FSE

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The air was crisp and clean, with the refreshing hit that only winter air could have. It felt great with every breath, even if my legs were a bit sore from walking half the day. It was our retreat from the madness of the city. We all had the weekend off of work, and we hadn't had a chance to just be us, together, in so long. I smiled across to Michelle and she flashed a bright grin.

"So," she said, "What are we going to do first, swim in the lake, set up camp, climb a tree?"

Rach burst into a laugh, "Did you just say climb a tree? Don't be stupid. We'll put up the tents, duh," she said, sticking out her tongue.

The ribbing was light hearted, we were all good friends. The backpacks were heavy, but not too bad, but we were all delighted when we finally stepped off the steep trail down into the open clearing that would be our camp site. I threw my backpack to the ground and reached for the dimming sky above, "We got here just in time," I said with a sigh. The others were nodding as they added their bags to the pile I had started.

"So what's little Bobby going to do?" said Michelle teasingly, "Cry in the dark?" She nudged me, then started to pull out the tent material.

It was true, I hated the dark. Rather than rise to the bait, I fished out my Zippo and started to gather up sticks for the fire. If there was one part of camping I had down pat, it was getting a fire going quickly. It was soon crackling cheerily, lighting up the site as the sun sank beneath the tree line, plunging the rest of the forest into darkness.

While I was working on that, three tents had been set, almost as if by themselves, and Rach had already wandered off into the dark without a care in the world. I looked to Michelle, who was seated just beside the fire, "She's going to get eaten by a bear one night," I said as I flopped beside her.

She wrapped an arm around me and drew me closer. She was warm and comforting, "Nothing's going to get you. This is our time."

I smiled. Michelle always knew just the right thing to say, and I stopped worrying about the dark, at least until I heard Rach calling my name.

"She doesn't expect me to go out there does she?" I asked Michelle.

Michelle shrugged her shoulders, "You know she'll stand there shouting all night if she has to."

Rach wasn't known to give up easily. I made a sad groan and pushed to my feet, braving the forest. It wasn't that I was... totally scared, it just creeped me out, all that dark. There's a lot of stuff to trip over, you know?

I moved towards her voice when my foot landed on something soft, and I was suddenly face down, tripping over whatever it was. Whatever it was made a loud squeal like I had killed it. Maybe I did, I wasn't sure, and the sound had me screaming with it for a moment as I scrambled hastily away and back to my feet.

I could barely make it out by the moonlight. A squirrel. A squirrel I had just crunched under a big clumsy foot. I felt awful. Without thinking about it too far, I knelt beside it and scooped up the chittering thing. It wasn't very smart, ok? I was still riding an adrenaline high.

The squirrel smelled odd, not just like dirty animal in a forest odd, but like rust and lightning mixed together. The squirrel's sides weren't as caved in as I had remembered. It suddenly rolled over in my hands and looked up at me as if it had never been hurt.

I screamed. It screamed. It sank its little teeth into a hand. I tried to toss it away, but it remained firmly attached, pain radiating up and down my arm as I began flailing, trying to dislodge this demonic rodent. Its squeal had cut out moments in, I guessed even little demons had to bite or scream, not both, but I wasn't worried about that. I was too busy throwing a fit.

A strange tremble ran across my hand as a new sensation abruptly replaced the pain. It didn't hurt at all, just numb, then warm, then increasingly... nice. I brought up my hand and almost passed out. I could see sparks of light around what was once the squirrel as it seemed to press further up into my arm, as if my palm were eating the thing, but it didn't FEEL like that. I couldn't really say what exactly it felt like.

The warmth spread through me as the iron scent grew stronger by the moment. Those little sparks danced over my as my right foot suddenly exploded in pain. I winced and looked down in time to see it burst free of my heavy hiking boots, huge and inhuman, bulging oddly. I could hear bones cracking and resetting, but felt oddly disconnected, no pain, only that warm nice sensation that was filling my entire form.

