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The O'Donnells had demanded they stay away from the stables. Dave Finley and the two lovely girls had agreed to their terms for the sake of the farm photo shoot. Kate was not having any of that. Ever the enabler Dave even made sure to snap a few pictures of her reaching over to open the door, capturing the act of defiance on film. Both Kate and Evelyn were no strangers to cameras or ignoring demands. Dave had been lucky to find such attractive and adventurous models.

Dave and Evelyn followed Kate inside, both of their faces were plastered with guilty grins as they followed steadily behind their friend's bouncy black hair. Dave was feeling another kind of pressure in addition to this illicit fun however. Tugging his camera free he doubled checked the photos. The models were perfect, the location was great, but neither of these facts seemed to combine right. Thumbing through the pictures he started to drift to the right. Evelyn pulled him back on track just before he walked into a support beam. Kate looked back, her blue eyes seemed to gleam with playful menace in the natural light of the stable.

"Stay right there..." Dave stammered upon taking note of the great lighting Kate had found," Evelyn doesn't she look great? This could be just the location we need to break out of this photographic funk."

"Whatever you say Dave," responded Evelyn, who thought the photos taken so far were more than serviceable already for a summer calendar," Kate try slipping into a naughtier smile. We want the people gawking at you in July to think you're a farmer's daughter looking to break a few rules."

"Shouldn't be too hard," Kate said slipping into a more sultry pose and grinning slightly wider," We're practically breaking and entering at this point. What was it Mrs. O'Donnell said?"

"Ain't nothing oer' yonder save for folly, ye better stay far away from them stables," said Dave in an attempt to mock the old Irish woman with his own approximation of her comically charged voice.

"Damn it Dave you're gonna make Kate laugh and then we'll have to find the right pose all over again. Take the dang shot," said Evelyn.

"Fine fine, say cheese," he joked before snapping a few dozen photos from a couple separate angles.

"Gotta say I'm awfully jealous Kate," said Evelyn," my blond hair lacks the flair for the dark that yours has."

"Oh come on Evelyn," said Kate," your hair looks much too pretty in the sun for you to be jealous of me. Give Dave a smile, I wanna poke around a little bit. Might find a proper or two we can use." She was feeling adventurous today. Commanding too. She wore the attitude well as she started to dig around into one of the stalls.

"Kate I don't think we should be digging around in there, sure we might not break anything, but if any of those people's horse equipment is misplaced they'd probably blame us," said Dave in a somewhat nervous tone.

"I'm just helping with the shoot is all Dave, don't you think it'd be much more fun to have Evelyn wear this?" said Kate with another big grin as she picked up a bridle and

"Hah, wrong kind of calendar Kate," said Evelyn, pulling to bridle from her hands and slipping it on to finish her joking response. It fit well. Surprisingly well, and felt great even as she bit down on it," I bhet...ptu...I bet the O'Donnells get up to all kinds of weird fun back here. This seems made for people not horses. What's that a horse brush?"

"Yeah, feels really nice though, I think you might be onto something here. What do you think Dave?" said Kate.

Dave was busy trying to hide a blush. Evelyn looked so pretty in the halter and he wasn't sure why. He backed up, past the tractor near the entrance. Something was wrong, but he couldn't quite place it. There was an electricity in the air. The girls began to change.

"Woah Evelyn what's happening to you?" said Kate as she watched the once skinny model bust free of her blue jeans. They tore and fell to the ground with a hasty ripping before Evelyn could even question back.

"No Kate what's happening to y-" Evelyn tried to say before her stretching muzzle forced the bridle back into her mouth to stifle the words. She looked to Kate wide eyed as the black haired blue eyed beauty before her had her face coated in black fur and stretch like that of a horse. They both looked back to Dave as the snap of a picture echoed past their confused cries.

"Sorry girls," he managed,"It's just how often does something like this even happen? Maybe I can take these pictures to the police and prove that you are who I say you are? I have to document this change, whatever it is!" Feeling entirely justified to sit back and do nothing about this as he watched Evelyn's green eyes and Kate's blue eyes both turn to more appropriate horse eyes.

Evelyn's fur had taken after her blond hair by turning into a young palomino mare. She was transforming faster than Kate, who was now leaning onto the tractor for support as the brush dangled from her expanding mane. Dave backed off and continued to snap picture after picture. Not noticing himself get ever closer to the horse shoe near the entrance.

