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Pandora's Box: Part 3

By Misstresschange

The world went black only for a moment as Jenny phased through the wall separating hir apartment from the one adjacent. When shi reached the other side, shi was met by an apartment that matched the same layout as her own, only mirrored. The place was haplessly cluttered with all sorts of trash and knick-knacks including empty beer cans, cannabis paraphernalia, pizza boxes, sports merchandise, video game posters and cases, and a ping pong table littered with assorted solo cups obliviously once laid out for a game of beer pong. The mess made hir apartment look completely barren in comparison.

Shi turned hir head to see the two roommates lounging on either side of their sofa. The one on the far side of the couch was named Jake, the other one, closer to hir, was named Cole; she knew this from the one time they had introduced themselves to hir and Mark when Shi and Mark had first moved in. Other than that, shi had seen the two a few times before in the hallway, always with the skunky odor of pot following them. While the two dressed differently and had different hair colors and facial structures, they both had the same body type: average yet sort of toned, typical of males in their early 20s whose lives revolved around smoking weed and sitting in front of a TV.

It was apparent that hir new powers were working as they should. While shi could see hirself as clear as day, the two boys must have had no idea shi was even there or shi would have surely been spotted. Shi waved a hand-paw in front of the TV's flat screen, just to make sure; after all, they were probably stoned if the smell of the place was anything to go by. They might not have even noticed

"My, my," Shi said to hirself. "These powers are incredible. I can do almost anything I want!" Shi giggled maliciously, so many thoughts and ideas of what to do raced through hir mind. Shi snapped back to the task at hand, refocusing on the two stoners before hir.

Shi stepped over beside the couch they were sitting on and turned to face the TV. Curiously shi watched the show the other two had their eyes so glued to. It was some cartoon of a grumpy scientist character and a wimpy boy in a yellow shirt running from aliens. The two on the couch would periodically snicker at the half improvised lines spoken by the characters in heated moments.

Jenny raised an eyebrow as shi looked back and forth between the TV screen and the giggling boys. Hir former self hadn't watched cartoons since she was in elementary school. The humor was lost on hir, finding it somewhat crude and childish for hir tastes.

"Interesting," Shi commented sarcastically to hirself. "If you boys are so enamored by your little TV show, why don't I...spice it up a little for you?" Shi spoke to them knowing they couldn't hear or respond. They burst into giggles at something Jenny had missed while talking mainly to hirself.

While they giggled away, Jenny sauntered over to beside the TV, placing hir hand on the corner of the forty-eight-inch flat-screen that stood on an old wooden stand the two must have gotten at a thrift store. Shi turned to face them, hir hand still on the TV.

"I've got something I think you two will enjoy watching a lot more than this," Shi smirked at the boys, channeling a small fraction of hir energy into the hand resting on the TV. With a hearty *wack!* Shi slapped hir hand on the top of its hard plastic case, causing the two boys to flinch a little in their seats at the sudden noise, their eyes going wide momentarily before their eyelids sunk back down halfway closed as they stared, mesmerized at what now displayed on the screen.

Their cartoon had been replaced by the snowy static that TV's lacking a proper signal typically displayed, although this was much different. The bits of 'snow' were all different shades and hues of blue, every type of blue there was, including blues that should not rightly exist. The boys stared wide-eyed at the hypnotizing patterns and colors, beyond obsessed by the on-screen display and the ethereal hissing that blared from the speakers.

The snowy static that had been buzzing chaotically around the screen began to move in certain patterns, forming spirals of blue snow that spun around each other, intersecting, drawing their gaze ever more into their hypnotic pull. The sounds emanating from the speakers were shifting along with the visuals, changing from a hiss to a hum of sorts. The hissing was soon playing second fiddle to the growing, pulsing humming. It filled the room, gently caressing the boys' minds with the binaural frequencies while their vision was blanketed with the all-encompassing, hypnotic imagery.

