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Class was dismissed. The graduate school was on the verge of closing for the night, and the teacher was already walking to the teacher's lounge to get hydrated. She hasn't packed up all of her things yet, though...

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Right as the door was about to close, someone dashed in and immediately ran out before leaving the graduate school.

The teacher, unsure of the sound she heard, goes back to pack up and go back home. However, she felt like she forgot something. Her panties and bra were missing.

Nekko ran off with her teacher's panties and bra, stuffing them in her backpack before approaching another student who was also leaving her classroom.

'P-p-please see me at the Elaber Factory.' she told Heinrich. Despite the strange choice of place, Heinrich knew exactly why she wanted to be with him there.

The Elaber Factory was a place with a purpose no one currently alive could figure out. Even well before its abandonment, it has always kept a low profile, and its owner is still unknown. Nekko found it while exploring the barely populated edges of her city, and has been able to break into it very easily. As there was no one else to be seen working in the factory, Nekko and Heinrich have used it as their own exclusive special place.

Nekko and Heinrich were walking all the way to the other side of the city, passing the time with conversations.

'I saw this goat the other day, and he looked so cute,' gushed Heinrich. 'So I was thinking we should get a pet ourselves.'

'They may be cute, but they can be really hard to maintain. It's not like watering a plant, because you have to find them food, convince them to eat it, pick up after them, and maybe they'll show some tolerance for you.' replied Nekko. 'They won't do any of those themselves, since whatever animal you want as a pet, they probably don't even have opposable thumbs, let alone a human mind.'

'You're right,' sighed Heinrich. 'For cuteness, at least I have you.'

'Thank you!' replied Nekko.

'We're here.' realised Heinrich, as they were in front of the Elaber Factory gates.

'I have cut off some of the barbed wire, so we should be able to climb that area just fine.' explained Nekko as she pointed to the part of the wall with no barbed wire on top.

Nekko then jumped against the wall, pushed herself up using the friction from both her hands, and gripped the top before climbing over. Heinrich stared in awe. Nekko then held out her hand. Heinrich grabbed it and climbed the wall with Nekko barely able to pull him up. After dropping off in the front yard of the factory, they went in front of the door.

After inputting 3958 onto the door's keypad, the door unlocked.

'I would have never guessed that rumour about the key code was true.' remarked Nekko as she went inside with Heinrich.

'I have a little secret gift for you.' stated Nekko, handing out a bra and panties to Heinrich.

'Hehe, you always manage to snag the best stuff.' remarked Heinrich.

'That's my specialty: finding and keeping.' replied Nekko. 'I didn't even need to break into her house this time, because the teacher left these in the desk of her class.'

'I won't question it, we're glad you found it. Thanks.' replied Heinrich.

Heinrich shoved the bra and panties in his backpack as they left the factory.

Coming back out the same way they came in, Heinrich and Nekko said their goodbyes as they both went to their houses.

Nekko couldn't stop thinking about what Heinrich said. What did he mean by 'we'? Who was he talking about?

--

That night, Nekko was walking around her neighbourhood, looking for the best stuff to find and keep. After walking for so long, she picked a house. She climbed a tree near a window on the top floor of the house. The window was partially open, but not enough for her to go through. Nekko felt she had to chance it. After all, she could run pretty fast. Nekko jumped at the window, landing on the window sill. She had to keep her balance here, or else not only will she be injured, but she'll be arrested, too. She put her hand under the window, and slid it up. There was no one in the room. Now's the time to look through it.

She opened up the drawer and found an assortment of underwear. Among them was a bra and a single pair of panties. For some reason, they looked just like her gift to Heinrich. This has got to be a coincidence, after all, not every bra or panty is unique. She smelled the pair of panties. It smelled like a dandelion taking a bath. This pair of panties gave her an uncontrollable urge she was unable to overcome. Not fearing detection, she stripped nude, and put on the new pair of panties, along with the new bra. They felt really comfortable, and tight, too. In fact, they felt sensitive, like she was feeling her own breasts and crotch through her own skin. She was ready to put the rest of her clothes on and go home, but then the lights turned on as the door made a creak.

'Nekko?! How'd you find my house?'

The voice came from none other than Heinrich, but he wasn't alone. There was another guy his age, right behind him. The weird thing was that they were both naked.

Were they about to have a night together?

Strangely, Heinrich started grinning.

'Hey Aren, you said you wanted a pet, right? I think I found a pet for you right here.' remarked Heinrich.

No way! Did he just...?

'She'll be our little cotton goat in only minutes.' stated Heinrich. What's this supposed to mean? Nekko was shaking with fear, not knowing what her options are at this point. If she ran, she would be exposed, not only because she didn't have enough time to dress up, but also because Heinrich could report her and get her arrested.

'It's starting.' stated Heinrich.