I glanced back at my hand and saw the squirrel was gone, mostly. My hand was covered in the same sand brown fur the squirrel had, and it was spreading up along the arm. I clenched my hand in time to feel new claws biting through the fur into my palm. I squealed in a new pitch, and my other hand clutched at my throat. It was all too much, I felt dizzy, and fell back against a tree, heaving for breath as the contortions slowly undulated through my body.

My vision swam a moment, and I closed my eyes before the strange warmth filled my face. I opened them just in time to see something obstructing it from the center. My hands flew to it to find I was growing a snout rapidly, brown furred, ugh, buck teethed. I was becoming a squirrel. Squirrels aren't even my favorite animal!

I could feel something else, as ears formed, a new voice seemed to echo in my head. It didn't have words, but it had feelings and desires and they brushed up against me excitedly. The new thought was excited to be alive, excited to be so tall and strong. Just excited. I felt like bouncing in place with the sudden thrill this new part of me was echoing, combating the terror I was experiencing. A loud rip signalled the loss of my pants.

I looked over my shoulder to see that a huge tail had burst free, and groaned, legs swelling with new power, taking care of the rest as they burst seams. In a sudden fit of anger, I tore at those pants, what was left, ripping them free until I was naked beneath the belt down to my panties, which looked increasingly absurd as fur grew all across my animal like body.

"Bobby?" called a voice. Rach, "Bobby! You OK out there? You don't have to come if you really don't want!"

Oh, sure, now she says that, thanks a lot Rach. I groaned and sank to my knees as my bra began to feel tight. My claws dug into the shirt I was wearing, but I didn't really want to be all naked. Bad enough I tore my pants, ugh, so tight. It was starting to get hard to breath. The other thought in me started to get agitated and worried, and soon I was tearing away at my top, struggling manically to free myself. The shirt went flying, the bra was torn off, allowing my breasts to wobble into view.

Well, they used to be my breasts. I was a nice handful, these could double as basketballs. They rested on my chest comfortably, firm and bouncy. I roamed my new... paws? over them, having a hard time believing all that was happening, "God, what does big breasts have to do with a squirrel anyway?" I asked no one in particular as a new sensation began to build deep in my crotch, like the last part of a really good session with my 'best friend'.

I rose to my inhuman feet and pulled down my panties. What use were they are this point? I kicked them free and tried to see what was going on. My crotch looked normal enough, but the sensation was growing, more and more intense, something building inside of me. My back arced, my breath was short. Pleasure was swimming and my eyes squinted half shut, still trying to spot it, lost in the moment.

Bliss exploded through my body as it burst free. A huge, pink, member slithered free of my groin, two heavy balls descending almost instantly under it. The cock twitched, then began to explode in heavy streams of cum, splattering across the dead leaves in front of me as my new throat made a loud hissing squeal.

The thought riding with me was joyful. It was male, it was very happy that it was a male again. Male again? I shot a hand under those balls to inspect and found I was still a girl... too? That felt good! This thought betrayed me, suddenly the other mind was rubbing against mine, the edges blurring powerfully. We had a very nice body. So well built, strong and fast. We were the best squirrel ever...

"Bobby! Come on, you're scaring us now!" Michelle now. They must have been looking for me while I played animal planet. I took a moment to run a paw along that new pole, the tingling coming from it more potent than my worry for Michelle. Yes, we did have a nice body. We should show it off to our friends, they will be so excited for us.

I tilted my head and raised an ear. Rach spoke next, and I knew exactly what direction she was coming from. My hearing was great. I was off in a flash, claws digging into the ground with every powerful step. The body was great, let's not lie, built by... well I had no idea how this happened, but it just felt great, wonderful, with every movement. Fine muscles danced under thick pelt, and even if I was hung like a damn horse, and had regulation balls bouncing on my chest, it didn't stop me from charging through the forest at full speed.

I came across Rach. She was sitting on a rock, looking upset. I had spotted her through some bushes. Seeing her there, upset, woke me up a little. I couldn't just rush up and hug her, she'd freak out big time. But why couldn't I? She was my friend, after all, we should trust her, share with her. She'd be a great mate.