The rest of the world slipped away from them as they were lost in trance. Their bodies felt warmer, feeling swaddled by some unknown force. Jenny grinned and watched the two as they were helplessly glued to the screen, picking out the hypnotic patterns that vaguely reflected off their watering eyes, growing teary from their inability to blink. Blinking would mean depriving their vision of the beautiful colors and patterns that filled them with such harmonious sensations.

"What's the matter, boys? Didn't your parents tell you too much television would...rot your brains?" Shi chuckled and uncloaked hirself, knowing there was no need to hide hirself any longer, these two would stare at that screen for as long as shi wanted them to. Shi pondered about how to change them, what to change them into. Hir eyes widened as it came to hir. Skunks! They practically smelled like skunks already with all the weed they smoked. It seemed like the perfect choice.

With little to no effort, shi channeled more of her energy into the TV, intensifying the spell it cast on the boys. Transformative instructions were being written into their minds and the more they watched the stronger the magic's effects had on the two hypnotized lads.

Suddenly they both felt so much warmer, uncomfortably so. They felt far too warm in their clothes and they shifted in their seats as they continued to watch the mesmerizing screen. They needed to get their clothes off as soon as possible.

"So...hot...need...to...take...clothes...off," Jake said absentmindedly.

"Yeah...skunks...don't...wear...clothes." Cole said in response. Both of them were still staring forward at the screen. Then, in unison, they reached down to their pants. Jake undid the button and fly of his shorts while Cole reached into the waistband of his sweatpants and boxers. They both pushed their bodies off the couch by their shoulders, supported by the backrest as well as their legs. They lifted just enough to pull their pants and underwear down past their thighs.

Jenny's smirk crept into a grin as shi watched the boy's cocks spring free from their clothes, both of them hard as rocks. Shi flicked her tail as shi noted their sizes; Jake being only five inches and Cole, four, no longer big enough for hir, but shi'd make sure they would be more endowed. The two bent over to pull their pants and boxers all the way off, flinging them off their feet while maintaining eye contact with the screen, their eyes never leaving the swirling snowy patterns.

With their lower halves now naked, they had to remove the clothes from their upper bodies. Jake pulled on the top of his buttoned-up shirt until the buttons broke, one by one flying off his shirt and onto the floor and coffee table before taking it off. Cole had a much more difficult time. The poor boy was forced to tear his t-shirt off to prevent it from blocking the screen as he'd pull it over his head. The fabric of the shirt's collar finally gave way under Cole's crazed desire to never pull his watering eyes from the wonderful imagery before him, and the rest followed suit, ripping from top to bottom. He pulled the remains from his arms and tossed them on the floor with the rest of their useless clothes. Once they both pulled their socks off using their toes, they were left sitting there in the nude.

Tears streamed down from their eyes as their eyelids were no longer able to contain the volume of salty fluid. Their tears ran down their faces and onto their naked bodies and their mouths hung open. With their clothes discarded, the uncomfortable warmth became bearable, pleasantly even. This new warmth felt like they were both taking a nice warm bath together, or even nicer, a relaxing soak in a hot hub together.

Unbeknownst to them, Jenny's energy; being sent into them through the TV's screen and sound system; was changing their sexuality before it began changing their bodies. The boys could see themselves in the swirling cluster of snow. Both of them were just as they felt, soaking in a hot tub, naked together, very close to one another. They watched themselves as they subtly touched each other under the water; they subconsciously felt the touches on their skin as they sat on the couch, only furthering their enjoyment of the enrapturing show. Soon the two of them in the televised picture were all over each other, kissing and stroking one another. The two on the couch could feel every sensation as those in the TV and they lazily rocked their hips and moved their lips in sync with what they saw and felt.

Their cocks twitched as pre leaked down their shafts. Their eyes leaked like faucets as they hadn't blinked in several minutes. Their minds were being changed on the most basic level, adding the love of males and male body parts to their natural attraction. If Jenny had stopped the whole process right there the two would have pounced each other in an uncontrollable desire to explore their new feelings.

