FSE

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Deep in the forest outside a crappy, rundown apartment building, sat a spaceship disguised as a massive tree. Within it were two gray furred, feline creatures, one of whom had been human--not to mention male--mere minutes ago.

Vance's heart fluttered in her chest as Myrr ran a hand over her new breasts. The pleasure she felt was both familiar and strangely alien. Her nipples hardened and became erect under Myrr's touch, and every stroke sent flashes of pleasure through her body. Her tail lashed back and forth restlessly behind her back. The hormones her mate had passed on to her were in full effect now, pushing all else from her mind except the desire to mate. She looked down at Myrr's newly grown--and rapidly hardening--cock, and felt a moment of confusion at the sudden wave of arousal it sent rippling through her body.

"You are a female now," Myrr explained, feeling her confusion through their mental bond. "Feln have no set-in-stone sexuality. They change based on what form they take. When you are male, you will be attracted to females. And when you are female..."

Myrr let his voice trail off, and gently took Vance by the wrist, guiding her hand down to his eager, waiting cock. After a moment of hesitation, Vance wrapped her hand around it, a surge of excitement making her shiver. As a human, Vance had never felt even the faintest attraction to other men. He...or _she_now, rather...had expected the presentation of her new mate's penis to fill her with disgust. She loved Myrr, despite having known him for less than an hour, but there was just no changing things like that.

Or so she'd thought.

Now, gently running her hand up and down Myrr's cock, she felt only arousal. The way it looked, the way it felt in her hand, even the drop of precum that rose from its tip...before she knew what she was doing, Vance had leaned her head down and licked it up. The flavor was an explosion of sensations on her new tongue, igniting a fire--and a burning feeling of emptiness--within her new pussy.

"Ohhh, Vance," Myrr whispered, closing his eyes and leaning his head back.

Moaning to herself, Vance reached one hand between her legs and began to explore her new body. She wanted to take that whole cock into her mouth, taste every inch of it until her beautiful mate shot his seed right down her throat, then feel it push deep into her womanhood and...

The world spun around her.

"Vance?" Myrr asked, immediately sensing that something was wrong. "What is it?"

Vance couldn't answer. She released Myrr's cock and tried to gather her wits, but her body suddenly felt inexplicably weak. With a gasp, she collapsed onto her back, the bed cushioning her landing.

"Vance!" Myrr shouted, eyes wide with fear. "Vance, tell me what's wrong!"

Vance tried to answer, but her body refused to obey. Wordlessly, she descended into a deep, dreamless sleep.

---

When Vance awoke, sunlight was streaming in through the ship's windshield. He wasn't sure what time he had first arrived here last night, but he was sure that it had been hours before dawn. And, he realized with a start, he was a he again.

Or, more accurately, he wasn't a she anymore. His body had reverted back to its default genderless form while he'd been asleep. Technically that made him an it, but after spending his whole life up to this point as a male, he still felt like the best word to use.

"How are you feeling?"

Vance turned his head to see Myrr sitting beside him, a worried expression on its face. Vance was lying on the bed, his head on the pillow--and a long, clear tube attached to his arm, through which something was being pumped into his veins.

"I...I'm fine, I think," he answered. "What is..."

"Your body needed nutrients," Myrr answered. "I...I didn't expect the transformation to be so strenuous on your body. That was foolish of me."

A quiet flutter of fear went through Vance's heart. "What happened to me?"

"Your transformation used up all the energy in your body and forced your metabolism into overdrive. You were running on empty the moment the changes stopped. The hormones I passed on gave you enough strength to mate with me that one time, but after that," Myrr bowed its head, ashamed, "you passed out from starvation."

"Oh," Vance said, his eyes going wide as he stared up at the metallic ceiling. Starvation? That meant he had come close to dying last night.Dangerously close. "Oh, wow."

"I'm so sorry, Vance," Myrr whispered. "I was so excited that I had found a mate to help me rebuild the Feln race that...that I didn't stop to think about your own wellbeing. I'm a terrible mate!"

