yeah," Don concurred. "He's definitely been weird. Someone should check on him."

All eyes turned to Joe.

"What?" he said. "Why me?"

"You have the keys," Barth said. "You can unlock the door. We can't."

"I'm not going to unlock the loser's door," Joe huffed, standing. "I'll knock first. But fine, I'm going."

"We'll be waiting!" Don shouted as Joe shuffled off.

"Dammit... Making me deal with the emotional crap." Joe muttered as he made his way down the hallway. "I was the one who put this party together, who rented this place, who got those delicious fortune cookies and this is how they repay me? As the bathroom loser therapist?"

Joe glowered most of the way, his mood darkening a bit when he the thought came to him that he hoped Jerry was actually okay after all. His friend had been in a dark mood lately.

Finally Joe reached the bathroom door. He sighed and stepped forward, knocking lightly on its surface.

"Jerry, man," he said. "You in there?"

When he heard nothing, he knocked again.

"Yo, Jerry, I--" He stopped and sniffed. Something smelled strange, rubbery and chocolatey at the same time. "My man, I don't know what you're doing in there but--"

Joe yelped as the door suddenly swung open. Inside stood some sort of kangaroo lady with the largest tits he had ever seen and the weirdest black skin that glimmered with specks of gold. She looked to him with her gold eyes and smiled waving him towards her inviting bosom. In a dream Joe might have accepted such an invitation, but this was reality and not one to which busty latex kangaroo ladies resided in. He turned and began to move, but any momentum was lost as he felt something grab at the back of his shirt. He yelped again as he was pulled into the bathroom and thrown upon the ground. He landed with a groan, immediately noticing something felt weirdly warm about the floor. He sat up, glanced down, and saw the wooden floors were covered with latex and part of it had smeared onto his face. He coughed in disgust, his attention suddenly drawn away by the slamming of the bathroom door. He looked towards it and saw the kangaroo lady standing over him, smiling while she stretched her pouch out in a matter he could only assume was meant to be lewd.

"Um, excuse me, miss," he said. "But what the fuck are you?"

"I'm Natasha," she purred in a voice so smooth and velvety, stepping forward and letting those hypnotic hips sway. "What's your name?"

"U-uh," Joe stuttered. "Joe."

She shook her head, tsking disapprovingly. "Oh, no, no, no."

"Um, yes, yes, yes."

"No."

Before Joe could protest again, the kangaroo leapt forward and pinned him down. He struggled, but she was deceptively strong and he didn't really want to touch her and her latexy body anyhow. Thus, it was a short-lived struggle before she stood over his chest, bending down to look at him.

"Look," he said. "I don't know what you are or where Joe is, but--mmf!" Joe was silenced as Natasha suddenly lowered her body down, plopping her feminine cleft right in front of his face. The shiny black pussy pulsed invitingly, squeaking slightly. Joe blinked and the lifted his head. Without instruction he began to lick in between the feminine lips, drawing moans of pleasure from Natasha and causing something to drip wetly from the kangaroo's pussy. Joe blinked as it spattered in his eye, but he scarcely took notice. He kept on licking because the taste was amazing, of not just chocolate, but of emotions, love and sex and motherhood. His tongue extended and thinned and he continued to lick, his face pushing out into a black kangaroo muzzle, though his latex was speckled with green. He continued to lick and lick, eliciting more moans from Natasha and causing more of the latex to spill onto his face. There it drifted down his neck, eliminating his Adam's apple and causing his shoulders to soften. Again, he didn't care. All that mattered was that amazing taste and the feelings of joy that came with it. Plus, he was causing the kangaroo lady such pleasure too. The rest of the group could wait, wait until he was finished with this. Afterwards was when he could find Jerry.

Joe's longer ears flicked. Where was Jerry anyways? Maybe, he thought as the latex flowed down his chest, gifting him with the start of breasts and a pouch of his own, Jerry had gone to the other bathroom. The one upstairs. Yeah, that's what must have happened.

But then why would he have gone upstairs? Joe pondered this licking deeper and deeper and getting farther and farther in while his hips bucked and exploded outwards into motherly width. The man accidentally brushed his tongue against the kangaroo's clit, causing her to squeal and letting Joe taste something even better. From then on, he targeted that area more even as his masculinity began to shrink away while his thighs thickened and his legs altered to allow for hopping and digitigrade walking.

Upstairs? The thought seemed less pressing now. He lifted his back momentarily to allow his tail to slither out, thumping against the floor upon completion just as his manhood pulled up and away into a delicate feminine cleft. Her chest was tight now as her breasts pressed against her shirt, threatening to burst her at any moment. Her nipples were so hard and sensitive that Joe--

No, not Joe. She wasn't Joe. Joe was so plain, so not her. She was a busty kangaroo lady that liked the ladies as much as the men--and that, that wasn't right either. She wasn't a man, she was a woman, and yet that--

Zuri's shirt ripped and tore as her breasts tore through it, large pillowy things that rivaled Natasha's own. She gave one last lick and that's what it took for Natasha to finally climax, moaning and stumbling back, bracing herself up against the wall.

