Spreading Transformation - Part II - Redux

Story by poweron on SoFurry

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This is an almost complete re-write of part two of my spreading transformation story. I wasn't very happy with how the original came out so I really bolstered the details and even sprinkled some plot and backstory in there. There is a ton more transformation, sex and generally dirtiness in this version so I hope you all enjoy!

If so are so inclined let me know what you think should happen for part 3! I am always open to ideas. Oh and be assured some new characters will be entering soon :)

PS: I intend to bring the first part of the story up to snuff with a similar re-write sometime in the future so dont judge it too harshly (yet) in comparison :)


James was walking down the hallway at school. His lanky frame moved ungraciously as his backpack hung loosely off his narrow shoulders. He spotted Sarah up ahead in the hallway talking to some friends. He began day dreaming of her and walked straight into the back of one of the football jocks. The guy didnt take all too kindly to being bumped into by a nobody like him. Before he could apologize he felt himself hit the lockers, hard. His head was ringing. Sarah had turned around to see what all the commotion was about and was looking straight him over the shoulders of other gawking onlookers.

The jocks were saying something to him but he couldnt concentrate on the words. He could only hear his heart beat thumping in his chest. His heart was speeding up faster and faster as it began to feel like was having a heart attack. At the same time he felt ashamed that Sarah was seeing him like this, his face turning red. Suddenly he realized as had an erection, there was no earthly cause he could think of for it in such a situation but it was there anyway. Despite the inevitable pummeling he sure to take he couldn't make it go down.

Unbeknownst to him thick black curly pubes were quickly falling out of his crotch as a tan fuzz began to spread in its place. He was so itchy downstairs. This wasn't what he should be concentrating on! He had to move, to escape. Soon the bullies noticed that his pants were beginning to tent from his growing erection. They laughed and sniggered as he attempted to cover himself. While they preoccupied with their jokes at his expense he made a desperate dash out of the gathering crowd. Luckily none of the jocks followed him, they got what they wanted already.

He ran and ran, as he sprinted through the school he couldn't stop thinking about Sarah in the back of the crowd, her eyes wide as he was accosted so brazenly. Soon he found himself looking at the door to the old bathroom at the far end of the school. Nobody went there anymore, hadn't for years. This wing was under renovation and was closed off to students, he had only a foggy memory of the turns he took that led him here. However, he knew he would be safe here. James entered and shut himself into a stall near the end of the slightly dusty white tiled room. A primal heat began to spread from his crotch to everywhere in his body. He felt like his insides were being ripped apart and reconfigured. Suddenly he has a flashback to that night with his sister. No....no it couldnt be.

He groaned as he collapsed backwards onto the toilet. His erection was getting fully hard, his pants straining against his malehood. A small wet stain forming at the tip of his column as his shorts began to filter his pre into a quickly growing glob. He felt harder than he ever had in his life. He was breathing hard and raggedly as he attempted to force his cock down by pushing the quickly wetting fabric to the sides of it. If he could avoid touching it, maybe it would get better. A small voice in the back of his head knew better. The glob reached critical mass as it pearled through his shorts, it's clear round sphere broke, pouring it's contents down the front of his pants. "Ohhhhh....I...I...need to wash this out" he moaned as he experienced both panic and a still growing arousal.

James stood up shakily, it took him a couple tries as his legs felt like jello. He stumbled forward as his right leg gave out for an instant. His face felt so hot and sweat was pouring down the small of his back. He balanced his head against the stall door. His pants felt so tight, his throbbing erection rubbing against his soaking underwear. Without thinking, like his hands were under another beings control, he began to unzip himself.

Reaching into his now loosened pants he pulled out his penis, it's head glistened with pre and bulged bigger than he had ever seen it. "Ahhhhhhh......" he moaned as his penis began to convulse. James's heart rate was going through the roof.

Without warning his bones began cracking and reforming, he was growing taller. His back ached as new vertebrae were added and the existing ones grew larger. James thin legs convulsed as they stretched and grew as well. Soon he was looking over the very stall that he had his head up against just moments before. His body stopping just shy of seven and a half feet tall. His head just inches from the low ceiling. He gasped as he looked down, everything was so far away. He felt vertigo and began to grow dizzy. In a haze he fumbled for the stall lock. His hands were too high off the ground to reach easily, his arms hadn't experienced the same growth the now impossibly lanky teenager experienced in his torso and legs.

As if to answer his need his body began to grow everywhere at once.

His shoulders cracked wider and wider as golden fur pushed out of his clammy skin. His neck grew immensely as it formed a muscled triangle connecting his new broad shoulders to his neck. His arms lengthened and grew bulkier, muscles the size of watermelons tensed and grew underneath now fuzzy skin.

His legs failed him completely as they cracked audibly and became digitigrade. James fell back onto the toilet and hard. The pain sent ripples up his body, his head throbbed as a full on headache assaulted his temples. His erections ache worsening at the same time. Almost ready to pass out, his massive frame slumped forward, his face slamming hard against the stall door once more. The headache was excruciating, it felt like his brain was being hit with a jack hammer. He barely noticed as his face began to push out into an equine muzzle. Taking his teeth with it, each one distorting and growing huge and flat, right at home in a horses mouth. His ears migrating quickly to the top of his head as they stretched and grew into two large swiveling horse ears. His nose flattened and became huge, topped with two huge nostrils.

He screamed as the stretching pain coursed through his skull. "It huh... Hurts I... It hurts!" he bellowed through his reforming and distending head. His eyes pushed slightly apart as his head finally settled on a long thick equine muzzle. With that he growth stopped, the jackhammering abated completely. Memories began to flood in. He remembered what happened with his sister in her room that night and it was happening again.

His big eyes rolled in their sockets as true panic gripped him. He tried in vain to push his face back into its human shape as he cupped his huge nose, but it was no good.

His panic was quickly being replaced by something else, something that had been no more than a whisper before. It was lust, carnal and primal it began to eat at his consciousness, it was getting harder to think straight. He wanted to get out of here, out of this small toilet stall. But his body had more pressing needs.

He felt his briefly ignored shaft throbbing more violently. Heat throbbed through it as it was saturated with more blood than it had ever held. His penis was halfway past his belly button, its shaft was thickening and straining with the beat of his heart. It wasn't the only thing straining, his balls were throbbing in tandem with his engorged penis. Still confined to their constricting cloth prison they were pressing painfully into his pants. Their throbbing round outlines unable to break free. His zipper drawn down as far as it would go, but it stopped just above his family jewels. His growing thighs had torn most of the of the shorts legs to shreds but its crotch stubbornly refused to give.

His balls were getting larger, pressing the remains of his shorts outward as his penis thickened and lengthened over top of them. Soon his balls were so big that they began erupting out of the legs of his shorts. Their smooth hair-covered spheres peeking under the seam of the abused pants.

The zipper and crotch of his pants finally gave up the ghost. Rupturing with a not unsubstantial amount of force his rugged shorts broke in two down the middle to release his huge package. His balls dipped into the water of the toilet as they were freed. Their pink skin began to blacken and tighten as what remained of his curly black pubes shed off his crotch en-masse. On queue his hips grew wider and wider to allow his huge balls to rest between his throbbing, shifting legs.

His unconstrained penis pushed outwards as it's huge head flared and flattened, ridges forming around the perimeter of the head, the whole thing engorged with as much hot blood as his growing body could provide. A thick layer is skin enveloped it's base, forming a thick sheath of flesh. He was paying so much attention to his growing, straining package that he neglected to notice that his whole body was now covered in a layer of smooth tan fur.

He massaged and masturbated his aching cock. His right hand playing with the huge head, eliciting globs of thick pre, his left hand smearing them along his length. The overpowering lust has almost full control of him now, the person known as James Fisher was the whisper now. The more he stroked and tweaked the more his body was flooded with strong new hormones and desire.

He barely noticed as his fingers thickened and lengthened, each sporting a thick black nail more like a hoof than a fingernail. His whole body tensed and relaxed, tensed and relaxed as his body took on body-builder proportions and beyond. His stomach spasmed and clenched as a six pack emerged from his gut. His calfs tightened and released, wiry veins feeding and strengthening them as they made themselves pronounced under his thick furred skin.

James wanted his balls out of the toilet water, even as their immense heat warmed it substantially. He could feel them splashing below his heaving form and greatly disliked the sensation. He propped his broad muscled back against the toilet stall's cold wall as he lifted his body off the cracking porcelain commode. He was suddenly jerked down as the top of his balls grabbed and hooked onto the narrow toilet seat. His swollen scrotum stretched fiercely as he jerked upwards trying to free his testicles from their plastic toilet seat prison. After a few hard jerks he was free but he toilet seat came with him. Snorting in frustration, he gripped the thin plastic collar that surrounded the bridge between his family jewels and his penis and ripped it in half with no more effort than tearing paper.

