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After sending Kaleb out on his mission to convert the school, Kalis set out to grow his pack even more. He set his eyes on the prison just outside of town. It was in a remote location, nobody cared about these men so nobody would be missed. Kalis felt it was too risky for him to travel to the prison himself, not with the hunters watching, he needed to send agents in. He called the warden over for a visit and looked at who he was planning to send to prison.

Alex had a rough life. He was orphaned young and had to survive on the streets by himself. Alex stood about 6ft and lean, due to his lifestyle it was hard to get a good meal. He had shaggy brown hair and olive skin. He was out breaking into a car when he was arrested. He was processed and put in a cell to wait until he was sent to prison. It didn't bother him, this wasn't the first time he's been there. This time it was a little different however as his cell doors opened and two officers told him the chief wanted to see him. They led him through the station in handcuffs and threw him in the office. What greeted him was no man. Standing behind the chief's desk was a towering black wolf. Standing at 7'5" with hulking muscles Alex was speechless. He tried to turn around and run out but he ran into the officers that brought him there. Falling to the floor he could see the offers smirk and look back at him with inhuman yellow eyes.

"Ah Alex, thank you for coming. Why don't you have a seat" Kalis said while reading over his file. The officers pick him up and sit him down in front of the desk. "I know this must be a shock, but we do have something to discuss so do get on with it."

"Are you going to eat me?" Alex asked, shaking.

"Haha no, nothing of the sort." Kalis replied. "You're here because I wanted to give you a choice. You've been on your own for so long, learned so much, survived doing whatever you can. I want you to bring that wisdom to my pack. I am offering you a chance to join my family. You'd become my beta and help expand my family. You'd be well taken care of, gain power and respect, and I promise you're going to have a lot of fun. What do you say?"

Alex was quiet for a moment. He was tired of the rat race, living on the street, fighting drug addicts, wondering where his next meal would come from. He couldn't live this way forever. He also was sure this monster wouldn't just let him go if he refused. What's one more missing homeless person and if he controlled the police there would never be justice.

"Alright I'm in. What do I need to do?" Alex asked.

"Just sit still and I'll take care of the rest." Kalis answered as he walked up and bit him. As the teeth sank into his skin suddenly it all made sense.

Warden drove into town at the invitation of the new police chief. He said he had something important to discuss, but didn't want to do it by phone. It was a little odd, but it is always good to know the people feeding his prisons so he made the drive over. He got to the station and was directed to the chief's office where they shook hands and exchanged pleasantries before sitting down. Warden was a little older in his 50s, white hair starting to take over. He kept in great shape, believing if he ever got into an altercation with a prisoner he would want to be able to take care of himself. Standing at 6'3" and strong as an ox he was confident he could take down anyone who wanted to pick a fight. Eventually Kalis stood up and looked out the window behind him.

"I am sure you're wondering why I asked you here today. As much as I enjoyed the conversation I must ask you for a favor. I have someone that is very close to me going to be staying in your prison, I'd like you to watch over him for me." Kalis said in a stern tone.

"Of course, I'll help any way I can. Who is it?" the Warden asked.

Kalis turned around and pressed the intercom button and said "Send him in".

Warden turned his head and saw two officers walk in with a 7 ft olive colored werewolf with bright yellow eyes. He had an athletic build and was proudly flaunting his fully erect 10 inch dick. Arms up and bent behind his head shaking his hips to give the warden a show. Warden was speechless; he'd never seen something so crazy before in his life.

"This is my beta Alex," Kalis said. "I want you to help him when he's inside".

"What the fuck..." Warden finally spoke as he got up and started backing away from the wolf. He bumped into something furry and felt pressure on either side. Looking up he saw a towering black wolf holding him before quickly sinking his teeth into his shoulder. .

Kalis ripped off the warden's clothes and forced him over his desk. He could see white fur begin to sprout and a little tail beginning to form as he lined up his cock. Without warning he thrusted in, causing a loud wince from the warden. With each thrust Warden grew larger, muscles swelled, hands expanded out and sharp claws grew.