As they continued to watch the perceived erotic display their televised personas put on, their bodies began their physical changes. Their feet popped and creaked as they grew a little longer, along with their toes and toenails. Their hands soon followed their feet, the same changes taking hold. Their heels cracked as they shifted up their ankles, stopping almost halfway up their shins, leaving both of them with digitigrade legs.

These transformations brought new, amazing feelings that mingled and stirred with the warm sensations of trance and the erotic teasing of the homoerotic display playing in their minds. Their faces made a rubbery stretching sound as they pressed forward, growing into narrow, pointed muzzles full of sharp pointed teeth. Their noses flattened and tapered along, nostrils curling, joining their transforming, shifting muzzles.

The skin on their hands and feet started changing now. Black blots appearing like spilled ink then spreading across, covering their palms and digits, flowing to the tops of their feet and the backs of their hands. This black pigmentation spread up their wrists and worked its way up their arms, also spreading up their ankles and headed up to their knees. Black fur sprouted wherever the black pigmentation spread, following it, yet, leaving their hands and feet bare. The two boys sat, pleased grunts escaping their gaping mouths as they couldn't contain the intense sensations wracking their bodies.

"Jake...this feels...so..." Cole started to say.

"Good...yes...so...good..." Jake finished the other boy's sentence for him.

"These...changes...I feel...them..."

"Yes...need to...change more...must...complete...myself..."

"Then...then...we can...explore...each other." The two shuddered and made lazy, monotone giggles as dazed, open-mouthed smiles spread across their faces at the sudden thought of themselves exploring their soon-to-be new bodies and warped sexualities. Jenny chuckled to hirself wickedly.

"That's right boys, feel those transformations. When you're done, I'll let you have all the fun you want with each other." Shi took in a deep breath as shi felt the energy shi cast into the TV surge back into her, double-fold as the two boys radiated transformative energy. Shi felt herself grow just a minuscule more powerful and so too would her goddess.

The boys started to pant as the black coloration and fur spread up their arms and legs. It covered their shoulders and thighs, steadily growing over their bodies as they made absentminded sounds of pleasure. As the fur crept up to and around their crotches, furry sheaths grew around their hard cocks. Their cocks in question, shifted along with their new sheaths, growing longer, girthier, both of them stopping at an impressive seven inches, tapering off from its one and a half-inch thick bases to pointed ends. The fur covered their grape-sized balls as the last of the changes that would take place between their legs.

The fur spreading across their upper bodies joined the fur from their lower bodies in the middle of their torsos. The distinct white stripes of a skunk ran down their backs, appearing wherever the fur grew. The same happened to their chests and stomachs, forming a more solid, stripeless appearance. This forward patch of white continued on to their crotches, passing their man bits and covering their inner thighs.

The two let out small yips of pleasure; their cocks' twitching and leaking more beads of precum. They could feel a pressure building at the base of their spines and without thinking, they scooted forward in their seats to better facilitate the next transformations. The beginnings of their tails began to sprout from their tailbones, large plumes of black fur striped with white fur following. Their new tails grew out and up behind them as they sat, still staring at the mesmerizing screen before them, tears streaming ever more from their eyes, their bodies gently rocking in time with the pulsating, binaural sound waves emanating from the TVs speakers.

Finally, their tails had stopped forming, ending at five feet in length and being as wide as their bodies, mostly consisting of fur. The fur spreading across the rest of them was already making its way up their necks. The white fur on the front of their bodies stopped at their collarbones while the white, striped fur on their backs continued with the black fur. The fur ran up and over their muzzled faces, absorbing the tears that were currently trickling down. It ran over their new muzzles until it reached their noses.

Their ears, as if being carried by the newly sprouting fur, moved up the sides of their heads, their skin blackening and their shapes rounding out. Once the fur met the boy's hairline, their hair began joining with the black fur. Jake's blonde, shaggy hair and Cole's short, brown hair both turned black and more coarse as their hair became one with the fur, the white stripes from their backs reaching up over the top of their heads and joining together at their bangs. The two boys were left with new fur-like hair that matched the rest of their bodies perfectly.