A tear ran down its cheek, darkening the gray fur on its face, and Vance could feel the anguish that burned its heart through their connection. He took a minute to gauge his strength and, judging himself to be adequately recovered, sat up in bed.

"You shouldn't be--" Myrr began, but was silenced when Vance leaned in and gave it a kiss.

"I forgive you," he said with a smile.

Myrr stared at him, surprised, so Vance took the feelings of contentment he was feeling and tried pushing them over to Myrr through their connection. He could still feel Myrr's guilt, the horror at realizing it had nearly killed him mere hours after meeting him, but those softened and eventually slipped away under the warm, soothing touch of Vance's happiness.

"Well," Myrr said, wiping its tears, "at least we know now. The next one we transform, we will need to be ready."

Vance nodded, happy that he had comforted his mate so easily. They really did love each other, he realized. Not that it was a surprise--he had accepted his feelings for Myrr when he'd decided to undergo the transformation--but the reality of it was still so...so...mindboggling.

And yet, transforming others? His heart fluttered with unease. To do that, they would need to make love to them just like Myrr had done to him last night. Myrr had told him that they were mates, bonded for life, and that spreading the transformation wouldn't diminish their love one bit. Vance believed it, but there was still...something...in there that bothered him.

"Aww, is my mate feeling jealous?" Myrr asked with a sly smile.

Vance looked at it, surprised. "How did you...oh, right. That's going to take some getting used to."

Looking into its eyes, Vance couldn't stop himself from leaning over for another kiss, which Myrr gladly reciprocated.

"So, what now?" he asked.

"Now, we need to decide who to add to our little family," Myrr answered, removing the needle from Vance's arm.

"And how do we do that?" he asked, bringing his mind back on topic.

Myrr sat down next to him on the bed, their furry thighs pressed against each other. "I chose you as my mate because I...well, because I knew there was no future for you here on this planet."

Vance looked away awkwardly, but couldn't deny the truth in that statement.

"I could feel the despair inside you every moment of the day," it went on. "As well as the growing desire to take your own life. I knew that if I could provide you with love and a sense of purpose, I would be giving you a gift that you would value more than anything else on earth."

Slowly, Vance nodded. "So, we should look for other people like that?"

"If we can find them." Myrr looked musingly up at the ceiling. "But in a world as rich with resources and natural wonders as this, I imagine that could take a while."

Vance's sudden burst of laughter made Myrr jump, its fur standing on end.

"Sorry," Vance apologized, a grin on his face. "It's just...you've clearly never been outside of this ship before."

Myrr cocked its head in confusion. "You mean to tell me that suffering such as yours is...common?"

He nodded, spirits falling a little. "Yes. As pretty as earth looks when you have views like this," he motioned out the window, "it's actually a pretty shitty place. Whoever we decide to bring with us, we'll be doing them a huge favor."

Myrr hummed in its throat. "Well, then...who would you suggest?"

Vance thought for a moment--and then his ears perked up with sudden inspiration.

"I've got it! Come with me!"

He stood up, taking Myrr by the hand, and hurried toward the ship's door. When he reached it--somehow, knowing that he needed to mentally instruct it to open--Myrr dug its paws into the floor and brought them both to a stop.

"W- What are you doing?" it asked, eyes widening as the door to the outside world swung open for them.

"I have a friend," Vance explained. "We've known each other all our lives. His family is poor, and he knows he's never going to have enough money to live a good life, but he's still been there for me whenever I needed him. If I had to choose anyone on earth to bring with us, it'd be him."

Myrr studied him for a minute, and Vance could feel it poking around inside his mind. Finally, a sense of acceptance finally blossomed over their connection.

"Yes," it said softly. "I can feel how much he means to you. Of course we'll share our gift with him. But...why must we leave the ship to do that?"

Vance smiled. "Because he's picking me up to drive me to work in about an hour--or so he thinks."

Vance could feel the trepidation in his mate's heart. He had been right earlier, he realized--Myrr really hadn't ever been outside. This ship had been all it had known for its entire life. Opening the door to let him in last night had been the closest it had ever come to interacting with the outside world. And yet, the excitement Vance felt did a bit to calm that fear.