While he was down there his large hoof hands explored. Grabbing his huge balls he took a moment to marvel at the equipment he now sported. They were big enough that he could barely get each huge hand around them. He squeezed and unconsciously nickered as a huge blast of pre cascaded out of his shaft onto the floor, mere inches from the door to the stall.

While he was working his virile balls, his shaft pushed and spasmed larger and larger. Fueled by his attention, thick veins fed and pulsed just under his tightly drawn cocks skin. Soon he had a foot and half monstrosity swinging proudly in front of him. A thick median ring forming at its halfway point as his shaft thickened and lengthened to its final fully erect length at a fully epic 19 inches. Like a damn being broken through, his tree trunk sized tool begin leaking pre like a faucet. Its continuous stream of lubricant made splatting sounds as it pooled and dripped off his flared head.

Without thinking, which he wasn't doing much of at the moment anyway, he grabbed his huge penis and pulled it towards his chest in an attempt to lick it with his large craning head, but it was too large and become too stiff. It flew out his hands and its head slammed into the stall door. The impact sent a shudder down his penis and he felt his huge balls tighten in his massive black scrotum.

Just then James heard the door open to the disused bathroom.

"James, are you in here?" Sarah said cautiously, she didn't want to enter if she didn't have to. The old construction wing of the school freaked her out, she didn't want to be here longer than she had to.

Sarah's voice retrieved the small part of James still able to function in the huge hormone addled brain of the seven foot horse hybrid he had become.

"I can't let her see me like this" was the only thought he could get through the horniness.

He quickly hid his head behind the divider as best he could. Only the top of his flowing mane was visible, which was quite a feat for such a large creature. He drew his large hoofed feet up as far as the small stall would allow. The toilet groaned as he added his full body weight to the already substantial amount of horse already sitting on it. Since he ripped the seat off the hard ring of porcelain had to take the brunt of him as its smooth surface began to crack as it struggled to cradle his enormous body. His penis was dipping below the stall door as he contorted himself, his flaring and pulsing head becoming more and more visible as it sank below his torso. If he had been in a more clear state of mind he may have noticed, but this was all be could manage at the moment.

"James, that was really mean of them, I wanted to say...I wanted to say...that I am sorry for the way they treated you". Sarah said to the bathroom as a whole, she didn't want to step too far in.

"James?" she asked again, slowly, entering the old boys room a step at a time.

She began to turn to go and then she heard rustling and what sounded like heavy breathing. What she thought was a faucet slowly dripped somewhere deeper in the bathroom.

"James? Is that you? Are you ok? You don't sound good" she said as she rounded the privacy corner that led into the men's bathroom proper.

She looked around, there wasn't anybody there that she could see. Then it hit her, the unmistakable musk.

It assaulted her nose like a wave crashing against the beach, it's acrid but also sweet aroma filled the air of the bathroom. It smelt, almost...animal. She had grown up on a farm for a number of years in her youth and the smell reminded her of the smells of rutting season in their old barn, but also different, more sweet.

She approached the men's stalls cautiously. Slowly she scanned the stalls, the one on the end caught her eye as she saw something dark filling the otherwise light gaps between the dividers. Then she saw him.

It took her more than a second to process and even after that she stood there in shock as to what she was seeing. Her jaw slackening into a gape and her eyes widened.

A huge drooling horse penis, or what looked like one. It's pink flared head pulsing and straining as it's large gaping urethra spilled lubricant down its broad face onto the floor. She had found the source of the dripping.

It had to be a joke, it had to be! She reasoned, but as it swayed and leaked there was no doubt that it was real and by the looks of it, attached to something big. She wanted to scream, run, but that musky scent somehow was trapping her, even seducing her. Like in a dream where you can't move as imminent danger approaches, she was frozen.

The thing behind the stall door began to move, broken prices of toilet clattered onto the floor behind the jutting penis. Two enormous dark hoofs landed with a crack as they touched down on the hard tile floor. A column of fur with two points on the top rose from the top of the stall. The leaking cock rising out of view with it.

The stall door was slowly, almost carefully, broken off its thick metal hinges. The creature that emerged was beyond big, it was absolutely massive. She finally was able to back away, at least a few staggering steps as the creature came fully into view.

She was confronted by a giant man-horse with a shockingly large erect horse penis. It had the head of a horse on top of a massive, muscled, human-looking torso. Its enormous thighs leading to powerful legs ending in massive black hoofs. It was strange of her to notice given the circumstances, but she saw that it's eyes were the same color as James. They were filled with a strange mix of emotions, but the one most pressing was soon apparent.

Before she knew it the hulking horse man was only steps away. So close she could feel his hot breath on her face as he exhaled.

James was struggling, it was taking all his self control and will power not to dominate and rut with Sarah the second he smelled her enter the bathroom. The lust-maddened parts of his mind smelled a female to mate with and sire foals. He held it back with all of his might. If only she would leave! He couldn't control himself much longer. Her deeper intrusion into the bathroom was quickly narrowing the outcomes that this could have.

"Sharhah...Sarah....donth...dont scream" he forced out of his new thick horse mouth. His tongue felt too large for his mouth and his lips didn't move quite right. He was quickly getting the hang of it but he had other worries and urges to worry about at the moment.

"Youh...havth to go, you hath to go now!" He bellowed, his voice booming louder and stronger than he had intended.

Sarah was in a mix of shock, panic and confusion. Small tears were running down her eyes as she was confronted with what she now knew was James, or whatever was left of him.

Maybe it was the fear or shock or the fact that she had feelings for James, giant horse or otherwise, but she stood her ground, as shaky as it was. Sarah got her first really good look at him as her determination to stay allowed her to focus.

He was muscles everywhere, his whole torso something any body builder would envy. Massive pectorals leading into a chiseled six pack. Arms covered in huge throbbing muscles, fed by thick sinewy veins. His body was covered in fur, predominately tan with a white star or just over the bridge between his eyes. His crotch was almost entirely black excepts for the mottling on his erect tree trunk of a member standing to attention in front of him. She gasped as she saw his huge swinging pendulous balls attached the massive rod, they were the size of grapefruits and jiggled and convulsed as pre poured out of him and he edged closer to her.

Before she knew it he was on her, his huge penis smashing up against her torso. Its flaring head poking her ribs just below her pert A-cup breasts. She gasped and inhaled a lung full of his musk. His strong pheromones pervading her entire respiratory system.

He couldn't stop the beast he had become any longer, it edged closer and closer to her, his every thought trying to stop his advance. It was no use, he smelled her womanhood and his heartbeat and throbbing organ led him on.

He pushed his cock forward into her blouse, it's giant head smearing pre all over her midriff, it's pungent sweet liquid soaking into her clothes. He pushed harder as his cock arched upwards, climbing up her body as it reached and parted her modest breasts.

Sarah's mind was getting hazy now, the musk was starting to effect her cognitive abilities. The horse pushed it's huge rod up past her breasts right to her face. She was now face-to-face with the gulping and convulsing urethra that was providing so much lubricant that its streams ran down James shaft, onto his balls and splattered onto the floor below. An equally copious river diverted and flowing down her chest, her face became red as she felt the heat of it, it felt like nothing she had ever experienced before.

"J...James is that you? Are you..are you in there" Sarah weakly asked, her eyes pleading as she faced him.

James was losing all control to the beast. He couldn't get his mouth to move for a reply. His plea for his body to stop, push Sarah out the door and return itself to normal were long distant. Almost all that was left was James the rutting animal, the insatiable horniness and the desire to mate.

He managed to bellow "I cant...I cant hold it in!!!" as he felt every muscle in his huge body tighten. His penis felt like a column of granite and his balls drew up close to his groin. He grabbed Sarah's arms with his large hands and pulled her against him. He began to furiously hump her torso with his huge meat as he rubbed her against his sensitive organ. He could feel himself getting close. His massive orgasm building.

She was being used as a masturbatory toy for this giant horse thing. The pheromones were starting to effect her as feet of hard horse flesh rubbed against her. James's musk had lit a fire inside her that she didn't know existed. He was very close, pre was splashing everywhere as he jerked and ground against her. Soon her face and his broad spasming chest were wet with pre.

He felt like lightening was erupting from him, his eyes saw flashes of white as he felt everything tighten impossibly and then release. He came and came as the orgasm rolled over him. He gripped his Sarah tightly against himself as he did. His huge convulsing balls slapping her torso as his cock unloaded what must have been a gallon of his thick ropey seed.

His cock continued to gush wave after wave as some ejaculated as high as the ceiling, others finding their ways to the walls and his lovers face. For the better part if a minute he came at full strength as his massive balls unloaded their seed. Soon his ejaculates were down to a mere spurt as his cock continued to dry heave and convulse as his orgasm began to fade.

He finally released her as he spent himself, his cock still throbbing continuously as it pushed the last remains of his load out of its gaping urethra. It was almost big enough for a person to put two fingers down comfortably but James's were too big now and Sarah had other problems.