As the last of the fur-covered their faces, their ears finished their travel to the top of their heads; their claw-like toe and fingernails turned ashen grey, finalizing their transformations. The two boys were nearly in shock at the ecstatic feelings they both felt as their bodies had transformed, although, unable to properly vocalize these feelings with their minds still enraptured by the overload of their senses. Jenny chuckled to hirself, knowing they were both hirs now and the goddess's too.

"Look how adorable you two are!" Jenny exclaimed to the zombie-like skunks before hir. "I know you'll look even more adorable when you're both butt fucking each other too." Shi gave them a wicked grin shi knew they couldn't perceive in their current state. Shi watched the two as they twitched in their seats, both their bodies and their cocks. They seemed hungry for release, both sexually and from their trance. The tones and visuals were reaching a resonance that their mortal minds wouldn't be able to handle. Even through their fur, Jenny could make out the tears still leaking from their blink-starved, red eyes. "Alright, enough of this, I think you two are ready to enjoy your new selves."

Jenny ceased transferring hir energy into the TV and while the two boys could handle the sudden snap back to reality, the TV and all its cheaply made components could not. With a blue flash, the TV's screen cracked, forming a spiderweb-like pattern from its center outward.

The two boys, now free from their hypnotic trance, ran their hands across their new bodies, feeling their fur, tails, and snouts; everything felt so unusually incredible to them, but at the same time, it felt so right. When the two were done checking themselves out, they turned to Jenny, who now stood leaning on the broken television while shi watched them. Hir arm was resting on the TV's plastic top, propping hir head up with hir hand. Now that they had enough free will to look around the room they noticed the sphinx and recognized hir as their mistress.

"Th-thank you, mistress, thank you for these gifts." Cole desperately thanked the sphinx, fidgeting his hands in his lap, hoping his vocalized gratitude would be enough for hir.

"Y-yes, thank you, m-mistress." Jake followed up Cole's appreciation with his own; also hoping it was adequate enough for hir. Jenny could sense this nervousness in them and wished to dispel such negative feelings.

"Boys, boys there's no need to thank me, the pleasure of remaking you is all mine. Although, if you wish to show your gratitude, your devotion, your...love for me. You could show me how much you love each other." Hir other hand left hir hip to gesture lazily through the air as shi spoke to them. "Go on, take a good look at each other, I'm sure you'll both see something you'll like." Shi grinned mischievously, waiting for them to inevitably fall for their soon-to-be discovered lust for the other.

Jake and Cole looked away from Jenny to gaze upon each other, being the first time they had done so since they had first been subdued by Jenny's hypnosis. The second the two boys laid eyes on one another their softening members sprang back to life, hardening, and twitching. Their eyes darted all over each other, discovering an attraction for the other that they never had before. One thing their eyes kept going back to was each other's stiff cock, and visions of all the fun that could be had with them danced through their minds. Jake reached out and ran his palm over Cole's shoulder, trailing sensually down his arm.

"Cole, your fur...it's so soft." He remarked as he watched himself stroke the other's arm. Cole lifted the arm outwards so Jake could get better access.

"Thank you, Jake, you're so sweet." Cole voiced his appreciation as he watched Jake's black hand stroked its way along his furry arm. Jake shuffled a little closer to Cole, stiff cock swaying as he moved. He wanted to be able to reach for his large puffy tail, his hand leaving the boy's arm to venture through the fluffy fur of his new appendage.

"Your tail is so soft too, Cole. It's so fluffy and warm." Jake's tone was growing more sexual now, the closer they got to one another the harder they were finding to contain their lust for each other. Cole reached out and ran his own hand through Jake's tail fur. It was his turn to shuffle a little closer to Jake. He let a giggle escape his throat as he touched his former friend's new tail.

"So is yours, Jake. I love how fluffy it is. Isn't having a tail so nice?" He asked sweetly. Both of them were sporting yearning smiles as they only began to explore their new bodies.