The bra was spreading, like it was goo being poured on to Nekko's breasts. The cotton fabric connected the bra with the panty, covering her entire midriff, leaving a strange grey-white pattern on her belly. The panties were also spreading down, enveloping her thighs. Nekko tried pulling the cotton off, but it seemed to be stuck to her, becoming her new skin. How was this possible?!

Nekko felt something on the bottom of her back. It was growing from the tailbone. Is it a tail?! It was made out of the same material as the cotton that was now spreading down her shins. The new tail was short, almost like that of a... goat?! No way!

The bra was spreading up, too. It coated her chest, and then her shoulders, all the way up to her elbows. While this was happening, her feet were changing shape. Her toes fused together, and her feet started to shrink. They were becoming hooves, but they were still made out of cotton, just like the material that was spreading over her arms.

'Aww! She looks even cuter!' complimented the guy who was apparently Aren.

'Just wait until you see the fabric erase her face.' teased Heinrich.

Huh?! Erase her face? What's that going to be like?!

The cotton has reached her hands. They became dark grey cotton, though unlike the feet, they didn't become hooves. Instead, her fingers fused in pairs, her thumb unaffected, leaving 3 fingers on each hand.

'Now that's what I call a dexterous pet.' commented Heinrich.

'Thanks for the play-by-play, you no-good, cheating--' Nekko's mouth was covered by the cotton, spreading up her face. Her nose and eyes were being coated, too. Nekko was blinded by her captor. Not only Heinrich, but the very bra and panties she took from the teacher.

'At least I'm don't B&E into people's houses. Disgusting.' deflected Heinrich, who originally took the stolen panties and bra gifted to him by Nekko.

Nekko's ears extended, transforming into something wider, goatlike, and made of cotton. Her hair seemed to disappear when the cotton got on it, with no strands left behind. Her entire head was now devoid of any facial features, just a blank dark grey surface. For the final touch, horns grew out of the top of Nekko's head. Also made out of cotton, they ended up a bit tall, and light grey.

'You know, I was planning on asking you about becoming my goat pet, and introducing you to a cute flying goat guy who can transform you into a cotton being, but I guess I no longer need to, pet.' explained Heinrich.

Nekko's vision returned, despite no longer having eyes. She also realised she could still breathe through her new cotton skin, too. Perhaps her vocal waves would have no trouble passing through, either.

'What? You were going to make me your pet?! You can't just use another human being like that!' yelled Nekko, still able to talk without a mouth.

'The goat pet can still talk?!' asked Aren in disappointment.

'Yeah, that only makes this more fun.' answered Heinrich. 'Now sit!'

Nekko put her hands on her hips, her anger made clear even without a face. 'I am not a dog. Treat me like the human I am.' huffed Nekko.

Heinrich walked closer to Nekko. He then rubbed her arse. Nekko immediately was horny, her arse now sensitive as ever. Heinrich then rubbed his hand on her blank featureless crotch, satisfying Nekko's erotic sensations despite her no longer having a vagina.

'You're already no longer human, pet.' whispered Heinrich, before hugging Nekko.

Nekko did not have enough willpower to get him off of her, the arousal constantly distracting her, effectively sending her to a reduced mental state.

'Be a good girl now. Aren, she's my gift to you.' Heinrich said.

'Thank you! I want to share her with you to repay the favour!' exclaimed Aren.

'That's sweet.' Heinrich remarked. 'By the way, do you want to give her a name?'

'Nekko already sounds cute, I think I'll stick with it.' replied Aren.

'Fair enough. Nekko, open wide. Oh wait, forgot you no longer have any openings. Guess we'll have to do some trampolining.'

Amongst the sea of erotic ecstasy, Nekko was mildly relieved they won't just be calling her 'pet' all day.

Heinrich rubbed her arse, refilling Nekko's lust to ensure her compliance. Aren then approached Nekko with his erect 4-incher, pressing it onto the spot on Nekko's face where her mouth used to be. This made Nekko feel... good? Aren then rubbed his 4-inch staff of authority around Nekko's blank goat snout, slowly initialising the sperm transfer.

Plenty of the liquid manifestation of Aren's fucked up version of affection sprayed through Nekko's featureless cotton face. It seemed as though all the sexual feelings Aren had has quite literally rubbed off on her, too. Heinrich then pushed her down, showing off his own 4-incher, pressing it against Nekko's featureless arse's cotton skin. His stick of co-authority also sprayed the liquid manifestation of his love and affection, even if Aren was on his mind more than Nekko was.

Nekko struggled to handle 2 orgasms happening through her featureless skin. She desperately wanted to return the favour to these guys. Nekko then felt something grow between her legs. She looked down, the only thing preventing her mouth from opening being the lack of a mouth altogether. Is that... a penis?! Bulging out of her crotch?! Nothing's making sense!