"Trust me," Vance said, taking Myrr's hand and giving it a comforting squeeze. "Nothing bad is going to happen."

Hesitantly, Myrr allowed Vance to lead it outside. It gasped softly when its paws touched the ground for the very first time, the dirt and leaves an all new sensation to it. At Vance's command, the ship's door resealed itself, and they set off in the direction of Vance's apartment.

Moving in this new body was both familiar and alien to him. His shape was still humanoid--two arms, two legs, and a head--but the addition of a tail should have thrown off his balance. Instead, he walked as if he'd had it all his life, instinctively swishing it from side to side as he walked without having to think about it. His new paw-like feet were smaller than his human feet had been, but they also felt stronger. He felt like he could run faster than the wind, jump higher than any tree in the forest, or--

"Wait," Myrr said suddenly, grabbing his hand.

Vance looked back at it. "What's wrong?"

"There are people around your old home," it answered. "I can feel their minds from here."

Vance paused, surprised. Of course there would be people at his apartment. He had been stupid not to realize that himself. And if his old neighbors were to see two giant bipedal cats waltzing around the place...well, better not to think about that.

"Maybe this was a bad idea," Vance admitted.

Myrr shook its head. "No, we can do this. I just didn't want you to walk out into the open unprepared."

"We're going to sneak in?"

Myrr gave him its sly grin again. "Something like that."

Myrr's body rippled in front of Vance's eyes, but this time instead of shifting to its male or female form, it became...human. A human woman suddenly stood before Vance, with long dark hair tied into a ponytail and a clean set of clothes covering her body.

"Surprised?" Myrr asked with a giggle, then spun around to show off her new body. "Or am I just too pretty for words?"

Vance stared at her. "Wh...What did you just..."

"I didn't do anything," she admitted. "Not really. Here, look..."

She took Vance's hand and brought it to her cheek. There, despite being the spitting image of a human, Vance could clearly feel the fur that grew from her face. He just couldn't see it.

"It's a mental illusion," Myrr explained. "I haven't actually changed my body at all. I'm just altering the perception of anybody who looks at me to see something different."

Vance surprised himself by purring when he heard that. "You really are full of surprises, you know that? So there's no risk of you being spotted?"

"The illusion will affect anyone my mind comes in contact with," she said, "and the range is big enough to encompass anybody who could possibly be within eyesight of us."

Vance's smile broadened. "Can you do that for me too?"

"See for yourself."

Vance looked down, and jumped when he was greeted by a familiar sight--his human body!

"Oh, wow," he said softly. "I never thought I'd see _this_again!"

"Let's get going," Myrr said, taking him by the hand and leading him further towards his old home. She seemed to have lost all her earlier nervousness about venturing outside. "I can't wait to meet the newest Feln!"

---

Vance's phone beeped.

I'm outside, Troy's text message read.

Vance and Myrr shared a look, both of their eyes twinkling with excitement.

Can you come inside for a second? Vance sent back. I need your help with something real quick.

Sure thing, bro.

Smiling, the two of them hurried to the door. A few seconds later, there was a knock.

"Are you ready?" Vance asked.

"Let's welcome him to the family!" Myrr agreed.

Their bodies rippled again, turning them both human, and Vance opened the door.

"Sup, bro?" Troy asked. "What'd you need help..."

His voice trailed off when he saw Myrr, in her human female form, standing behind Vance.

"...with?"

"Why don't you come inside?" Vance said, his hand already around Troy's wrist. "We need to talk about something."

Troy didn't resist as Vance pulled him inside the apartment. Vance was careful not to touch any of his bare skin so that Troy wouldn't feel his fur. Once he was inside and the door was locked, Myrr took Troy by the other hand to lead him over to Vance's living room couch. Once he was seated, she went to stand beside Vance, facing Troy.

"Troy..." Vance said hesitantly. "This is going to be hard enough to explain with words, so I'm just going to show you."