Zuri stood--yes, she quite liked the name--glad to have some room to herself even if she missed the moist pussy's chocolatey taste and squeaks.. She looked over her feminine form and zaftig shape and smile. She stretched out her pouch and let go, smiling further when it rebounded with a series of rubbery creaks. She felt warm, she felt good, she felt loved. With her emerald eyes she viewed Natasha in adoration. The ,other kangaroo, still in her afterglow, could only gaze hazily back but the love was still there.

**************

The rest were halfway down the hall, their buzz slowly fading now as the next hour pressed on

"I heard something," Don said. "I definitely heard something. Didn't you, Ross?"

Ross nodded.

"Heard what?" Jean said. "A yell? A scream? What is this, a haunted house?"

"No," Don said. "But--" He pointed towards the bathroom down the hall. "Where's Jerry? Where's Joe? You'd think at least one of them would be out here."

"Maybe they're inside talking about Cassandra?" Jean suggested

"With what, their man-feelings?" Don snorted. "Come on, Jean. I'm not crazy, but maybe Jerry has gone crazy! I heard Joe yell or something!"

"Fine, go check it out."

"Alone? Are you crazy?"

"It's just Jerry."

"So? If he got Joe, then he's got the keys. We can't get out of here without him! I'm taking Ross. You coming, Ross?"

Ross nodded.

"Good. Follow me."

"Yeah, you follow him," Jean shouted. "I'll just be waiting here." She rolled her eyes. "Barth probably thinks we're all crazy."

Don and Ross inched their way down the hall towards the bathroom. When they had nearly reached the bathroom, Don held up a hand.

"Shhhh," he whispered. "Listen."

They listened and Don did indeed hear something. There was what something like the creaks and squeaks of something large and rubbery--and then there was the sound of an indrawn feminine breath, smooth and velvety. Don and Ross froze.

"You heard that right?" Don asked. "I'm not just imagining things?"

Ross shook his head.

"Ok," Don murmured. "This is weird. This is really weird."

And it only got stranger for him, because in the next moment the bathroom door opened and two latex kangaroo ladies came hopping out. One had black latex with gold, the other black with green. They both were busty too and equipped with pouches that were thus far empty.

Don and Ross stared at the two kangaroos, completely frozen. It was only when the gold and black one hopped at them, breasts bouncing enticingly, that they began to move. She smiled and grabbed at Don, but he ducked out of her way. Ross was not so lucky. He writhed in panic as the kangaroo lass cradled him, bringing him closer to her bosom. She lovingly stroked his head as she brought his lips up to a pert teat.

"Drink," she said, her voice so calm and smooth that Ross couldn't help but obey. He drank and tasted warm chocolatey milk that freely flowed from her firm breast down his throat. Only a moment passed and black latex began to crawl around his throat, though he was too pacified to notice.

In the meanwhile, Don yelled and began to run down the hall towards Jean.

"You see!" he shouted. "Something's wrong! Something is very wrong!"

Jean stopped at the sight of the latex kangaroo ladies, her brain not quite processing what was happening. So, she stood frozen and still as Don sprinted towards her, only for him be overtaken by the bounding kangaroo with emerald eyes. She took him by the legs while he screamed and clawed at the wooden floor.

"Jean," he exclaimed. "Help me! Help me!"

Jean watched as the man was picked up and cradled like Ross before him. Soon he too was sucking at the kangaroo's tit, his panic dissolving under a flood of nutritious, delicious milk. The woman blinked and looked over to Ross. The quiet man now resembled a cute latex joey half the size of what he had once been. As Jean watched, the kangaroo nursing him detached him from her breast and placed Ross gently into her wide pouch. She smiled happily and patted the Ross-joey as he licked idly at any of the milk he might have missed before falling asleep in her warm pouch. He looked truly happy and so did his mother. For just an instant, Jean was tempted to rush towards the kangaroos and join them in their happiness, but reality soon set in.

In the next moment, Jean turned and ran.

**************

"Whoa, whoa, whoa," Barth said, grabbing at Jean's arm as she attempted to speed past him sitting at the game table. "What's the rush?"

"Let go of me!" Jean yelled.

"Ok, geez, fine." Barth let her arm drop. "What's going on? Where are the others?"

"They're kangaroos," Jean sobbed. "Kangaroos!"

"Huh?"

"They..." Jean shook her head. "It's just--I--I don't know how to explain it, but we need to get out of here, NOW."

"Why? What about the others?

"They're kangaroos! With boobs and hips!"

"What, are you high or something!"

"I know, it doesn't make any sense. None at all. It was just a lock-in, right, and--" She stopped. "Lock-in. Barth, we're LOCKED IN!"

"Duh, that's the point of a lock in. We're locked in."