She had thought he would never stop, she felt his first wave traveling up his rock hard shaft but didn't expect the torrent that proceeded it. She didn't remember horses on their farm ever being this productive. But this wasn't her farm and this wasn't her horse, not by a long shot.

His broad hands had held the small of her back while he came. He wasn't rough, he almost held her like she was something to be revered, even as he was grinding a spewing horse cock against her. It didn't much matter though, as she was blasted by wave after wave of scalding hot cum. The ones that shot at her face both choking and causing her skin to burn from the virile heat of the semen. Sarah gasped for air as she struggled to wipe her face clean to breathe. By time he was done she looked unrecognizable as cum matted her hair and been slathered and sprayed all over her torso.

She began to feel hot all over, it wasn't just the burning sensation of the cum, it felt much deeper inside. Her shirt and short skirt beginning to slip off her shoulders and waist respectively from the sheer weight of all the globs of rapidly congealing horse cum that coated her.

She moaned long and increasingly sexually as an insatiable horniness began to intrude into her thoughts.

Sarah's breasts were the first thing to begin to change as she slipped off her feet and landed on the floor with a thud. She hardly noticed. Beneath her cum-laden and sagging top, her bra held her normal perky A-cup breasts. But now her nipples stood at attention as her breasts began to heave and balloon outward as if they were being pushed from the inside. She looked downward and gasped as her cleavage began to deepen and deepen.

Sarah's heart was beating fast now, sweat was beading everywhere including the chasm between her breasts. Her heaving breasts felt ready to burst, the skin encompassing them racing to catch up to her growing breast flesh. Her breast felt so tight and firm even as they grew out and out, pouring over the edges of her silk bra.

Her breasts weren't the only thing to get her attention. She felt the heat rising in her panties. Her lips were wet, beads of her sweet lubricant ran down them as she felt herself get wetter than she had ever felt before. Her insides were on fire as things began to swell and move. Somehow she felt her ovaries growing larger, more fertile as they produced more eggs, her uteran walls thickening, her fertility doubling and then quadrupling. Her vagina began to convulse, but not from orgasm. It was something else, something she had never felt before.

"Ooooooooohhhhhuu.....huuuuhhhh...,huhhhhh" she moaned as her cunt began to burrow deeper and deeper into her, it's walls strengthening and thickening as they slavered lubricants out of her pussy lips. She small cute pussy was leaking like a sieve. It felt cavernous enough behind those small pinks lips to drive a train into. Her cervix now deeper inside of her than any human man could reach. She was losing all control of herself as the heat in her head and body intensified.

Sarah massaged her pussy through her sopping wet skirt and panties as best she could. She couldn't penetrate herself more than a little bit as the fabric held out, even soaked with cum and her own juices as it was.

"Ohhhh my gaaawwwddd...what's...huuuughhhh... happening to me" she moaned as the lust redoubled and intensified. She clawed frantically at her nethers, scrambling to push her her sticky garments off. As she struggled with the stubborn clothes her pussy was not inactive. Her labia, still convulsing and winking open and closed beneath its sopping wet prison began to thicken and slaver more of her lubricant into her panties. They thickened so much that her flat, petite crotch began to push out in a small dome of twitching muscle. Her labia smacked open and closed with force, pushing lubricant out in euphoric waves while also inviting anybody or anything to penetrate them. Her labia continued to grow as her opening widened and thickened, consuming her crotch. Her clit stood at attention and throbbed as she stimulated it pushing her clothes down. Every touch was like electricity, making her moan uncontrollably. She just couldn't get her pants off, her brain wasn't working and her hands were too busy groping her heaving chest and sopping pussy.

Her body helped her out as her hips began to widen enormously. She was never very curvy, her frame always rather lanky and flat, but that was quickly changing. Her widening hips were pushing her skirt and panties down better than she could in her lust addled state. Soon in tandem with her ministrations her pussy was free! Her garments nothing more than curled, wet, torn things wrapped around her knees.

Sarah's hands delved to it ravenously, rubbing her new huge firm lips with her right hand while stroking her clit with her left. Every stoke of her labia was ecstasy, her clit made her feel indescribable, her whole body sparked every time she rubbed or massaged the now pencil eraser sized nub on the top of the slavering monster between her legs. It was too much, it was overload, even for her sex crazed state, she had to stop. As she massaged the quivering lips her hands began to wipe away the thick bush of black hair that covered her foreskin and entrance. Sticky hairs covered her hands as she was left with a perfectly hairless pussy, its growth and ministrations even more obvious without her pubes to get in the way. She wiped off her hair covered hands on the floor, wiping steaks of her lubricant in wide arcs.

Her vagina didn't like the lack of attention and began to convulse even more frantically, her now huge labia winking open and closed faster as the river of lubricant streaming out of her visibly doubled. Her leakage pooling onto the floor, soaking her writhing butt thoroughly in the slippery sweet liquid.

Sarah finally was at the limit of what she could do on the outside of her sex and she needed more, so much more. With a lustful determination she made the plunge into her depths. Her hands coaxing past her thick slavering gatekeepers as she pushed her fingers and then her whole hand into her self. She gasped in as much surprise as arousal as her crotch greedily swallowed so much. Her walls grabbed and plied at her hand. Her scalding juices pushing up against her wrist while she dived her hand in and out of herself. She attempted to stroke her inside walls but they were convulsing too badly. All she was doing was feeding her body something far too small to fully satisfy her now insatiable lust and this greatly annoyed her hormone flooded mind.

While Sarah was writhing on the floor, growing and changing James was still riding his massive orgasm. His eyes dulled over as the ecstasy continued to wash over him in heated waves from his crotch to his finger tips. In this orgasmic daze he also slumped onto the floor across from Sarah. His cock began to deflate as it continued to convulse dryly. A small trickle of pre mixed with his last dew ounces of cum dripping out of the mammoth organ as it snaked its way back into his sheath. As the head of his cock finally disappeared into its dark wet enclosure he passed out from a mixture of exhaustion and bliss, his large horse head slumping against the wall.

Sarah was too in her own world to care or even notice that James had passed out. Her whole body shook and tensed as she wordlessly gaped. She was coming she could feel it building and by the way her body was reacting it would be big. Her hand jerked out if her swollen vagina as she arched her back. Her head thrown backwards as her raging pussy and heaving breasts were thrust into the air. She was no virgin but this was all beyond and level of pleasure she had ever experienced. Her whole body was filled with liquid fire. Everything felt like a erogenous zone. She was just on the edge of orgasm but her body was holding her back.

"Haahhhh!!! Uhhhhhh!!!! Why can't I..can't cuuummm!!!!" She practically screamed as she was stuck between ecstasy an pain, her back still arched in anticipation. The small bits of her mind that were fighting against the sexually crazed beast she was becoming were shriveling to nothing as her body began to go into overdrive.

Her vaginas ministrations sped up again, her fluids forming a small river down her taint into the crevice of her raised butt. Her breasts were heaving and throbbing faster, she hadn't noticed how much they had grown or how much pain her extremely tight bra was causing her.

Then everything stopped.

She felt her whole body clench like a fist. Her vaginas walls ceased their ministrations as they slapped shut hard, sealing the flow of her lubricants like a dam. Her beasts stopped heaving on the inside relieving some of the pressure in her chest. She could feel her breasts were greatly overwhelming her bra to the point of that the cups of her small silk bra had become mere pasties on her huge bosom, covering only a small area around the aerial, doing nothing to lessen the visually pronounced state of her nipples. The strap of the small bra digging agonizingly into her back.

Then it began happening. Her body was ready, her mind was another story. The parts of her left didn't want to become like the horse that had just ravaged and cum all over her.

"Naauuughhh.. I won't become....huuuuhhhh a ... Huhhhhorse!" She screamed as she was stuck in an ever increasingly painful state of expectation.

As if to answer her ears began to lengthen and move to the top of her head as her eyes rolled in her head. The pain mixed with pleasure was too much, her mouth wordlessly gaping. Soft white fur began to sprout and spread over her shaven labia. The fur accelerated like fire over her body, quickly coating her soaking thighs and her cum covered stomach. Soon her whole lower body was covered in a soft layer of thin white fur, even her gargantuan boobs. She screamed as her face was covered in the stuff and her long white ears finally moved into position above her head.

Pressure, pressure everywhere. She couldn't think, she couldn't react as her body filled with an enormous pressure. Tears ran from her eyes as she began to black out. But no, her bodies adrenaline was growing more potent and brought her back from the brink.

The pressure began to take physical form as all at once all over her body. Sarah's breasts began to grow once more, the huge melons finally reaching the limits of her bra as it snapped forcefully and flew in an arc into one of the nearby stalls. Her massive mammaries bounced free from their silk prison, amazingly pert for their voluminous size. They were covered with white fur just as the rest of her was and peaked with large throbbing pink nipples.