"Yeah that's a good boy, grow for your Alpha." Kalis said commandingly.

Warden's body obeyed as he continued to pack on muscle. The desk began to creak due to the weight of the wolves. Alex, no longer content with watching, walked up and slapped his dick across Warden's face telling him to open up. With all these new sensations and feelings he couldn't deny the request. Alex started to face fuck him as his mouth expanded and became a muzzle allowing him to swallow more and more of his cock. As his ears shifted to the top of his head Alex grabbed them and thrusted hard. With a howl they both came filling the Warden up both holes causing Warden to cum creating a puddle under the desk.

Pulling out, Warden was able to get up and they were able to get a look at the new wolf. Standing 8' 5" tall, Warden was a titan among wolves. The wolf was packed with muscles, biceps the size of small boulders. He was still hard with his dick now at 16 inches and as thick as his human arm. His chest bulged out creating a shadow over his 8 pack. He was pure white with golden yellow eyes looking back at his new Alpha.

"Mmm, you're incredible." Kalis said with lust in his voice.

"Thank you Alpha, I am glad my body pleases you." Warden responded.

"Oh yeah you're perfect" Alex said walking up feeling up his abs. " You're nipples are at the perfect height for me." He said as he started sucking and nipping at his nipple causing Warden to moan in pleasure as his dick started to rise. Suddenly Alex started coughing and spitting something out. "Milk?!" he yelled in shock.

"Hmm, that's a surprise," Kalis said, taking a lick. "It's very tasty, it may be of some use for your mission. Now look at me. You are my beta, you are an extension of my will. You will go to the prison with Alex and you two will convert everyone into my new army. Do you understand?" Kalis asked.

"Yes Alpha." Warden said.

"Good, Mason and Johnson will accompany you as well. They'll be your new guards. They're my beta's as well but this is Alex's and your's mission. You make the calls." Kalis explained. "Now, let's have a little fun before you have to go back." He said tweaking Warden's nipple making Warden moan and a stream of milk squirt out.

Warden got back to his office late that night. He would have gone home, but he had to start on making plans on how he was going to complete his Alphas wishes. This time of night all the office staff are gone, it is just the guards and prisoners normally. However when he got in he noticed his assistant Ryan still working. Ryan was a slim guy who had been working under the Warden for years. He was openly gay and the Warden had caught him a few times glancing his way.

"Oh hey Warden, you're back," Ryan said. "I was just finishing up a few things. I knew the deadlines were tomorrow and when you didn't come back right away I wanted to make sure we didn't fall behind."

"You're such a good boy Ryan, good boys should be rewarded." Warden said as he walked right up to him and drew him into a deep kiss. Ryan, initially shocked, returned the kiss. They broke it off and quickly started to remove each other's shirts. Ryan started to explore Warden's upper body, starting kissing down his neck and teased his nipple. Warden moaned approvingly, encouraging him to continue. Ryan started to nibble and suck Warden's nipple until he felt a splash of something in his mouth. He tried to pull away, but Warden quickly grabbed his head and forced him down on it, shooting more milk into his mouth. Panic set in as Ryan tried to pull away, but was no match for Warden's new strength. The more milk he consumed the less he struggled as his protests came to an end and he eagerly drank more and more milk. The milk was the best thing he has ever tasted. He could feel a heat radiating throughout his whole body. Warden no longer had to hold him and began to transform into this true form. Warden could see him start to grow white fur along his body. His pants began to fall off revealing a new tail. As he continued to drink he grew larger, mouth filled out and became a muzzle, ears morphed to the top of his head. Warden began petting his new pup softly telling him he was a good boy. With Ryans transformation finished he released the nipple and with a moan came hands free, cum running down his leg. Ryan took a step back and got to look at himself. He was definitely a runt. He grew a little to 6'3", white fur across his whole body. His dick was a short 6 inches , but his ass was something to admire. His muzzle was not even as long as the other wolves he's seen.