Jean sobbed and sat in a chair, defeated. Concerned, Barth rose and walked over to her.

"Jean, what's..."

"Barth..." she murmured. "Listen. Just listen."

Barth listened. At first there was nothing. After a moment, however, he heard a thump followed by a squeak. Then there was another thump, another squeak, another thump, another squeak, another...

Barth backed away from Jean.

"What the hell," he said. "What the hell is that?"

Jean sobbed incoherently. Barth bent down and shook her.

"Jean," he said. "Jean, tell me what's going on. What the hell is--"

Barth received his answer as a latex kangaroo lady jumped out around the corner, landing with a thump and a squeak as her breasts jiggled. He examined her gold-flecked black latex body with her wide hips, big breasts, and pouch that was currently occupied by a latex joey who looked much like her mother. Barth blinked and stepped back in shock as another kangaroo lady came jumping out behind the first. This one had larger breasts and even wider hips and also carried a joey of her own.

"Jean?" Barth said, putting a hand on her shoulder. "Jean?"

"You're five," she said. "I'm six."

"What?" he asked, shrinking away as the kangaroo ladies leered. But why was he so scared of them? They were sexy, they smelled good of chocolate and warm rubber, and they were obviously good mothers. Why wouldn't he want to be like one of them? Why wouldn't he be one of them?

Barth blinked. No, that wasn't right, not right at all. He liked being human, he liked being Barth, he liked--

Or did he? There was doubt in the air and in his mind. The kangaroos with their full pouches squeaked closer. It would be nice to have a warm pouch. He would be happy if he had a warm pouch. He would be--

"Five," Jean spat. "Six."

Barth blinked and then the golden eyed roo was upon him. She grappled him, squeezing him close, hugging him into her pillowy breasts. He flailed momentarily and stopped as she squeezed him tightly, squeezed him lovingly. Such close proximity with such a lovely female made him hard, but he felt his masculinity wilt away even as latex dripped onto him from the same female he was so closely entangled with. He sniffed deeply, taking in her delicious chocolatey scent with a nose that soon pressed out into a muzzle. He shivered as she stroked at his ears, making them lengthen into the proper size and form for a kangaroo, and squeaked and she massaged his hips, encouraging them to grow out and out. He grunted as he lost some height, his legs now suited for hopping and feet shaped as kangaroo paws.

Slowly the kangaroo lady pulled him away. He looked up at her in dismay for a moment, before squeaking as his manhood sunk away for a good, a ready feminine slit taking its place. Barth wiggled her hips, letting her pants and underwear drop to the floor and revealing her glistening latex manhood. Unlike the other roos, she was pure black and smaller than them, like a younger sister.

Sister? That wasn't quite right. She was male, not female, and yet a probing paw at her squeaky, slick slit confirmed just the opposite. She leaned back, feeling holding the nub of her tail as it grew into a properly thick kangaroo tail and wondered just what was happening.

"Five," Jean said again. "Six."

Barth turned towards Jean and shook her head. Barth was such a silly name for a lady roo as she, surely not a name for a mother.

Mother.

Bartholomew was too complicated a name. Even Barth sounded silly. Why not something simple like...Ann?

Ann nodded her head with joy, creaking and squeaking until she felt sudden pressure on her chest. She carefully slid off her shirt and watched as breasts rather large for her size grew in, the nipples large and black and puffy. She supposed she was a sort of shortstack and now all she needed was her--

There was snapping sound as her pouch came into existence, her belly rippling at its sudden appearance. She glanced down at it and reveled at having it, along with her breasts and hips and legs that could carry her anywhere. She looked to her two sisters lovingly, just so happy, so happy to have a warm pouch. She leapt and hugged each sister quickly, giving each joey a kiss before turning to the distraught Jean. The woman barely gave any resistance as Ann picked her up and placed her into her expansive pouch.

"Six," Jean murmured, her eyes closing shut with sudden drowsiness."I'm six..."

"Shhh," Ann murmured. "You're safe. Aren't you warm? Aren't you happy?"

Jean nodded, the writhing, warm latex in the pouch wrapping around her. Ann patted her head and smiled as some latex clung to Jean's cranium. Slowly but surely Jean began to shrink, face pushing out into the short muzzle of a joey, her ears idly flicking as her arms grew shorter and thinner, drawn towards clinging onto her mother's pouch. She blinked sleepily, her eyes pure silver now, and shut her eyes. The pouch's latex cradled her, reshaping her hips and legs to be in keeping with her younger kangaroo proportions and ensuring she had a cute little tail that swished this way and that inside the pouch. She yawned, curling up in the warm latex and soon falling asleep.

"Good," Ann said, looking up at her sisters and their joeys lovingly while she stroked her joeys head. "I'll never let you go, lovely."

So there the lady latex roos stood, content and at ease. Later, their instincts would urge them to spread their gift, but for now all was well--happiness is a warm pouch, after all.