She didn't notice her boobs being released as her full attention was on her painfully expanding face. Her nose was getting further away as it was on the end of a quickly developing muzzle. Her nose began to reshape to a pink triangle as whiskers grew out of her cheeks. Her whole face pushing out and out as her teeth filled the new space, her frontmost ones becoming a large set of bucked teeth. Her eyes began to move slightly giving her a slightly wider field of vision but not substantially.

While all this took place her buttocks was a center of activity. Her flat featureless butt was being plumped and replaced with a much more voluptuous figure to match her extremely wide hips and hourglass figure. Fat built and built on her ass it took on a bubble shape, finding the perfect curvature.

Above the perfect womanly ass her spine was extending into a small tail. It's hairless form grew out of her by a few inches and immediately gained a giant tuft of white fur. It flicked side to side as her butt jiggled and tensed with the rest of her clenched body.

The last thing to go was her hands and feet. They all changed tightened and changed together, unbalancing her still arched form as she toppled onto her side. Her fingers formed small sharp claws and thickened. The white fur parted for large pink pads that erupted from her fingers and palm of her hand. Her legs began to creak and crack as they snapped and reformed into digitigrade. Her feet spasmed as they grew longer, her toes lengthening and thickening as her feet crunched into the equivalent of huge rabbit feet.

The creature twitching and tensing hard on the floor of the bathroom was nothing like the girl that had come into the boys bathroom to find her friend. She was now a creature capable of the purest forms of lust and sex. Her body would drive her as best it could to use itself every way possible to those ends.

Her body finally finished its thorough transformation as she felt her now long awaited orgasm finally come. She grasped at her massive labia. Their thick walls swollen to the extreme as her backed up fluids gurgled, sloshed and roiled behind the hard, sensitive, entrance to her sex. Her labia were hard as a rock as she clawed at them, massing their swollen exterior as her slit looked like a pair of pursed lips, only the barest hint of wetness to indicate the unfathomable wetness inside. They were closed as securely as Fort Knox, nothing she could do could get through. They would only open when her body determined it was time. Still she dug her hands against her crotch in a futile attempt to coax herself open. When her body finally reopened their gates with an audible "shhhloocckk", half a gallon of her lubricant spilled out of her all at once. She screamed, her hands quickly grabbing her bountiful breasts as she came. Her vagina now resuming its convulsing ministrations. She came again and again as her body released everything it had. Her legs kicked rhythmically out of her control as she orgasmed. Her love juice was now spraying out of her in powerful spurts, no longer a steam but a rushing fjord. Sarah's now huge paw hands gripped and tweaked her swollen nipples as her crotch took care of itself. Sarah was now a voluptuous six foot rabbit woman with an insatiable libido.

"Ooooooohhhh gawwwdddddddd" she moaned as her body continued to convulse and spasm as the aftershocks of her orgasm passed through her. As her orgasmic bliss began to ebb away like an outgoing low tide she felt at the same time both horny and fully satisfied. She rolled onto her back, breathing hard as she came down, and after a few moments began to struggle to get up.

It was like learning to walk all over again, nothing moved or felt like it was supposed to. Her chest felt heavier and but balanced and easily managed with her strong new muscles. Her body felt fuller, more complete as she jostled on her feet. Sarah felt entirely natural and at ease with what she had become. That is, until she saw her reflection in the mirror.

Staring back at her above the sinks of the boys bathroom was a huge white rabbit. Not just a rabbit, it was her. She staggered forward on shaky legs as she approached the mirror, tripping slightly. She reached out a furred arm slowly towards her reflection until her paw hit the mirror. As her thin but sharp nails clacked against the glass Sarah's stupor began to part as she regained a modicum of control.

Her face wasn't one she recognized anymore as she brought her furry hands up to her muzzle. She cautiously touched one to her face, her warm paw pads brushing against her whiskers sent a shiver down her spine. Her hands migrated upwards to her up-stretched ears. She grabbed them and stroked their length from base to tip. The unreality of the situation still protecting what was left of her mind from the realities at hand.

She withdrew her paws and looked at herself again. Her eyes began to gravitate downwards as she beheld her massive breasts. A tuft of thick fur guarded the entrance to the top of her cleavage. The breasts themselves were perfectly shaped and easily each the size of a ripe cantaloupe. Hanging firmly and pertly on her slightly broader shoulders, the massive globes pointing outward in almost defiance of gravity. Her puffy pink nipples stood to attention through the white fur that coated them.

As if her body could detect her eyes presence on itself her nipples began to puff up and turned painful. She moaned as she brought her hands up to her nipples as she felt something push through them with force. The pain diminished and was replaced with a steam of pleasure as hot thick milk was forced out of her epic mammaries. She moaned gutturally as her knees buckled. She tweaked and rubbed her nipples with her surprisingly agile paws, eliciting another small steam of the liquid from her globes. It felt so good, but she had to stop. If she didn't stop she couldn't know if she would be able to gain control again. Reluctantly she withdrew her now wet paws from her leaking breasts. Their flows ceasing as they lost her attentive paws stimulation.

Sarah resumed examining herself. Her eyes tracked down further, past her toned furry belly to her crotch. It was a thing to behold. Still totally soaked from her transformation and subsequent orgasm her mound stood proudly out of her crotch. Her labia now extended the full length of her groin, meeting a now almost finger-width clit peeking over her still glistening pussy.

She wanted to touch it, throw her hand into it once more, shove unspeakable things inside or do whatever else she could to pleasure herself. But she fought it, with every fiber of her being she willed her hands away from that waiting wet chasm between her legs. Sarah was strong willed and would not let what was happening to her body control her.

Sarah had been too busy examining herself to notice that James was awakening behind her, the giant horse beginning to move, albeit slowly from his slumber. Although her conscious mind didn't notice, her body soon did.

James slowly craned his groggy head up as he saw a white blur in front of him. He blinked his eyes a few times as he focused and became more awake. The blur came into focus.

Standing before him was a tall incredibly voluptuous, very female, rabbit. He surveyed her from top to bottom. From her long alert ears to her perfectly rounded and pert bubble butt. His eyes travelled down the length of her long and curvy back. He spotted the edges of her breasts, they were so large that they overflowed past her sides making there presence known even to him fully behind her. He caught only the merest glimpse of a massive mound peaking through the bottom of her lucious ass, its labia swollen and leaking faint drops of lubricant out of its wet fur. Trails of sweet liquid working their way down her legs. Her digitigrade legs were massive, with thighs as big around as small trees, terminating in huge strong rabbit feet.

As James analyzed and assessed the curves of the rabbit in front of him he felt a gurgling, radiating, lust in his loins. His penis was beginning to awaken once more. It quickly escaped its massive sheath as it swelled. By time he had finished gazing at her feet his shaft was fully erect and unable to keep itself upright as it collapsed in front of him onto the cold wet tile floor.

Her right ear quickly swiveled around at the sound of his man meat hitting the ground. Her hands, which had previously been exploring the various nooks and crannies of her new figure, remained in place, frozen as she turned around slowly. James eyes widened as he saw her face first. It was radically different but.. but it was still Sarah. He was surprisingly clear headed after his last orgasm, he could at least put together coherent thoughts, even if they had to be short and simple. This was one of his shortest and clearest thoughts of the night. "It's Sarah!" He knew it was her, here was no doubt. Even his broad horse nose was telling him by the scent of her wetness that this was his the same Sarah that had entered the boys room some time ago.

"Sarhah what happened to you?!" He got out with some difficulty although it was getting easier every time. He felt genuine confusion, he was missing so many pieces to the puzzle.

Sarah who was in control of a lot more of her mental power answered rather simply but distressingly

"I...huughhh.. don't know... It had to be, it had to be... it was your cum...it...it changed me" she sobbed.

Like a flash of lightning it hit him, he remembered his sisters transformative milk and lubricant. How he had become the horse he was today. His erection twitched as he made the connection, his flow of pre starting again at the barest recollection of that tantric night.

"I'm, I'm sorry Sarah, I didn't meant for any if this to happen. I..I..." He began to sob, his massive body shaking and heaving as ragged breaths escaped his massive lungs.

"I never wanted this, any of this" he cried as he gestured at his hulking body. Tears steamed out of his large kind eyes onto his still erect cock. He turned his head down, he couldn't bear to look her in the eyes anymore.

He withdrew as he felt something large and warm press against his head. It was Sarah. She was cradling his giant horse face as best she could. Her ample bosom pressing into his long muzzle. He then felt something he didn't expect. She leaned down and planted a small kiss straight onto his broad nose. He looked up at her with appreciation, he didn't deserve it, but he accepted it. He managed a smile as he gazed into her deep blue eyes.