Troy's eyes shifted to look at Vance, then Myrr, before leaning back in his seat. "Oookay, then. You're acting ten different kinds of freaky right now, dude, but go ahead, I guess."

Vance looked at Myrr and nodded--and instantly their true forms were revealed. Vance looked nervously at his wide eyed friend, waiting to see his reaction.

Finally, Troy just whistled. "Wow. I didn't think I was _that_high. What the fuck did that bastard put in my weed?"

"This isn't a hallucination, Troy," Vance said, swinging his tail so that it curled over his shoulder. "It's real."

Troy's incredulous look slowly became one of suspicion. "Then where the hell is my friend?"

"I am your friend. It's me, Vance."

"You expect me to believe Vance has secretly been a," Troy gestured vaguely at him, "fucking cat demon all my life?"

"No," Vance replied. "Just since last night."

Troy stood up. "Fuck this. This is crazy, and I'm not gonna--"

Reacting without thinking, Vance pushed him back onto the couch. It was surprisingly easy--far easier than if he'd been human. Troy's eyes flashed, like he was going to jump up and punch Vance, but then a familiar scent flooded the room. Vance breathed it in, his pupils dilating, and looked at where Myrr was standing with its hands behind it's back. It winked at him.

Pheromones, Vance realized. Myrr is using them to calm Troy down!

And it was working. The anger had suddenly vanished from Troy's eyes, and he was looking around for the source of the enticing smell.

"Now will you listen?" Vance asked.

Troy gave him a wary look--he wasn't completely at ease yet--but finally nodded.

For the next half hour, Vance told Troy the same story that Myrr had told him last night. He introduced Myrr to his friend, telling him about their new connection--both mentally and intimately. He told Troy about Myrr's need to repopulate her race, and the offer to take them to another planet to start brand new lives.

And, almost to his disbelief, he saw Troy's eyes start to shine.

"You're serious, aren't you?" Troy asked when he was finally done.

Vance nodded. "Completely. I know it's a lot to take in, but--"

"I'm in!"

Vance jumped, surprised. He looked back at Myrr, who just beamed at him.

"You- You're sure?" Vance asked. "This is a pretty big decision, man."

Troy began counting on his fingers. "I get out of my shitty job, I get to go live in space, and I get to turn into a sexy cat alien? Fuck yeah, I'm in! How do we do this?"

Vance shared another look with Myrr, who nodded encouragingly. Together, they moved over to the couch and sat down on either side of Troy.

"Like this," Vance said softly.

Then they both shifted into female form.

Troy's eyes widened. "Oh, fuck yeah!"

Vance leaned over and gave her friend a kiss. Just like before with Myrr, Vance's female body immediately accepted its role, abandoning all masculinity and embracing her femininity. A thrill of excitement coursed through her body as she eagerly stuck her tongue into Troy's mouth.

I'm about to have sex with my best friend, she thought. The thought only turned her on even more.

Troy traced patterns in the fur on her back with his fingers, eliciting a purr and making her tail lash back and forth. As her tongue probed Troy's mouth, and his probed hers, she took a moment to run it across his teeth, and smiled into the kiss. His teeth were already beginning to sharpen.

The sound of a zipper filled her ears, and both she and Troy looked down to see Myrr undoing Troy's pants. There was a noticeable bulge there now, which sent another shudder of excitement down Vance's spine. She_had done that to him. He was that turned on by _her.

With a grin, Myrr pulled down his pants and underwear in one go, letting his erect cock spring out in the open air.

"Ohhh my God, Troy," Vance purred, licking her lips. "I never knew you were so...impressive!"

Gray fur was beginning to creep along the edges of Troy's face now. With one hand, Vance ran her palm along the length of his cock, taking a moment to massage the tip. A dab of precum oozed out and, without breaking eye contact with Troy, she raised her hand to her mouth and licked it clean. Meanwhile, Myrr was tugging his shirt over his head, leaving all three of them naked.

Exactly how it should be, Vance thought, cuddling up to her best friend. Myrr did the same on his other side, and they began stroking his cock again together.

"Fuck," Troy breathed as the two horny Felns pressed against him, "you two are so fucking soft."