Mate? Where had that thought come from? But it was too late, the barest glance at the idea had my new cock rising stiffly into the night air. I must have been over a foot long, the whole thing tense and throbbing with male potency. I wanted Rach, I wanted her so badly. I licked over my new muzzle and considered my options a moment before ducking back.

I prayed my voice hadn't changed too much and called, "Rach? Is that you? I'm over here."

Rach was on her feet in an instant, rushing over to the bushes I was hiding behind. It was almost too easy. My busy tail was twitching with excitement. As she pushed through the bushes, I was on her, tackling her to the ground. She screamed, I kissed her. She seemed to notice after a moment of intense panic that I wasn't eating her face and stopped screaming into the kiss. That was when I drew back.

"Holy Jesus fuck in a basket to hell!" exclaimed Rach, "Get off me you whatever, don't hurt me!" She pushed at me, but I could barely feel the attempt. Was she always so weak, or was I just that much stronger? I licked her throat.

"Rach," I said, and she went stock still. "Rach, it's me, Bobby, I'm ok, see, ok."

"OK!" She burst, "You're not ok! I don't even believe you're Bobby!"

"Well fine then, I guess she just told a random squirrel about the time you wet yourself in second grade, and how she stood guard while you cleaned up."

She turned red and gave a light shove at my shoulder, "Holy crap! You're either Bobby or I'm going to have to kill her, slowly." She squirmed under me, as if to get away, but I pulled her back. "Come on, not funny," she complained, "Let me up, this is scary, ok? Is this a joke, that a suit? Where'd you find one with a strap on like that? I didn't knew you were a furry, you damned perv!" she said, the last part in half jest. She looked scared, confused for sure.

I only noticed at that point that my cock was lightly pressed to her belly. I wanted it elsewhere, but I knew I couldn't have that yet, she was still a human, "Rach," I said, "Listen to me. I'm going to give you a gift. It will be great, ok?"

Rach frowned then, "Woah hold on, I don't swing that way." She said, sliding her thighs shut and crossing her arms. At least she wasn't wriggling away.

"Just one more kiss?" I asked, smiling, showing off those big bucked teeth.

She looked unsure then. Unknown to both of us, the same nanites that had reworked me so well were already swimming in her body, introduced in my sudden kiss, and the leaking fluids of my still ragingly hard shaft. Her face already sported a cleft lip, and the idea of kissing me didn't seem quite as repugnant, "Well," she said, "Just one kiss, ok, then you let me up. Michelle is out of her head with worry."

We would get to Michelle, I was sure. But right then... I leaned in and kissed Bobby, slowly this time. With my head tilted, I was able to get a good lip lock going despite the muzzle. Her body was warm, hot, beneath me, starting to shift as we exchanged saliva. Her face pushed against my snout as she grew one of her own, soft pops heard as her body adjusted painlessly, our kiss growing deeper. She was gazing up at me with new, squirrelly, eyes, as I drew back. She let out a soft sigh, body relaxed now, "Wow, I never knew you were such a kisser," she panted, seemingly unaware that she had changed, improved. She pushed at me again, and something made me yield. She rolled me over and swung up on top of me, her small fingers running through the thick fur of my frame in increasingly eager exploration, "Look at you!" she exclaimed. With her over me, I could see she was becoming pure white, unlike my dirt brown. She was gorgeous, and my cock throbbed under her with the desire.

She seemed to notice it instantly, back arching before her hands darted and she grabbed me half way up my cock, starting to pull at it slowly, "Oh god, you're so huge," she purred out, sliding back slowly, trailing fingertips down along the thick veins of the lustful organ until she was fondling my furry sac, hefting them up, "So heavy, so big," she whispered. As she admired me, I could hear ripping cloth. Behind her, a long, white furred, tail was slipping free, and her body was becoming increasingly sexy by the moment. Her sweater was bulging with her new breasts.

"Rach, I want you," I said with a bluntness that was not my usual way. she nodded down at me, and leaned in to bite at my neck and throat as one increasingly furry hand stroked over my pink dick.