Sarah could see he was in pain, and even after all both of them had been through, she still had feelings for him. The only problem is that the throbbing lust both of them were keeping temporarily at bay was mixing with her feelings for him. It was a dangerous and ultimately unavoidable connection. As far as Sarah knew there was only one other that shared her new affliction and it happened to be somebody she...loved.

So she kissed him, even that simple gesture, made out if kindness and forgiveness began to make her wet all over again. Her libido inflamed out of control as her body betrayed her pure sexless intentions.

She was losing again as she felt her body come alive. She began leaking glistening beads of lubricant down her matted fur. A small stream re-establishing its channel down her thick sinewy legs. She pulled away from him and began to cross her legs, almost frantically, trying to make it stop. It was too far gone already, her thick thighs pushing against her sex only made it worse. Her labia began to throb as her clit strained outward, peaking out of the top of her huge mound.

He was at first confused by Sarah as she pulled away from him. But he soon saw the problem plainly enough for even his limited state to process. She was bracing herself against the sink as she crossed her legs, furiously rubbing them together as rivulets of lubricant began to cascade down her thighs and onto the floor. He couldn't see her snatch but he saw her abdomen shuddering as her breath caught every time her pussy tensed. Her flow waxing and waning in step.

Her breathing was labored and raspy as her whole chest heaved, pushing her jiggling breasts up and down over her toned stomach.

He got to his feet in a hurry, he was on autopilot now. Between the smell of her need and his own throbbing desires he was at the behest of his instincts.

His cock accelerated upwards too quickly as it arced a steam of pre over the left of the wide mirror and onto the ceiling. It bobbed up and down as it's enormous weight and heft stabilized. His balls followed suit, jigging and slapping his cock as they bounced upwards, catching up with his accelerated movement.

He practically bounded to her, his body moving unnaturally fast for a creature his size. Within moments he was on top of her. James could feel the immense heat of her body against his as much as Sarah could feel his.

She looked up at his imposing figure with pleading eyes. The kind of plead she made obvious and quickly. Un crossing her rubbing legs she turned around and presented herself. Her legs extended out as she practically balanced on her sizable toes. Her butt high up in the air as she could make it. Her asses supple curves accentuated her throbbing mound just below. It beckoned to him and he would not, could not, refuse.

Sarah was always one of the smartest girls in school, but what she was doing now she turned her brain off for. She wanted him, wanted him so badly that her body shook in anticipation as he grew near. The heat in her belly couldn't be quenched in any other way. She wanted him inside her.

His cock was spewing pre, he rubbed it up and down his giant meat with thick hands as he positioned himself. He pressed his massive head against her lower lips. They sucked and winked around the tip of his head. Instead of entering her directly his cock swung up, pushing between her ample butt cheeks. His tip touching her twitching furry tail as he soaked its perky fluff in his lubricant. All the while her mound was trying to get purchase with the column of horse meat aimed in the wrong direction along its slavering length. He pushed himself towards her and his cock partially entered her perpendicularly, if only a few centimeters. She pushed her butt in kind so hard against his penis that it looked like an oversized horse cock hotdog smothered between two white jiggling cheeks. He felt her lubricant running down his length, the hot liquid filling the folds of his sheath at the base of his soaring tower.

"Uuuuuughhhh, do it, I....huhhhhghh oh gaaawwddd, need you" she moaned as she braced her shaking body against the cold concrete counter with her powerful arms. She couldn't take his teasing anymore. But he wasn't done.

He backed away, her ass cheeks slapping back together as he repositioned his cock straight on towards her throbbing crotch. She knew it was time and moved her legs apart further, opening her mound as best she could for him. Its wet depths exposed to the cool air as it invited him inside. But much to her mounting frustration his cock still teased her, slowly entering just past her swollen lips and then back out. She groaned lustily as her body pushed against the withdrawing tool, her vagina practically begging it to return. Her mound heaved every time he teased entry, trying its best to clamp down the elusive cock that she so craved. Every nerve of her body felt like it was being stimulated as his leaking head penetrated her just a little. Sarah didn't know if she could stand full penetration but wanted it all the same.

Then it happened, he began to enter her in earnest, slowly inch by inch his horse cock disappeared into her. She screamed, bracing her hands against the mirror, as James's cock simultaneously stimulated her clit and her sensitive inner walls.

She opened for him as far as she could, even so it was so tight inside her she feared she may tear. Sarah thrashed on the counter, her arms accidentally hitting the knobs of the sink closest to her initiating stream of hot water as another three inches went in.

For James it would be impossible to describe to anybody not in her. Sarah's hot wet insides were like something James had only felt once before. That memory was a muddled nightmare. This was a dream and he didn't want to wake up. His insatiable horniness flared up along with his throbbing erection. He thrust deeply into Sarah, the only girl he ever had a crush on at school, possibly he only girl he had ever loved.

Her strong wet folds massaged and jerked at his cock, stimulating everywhere at once. Her body was systematically and voraciously milking him for everything he had to give. His pre mixing with her lubricant made his intrusion into her womanhood possible. Every inch was a struggle as he pulled out with an audible "shhlorpp" and pushed his drenched cock in again, stretching and lubricating as they went. The incredible suction was felt by both lovers as Sarah felt her insides move and James felt his cocks blood being strained to the front of his cock. The deeper he pushed, the more of her lubricant seeped around her pinned labia, they tried in vain to close her passageway only to meet his massive throbbing girth. His large hands gripped her wide hips as he used her body for leverage to thrust into her.

Simultaneously Sarah ground those very hips against his cock as best she could. She couldn't see how much there was left of his maleness outside her, she hardly cared as she felt its giant flared head ramming deeper and deeper inside her. Every time James pulled out of her she pushed back against him urging another go. They synced up faster and faster as then began truly humping in rhythm.

He was getting closer to completely submerging himself into her. He had with some effort, gotten to the point that she could take his medial ring without too much friction. His whole shaft was on fire, thick veins pulsed and fed his cock as he thrusted over and over again. After what seemed like an eternity of intense love making and continuous stretching he finally hilted his 19 inch length into her. She took it gladly as his fiery foreskin slammed into her crotch for the first time since they started. His massive grapefruit sized balls slapped her abdomen as he thrust harder and faster.

Sarah had no words. All she could do was let our a never ending series of lusty moans as she was serviced by the massive horse behind her. And she could barely do that. His enormity was pushing and stretching everything insider her. Waves of heat cascaded over her, her face felt so hot, everything felt so hot. Her body jerked and milked his tool as she felt it going deeper inside her than she imagined possible. She wanted more! She needed more! Without thinking her legs moved tighter tougher to increase the pleasurable friction as his penis penetrated her. He was hitting all her pleasure points save for one, and he was getting closer and closer to it every moment. Her clit was raging, full of blood and extremely sensitive. It's thick nub being dragged across the ramming cock as James rammed her again and again. Every full caress by his cock on her clit sent electricity into her most sensitive area, spots into her vision and shudders down her spine. She could even feel it in her toes and fingertips as they spread and clenched in unison.

Her thick labia refusing to become complacent as the massive tool rammed her again and again. They rubbed and convulsed against him as he filled her. Their whole surface as erogenous zone.

She felt him slam into her backside as he finally sunk all of himself into her. In her sex addled state she actually felt pride that she was able to take all of him. Not to mention the immense pleasure that the huge column of flesh lodged in her was providing.

Sarah was breathing hard, she felt so full, so good. James was still thrusting into her but only withdrawing his massive mottled cock halfway before slamming it back in again. She felt like he was close, but not quite there. Despite he waves of pleasure that continued to cascade over her there was something missing. Something that she needed him to do. She didn't quite know what but she wanted consciously but her body did. Instinctively as James took his next thrust into her she pushed back against him, hard. Like a damn breaking, her vagina went crazy as his thick urethra and throbbing head met her swollen cervix. Her body began to double, then triple it's ministrations around his cock as it tried to get at the thick cum it craved so badly. She wanted to be bred, her body screamed for his seed, her hormones that regulated fertility going into overdrive.

James was surprised by the force of the so far mostly passive Sarah. She slammed her not insubstantial body weight against him as he took his most recent thrust. He felt himself hilt and then some, his head mashing up against and then opening up what he knew was her cervix. Even her cervix was ravenous for him, it's engorged gateway flaring and contracting around the tip of his penis.

He had been building up for a while, his balls clenching and churning in their sack waiting to be unleashed. His stamina would have let him keep going for hours at this rate but the sensitive nerves up and down his cock, not to mention his head had just awakened something in Sarah. Something hornier and lustier than anything she had done or exhibited so far. Her vagina was like a rippling vice of wet folds as it gripped and squeezed his whole length, coaxing with unknown strength his seed.

He would not disappoint her.

He felt his shaft harden like concrete, it's thick veins and sinew standing rigid and tight. His medial ring flared along with the ridges on the outer edge of his flat head locked him in. His urethra gaping and straining for what was about to come.