Myrr smiled over at Vance. "Your friend really knows how to flatter a lady."

Vance smiled back, an idea passing between their connection. "We should show him our appreciation."

Together, they got to their knees and bent over Troy's lap. By now his cock was rock hard and pointing to the sky, twitching every few seconds with anticipation. Vance found herself licking her lips, eager to experience sex for the first time as a woman. She and Myrr leaned in close, gave each other a quick kiss, and then began to run their tongues up and down opposite sides of Troy's manhood. Above them, Troy moaned in pleasure.

This is so weird, Vance thought, letting her tongue play across Myrr's on his way back up. Even if I've become a woman who's attracted to men, I can't believe I'm enjoying this so much!

Feln enjoy giving pleasure as much as receiving it, Myrr's voice said in her head. You're making your friend feel amazing, and that in turn makes you feel amazing!

Vance couldn't deny that every time Troy moaned, she felt her pussy grow a little wetter. She wasn't sure how much longer she would be able to hold out before her willpower broke and she just had to fuck Troy's brains out.

She felt his hand touch the back of her neck, his fingers digging pleasantly down beneath her fur to scratch her skin. Still licking his shaft, she began to purr--and judging by the way Myrr started to purr as well, she guessed that Troy was doing the same to her. She curled her tail up, caressing Troy's face with its soft fur. His hand went lower, reaching the small of her back, and she arched luxuriously at the contact. But it wasn't until his hand touched the base of her tail that...

"Oooh, Troy!" Vance moaned, leaning her head back as a spark of pleasure even stronger than the others shocked her system. Beneath her, Myrr took Troy's entire cock into her mouth with a smug grin. She felt a flash of jealousy, but it was quickly buried as Troy started to stroke his hand from the base of her tail to the tip. She shuddered and pressed herself up against him. "Troy, touch me more!"

"Glady," he muttered back. By now, his face was almost unrecognizable as human. He was well on his way to becoming another Feln like them.

With Troy's arm around her waist, Vance sat up straighter to present her breasts to him. If she wasn't mistaken, they looked even bigger now than back at the ship. Was that possible, she wondered? Could she alter her body beyond her base male and female forms in order to better please the Feln she made love to?

That train of thought was quickly forgotten when Troy took one of her nipples into his mouth. Leaning her head back, Vance gasped at the sensation.

"I told you it felt amazing," Myrr chuckled before going back to sucking on Troy's cock.

His tongue swept in circles around the nipple, driving her wild. While one hand hugged her close to him, other was still making masturbatory motions at the base of her tail, his fist rhythmically bumping against her ass, and...

And causing a strange pressure to build up inside her tummy.

"Ahhhh...Troy," she moaned. "I think I'm about to cum!"

He looked at her mischievously. "Should I stop?"

"DON'T YOU DARE!"

And so on he went, tonguing her breast and jacking off her tail, all while Myrr did her best to gobble his cock up, until...

"TROYYYYY!" Vance cried. Waves of indescribable pleasure washed over her, and she went limp in his arms as her first ever female orgasm shook her to her core. Resting her head on his chest, she closed her eyes to catch her breath.

"Fuck!" Troy suddenly exclaimed, going rigid in Vance's embrace. Vance opened her eyes just in time to see Myrr roll her eyes back in pleasure. Troy's cock was twitching in her mouth, which meant...

"I want some!" Vance declared. Myrr obligingly moved her head just in time for one last squirt of cum to shoot from Troy's cock. It flew into the air between them, and landed on Troy's bare stomach.

"Mine!" said Vance diving in and running her tongue across his skin as she licked up his hot, sticky seed. The taste seemed to explode in her mouth, awakening mating instincts she didn't even know she had, arousing her beyond that which she would have thought possible.

"Wow," Troy said, leaning his head back against the couch. "That was--"

"No, no, no!" Vance said sharply, sitting up so that they could look each other in the eye. "You're not done yet! Not until I feel that cock somewhere inside of me!"