Evelyn let out a muffled and effeminate whinny as her shirt ripped to shreds around her increasingly barrel chest. She did not know it, but she was quickly transforming into a quarter horse Palomino mare.Her wonderful breasts seemed to slide down and plant themselves between her legs, shrunken down and held more tightly to her body. Just where thirsty foal would expect them to be. The thing that truly confirmed she was still a girl was the long teardrop of an opening. Her mare sex winked desperately at the soon to be stallion behind her. Everything smelled so much better to Evelyn the moment she transformed into a full mare, but the greatest scent of all was coming from behind her. Was that Kate? She assumed wrongly that her friend was likewise turning into a mare, but the musk coming from her modelling friend did not match up with that assumption in the slightest. Of course in addition to all of this she had never felt so aroused before in all her life. She thought, rightly so this time, that this must have been what heat felt like.

Dave stepped back, now standing on a horse shoe beneath the hay. He paid the trinket no mind, and snapped another few pictures. Evelyn stepped forward. Her body seemed to demand that she raise her tail in the presence of such strange scents. The long hairs danced across her changed end as she presented herself. Kate dropped down onto her right hooved arm. Her expanding rump tour her pants asunder.

Save for the tattered remnants of her human clothing Kate was naked now, and the horny soon to be Bay Andalusian stallion wrapped her...no...his hand around a truly astounding shaft. Kate's newly grown manhood was too large to even properly wrap her hand around as she stroked it. Evelyn and Dave could only watch. Evelyn looked back at her changing stud and watched as he sniffed away at her. She smiled around the bridle as her darkened sex winked wildly at the interested stallion. Her body needed this new male, and it needed him soon. Urine splattered down onto the floor. It was rank with need. The lustful pheromones filled the air around them both as Kate started to finish his changes.

Kate let go of her lengthy and seemingly still growing erection as her left hand finally joined the right in becoming a hoof. He stomped down, watching with great interest at the mare's wonderfully parted lips. Somehow even the arc of her yellow tinted stream was appealing to his new sensibilities. The puddle below seemed like a beacon to the stallion. He lowered himself to take note of the rank pool, craning that powerful neck to get a good close wiff of her feral invitation. The stallion rolled his lips back to keep the scent rolling around his newly gifted sense of smell. It spoke to the male. It screamed the word need at him over and over again with every second it stayed within his nose. The new mare and stallion now knew what the other desired, and both were entirely willing.

Dave had not noticed his feet had become hooves. He was too busy snapping picture after picture of the two former humans to pay attention to the fate that would soon befall him. Only after his pants burst, revealing the chestnut arabian fur below, did it begin to dawn on him that he would be suffering a similar fate. Perhaps worse, or at least more embarrassing to him, as he quickly understood that Kate would be the only stallion in this stable. Dave's manhood was nowhere to be seen, and a wetness of arousal had started to drip from between her quickly changing legs. She turned back to watch the last of her jeans get pushed away by a long tail, a tail deep down she already dreaded she would be raising for a certain nearby stallion. She should have left when she had the chance. Staying to observe and document had accomplished nothing, as the camera slipped to the barn and smashed loudly against the sturdy stable floor. Though no one could see, the newly changing mare had already begun to wink in anticipation as the stallion took his place atop Evelyn.

The arousal of a second female reached Kate's snout, and he mounted Evelyn promptly. If there was more than one female in the barn he would have to be quick about this. Evelyn's splayed legs did well to accommodate the larger male's weight. He felt strong, stronger than he ever had before in his life. A stallion's length now hung between his formerly shapely legs, and his soon to be mate was begging for it more than he thought animals capable of. Evelyn's eagerness caused her to step back slightly. Slipping in along her thigh they both got a taste of the pleasures to come. The slightest touch gave the stallion a proper sense of how pleasurable this new equipment was, and the way he glided up against her leg made the mare understand just the kind of length she was about to have to handle. In their botched hump the two became ever more excited. They both wanted to get this right.

Dave fell to the floor, struggling to find his phone and call someone when two impassioned whinnies erupted before him. Kate had been careful to pull back slowly, lining himself up properly to take Evelyn's eager opening before charging forward like a proper stallion should. Dave was awestruck. The two models were going at it, quite literally, like animals, and they both seemed to be very clearly enjoying it. Ragged huffs of air escaped from their altered mouths as they each struggled to comprehend the pleasure that seemed to strike so hard upon their souls.

Evelyn had never even imagined being filled to such a degree, the way the stallion's powerful cock seemed to plunge endlessly into her slickened sex defied comprehension. Every time she thought the male had bottomed out within her he managed to shower her another few inches. By the time his hefty orbs rest firmly against her rear end she lost all track of his size. Kate was experiencing things much differently, it seemed that his body demanded he drive all the way forward. His was not a constant ebbing pleasure, but a rush of sensations which spiked delightfully every time he charged forward. It would have been confusing to the new male if it did not feel quite so natural to rest atop such a willing filly.