He reared his head and whinnied as his massive balls drew up in their right black scrotum and his body felt like it was filled with liquid heat. As Sarah was about to find out, it was.

She was in maximum sexual overdrive, her body frantically milking and pressing him for his cum. Her body was made for this and knew exactly what to do to make that happen, even with a stud as big as James was.

She felt him harden and almost impossibly get even larger inside her. His whole length thickening as it engorged with blood. She screamed and clawed at the faucets, her strong hands bending the metal spigot into the sink as she lost control of her faculties. His huge head swelled even larger along with his medial ring locking him into her. She could feel him right up against her swollen throbbing cervix. Time slowed down, she felt like she could live in this moment if sheer bliss forever. But before she knew it her euphoria was interrupted. It was worth it.

Rope after rope of steaming hot cum was forced into her, she felt like it would never stop. Pure liquid heat filled every orifice of her vagina, its primary destination was her cavernous womb as it was forced through her cervix by the firehose lodged firmly inside of her.

She screamed through her rabbit muzzle, arching her back as she faced the ceiling, her eyes rolling into the back of her head as she was filled. The pleasure was unimaginable, she was going numb from it as it overloaded her nerves.

What cum her body couldn't use or hold, through sheer pressure, was forced backwards as large snaking rivers of sperm. They worked their way around the throbbing shaft still firmly inserted into her, working their way towards her entryway.

James's second orgasm today was stronger than the first, stronger by far. Without a woman wrapping his cock in a hot wet vagina he was purely acting on his libido and lust. With Sarah it was ten times as powerful, his strong emotional connection with her making him even more productive and virile. He pushed more and more seed through his throbbing urethra than he thought possible. After the first minute he would normally be done if the last orgasm was any indication. But the combination of Sarah's convulsing spasming voluptuous body and the intense waves of throbbing please coming from his balls and cock set him up for a euphoria he could not easily escape.

He felt his cum starting to saturate her, every spurt became harder to push out like a cork had been put in his urethra. Like a second wind he began to push cum even harder into her, his balls throbbing mercilessly as they outputted the semen that Sarah has so desperately craved. His hands gripping her hips hard as he rammed himself as deep as he could into her, his cock straining hard. He felt a strange bloating around his still concrete cock. It felt like rivers of his own sticky liquid, they creeped closer and closer to the base of his tool. With his manhood locked into her he was powerless as his own cum began to leak out of her now stretched vaginal opening. The trickle ebbed and flowed as globs of his cum worked their way between her thick labia and his still ejaculating column of horse cock embedded in her depths. His eyes glazed over again as the orgasm continued to sweep over him. His only function was to keep servicing her. His instincts telling him to breed her, breed her so only she would carry his foals. It wasn't rational as she was the wrong species but the little of James left was powerless to argue. As long as the orgasmic fury that he was experiencing lasted he would breed her.

Sarah was overcome with the sheer production of her horse lover. Her insides were thoroughly filled and then some but still he came and came. She clawed at the sink as she felt her own orgasm flaring deep inside her. Her sensitive walls straining impossibly hard against his cock.

"AHHHHHHHHHHH, OH GAAAAWWWDDD" she screamed, her first coherent speech in some time, as her whole body came.

It wasn't localized just to her stuffed, cuming vagina, although what was happening there was strongest beyond a doubt. However, her beasts were having their own orgasm in tandem as her nipples thickened to almost an inch long as their sensitive tips erupted in steams of hot rabbit milk. They sprayed hard against the mirror and counter as they jetted steams of the sweet liquid out if her aching, throbbing nipples. She grabbed handfuls of her mountainous breasts, her hands grabbing hold of the enormous erogenous zone that surrounded her nipples. With her large furred hands losing her death grip on the counters she quickly lost balance and fell forward onto her ample boobs, smashing them hard into with her spasming hands. Her nipples doubled their production as they throbbed and ground against her fingers. They continued to spray ever growing steams of hot milk into her palms, her breasts rippling in orgasmic energy.

Her vagina tensed and released, hard, as she came. Sarah's over stretched walls struggling to clamp down as they had already gone to their limits and beyond. She screamed and jerked wildly on his shaft as the waves of pure washed over her. Her vaginas throbbing, sucking, milking of his cock slowing down but becoming more powerful as she released a torrent of her own liquids into her already crowded hole.

She had to get him out of her! It was too much! But at the same time she wanted him in, all of him inside her. Her libido still at full force compelled her to keep the cunning, throbbing shaft inside her. Her strong new hormones telling her body it was most fertile right now, that it needed him and badly. Even so the pleasure was mixed with immense pressure as she and her horse lover came hard together, her orgasm just a little behind him.

Sarah wasn't experienced enough in sex to know the female orgasm. She had used her moveable shower head to get close but it never felt right and she stopped before anything happened. She had only made love once before, her date had worn a condom so thick that it numbed all but the most rudimentary sensations of their union. She barely began to grow truly wet as he finished disappointingly before she had even begun. But now with James it was different, he had driven her over the edge and beyond. Teaching her about her body in ways she couldn't begin to comprehend, especially in her current mental state. He was also going to teach her that she was a squirter.

The constant flow of her already copious lubricant and his globs of cum was already forcing itself out of her contracting nethers. The viscous mixture dripping down the back of her convulsing legs and coating his pendulous balls. As her orgasm hit it became a firehose of love fluids. Her new orgasmic lubricant reinforcing its predecessor in sheer volume five fold as her vagina dumped the better part of a liter of the hot sweet stuff into her birth canal.

James was too much in a rutting trance to be surprised as the fluid coming out her splayed crotch turned into a torrent. It force smacked his substantial foreskin and base of of his cock with its before running down between the two lovers. The heat of it coating his already well soaked balls made them contract and release even more jism into her depths.

This went on for minutes as Sarah's body convulsed, spraying milk from her bosom while her thick agonizingly and amazingly stretched pussy forced their love juices out. Her muzzle parting as she panted like a dog in heat. Faint squeaks escaping her breathless lungs. Her eyes joined James as they glazed over in a haze of lust as her bodies orgasm played out. Her hands still weakly groping her engorged breasts as they continued to unload their milky contents all over the counter. Electrical fire continued to whip though her whole body as she was wracked with cascades of her orgasms energy. Not a single thought crossed her mind as she came and came and came.

A while later....

After what seemed like eternity they parted, less willingly and more from the fact that neither still had energy to stand. As James slumped back down onto the familiar floor his cock slurped out of her drenched folds with a wet, suction induced "schhhhlloorppp" as he withdrew almost two feet of himself from her. He stumbled backwards as the massive tool fell towards him, released from its glorious internment, it's still rigid length off balancing him as it slapped him high on his stomach. He toppled backwards landing in a pool of their fluids, ultimately coming to a stop lying on his back at the foot of the urinals.

Sarah was still propped up on the counter. Her face still in a expression of abject pleasure as it slumped against the mirror, the side of her muzzle dragging ever so slowly down across its milk covered surface. Her eyes still glazed and unfocused as her eyelids slowly blinked absently. Her breath running shallow and rough from her aching throat. Her almost nonstop moans and screams as she was serviced took their toll. Her breasts providing ample cushioning to her curvy torso as it balanced precariously on the counter. The thick nipples on each globe pressed into the wet concrete as her breast-flesh hid them from view.

Her legs were completely limp as they dangled loosely from her ravaged hips. They were in danger of disrupting the delicate balancing act her body had achieved if they moved even a little bit.

Between her legs her pussy still weakly spasmed as aftershocks still flowed through her cavernous insides. Her entrance still a dripping creampie of cum as her body steadily worked what she couldn't use out of her abused love channel. Her once raging, slavering, labia weakly tried to close over the gaping opening to her insides. Their cum drenched skin struggled and mostly succeeded in resuming their original shape. Her still partially open slit leaking a river of quickly cooling cum. Her labias lips de-engorged, their puffy over accentuated appearance slowly fading as they steadfastly resumed guarding her womanhoods' entrance.

Her all too swollen clit also was also draining its hot blood quickly. Its large finger circumference nub shrinking back to the size of a pencil eraser and slinking backwards, hiding itself between the top of her womanly folds. Sarah unconsciously moaned, quieter than a whisper, out of her still now slightly drooling face.

James's cock as experiencing a similar loss of engorgement as Sarah's mound. His penis began to slacken and begin its long journey down his stomach to his waiting sheath. It left a treasure trail of fluid on his stomach as it worked its way down, his thick urethra narrowing and pushing any remaining cum out. His flared head receded as the nodules that encircled the tip of his cock reduced to almost nothing but a small series of bumps. The massive balls attached to his shriveling cock ached as laid staring at the ceiling. Still coming down from his massive orgasm and he was still fully committed to the horse inside his head, James's eyes still glazed over. His libido driven brain forced his still quivering arms to grab his ball flesh. His massive hands could feel them gurgling and sloshed as they were already reconstituting a new batch of seed for more foals. With a loud snort from his ample nose he began to fondle them to alleviate the ache that was deep inside.