"I know, right? All of these changes, they're all so wonderful." Jake had scooted closer to Cole, his free hand started to run along Cole's furry thigh as he was now close enough. He looked down to eye up Cole's rock-hard cock as he pet him. Cole *murr*d in response to the new touch of his former friend; his hand left Jake's tail and scritched through Jake's shaggy head fur, making sure to get behind his ears. Jake giggled at the attention his head got from Cole.

"They are very wonderful, Jake, but do you know what's even more wonderful?" Cole asked, shuffling further towards Jake. The two were right next to each other now, outer legs touching. Cole brought his free hand to Jake's muzzled chin, lifting it and tilting Jake's head up toward his own. Jake's eyes were forced from Cole's cock to gaze into the eyes of his former friend.

"What is?" Jake asked, knowing Cole was about to make a move on him, wanting him to pursue him, to ignite the fiery passion within them both. His heart raced as they both looked longingly into each other's eyes.

"You are...brother." and with that Cole closed his eyes and moved his muzzle towards Jake's. Jake saw Cole make his move to kiss him and closed his own eyes, opening his muzzle to accept the others. Their tapered muzzles interlocked and their tongues met within as they embraced each other in a long-awaited kiss. Cole's hand moved from Jake's chin to caress his face while his other hand continued petting Jake's head fur.

As their kiss progressed from a sweet embrace to a lust-fueled make-out session, Jake's hand left Cole's tail to the small of his back, gripping his side to let him know how much he wanted him. His other hand crept up Cole's thigh to finally wrap his black, long-nailed fingers around that sweet, rigid member. Cole *murr*d again, into their kiss this time as Jake's hand began stroking up and down, jerking the other skunk off. He decided to eschew the affection he showed to Jake's face and return the favor, his hand trailing sensually down his chest, to his tummy, and eventually to his cock.

The two skunk boys ferociously made out, stroking each other's cocks while using their other hands to affectionately show their desire for one another. Jenny meanwhile, had been sitting on the TV stand, in front of the broken screen, watching them with smug fascination. Hir cock had started to poke out from its sheath as shi became aroused at the display the boys had been putting on for hir.

"That's right boys; show each other just how much you love one another. There are no boundaries anymore, go wild, fulfill your base wants and desires. Show your mistress and your goddess how devoted you are to us and let go. Love each other in every way you can think of." Hir voice grew in fervor as shi spoke, exciting hirself as well as the boys. Hir cock grew and grew from hir sheath and shi brought a hand-paw down to rub it while the other two lost themselves to each other.

Inspired by their mistress's words, the two boys doubled their efforts in a crazed display of carnal obsession. They practically attacked each other's faces, sucking each other's lips and tongues, twisting their tongues together, and licking the other's face and neck. In the brief moments when their mouths weren't joined, they panted and moaned softly. Their hands furiously cranking on the other's cock, both growing slick with pre as their orgasms drew closer. Jake's free hand had wrapped around Cole and his fingers played with his right nipple. Cole's hand ran down Jake's back, coaxing a shiver from the boy as it journeyed down to tease his cute little tail hole.

Jake moaned softly at the digit pressing against his boy button. He broke the ravishing kiss and breathed heavily against Cole's neck, propping his head against Cole's furry cheek.

"Brother...I need you so bad...I want you inside me." He panted out, his right hand leaving Jake's nipple to support his upper body on Jake's shoulder. His other hand stroked his new brother lightly as he awaited his answer.

"I know brother, I need you as well...turn around and present to me...I shall give you what we both desire." Cole hummed his answer into the other skunk's ear, making him shiver once more, this time, in enthusiastic anticipation.

Without hesitation, Jake broke their embrace. Their eyes met yearningly for but a second before the boy turned away from Cole, going for the armrest next to him. With his hands on the armrest, Jake propped his lower half up by his legs, raising his ass to face Cole, and with that, raising his tail to reveal his pink tail hole to him. He was looked back at Cole with a needy disposition, swaying his ass back and forth at him; he was the picture of submissiveness.