Vance blinked, surprised again by his own boldness. Troy stared back, and then a grin spread across his face

"If anybody had told me yesterday that I'd be fucking my best friend Vance today, I'd probably have kicked them in the nuts."

Vance fondled her breasts, squeezing them together in front of Troy's face. "Don't tell me you don't want this."

"Fuck yeah, I do." Troy's eyes shifted around. "But maybe not here on the couch?"

Vance thought for a moment, then stood up. Turning, she raised her tail--still such an alien part of her body, but she was learning to control it--and extended it toward Troy. After a moment's hesitation, he took hold of it, and Vance led her from the room with Myrr close behind.

"How about the bedroom, then?" Vance asked, pushing the door open and stepping inside.

"Much more romantic," Myrr agreed--and then shoved Troy down onto the bed.

"Whoa, aggressive!" Troy laughed, lying back on the mattress. "I like it!"

Myrr smiled sweetly. "I know you do."

"What I would like," said Vance, getting on her knees and taking Troy's limp dick in her hand, "is for you to get this ready for me!"

"Hmm, don't know about that," Troy said, folding his arms behind his head. "Your girlfriend's got a pretty talented mouth. I might just be done for the day!"

Vance glared at him, flexing her claws.

"Maybe he just needs a little encouragement," Myrr said with a purr in her voice. "Let's show him what he's missing!"

"Gladly," Vance agreed, hopping up to embrace her.

Curling their tails around each other, the two shared a long, passionate kiss. Their hands ran up and down each other's back, tenderly caressing skin and stroking fur. Vance grabbed one of Myrr's buttcheeks in one hand, eliciting a soft moan from his precious mate. Vance moaned as well when Myrr began to rub their breasts together, their silky fur each stimulating the other's nipples. The ache deep inside of Vance grew even more demanding. She glanced at Troy, but his cock was only just beginning to harden again.

"Maybe this will tide you over," Myrr murmured under her breath, sliding two fingers between Vance's breasts and down her belly. Vance gasped softly as those fingers went between her legs, nearer to her opening, and frantically gave Myrr another kiss.

Slowly, agonizingly slowly, her fingers pushed their way into Vance's womanhood.

The pleasure was instantaneous and intense! Her wet, quivering pussy had needed this so badly that the moment it felt contact, it launched Vance into another mindblowing orgasm. She cried out in bliss, her walls squeezing Myrr's fingers.

"God!" she screamed as the last waves of pleasure finished washing over her. "Myrr, that was..."

"Only a sample of what Troy is going to do for you," Myrr promised, withdrawing her fingers, which were slimy with Vance's fluids. She licked them clean, then kissed Vance. The taste of her own sexuality coated Myrr's tongue, stoking Vance's arousal despite having come just moments ago.

"Are...Are you sure you're okay with this?" she asked softly, a flutter of guilt going through her heart. "I mean, about me and Troy?"

Myrr laughed. "What did I tell you before? We may share our bodies with the other Feln, but our hearts will always belong to each other."

"I know. I just feel..."

"I admit, I had hoped that your first time as a woman would be with me," Myrr confessed, "but I can feel how much Troy means to you. He was there for you, and you were there for him, when nobody else was. How many days did you two spend with only each other to rely on?"

"Too many to count," Vance answered.

"Then Troy deserves your female virginity more than I ever will." Myrr's eyes sparkled. "So don't be afraid--give it to him!"

A tear ran down Vance's cheek, and she gave Myrr one last loving kiss before turning to face Troy again. Finally, finally, his cock was up and ready for action again.

"I hope you're ready," she said, sashaying up to the bed with an enticing sway of her hips. "Because you have no idea how badly I need this."

Troy's transformation was coming along well. His face had changed completely, becoming feline yet somehow still recognizable as the man Vance had known all his life. The gray fur reached his shoulders, reaching down his back and chest in haphazard tendrils, but he still had plenty of bare skin left unchanged. Likewise, Myrr's blowjob had transformed his cock into a proper Feln one, with fur reaching up his waist and down his legs, though his feet were still human as well.

Slowly, still a touch hesitant, Vance laid down on top of Troy, shivering at the delicious body heat he radiated.