The huge grapefruit sized balls rolled and quaked in their tight black scrotum. His hands kneaded them like bread, barely able to push more than a few centimeters into them before hitting an iron like resistance. His balls and sack still were especially erogenous and his initial touch even elicited a small dollop of pre from his rapidly receding cock. James's hands switched to massaged them from underneath, rolling them back and forth in his sack like a pair of oversized billiard balls as they pressed against his thick scrotal skin. Their massive aching weight pulling his long, smooth and extremely sensitive perineum taught as he did so. He hardly noticed as his aching balls began to ache less as they swelled slightly, stretching his already tight sack tighter around the orbs as their reserves replenished.

Sarah began to wake from her orgasmic induced stupor. Her face ached as she withdrew it from the slowly drying mirror. Her ears rested flatly against the back of her head, even the muscles that held them upright were exhausted. Most of her steams having landed high on the mirror in front of her. Each touchdown releasing a network of white rivulets and tributaries which were still drying.

Unwisely she attempted to prop herself up off the mirror. Her bodies precise balancing act compromised as the weight of her posterior gained the upper hand. She began sliding off the counter, her boobs slick with milk and cum were providing no resistance save for her large rough nipples which squeaked as they were unwillingly dragged to meet the rest of her falling body. Her legs were no use in catching her, still weak from their love making they buckled as she tried to halt her descent. Her butt hit the floor with a thud as her ample cheeks jiggled and the cold wet tile met her still cum leaking mound. Much like her horse lover she quickly found herself on her back, the immense exertion of their love making session having taken it's toll.

She lied there for a time, just staring at the speckled ceiling. Her eyes finally clearing of the hazy lust-addled trance she had entered into near the end of their union. She blinked rapidly as the harsh florescent lights in the ceiling focused in her vision.

Unbeknownst to her Sarah's body was rejuvenating itself, preparing for more mating, more rutting, more everything. Lubricant and milk reserves gurgling and swelling as they refilled, preparing her. Her still huge breasts growing even larger as their milk reserves replenished, forcing her cantaloupe sized jugs fuller than they had ever been since she had become a rabbit sexpot. They towered above her face, like two furry pillows topped with inch long nipples as thick as her old human fingers. They were so big that they blocked her view to the sinks, all she could see when she looked down her chest was her massive furry cleavage heaving with every breath.

Sarah's vagina would require more work after her and James's joining. Cool air penetrated her opening easily as it still was stretched beyond its normal limits. Although she had no idea what normal was anymore. She moaned as felt like it could fit her whole arm inside as the cool air made every ridge and muscle nerve come alive inside her, if only for a moment. Her still weak legs cradled her cum leaking vagina as she felt a deep ache all through its length, deep into her body. The ache wasn't coming from pain, but longing.

The longing was just the tip of the iceberg of her simmering feelings. It led deeper to a kind of emptiness. After feeling so stuffed, so full, it was like she was missing a piece of herself. She wanted to feel her body filled with liquid fire, feel cum pervade every nook and cranny of her ovulating womb. Hear the obscene wet sounds as she was plowed again and again. She didn't know if was the libido crazed rabbit or the rational part of her brain thinking these thoughts and feeling these things, she didn't care. All her life she had been so dedicated to her books and grades but when she was riding the throbbing horse meat she felt truly alive for the first time in her short 17 years. She was experiencing everything at a heightened state and she didn't want it to stop, not ever.

Sarah moaned long and animalistically as the longing built slowly but powerfully and began to change into something more physically powerful. The simmering heat was flaring deep in her belly, she could feel it inside, caressing her with its tingling fingers. It worked its way down, down past her abdomen, her short fur standing on end as the heat moved under her skin. Her swollen ovaries pushing more eggs out as her coursing hormones told her body to increase her fertility. The heat lingered there for a moment before continuing on, its next stop was her gaping womanhood. She could feel pinpricks on her fuzzy labia as they grew slightly, closing the distance between their two slick lips.

The heat dove inside her like an invisible lover, flaring her sensitive nerves as her love channel suddenly squelched and spasmed. It was enough to expel the dripping remains of cum and lubricant past her quickly closing slit. s tightened and tensed as the fatigue sloughed off almost all at once. Her folds entrenched their currently stretched positions as they grew stronger and more able to take males of James size.

Sarah felt the tingling fire spread as it worked its way up her chest. She wanted this, wanted this so badly that almost by sheer willpower was speeding up the reinvigoration of her body. It swept upwards more quickly now. Sarah began to rock her head back and forth as she moaned through her cute rabbit muzzle. Soon the fire hit the base of her twin mountains, it lingered there for a moment and began to climb. Sarah wanted to have sex, lots of sex, in any position, in every way and with anything.

If was all she could think about as this tingling heat spread and coaxed her most sensitive and private regions. The heat was filling her breasts as it ascended to their peaks. Her areola tingled as small bumps made their presence known around the now fully erect nipples. The fire licked the nipple flesh for only a moment before diving deeper inside her now quickly heaving chest. She was breathing hard as she felt the deep desire building in her. Her insatiability was making itself known as strong hormones told her body what to do.

Her breasts, already refilled sloshing hot milk, felt the fire setting deep into their flesh. Her boobs ached inside, their great rising and falling mounds demanding release. The heat still building in them as she felt the pinpricks of lust, this now raging thing inside driving her senses numb. Her hands splayed on the tile to her sides, they gripped for purchase and found none. Except for handfuls of sexual fluids and smooth tile.

As the fire continued to course deeply through her body Sarah began to recognize what this was, it was heat, but not just any form of sexual heat, her heat. She was in heat! Sarah unconsciously gasped as she realized the situation. It all made sense now, her insatiability, her mind and bodies great desire for cock even after being thoroughly serviced. Even the inexplicable feelings in her normally nerveless ovaries. Somehow they relayed that she was ovulating and copiously, the back of her mind telling her that she was most fertile now.

Instead of pushing through the sexually indomitable feelings she embraced them. She wanted the heat, she didn't want it to ever end. With that simple thought the tingling heat began develop into the beginnings of a flame. Sarah had many new desires for her body, to be filled, to copulate with her lover, James, over and over. These feelings were much stronger and much more conscious than any hormone driven process could be, this was defiantly what she wanted, not just her body. Her growing readiness built. The insatiable libido was the simmering foundation but her heat and her mind pushed it to the sky.

The heat and the thought of James filling her again and again freshly wettened her vagina. She hear slapping sounds as she tilted her head behind her. Her large ears pushed apart on the floor as she did so. For the first time during her bodies rejuvenation she saw her lover and what a sight, even if she was looking at him upside down.

James huge balls were throbbing not just from replenishment of his seed but in a quickly renewing desire. They begged for release as they spasmed and shuddered in his tight black scrotal skin. The two massive orbs felt swollen and full, he could feel their reserves of potent seed sloshing around as they shifted positions. James scrotum tensed, pulling his virile orbs towards his crotch. They dragged roughly across the floor, as his sack released their weight rolled them back out between his thick thighs. He had managed to prop himself up against the wall between two dusty floor height urinals. Thankfully they hadn't been used anytime recently, although for James right now it hardly mattered.

Sarah's upside down head attached to her deeply heaving voluptuous body gazed lustily at his spread legs and the throbbing balls nested deep in his large crotch. A thin steam of drool existed the side of her mouth as she moaned in desire. Her thin rabbit tongue licked her long lips as she felt her body swell and her crotch began to leak as she imagined her hands, her mouth, all over their smooth throbbing surface.

James was moaning gutturally as well, balls throbbing hard with his heartbeat. His massive sheath began to heat as hot blood filled its thick walls. Its length jiggled and hardened as his balls just below the opening strained, their immense eight pulling at his erogenous sheath. James large sheath began to extend and harden as the giant slumbering inside ever so slowly began to awaken. Moving his large tensing hands up away from his balls they began to massage and caress the thick wet opening that guarded his maleness.

Soon his thick black nails found themselves penetrating into the wet hole. He nickered through thick horse lips as his fingers spread the thick wet flesh apart, exposing the head of his cock. Building heat throbbed through his loins. His massive stomach convulsed with his balls as he felt a shudder of his hot pre push up into his burrowed cock. Nestled in his thick wet skin his cock stirred as a large bead of pre formed from on tip.

Both hands now pried at his sheaths pliable opening as he grunted and moaned. He spread himself wide, his long flaccid penis just starting to come alive in its dark wet home. He stretched himself roughly as he pulled and plied at the thick skin. His sheath becoming harder to manipulate as it engorged and thickened.