"What a pathetic wolf you turned out to be," Warden scolded, causing Ryan to blush and look away. "You won't fit into Alpha's plans, I mean look at you, you're a sissy! You'd be better as my cock sleeve than going out and trying to turn any of these prisoners." Warden pondered that for a little, the thought started to arouse the Warden. "Hmm yeah a cock sleeve. You're not a fighter, none of these office staff can handle that. I'll make you all my cock sleeves. You'll all exist to just pleasure your daddy." He started stroking himself thinking of his harem of sissy wolf sluts. "Mmm yeah, all of you worshiping my cock and sucking on my tits." The idea was turning Ryan on too, fully erect trying to use his thighs to rub against his cock. "Come here pup, let's get to milking. We have to share this with the rest of the staff.".

Alex was brought in the next day in cuffs. Pretty standard procedure getting his finger prints, collecting personal items, and getting fitted and assigned a cell. He got acquainted with the prison and soon everyone was called to their cells. Walking in he met his cellmate.

"Oh you're a cute one. When the lights go off we're going to have some fun." The cellmate said menacingly.

"Oh you have no idea." Alex replied with a wink.

As soon as the last guard walked by and the lights turned off Alex grabbed his cellmate with inhuman strength and pinned him. The roommate tried to yell out but he grabbed his mouth so only muffles came out. He quickly bit him, shredded his pants, and began to fuck him. Alex was finding it hard to fuck and keep him quiet at the same time. It wouldn't take long though before the changes start taking hold. Once he saw some brown fur poke out and his muscles start to expand he stopped his thrusting and leaned in.

"I'm going to release you. Do not make any sound, no howling, no yelling. Do not try and get anyone's attention. Do you understand?" Alex asked quietly, removing his hand.

"Yes sir." the cellmate replied, almost in a whisper, and Alex resumed the thrusting as the transformation continued.

With the transformation complete Alex pulled out and shot his jizz all over the new wolf letting him know his place causing his cellmate to come on the floor.

"That was hot," Alex heard the voice and turned around to see Mason standing there bulge straining against his pants. "Almost as hot as when Alpha turned you, almost." he said with a wink.

"You're always welcome to join in." Alex said, smacking his dick against his thighs to give him a show.

"Nah, you know Johnson is my mate. Plus you know you can't handle me." He said with a smirk. "Now stop fooling around, get ready for the next cell" Mason said unlocking the door. "You two got work to do.".

Johnson hated this prison. The quicker he could fulfill his Alpha's plan the quicker he could get back home with Mason. Another fight broke out in the cafeteria and Johnson rushed to break it up. Once again Jack was causing trouble. Jack was an enforcer for one of the prison gangs. He was constantly getting in fights and doing the dirty work for the gang and Johnson had enough of him. He grabbed Jack and cuffed him.

"You little shit are on my last nerve," Johnson spat. "Maybe some time in solidarity would do you some good.". He walked him over to the solidarity cells and uncuffed him. Looking both ways, to make sure nobody could see him, he quickly bit Jack and threw him in the cell locking the door. 24 hours go by and Johnson comes back. He opens the slot at the top and looks in to see a pair of yellow eyes staring back. "Do you know your place now?" He asked.

"Yes sir" the wolf responded.

"Good, here are some new clothes. Change back into your human form and act normal until ordered. Turn your cellmate at lights out, but be quiet. Nobody can know the truth."

"Understood. " Jack said with a nod.

Tim had been a guard for the last year and he was running late, again. He rushed into the locker room and got changed before running to his post. Once he sat down pretending to be there all day he heard the new guy Mason tell him to report to the Warden. Performance review he said. He can't afford to lose this job, how would he take care of his son? Ever since his wife died he had been his sole provider. Escorted by Mason they get up to the Warden's office. Strangely the office workers are nowhere to be found. Mason holds the door to the office open inviting him in. Tim takes a few steps into the office before suddenly feeling a sharp pain in his shoulder and thrown down to the ground into the middle of the office. Looking up instead of seeing the Warden he saw a hulking white wolf being worshiped by 8 smaller white wolves. It took 3 to handle his massive dick, 1 licking each ball, 2 sucking his nipples, and the last one was worshiping his bicep with his nose right in his armpit. Tim wanted to be disgusted but the more he watched the more he was enthralled. He was so enthralled he failed to notice his own changes. Brown fur began to sprout as his muscles became larger. He instinctively started to undress as pressure built as a tail began to grow. Claws started to dig into the floor as his face began to push out. The only thing he could think of was this magnificent wolf in front of him. He was almost jealous of these wolves worshiping him. His body started to crawl towards him. He came up to the Warden's dick and shoved the other smaller wolves away.