"Come and get me, brother, I'm all yours." His voice dripped with sensuality. He giggled at what he had just said, he sounded like such a slut. Cole shifted on the couch, turning towards Jake and also getting up on his knees. His cock twitched as he also anticipated the feeling of the inside of his brother's ass.

"All mine...I will claim what is mine." He said cravenly, staring at Jake's plump butt and tight hole.

"Yeah Cole, claim what is yours. Show mistress how you use that new, big cock." Jenny was full-on stroking hir cock as shi watched them, hir digitigrade right foot propped up on the coffee table as shi leaned against the cracked TV, pinning it against the wall with hir wings. Cole leaned toward Jake's bottom, grabbing the skunk's hips to pull him closer. "Yeah...fuck him Cole...make him your bitch of a brother in service to me and in the worship of your goddess." Shi was grinning ears to ears.

Cole spit a large glob of saliva into his hand and wiped it on and into Jake's tail hole. The submissive skunk *murr*d at the feeling of the fingers probing his hole and he wiggled his ass a bit, excited to receive his brother's member.

"A-are you ready, Jake?" Cole asked, his voice shaking with anticipation, holding his new cock before the other's hole.

"More than ready, Cole, put it in, fill me already." Jake arched his back, pushing his ass out enough to where his puckered hole rubbed on Cole's tip. Without another word Cole pressed forward, slowing cramming his stiff rod into Jake, the other boy's ass stretching as he was entered. As Cole forced his tip in, Jake moaned, both in pleasure and pain, feeling himself being forced open by his former friend.

Cole grunted and gritted his teeth as he pushed slowly forward, still, only stopping to pull back half an inch before pushing forward again. Jake growled and moaned as Cole filled him more and more.

"God, you're so big," Jake remarked, grunting as Cole got even deeper.

"And you're so tight." Cole retorted.

"Not for long," Jenny added, chuckling, clearly enjoying the show.

Jake let a particular whoreish moan escape his throat as Cole finally slid every inch he had into him. The moans only continued as Cole pulled out, stopping momentarily before pushing back in, coaxing a joyous gasping moan from the submissive skunk. His thrusting picked up speed as Jake's ass loosened and relaxed; a steady chorus of moans and grunts filling the room as Cole broke in his former friend turned brother.

Jenny had seen enough, hir insatiable libido flared up again while watching the two go at it and shi wished to take part in the rutting. Mark had given hir such a pleasing blowjob, yet, shi never got to finish in the lioness's mouth; shi had been more concerned with filling Mark's new pussy to do so. There was a perfect, wiling mouth ready to take hir cock right there in front of hir, moaning away as its owner got railed by his new brother. The Sphinx stood up from the TV stand, the TV rocking back into place once the space became available.

"You don't mind if I join you two? Do you? I don't want to...impede the fun you're having with each other." Shi asked as shi walked around the coffee table separating hir from them, folding her wings back. Shi already knew their answer.

"Y-yes mistress...please join us..." The two answered in unison, between, breathy grunts and moans. It was as expected. Jenny turned around the table and took a few steps before stopping before the moaning boy leaning over the armrest. Hir eight-inch leonine member bobbed in front of the skunk boy's mouth. Jake's tongue lolled from his mouth as he stared with longing in his eyes, drool hanging from his tongue and chops.

"So you'd both be perfectly happy if I throat fucked Jakey boy here?" Shi once again knew the answer as shi asked it.

"Yes, mistress...we are happy...to serve," Cole grunted out through labored breaths. Jake gave a more "subtle" answer.

"Yes...please mistress...I want you...I...need you." He panted out between moans. He looked ready to jump Jenny's cock, the musky scents of hir cum mixed with Mark's pussy juice assaulted his nose. Jenny stood there with hir hands on hir hips, the solid cusps of the golden chain belt hanging from them being pushed up by hir wrists.