"Ohhhhhhh.... Ohhhhh" he groaned though his large slavering mouth. His muzzle was beginning to foam as his eyes began rolling wildly. Testosterone flooding his body as his libido reasserted itself. His mind wasn't as strong as Sarah's. James couldn't fight the instincts and urges that his body pushed into his sex addled mind. His body said to rut and he rutted without resistance or question. He was almost a pure sexual animal now, his intelligence and fuzzy memories remained but very little of his original consciousness or precious cares stayed.

He neighed loud and long as his cock began to emerge from its wet home. It's mottled flaccid length exposing itself once more to the cool air. He thrust his hips into the air, his back sliding up against the wall as his thick legs lifted his torso a foot off the floor. Thrusting faster, his huge hips gyrating with abandon. His mane swept against the tile as his massive butt cheeks pressed apart. His rough-haired tail sweeping into and out of his crack. In a growing sexual craze he thrust his buttocks harder against the wall, forcing his huge tan furred ass so far apart that his large pucker began squeaking against the tile. The sensation drove him even more wild, his mouth frothing as his swollen pecs spasmed, sending shivers down his thick backside.

He whinnied as his pendulous balls slapped back against the wall, hard. It sent another spurt of his lubricant out of the still flaccid foot long cock that swung in front of him. The balls immense weight slapping back and forth with greater and greater speed as they made loud smacks against the wall. Sloshing sounds mixed in as their contents shifted and roiled. The virile orbs swinging like wrecking balls from the space right between his huge bent legs to the wall.

Continuing to thrust, his hips swinging and grinding wildly his cock jerked harder and harder as it's flaccid length began to throb mightily. His huge hands ground up and down his soft throbbing length. This was one of the few times during his erection that he could grab the full circumference of his cock with each giant furred hand. The palms of his rough hands massaging his cock, feeling it's throbbing veins, playing with his swelling medial ring. It was becoming more difficult to get each of his hands around the giant throbbing column as it's girth and length increased with every throb and twitch. Pre resuming it's copious and unstoppable leaking from the gasping, twitching, cum slit on his flat head. Its clear slick liquid coating his hands as they massaged and lubricated his cock.

Soon his shaft was its glorious fully erect throbbing size. It's thick veins pulsing as they carried thick channels of his raging, hot, hormone-filled blood into the great column's tensing muscle. He was still gyrating madly, his balls going akimbo as they slapped the underside of his now fully erect shaft. Pre pouring over his balls as they slapped against him and the wall. The slick coating making them shine as they reflected the bathroom lights over their throbbing surface. Their sloshing smacking sound was accentuated by their wetness, the sound taking on even more erotic quality.

As he fondled his crotch and rubbed himself against the wall, a rabbit-shaped shadow stood over him, blocking out some of the harsh fluorescent light that shone on his heaving lust-crazed body. His eyes bleary from pleasure he could barely focus. Instead of trying his body redirected him back to the overwhelming pleasure radiating from his crotch. His insatiably sex crazed mind writing off the shadow and hands resumed their thorough masturbating. James's hands rubbing his sweet acrid pre all over his body as they pinched, rubbed, and massaged his muscles, between his legs and otherwise. He was in ecstasy as his huge free swinging cock spurted ropes of pre in wide chaotic arcs, loosing the slippery stuff all over his body, the floor and the wall behind him. James only thoughts were of pleasure and how to get more if it. His whole body heaving as his breath entered and exited his huge lungs faster and faster. The only sounds he made were guttural and animal as his body tensed and released preparing for breeding.

He almost didn't notice as the white furred rabbit began to rub her hands on his shaft in conjunction with his he was so lost. He was so close now, so very close. Sarah's pads friction against his throbbing jerking shaft was taking him over the edge. Pre was spurting out of him now like a fountain. She had a hard time keeping her hands on him with his body bouncing so violently. James was massaging and shaking itself into a deliriously furious state of bliss. Even his urge to rut with the ovulating rabbit working his shaft was superseded as he felt everything in his body tense. His ceased their slapping as they drew up tight against his body. He could feel a jetting hot column of cum rising through him as his balls pressed jism up his shaft with force.

He came hard. The force knocking him back down onto he floor from his crouched position. His ass still ached sensually as his cheeks slapped back together during the fall, his now swollen pucker throbbing deep in its furry prison.

It was hard to tell if he was as productive as last time but his first spurts came out of him like a fire hose. The columns of hot seed refusing to break up until they hit their target, in this case the ceiling. Some hit so hard they dislodged the hanging ceiling tiles, flipping them out of sight as they landed wetly on their brethren above. Soon his seed was erupting into the empty cavity that remained, cum landing wetly on tiles across the room from the horse and rabbit. The tiles distended as they became pregnant with seed, its liquid leaking through their porous surface, pushing them down.

Sarah was leaking badly as she massaged his male-hood. She felt left out of his self-induced sexual fury. However she was still was experiencing a great deal of pleasure in just watching him stroke and massage himself into such a fervor. Her heat fed on itself making her spasm in such close proximity to such male virility. Her breasts were leaking small rivulets of milk down the bottoms of her ample bosom as she helped him along. He was so far gone that it only took a few strokes of her pads and his column tensed hard. Growing a few inches longer and its with thickening in preparation. His giant flat head flared as the ridges along its circumference made them selves known. He began to cum over her head as columns of his seed erupted from the glorious meat she held in her paws. She could feel the waves of cum traveling through the thick muscle as they were forcibly pushed out.

James was totally lost, his muzzle flayed around as a slaver of drool and foam flew out of his mouth. His giant neck spasmed, lifting his giant pectorals up and down, making his broad chest heave. His glazed eyes rolling insanely in his head as he unloaded his seed into the air over and over.

Frustrated that she missed the best part of his ejaculation Sarah had another idea. She worked her way down to hits massive nuts as he continued to cum above her. She had to bend over to access them, the immense orbs trapped under James's still spasming penis. She crawled and pried inwards towards his fiery crotch, the heat was immense causing her to sweat profusely as she felt all of him radiating the stuff. Her strong curvy back lifting his impossibly heavy ejaculating penis as she hunted her prize. Her thick nipples dragged across the floor as she crawled, eliciting electricity that ran down her spine and into her finger tips. She moaned as the previous trickles of milk began to squirt out of her. As her breasts heaved, Sarah, with difficulty, dragged one of his convulsing nuts out from below him with her hands, its weight was immense as she brought it as close to her face as the shuddering scrotum would allow. His body trying to pull it back under his penis as she held onto it strongly.

She began to massage and knead the swollen shuddering orb as best she could, her body starting to convulse as she felt her own orgasm beginning to prime. Her nipples were to blame as their sensitivity was causing a ripple effect through her whole body. Her hands began to shake as her cunt began to swell, slavering hot juices down her legs. Its thick labia expressing themselves in a series of wet squishing and slapping noises as the powerful walls parted and closed. She was losing control to the same heat that was gripping the sex-wracked horse above her. It was happening much easier and faster now than before, the barest touch of her breasts on the floor having caused her enormously strong pussy walls to start pulling and slurping at an invisible cock within her. In a sexual daze Sarah leaned down and began to lick the ball with her rough thin tongue. She tasted the salt and raw musk of it on her sensitive taste buds. As she rolled her tongue over the roiling nut she also tasted her own dried sex juices mixed with his cum. It was euphoric. Unconsciously she started drooling out of both sides of her mouth as she slurped more their dried juices off his junk greedily. Her crotch clenching hard as she began to orgasm. In the middle of a long slow slurp she came. Unwillingly her bodies orgasm tore her away from the throbbing orb, she reared up as she held her breasts, her pussy spraying liquid out in hot streams that splashed her thighs. Her boobs redoubled their efforts as she struggled to grab them in her thick palms. Their thick steams of milk coating the massive testicle she had struggled to retrieve as it was pulled into place, re-nesting tightly between James's heaving thighs.

After a completely indescribable amount of time they both came down from their raging orgasms. James's flow reducing to a mere trickle as his body pushed out its remaining seed. His spasming muzzle had calmed down, slumped forward as thick globs of drool pooled in his ample horse lips and then dripped onto the floor in clear gooey strings.

Sarah's raging pussy finally calmed as she rode the last of her orgasmic fury writhing on the floor, arching her back sporadically as the waves crashed over her. Her melons finally expelling the last drops of their stocked supply of milk as they returned to a still mountainous cantaloupe size.

Sarah was the first to speak, having better control of her faculties than James did of his. She grabbed his massive relaxing hand with her proportionally daintier but still large paw as she huffed from ragged vocal cords.

"Huuhhh... uuhhhh... J... James...." she rasped. Sarah's screaming orgasm had literally left her...screaming - and moaning - for a great portion of its exceptionally long duration leaving her extremely hoarse.

"Want to...want to...huurghhh...ahhhhhnnnn...take... ta.. take a shower?" she managed to stutter out her still heaving body. James's eyes were slowly brightening as his mental processes started chugging away again. He nodded his big head in agreement. Something told them both that they were about to get a whole lot dirtier before they got clean.

To be continued...