"Are you ready for your performance review?" the Warden asked.

"Yes Daddy." Tim responded.

"Good, show me what you can do." Warden said.

Kyle was new to prison. An innocent man sent there by mistake was waiting for his appeal to get processed. This was the first time he was allowed to take a shower and he was dreading it. He knew all the stories, the last thing he wanted was to get raped. He was handed his soap and allowed in the showers. Him and 10 others began to turn the water on and began to wash up. Kyle was frozen in fear standing under the water. He didn't want to expose himself to anyone there. He suddenly started to smell something like a wet dog. He refused to look around though. After a moment he felt a clawed hand wrap around his shoulders.

"Hey handsome, you look lonely in this shower. Do you want any company?" The mystery voice asked in a deep seductive tone.

Kyle blushed hard and grasped the soap so hard that it popped out of his hands and landed on the shower floor in front of him.

"Uh oh," the wolf said. "Aren't you going to pick it up?" He asked with a giggle.

Kyle then heard footsteps and turned to see that he was now surrounded by 10 wolves. He started to scream before he got tackled and bit. As the transformation began his resistance faded and he now welcomed the spitroast he found himself in and began stroking the dicks of those watching and waiting for their turn. That shower ended up being the best one of his life.

It has been a little over a week since their mission began and they had made great progress with almost all the guards and a little over half the prisoners converted. Warden had gotten a call from his Alpha telling him a situation had arised and they needed to finish up quickly. Knowing exactly how to end it, Warden made a call for everyone to meet in the yard. Prisoners lined up while guards surrounded them. There were lots of confused voices asking what was happening. Suddenly a giant white werewolf appears above the balcony followed by several smaller white wolves.

"Today we complete the conquest of this prison! Show me your true forms, go out and convert the last ones. Share this gift with your neighbors. Show them the pleasure of serving the Alpha!" The Warden roared.

Suddenly the guards and most of the prisoners started transforming. The ones who had yet to be converted tried to run but with nowhere to go and were quickly caught and bitten. A massive orgy soon broke out while the Warden stroked himself. Knowing his Alpha would be proud of him.

Soon Kalis came by to inspect his new army. Walking into the prison he was greeted by Mason and Johnson in their wolf forms. Kalis quickly shifted once inside and was guided to the yard where his troops stood at attention. There stood 500 wolves lined up in a rectangle with Alex and the Warden facing the outside facing the rectangle. All different colors and sizes are no longer divided by race or class, all united in the singular purpose of serving their Alpha. Kalis moved along the front row groping a few wolves' muscles and cocks causing them to cum on the spot.

"Very nice, great work you two," Kalis said with a chuckle. "They will be great soldiers. I will start to send equipment over where we can begin to train them. We must be prepared."

"Thank you Alpha," the Warden said. "There is one thing. With your permission of course I would like to keep a few wolves I turned as my own pets. It seems my milk converts humans into wolves, but they are weak and soft compared to if we bite them. These sissies are no warriors and I would like to keep them to breed." Warden pleaded, gesturing over to the white wolves.

"Your own harem of sissy wolf sluts?" Kalis questioned. "I guess that would be fine, though I may need to test them out myself sometime." He said with a chuckle. "Don't get a big head about it though, remember you lift your tail for me.".

"You're always welcome me or my sluts Alpha." Warden said, bowing his head.

"However a situation has arised and we are needed back in town. Alex, Mason, Johnson, pack up. We're going back to the station. Warden, you look after the pack here. We will need everyone soon enough." Kalis said.

"Yes Alpha." They said in unison. They all started to move and prepare for the next step.