"Very well my boy, then receive me." Shi stepped forward with a toothy grin and gasped in surprise as the boy's muzzle ferociously engulfed hir tip. Hir toothy grin only grew as the boy eagerly sucked and slurped at hir spiny cock, leaning forward as much as he could without depriving himself of the cock fucking his ass. He reached up and took hir shaft in his hand, trying desperately to get more of the fleshy rod in his mouth. He was in love with the taste of hir, tasting every flavor of Jenny's last sexual encounter mixed with hir leaking pre. Shi leaned forward enough for him to get half hir length in, hir left hand using the couches armrest for support while hir other hand petted Jake's head-fur in encouragement.

"Ahh, yeah, such an eager boy. So eager to serve and please his mistress." Shi quipped as he gladly sucked hir. He responded with an ecstatic *mmmmhhhhmmmm* as his mouth was too busy to talk. The noise he made only further delighted Jenny, shi closed her eyes and purred. Then, without warning, shi closed the short gap between them, forcing the rest of hir cock down his throat. Hir hand grasped his shaggy head-fur so shi could keep him in place as shi began to throat fuck the boy.

Jake gagged on Jenny's cock, tears pooling then being shaken from his eyes and down his face as he nearly choked on her. As uncomfortable as he looked, he couldn't be happier. He rode the two of them as they rode him. He felt like such a whore, such a slut, and he loved every second of it.

"Such a good boy you are, Jake, taking both of us so well. It's like you were born for this." Shi petered off as the sensation of Jake's mouth and throat massaged hir. Cole spoke up through ragged breaths.

"I'm...a good boy too...right mistress?" He asked, jealous of the attention Jake was getting from the one they served. Jenny lazily opened hir eyes to see Cole vigorously fucking away at Jake's skunky ass. Shi watched him and while shi was more impressed by the effort of the boy under hir, he was a crucial part of this threesome and deserved praise all the same.

"Of course you are sweetie, giving such sweet pleasure to your new brother, and receiving such pleasure as well. You know exactly what to do to make others feel so good, you're a natural and will do well in our new world to be. Such a good boy, indeed." The two of them kept working Jake over like a cock sleeve. Cole added a satisfied moan to the symphony of gurgles, moans, purrs, and gasps at the words of praise.

"Thank you so much, mistress." He couldn't keep back a lustful growl as Jake's ass clenched on his member. "I...I'm gonna cum m-mistress." Jenny gave a particularly loud purr before answering him.

"Me too, boy, we should cum together all three of us. Won't you boys love to cum along with your mistress?" Hir silken, ethereal words flowed into their ears, pushing them over the edge with their caressing, otherworldly tone. Shi needed no answer.

Their whole bodies tightened as they entered the blissful throes of orgasm. Jake let a muffled, rumbling moan vibrate around Jenny's cock, sending her over the threshold into ecstasy. His ass clenched tight in pulses as he had the most powerful climax of both his old and new life, shooting spurt after spurt of jizz all over the couch below him.

Cole tilted his head up and his eyes rolled into the back of his head, joining his brother in the most powerful orgasm he had ever had. He moaned a long, loud, grunt of a moan as Jake's ass gripped his cock expertly while he exploded into his brother's ass, painting his insides white, still thrusting into him with abandon.

As Jenny came, shi clamped hir eyes shut and roared a mighty roar, baring hir sharp, leonine teeth. Hir white, hot, sphinx cum erupted from hir cock and blasted straight down Jake's throat, filling his stomach as much as Cole filled his ass. Hir first orgasm from being serviced orally, not soon to be hir last. Shi took in a deep, relaxing breath as she felt their sexual energy flow into her, adding a piffling portion of power to her god-like being. It revitalized her, washing away all if any, fatigue she should have had from their coitus.

As the mind-rending sensations of pleasure faded away, the two on either end of Jake withdrew from the boy. Cole pulled his cock slowly from Jake, a stream of cum flowing from the submissive boy's ass, and down his legs and crotch. Cole let his new body fall backward onto the couch, leaning on the opposite armrest, using his big fluffy tail as a cushion. Jenny slid hir large shlong from Jake too, glistening with cum, the excess globbing down the boy's chin.