"Hey," she whispered, heart racing

"Hey," Troy said back. He gave her a lazy smile, but Vance could still see a glimmer if nervousness in his eyes.

Vance swallowed. "Are you sure you're okay with this?"

Troy raised a hand and ran it over his new catlike ears. "I, uh, think it's a little too late to go back now, don't you?"

"That's not what I meant. I mean..." She looked him in the eye. "Are you okay with me? I was a man yesterday, and now we're about to have sex. If that's too weird for you, I understand. You can do it with Myrr, if you want, and I'll--"

Troy covered her mouth with one hand, silencing her.

"Vance," he said softly, "I don't give a damn who or what you were yesterday. Today, right now, you're a smoking hot babe. A cat babe, sure, but still the hottest chick I've ever laid eyes on."

With that, he kissed Vance, his former best friend turned lover.

"And if I can get a little poetic here," he said with a smile, "I'd be honored to make love with you."

"Mmm," Vance purred, pushing herself up so that she was sitting on her knees, straddling him. "An honor, huh? Okay, Romeo, I'll bite. Let's see how you honor a lady like me."

This position put Troy's cock in just the right spot for her to rub her soaking wet pussy against it. She rocked back and forth, sighing in bliss as she felt his impressive length glide between the lips of her womanhood. Troy moaned too, letting out a little precum to mix with Vance's juices. All the pleasures of being a woman had lit a fire inside her, a fire that could only be quenched with one thing.

"I can't wait anymore," she gasped, locking eyes with Troy and raising herself up. "Troy, I need you--NOW!"

With one hand, she positioned Troy's cock so that the tip brushed against the opening to her sex. Then, taking a deep breath, she let herself sink down onto it.

"Yessss," she sighed.

Vance moaned as Troy's cock pushed its way inside her, stretching her, filling her. She didn't stop until it was all inside. For a minute, she just sat there, breasts rising and falling as she took deep, exhilarated breaths. Yes, this was what her body had been craving! It was so warm...so alive...and the way it would occasionally twitch sent feelings roiling through her that she couldn't even begin to describe. It was...

"Perfect," she said with a heavy sigh. "Oh, Troy, you feel absolutely wonderful inside me!"

To her surprise, Troy sat up, wrapping her in a hug without pulling out his cock.

"You feel pretty amazing yourself," he said, kissing her. "So soft. So tight!"

"And the best part is," Myrr purred, lying down on the bed next to them, "that she will always be that tight. Since she'll regrow her pussy every time she changes form, it'll never get stretched out and loose."

Unable to resist any longer, Vance raised herself up a couple inches and then sat back down, letting Troy's cock slide in and out of her drenched pussy. The sensation caused her to breathe in sharply.

"Vance are you--"

Vance pressed her lips against Troy's to shut him up.

"Quiet," she hissed, rising and falling a couple more times. "Just fuck me!"

Troy didn't need to be told twice. Reaching around Vance two put one hand on her ass and grab her tail with the other, he began to thrust. In and out, his cock went, her fluids lubricating it so that it slid easily across her moist, quivering walls. Vance wrapped her arms around Troy's neck, hugging him to her. He responded by taking one of her breasts into his mouth, flicking his tongue over the nipple.

"Fuuuuck!" Vance cried, feeling the same pressure building inside her as before. Throwing her head back, she bared her feline teeth and let out a yowl that was more cat than human as her third orgasm rolled over her. Her pussy clenched around Troy's cock, heightening the stimulation even more, and...

Something erupted out of her pussy. At first Vance thought she was peeing on Troy, until the scent of pheromones hit her nose. No, she hadn't peed. She was cumming on him.

I guess squirting is another trait all Feln have, she thought, barely able to think through all the sensations. Somewhere in the tornado of pleasure and passion, she thought she heard Myrr giggle.

Whatever the case, the fluids she sprayed worked quickly. Troy's fur was growing in even faster than before. It began at his crotch where she had soaked him, and crept its way up his chest and further down his legs.