Dave could not help but watch the two models lose themselves to such debauchery. She took a tentative step forward, her ears lowering the moment she realized she just stepped on her cell phone. The way Kate seemed to dominate Evelyn was far too interesting for her to dwell on such a misstep for long. Stepping forward slowly, Dave felt herself shifting completely into a mare as well. She watched as Kate's black sleeved arms wrapped so firmly around her fellow mare's barrel chest to push himself out before pulling himself back in. She got weak kneed over the sight of such a length leaving and entering another female.

Dave and Evelyn now shared an obsession with Kate's new stallion body. From its scent to the way it looked so strong taking Evelyn for all she had to offer. Even though she had yet to be mounted Dave felt his new mare body grow jittery and excited to be next in line for mounting. Try as he might he could not shake the thoughts of taking Evelyn's place down below. Subconsciously she raised her tail and kept it there, secretly fantasizing about being put in Evelyn's lucky place. To be beneath a stallion seemed to the male turned Arabian mare like a dream come true. A dream that Evelyn was currently experiencing over and over. Kate had been made a powerful stallion indeed, and never sat still atop his conquest for long. The gargantuan and beautifully maned stallion rocked back and forth with a brutal grace. His cock had yet to flair and he was already pushing his first eager female to her absolute limits.

Evelyn was grunting, it took a lot of effort to keep such a powerful beast like Kate atop her with the speed and ferocity by which he repeatedly pounded away. Oh but it was worth it. Every inch of his thick and sex slickened cock was more than welcomed inside her body. Evelyn's new sex seemed to clench and tug and beg for such a stallion to keep stuffing her forever. Another warm spurt of precum had her lowering her ears. Kate would be finishing with her soon, she could feel it building up the way her stallion seemed to let his thrusting pace grow more unhinged and sporadic. He was growing desperate to give, and she was growing desperate to receive. They both had begun to shudder in anticipation. There bodies were aflame with pleasures the likes of which neither had experienced.

Kate's stallionhood flared up deep inside Evelyn's mare sex. Dave, the chestnut Arabian mare, watched as the stallion drove forward one last awe inspiring time. The audible slap of that those hefty balls coming to rest just below Kate's thoroughly stuffed cunt made Dave's empty sex wink at the air. She could not help but yearn for that sort of treatment. Evelyn was meanwhile was getting firsthand experience of what a climax felt like as a mare. Nothing could quite compare to what she felt now, to the point where even if she knew that having sex would make the recent transformation permanent. She experienced this first orgasm as a mare the exact same time Kate experienced his first as a stallion. Kate likewise shared the manic disregard for whether or not the change would become permanently. Kate was after pleasure, and Evelyn's tightening cunt was providing it wonderfully.

Kate felt herself looking down at Dave as the stallion's cock began to churn out spurt after spurt of musky cum. Dave tried to look away, but as he pulled away to avoid eye contact his view was simply stuck back on Kate's pumping cock now slipping in and out of Evelyn. This stallion was not content just emptying a load and hopping off, he knew full well that keeping it up a little longer would keep his mares constantly coming back for more. Evelyn was feeling more stuffed than ever before as eruption after eruption of hot stallion spunk filled her to the very brim. As Kate finally started to pull himself out of his first conquest the cum came spraying back to splatter the base of his cock before rolling down the new mare's thighs.

Evelyn had been claimed, and with it went her humanity. Her eyes seemed to dull over as she seemed incapable of doing anything more complex than enjoy the pleasure Kate had given her. There was more than enough of the good feelings to keep her horse mind distracted. The used up mare watched as her stallion dismounted and started to walk towards Dave. The mare that was once Evelyn felt like laying down. Kate was feeling fine, but the first mare she had mounted was feeling entirely worn out. The used mare panted and sprawled out to see how Dave would be taking to her new life.

Dave was growing nervous. The chestnut Arabian mare watched the way Evelyn seemed to regress mentally into more of a horse. Dave wanted Kate to mount her, no mare could resist such a strapping stallion marching to her. But Dave was not a horse. He was, or at least had once been, a human male. Surely she could not allow herself to cast off her fears and raise her tail for Kate. She turned away as the large stallion dismounted, and started to step clumsily toward the gate to the stables. Wait. No. None of that mattered now. She was not a human, but a mare in heat. She wanted, no, needed this eager male atop her back. Evelyn had gotten her turn beneath the powerful male. It was Dave's turn to raise her tail. The stallion's powerful tongue approved of her actions quite clearly, running it from the bottom to the top of her newfound folds even as she squirmed in need.