Curiosity got the better of Nekko, as she began to stroke her own bulge, wondering if she would actually spray sperm like a man would. Aren took notice and turned around, laying down on the floor. The chance for a 69 was about to come, and Aren was going to take it. Heinrich also crawled over to where Aren was, putting his own head in front of Nekko's crotch to witness her new bulge and its orgasm with his own eyes. Aren didn't cease to rub his cock on Nekko's null face, while sucking her bulge at the same time, helping Nekko out.

She came.

The girlsperm sprayed like a fountain in front of both Aren and Heinrich's faces. It truly made them feel like they were experiencing a one-of-a-kind event. They didn't think such a wet orgasm like this coming from a girl would ever happen again. Little did they know, they were the ones from which a wet orgasm will never happen again.

As Aren and Heinrich wiped the cum off of their faces using their hands, they can't shake off the feeling that something feels off about both their hands and their face. That's when things started taking a U-turn.

Aren's hands were now turning red. But this red wasn't the normal red your skin turns when itching, as it was made out of the same material as... Nekko's. His fingers were also fusing, his hands now having only 2 fingers and an opposable thumb each. The cotton continued down his arms, making them a nice white to contrast with the red hands. Aren's face also became red cotton, his eyes, nose, and mouth disappearing without affecting Aren's ability to see or speak. His ears also lengthened into long horizontal cotton ears, similar in appearance to Nekko's, only red. The part of Aren's head surrounding his face became white cotton, serving to highlight his red blank face and ears even more. The coating cotton joined at his torso, still converting it into white cotton.

As this was happening, the white cotton on his head and arms was staring to puff up, becoming thick, almost like a sheep, except smooth skin. When the cotton went down his torso, eliminating his nipples and belly button in the process, 2 large round bumps grew on the chest. They appeared to be shaped like the breasts of a female human, despite the sheep-like direction the rest of the transformation was headed in. The cotton around the pelvis changed colour yet again, going back to red, with the exception of a white tail growing on the bottom of Aren's back, also similar to Nekko's. Aren's cock and balls folded up, sinking into his now red crotch, leaving smooth cotton in its place. His arsecheeks also fused together, no crack to be seen at all. Though it appeared that he was simply wearing red briefs, Aren knew it actually wasn't, as it didn't come off when he tried to pull it down, and it certainly felt more like his actual pelvis than briefs.

The cotton turned puffy again and white for his thighs and shins, before becoming red for his feet, which were converting into cotton sock-like hooves.

All the puffy white cotton made Aren feel cozy, like a permanent full body coat. The feeling of the thick white pillowy cotton was amplified by the sensitivity of his crotch. The fact that he no longer had a penis didn't matter to him, as he was enjoying rubbing his hands over his breasts while grinding his null blank featureless crotch against the floor, anticipating a dry orgasm that may or may not come.

Heinrich's hands were also turning into cotton, though his were green. Unlike Aren's, his fingers were still completely separate, with black paw pad prints on his palms and fingers instead. Like Aren, the cotton that spread down Heinrich's arms changed colour and became soft and puffed, but it was becoming black.

Heinrich's face lost the facial features, becoming smooth green cotton with a blank dog snout, but his sense of sight wasn't affected at all. Heinrich's ears also extended, though now they flop down, like the ears of several dog breeds, and they became puffy black cotton. The rest of the head became thick black cotton, like the curly, thick fur of a poodle.

The torso joining the arm cotton and head cotton became so thick, its top looked like a soft black ball made of underwear. After the nipple and belly button removal, the black cotton became thinner and thinner until it reached Heinrich's pelvis.

Heinrich's pelvis became green underwear, with only a smooth crotch and a crackless arse. Unlike Aren's red briefs, this green underwear had taller legs, covering the entire thighs before black cotton would follow. If that wasn't enough, a thin black cotton tail formed on the bottom of Heinrich's back, a black cotton ball forming on its tip. This tail started wagging, demonstrating not only its mobility, but also Heinrich's inner excitement at the conversion.

Heinrich's shins grew into another big soft ball of black cotton, before turning his feet into green socks, with his toes fusing together and a black paw pad print on the bottom.

Heinrich had a similar reaction to Aren's on his new underwear critter body. He enjoyed the cozy feel of his thick black cotton, and was glad to give up his genitals for it.

Aren and Heinrich both hugged Nekko, their blank faces nuzzling her's. Nekko rubbed both her hands on their null arses, one for each, causing both Aren and Heinrich to shudder as the sensitivity of their body got to them.

The continuous rubbing caused Aren and Heinrich to cum... but no sperm came out this time. Their crotches weren't even stained either. However, Aren and Heinrich weren't concerned about that.

The fact that there was no cum to clean up made it easier for the 3 of them to cuddle.