Jake desperately gasped a lung full of air, only now realizing how long he had gone without oxygen. He coughed as some of Jenny's cum was sucked back into his windpipe.

"Careful little one." Jenny doted as shi brought hir hand from the couch to his throat. With a light touch of hir hand-paw, the cum in his throat was gone, changed into thin air, relieving the boy of his rough, gasping cough. "There you go, all better. You did so well, Jake." Shi looked down at him lovingly and the skunk boy looked up at hir, still teary-eyed.

"Thank you, mistress. T-thank you so...much." He was holding back tears of joy.

"Oh no, thank you boys so much. You both took to your new selves so well, you will fit perfectly in our goddess's new world." Both of hir hands pet and caressed Jake's head so soothingly; he had closed his eyes, enjoying her touch.

"Can... it be...my turn?" Cole asked, still trying to catch his breath. He spread his legs, exposing his asshole to hir, insinuating that shi could fuck him right there if shi so desired. Jenny released Jake from her caress and started toward Cole. Shi pushed the coffee table out of the way with her foot-paw, sliding it across the carpeted floor with ease. Shi took the few steps necessary to stand before him, hir hands on her voluptuous hips. Shi looked down at him, a neutral look on her face. Cole looked up at her, pleading with his eyes like a puppy dog.

"No," Shi replied bluntly. Coles face and posture sunk in sudden disappointment. "Unfortunately I have others to attend to. They too must receive their gifts. You do deserve something though." Jenny leaned in closer to Cole, hir softening cock getting near his disappointed face. "Lick me clean, boy, it may not be what your brother received, but it is something." Cole's face perked up a tad and he leaned in toward hir glistening prick.

"Yes mistress, thank you." He said before going to town on hir with his tongue. He worked his tongue and mouth over hir member, lapping up every speck of cum that hadn't squirted down Jake's throat. One of Jenny's hands left her hips to pet Cole's head as he cleaned her off.

"Good boy. Don't you fret, I'll be back eventually to fuck both you boys, once this entire building has been remade of course. All will know me sexually, in every way possible, and you'll be the first." Cole finished all he could, Jenny's cock coated in saliva but free of semen. It began to recede back into hir sheath as another part of hir body screamed for attention. "Now, If you boys will excuse me, I have a whole apartment building of people to transform."

Jake had rolled onto his back while Cole had serviced their mistress, watching them lazily; spent from the toll his new body had taken. Jenny pulled away from Cole, whose upper body and head followed hir momentarily, as if caught in another trance. Jenny turned to leave them, heading towards their apartment door. Shi tussled Jake's head fur as shi passed. "If you need someone to fuck you, Cole, you have a willing partner right in front of you."

Jenny snapped her fingers and Jake bolted upright on the couch, his cock at full attention. He felt energized and renewed, and so did his libido, powered by his mistress's energy. The two skunks looked at each other, knowing in absolute what the other wanted. Without a word being uttered, Jake pounced the other skunk, leaning over his body and joining his muzzle in a sticky kiss. Cole kissed him back and let out a long moan into the other's mouth as Jake entered his behind, sliding into him easily; Jenny's magic snap loosening him up.

The two began a bestial rut, their kiss ending as to properly vocalize their pleasure with moans and grunts. Jenny chuckled softly to hirself, knowing those two would be fucking each other for days on end. It was just the way shi liked it. Shi phased through the door and into the hallway. Shi could hear Mark moaning through the door across the hallway in front of hir. The ferocious growls accompanying Mark's whorish moans meant the lioness had succeeded in changing the man who lived there into her second attendant.

Shi turned down the hallway to the two last apartments on that end, shi could hear the commotion of a gathering going on in the apartment beside hir former neighbors; plenty of mortals to be given the gifts of change. As shi sashayed down the hallway toward the noises of people conversing, the ache coming from hir pussy deepened. Shi had been ignoring hir poor, original parts since being changed. Shi nearly drooled as shi thought of what to do next, the building becoming nothing but a sexual playground of creativity for hir now. Shi purred to hirself.

"I'm definitely giving one of them...an extra large cock."