The chestnut Arabian mare froze. There was no going back after this, but oh how it would be worth it. Dave took a few steps and looked back. The new mare watched as the stallion reared up and went to steal her fate. Kate's first thrust hit the mark. All the excitement from Dave had left his new equipment soaked in need. Only his second mare mounted and already he was claiming them on the first mount, Kate had become a stallion among stallions, and Dave's new body was loving the attention that came from being on the receiving end of just such a male.

Kate, the Bay Andalusian stallion, was getting even more excited than before. Nothing had ever turned him on in the past quite the way mares turned him on in the present, and here was Dave, a beautiful chestnut Arabian mare, begging to be taken. It was a dream come true for the new stallion. He could hardly wait to mount both of them a second time, but for now he focused on Dave's first go at sex as a girl. The powerful stallion whinnied a triumphant and boisterous cry as he pulled up to mount the willing tail raiser.

The massive horse cock was already eager to be stuffed into another, and Dave's mare sex was positively dripping with excitement. It was finally her turn. She felt the head of Kate's dick strike right at her sex on the initial mount. She was willing, but not quite ready for the sheer amount of him she would be taking so suddenly. All at once he was half insider her. Nothing in her life could compare. She opened her mouth to cry out to the world just how completely this stallion now owned her, but nothing came out in time. Instead Kate took Dave's breath away with another hasty thrust. Now the stallion's legs were planted around either side of her much smaller by comparison chest. She was nothing to this stallion, practically a filly to him in fact. He certainly made her feel like a filly with the thickness being put to such use.

Dave closed her eyes. It was far too much for the former man. She had expected to enjoy it, but to this degree? No part of her human mind could persist under this onslaught. It was no wonder why Evelyn just laid down to watch the two of them go at it. She could not be bothered to care about Kate's cum running down her thighs in seed rich rivers of lust. The musky juices coalesced into a puddle between her legs.. She was gone, and Dave would be too. The stallion above her grunted and drove forward. Her last remnants of trepidation got fucked out of her so hard she finally released the winnie she had been trying to free since Kate first began.

Kate was getting even more excited than before. Nothing had ever turned him on in the past quite the way mares turned him on in the present. Dave in particular had turned into a wonderful little mare. She was easy to mount, and even easier to please judging by the look on her face. Not to mention the way she had started to push back against his thrusts. He would compliment her attitude if he remember how to form coherent sentences. Just as there was so little of Evelyn left in the used mare behind them, there was next to nothing left of Kate inside the stallion that was busy claiming Dave. And claiming Dave it was, already the hefty stallion had worked his way to the hilt. The smaller mare shot a glance at the mare behind them both. Dave's last serious act as a controller of his own changed body was to mockingly nod at her to try and make her jealous. Even now, as the stallion's ready to empty orbs rested firmly on the new female's rear end and teats, Dave felt like she was on top of the world with Kate being on top of her the way she was.

Dave's body clenched with all its might. It needed Kate the way it would need air or water. It was a wholly natural and profound desire to submit to the male. To give him every inch of purchase and to make her body welcome. And welcome it did. Watching Kate and Evelyn going at it earlier had wet her up enough to properly take the gigantic male. As he pulled away and out slightly she felt a debilitating emptiness follow, only for it to be refilled with gusto as the stallion would grunt and chart forward again. Oh how she clenched against him. She wanted to be rid of it all, To abandon her humanity and take her place well and truly beneath such a virile stud. His first blast of precum almost made her climax, and the way he bit down on her neck and yanked himself deeper inside brought her over that edge.

Dave's mare cunt began to spasm and spurt her feminine need along the large males shaft. The stallion seemed to snort diminutively. This had been quite an easy mare to please. No longer worried about tugging out before she finished the stallion hammered into her with spectacular speed. The rhythmic and need filled tugging of his cock only served to further speed things along to their conclusion. At this point Dave was already trapped in the form, the rush of warm stallion love was a distant second on her current list of diminished thinking. She had trouble remembering her name even, but she would never again forget how good it felt to raise her tail for such a stud. His balls churned against her rump as he filled her to the brim with spunk. Now both males had trails of lust dripping down their inner thigh as the stallion reached the second peak of the day of his own pleasure. To think he had been so lucky to be confined with two eager mares.

The stallion tugged out with a spray of his own victory. Cum once more stained the hay covered floor of the stable as he started to march around and examine his two mares. They were good, and he was great. He watched them as they both realized what he was doing. He was waiting for one or the other mare to beg for his third mounting. The two girls stood up, nothing left of the humans who had walked inside. The both trotted forward and turned around from their stallion Kate. Kate watched as both of the messy mares raised their tails in unison. He could not decide who to mount next. Perhaps a tasting was in order, and it was no matter anyway, with his refractory period he did not think either of them would be free of the mounting of stallions for long.