But she found she couldn't focus on that for long--not when Troy hadn't cum yet!

"Don't look so smug!" she growled. "I'll show you a_real_ orgasm!"

"What are you talking--whoa!" Troy yelped as Vance pushed him down onto his back. Still straddling him, Vance began to bounce up and down on his cock with new energy, purring at the exquisite feeling of fullness it gave her. How long could he last, she wondered? The longer the better. If she could spend the rest of her life with his cock buried in her pussy, she would!

"Excuse me, you two," said Myrr. Vance looked up in surprise to see the other Feln sidling up next to Troy. "Make room, please!'

"What are you doing?" Vance demanded.

Myrr grinned at her, and swung one of her legs over Troy's face. "I got tired of watching. I decided it was time to join in!"

With that, she sat down on Troy's face. The eager young man wasted no time in digging his tongue into her pussy, making the Feln gasp in pleasure. Myrr's juices leaked from her opening, coating Troy's tongue and face and accelerating the change even more.

"Ooh, if he's half as good with his cock as he is with his tongue," Myrr said in a husky voice, "then I'd say we made a good choice today!"

Vance couldn't help but agree. Already, she could feel the beginnings of another orgasm building up inside her. She and Myrr embraced, riding Troy from both ends. While his cock plunged in and out of Vance's pussy, and his tongue lapped hungrily at Myrr's, the two mates shared a kiss. Their breasts were pressed together, and through them Vance could feel Myrr's heartbeat. Troy's pace began to increase--a sure sign that he was nearing his limit. Her heart leaped with glee.

"Another good thing," Myrr said, panting as she, too, neared her climax, "is that Troy has shown me your weak spot, Vance."

She ran both her hands down Vance's back, and them wrapped them around the base of her tail. Vance gasped at the sensation, a new erogenous zone that she never could have imagined before. Myrr stroked her tail, one hand over the other as far as her arms could reach. Each stroke excited Vance even more, bringing her closer...closer...

"OHHHHHH!" she screamed as yet another orgasm exploded within her. Words lost all meaning in the tidal wave of pleasure. There was only the cry of pure ecstasy that escaped her mouth. Across from her, Myrr arched her back as her own orgasm hit. She hugged Vance tight, gasping as she rode the pleasure to its finale, and--

Suddenly, Troy grabbed Vance's hips and thrust into her one last time as far as he could go. Vance gasped as she felt his cock convulse inside of her and...and something else. A warm, wet sensation. With a gasp, she realized that he was cumming, shooting his seed deep into her thirsty womanhood. A wet, sticky feeling began to spread from her pussy lips, and she looked down to see his semen--white, thick, and virile--leaking out of her from around his cock. She shuddered with one final, gentle orgasm...and was finally satisfied.

Finally, after what felt like hours of being pumped full of his cum, Vance felt Troy's cock begin to soften. With a happy groan, she pulled herself free and laid down beside him. Myrr did the same on his other side, and for a few minutes the three of them just cuddled, basking in the warmth of their lovemaking.

Troy had completed the transformation, Vance realized with a glowing sense of pride. And by God, he was handsome. His fur was a rich, dark gray, where her and Myrr's was lighter. The features of his feline face had a more mischievous slant to them, and two fluffy tufts of fur sprouted from his ears.

"Thank you," he finally said, looking at Vance and giving her a soft kiss. Then he turned to Myrr and gave her one too. "Both of you."

"Just wait until you try it the other way," Vance said with a wicked gleam in her eye.

"Later," said Myrr, sitting up. "Right now he needs to get back to the ship before his body gives out."

Vance nodded, and together the three of them made their slow, tired way to the door. As they walked, by some unspoken command, they all shifted back to their genderless forms. Myrr redid the mental illusion, but when they stepped outside, Vance paused.

Troy's car was still sitting in the parking lot...

"Vance?" Myrr asked, curious.

Vance turned to her and smiled. "Go ahead and take Troy back to the ship. There's somewhere I need to go."

And someone I need to see.

Myrr raised an eyebrow. "Where is that?"

"To work."

TO BE CONTINUED