"I want you," she replied. It was enough answer for us both. She rolled onto all fours and I was on her without hesitation, at least until I remembered she was still wearing her clothes, even if they were slowly tearing free. Too slow! I grabbed at her with my sharp claws and started freeing her from those damned clothes, peeling her free, exposing her perfectly delightful form to the air. She pressed her rump back against me, and I swatted it with the palm of a hand before pushing her forward. I had to shuffle back a little, but I soon had my cock lined up with her.

We became one with the sound of two wild animals. I couldn't hold back any longer. I was thrusting, rutting, rocking in motion against her eager thumps as we crashed and mated in every meaning of the word. I vaguely heard Michelle scream. She had spotted us. She ran. I didn't care. We could catch her later, right then, it was me and Rach, two beasts rutting with all their energy. I pulled rach back into each shuddering pound, her furry breasts wobbling ponderously as mine rubbed along her furry back.

Her tunnel clenched tightly around me suddenly and she squealed in climax. Her weight altered subtly in my grip as her new cock sprung free, heavy and pink. I reached for it, pulling at it with every lunge into that hot tight oven. We were rising towards heaven together. I felt my balls clench, and it was like fire pouring from me, hot and urgent. She wrenched as if burned, then our squealing chitters echoed together as I seeded her. Some part of me was sure, entirely sure, that I had bred her right, that her belly would swell round with the first child of our new, wonderful, race, and I never felt happier.

I pulled her up, paws on her breasts, massaging them as I held her close and affectionately, keeping her cunt plugged up with my huge cock as we cooed and whispered nothings to each other. We were slow to part, her body trying to hold me in, wetly slurping as I withdrew.

"We have to get Michelle," she said as she rolled onto her back, panting as hard as I was.

I nodded slowly, then smiled, "You can mount her," I said, tail twitching. Seeding Rach had left me feeling giddy and generous, "You can fill her with pups, but we have to catch her first, and show her how wonderful this is."

Rach leaned up and grabbed my right breast, licking over the nipple before suckling a moment. I was seeing stars with the sudden pleasure the act caused, and I pushed her back, "Not yet," I said sadly, "Let's catch her first."

Rach nodded, and we were soon on our feet, racing through the forest. We couldn't see her, couldn't hear her, but her scent was strong. She reeked of fear, and it led us through the chilly forest towards her as well as if she were holding a spotlight up for us.

To Michelle's credit, she had run quite a distance. We were starting to feel winded when we finally came on her, slumped against a tree, breathing hard and crying all at once. We must have snapped a twig, because she looked up sharply as we approached and was scrambling back to her feet again.

I swatted Rach on the back end and she was off in a flash, chasing Michelle down. I followed more leisurely. I had made a promise, and I wanted to see Rach capture and take Michelle. Michelle would thank us after it was all over, I was certain.

Rach was at Michelle's heels, literally, running along on all fours. I hadn't mentioned that, running on all fours was a lot faster, and felt just as natural as two legs. My arms were a bit longer than before, could reach the ground easily, as Rach was demonstrating as she raced up alongside Michelle and gave her a nip at one of her legs.

Michelle wailed in terror and broke away, changing direction in a desperate scrabble and starting to climb up a steep hill. That was silly. Squirrels love climbing. I watched Rach scramble up the hill effortlessly, but she wasn't capturing Michelle yet. The chase was almost as good as the prize. This is how squirrels courted anyway. I didn't know that before, but I felt sure of it now.

Rach bit at Michelle's other leg. The first spot was already sporting dark fur, and Michelle's clumsy retreat was becoming faster, but more awkward all at once. Her legs were changing, and she still had shoes and pants on. I prowled behind the two with a smile on my face. It would be so nice to have a family.

Michelle suddenly lashed out with a foot even as it exploded out of her boot. Rach was knocked down the incline, rolling a few times before she could sort herself out. Michelle had stopped fleeing, noticing how fuzzy her legs had become, and the ruins of her boots as her new paws settled in.

"Michelle," I called out to her, "It's ok. We aren't here to hurt you. We're your friends."

She flopped back against the side of the hill, breathing hard enough for me to see even at the distance. Rach approached her again, finding her not fleeing, and pulled her closer, into a hug. By this time, I had closed the distance to easy conversation.

"Just make it quick, no more running," said Michelle, her eyes squeezed tight.

I snorted loudly, then began to laugh. Rach joined me, giving Michelle a prod in the side. "I thought it was Bobby's job," said Rach, "To be the cry baby, don't you go wussing out on us now."

Michelle opened her eyes with confusion, looking between the two of us, the snow white Rach, and my dark brown pelt. "Are you two, really? Come on..."

"Well it's either that," I said, "Or two crazy squirrel things are imitating your friends. Either way is crazy, our way doesn't involve eating you."

Michelle looked to Rach, who was still holding her with an arm, "So.. uh, what happened?"

Rach shrugged, "Hell if I know. It feels great though. Want to fuck?"

Michelle went red across her face and gave Rach a shove, "Rachel!" she exclaimed, "You said you'd NEVER tell anyone!" she said, sounding outraged and embarrassed.

"What? I... I didn't say anything," complained Rach, her ears and tail drooping sadly.

I blinked in confusion, then it clicked, "Holy Christ, you two are lesbians?" I asked.

Michelle was quiet a moment before she nodded slowly.

Rach stuck out her new tongue, "I didn't tell her, you did, big dummy."

I shook my head as I stepped up beside the two of them and crouched down, "Well, that makes it simple then. Michelle, we're all lesbians now, sorta..."

Michelle squinted, then reached out and grabbed both of our cocks, on in either hand, getting a nice squeak from the two of us as she squeezed, "You can't be lesbian when your girls have these."

Rach was blushing badly at the tip of her nose, squirming, "Oh god that feels good," she said, left leg thumping on the ground, "You'll have one too, we can be a family, forever, out here."

Michelle pulled at us slowly as she talked, "Do you have any idea how crazy that sounds? What are we going to do, live in the trees? Eat half the forest dry of nuts every day? There's no way this will work, god, look at us." Despite her words, she was working us into a frenzy with her stroking, and suddenly I felt her tongue, dancing across the head of my thick member, then she was licking Rach, alternating. Whatever had changed us was already working at her.

I pulled back, reluctantly, to give Rach a chance. Michelle let my throbbing pole go, and dove at Rach, engulfing half a foot of cock in an instant and working on cramming more in. Rach squealed in pleasure, but was trying to peel Michelle free, her toes wriggling and entire body writhing under Michelle as she was brought to new heights of our body's ability to feel pleasure.

Michelle's face pushed forward into a snout, allowing her to take in more of the bright pink shaft, but also putting teeth dangerously close. One brush was enough to get Rach to disengage seriously. They were kissing, hugging. Rach's claws were tearing at Michelle's clothes and I smiled. "We will be so happy together," I said to them. I knew they could hear me, even if they weren't paying attention at the moment.

They fell into one another's arms, Michelle's new tail thrashing about as Rachelle thrust up into her. They were rocking and the scent was thick in the air. It was too much for me. I couldn't sit this one out entirely. I slipped up behind Michelle as she was rocked powerfully up and down Rach's cock, and grabbed her tail, hefting her up and holding her in place as I pressed up under it.

She squealed in surprise, but it turned into a new moan of delight as I slowly worked up into her. You'd think being hung like a horse would hinder, but I could feel her stretching out around me perfectly, and soon I was rocking her between myself and Rach, her body a tunnel through which our mutual love poured. I could feel Michelle trembling, I could feel Rach's burning virile need. I grabbed for Michelle's hips with one paw as the other hugged Rach closer, all three of us moving like a complicated machine of lust and love. Nothing else in the world mattered but this feeling. I couldn't even tell you exactly when we crested over, when the wave struck that washed us away and left us trembling in one another's arms, Michelle double impaled on us, her new cock rising powerfully into the air, dripping with its first climax, and her body bloated from both ends with our offering to her, content in the knowledge that our family would be fruitful and many.

Even as we relaxed together, my mind gently drifted along. There were others we could share with. Other hikers to start, and our families maybe. There was this boy at school that would look just delightful with a big bushy tail above that tight ass of his. Mmm, we had so much to do...