Lilith walked quietly down the hall towards where she heard the vixen humming to herself. She wasn't meaning to sneak, but she was a tigress. All cats sneak when they don't think about it. The backside of the vixen soon came into view. She was a fennec or so she claimed, but she was huge. Nearly eight foot of vixen and bright pink all over. She quickly saw that the vixen had shapeshiffed again. This time she had leaned out a lot and was bulging with muscles. She was wearing short-shorts that hugged her now smaller bottom like two bunnies under denim.

Lilith paused watching the muscles play on that strong back, cute bottom, and lovely thighs. To top it off the vixen possessed a truly humongous tail, ten feet long if it was an inch and fluffy enough to make a skunk green with envy. It twitched and looped and waved as if it couldn't stand to be still. The vixen was hefting boxes into the shelves that had been wasted since Lilith had moved in.

The tiger barely topped five feet even when she teased her hair up unlike most tigers and also unlike them her fur had a blue cast to it. She was short but she wasn't small, she was quite fat. Well that is what one thought till they looked closer. She was wearing a baggy sweater dress that came to mid-thigh and well those thighs were plump but no means as fat as the upper portions suggested. A seconds look at her face and ignoring her black horn-rimmed nerd glass, one noticed her face wasn't fat and quite pretty. Her blue eyes weren't like pools or skies, or anything silly like that. They were the blue were the blue cat eyes of a stalking tiger. If one tore themselves from that gaze and returned to the mystery of her fatness and watched her move the mystery was shockingly solved. To say she was rather busty was like saying Goodyear blimp was a rather large balloon. She was bigger in the bust than three cows put together. If she had had implants, they would have had to use beach balls, but from the sway and bounce she was all natural, no matter how unnatural she appeared.

She began to purr watching the vixen causing the large fox ears to swivel around. The vixen turned and jumped startled to find the tiger behind her. Despite the growth of her muscles her boobs were still quite large (not nearly as big as the tiger, but good sized for a stripper). The bounced and threatened to burst the seams on the shirt that was at least 4 sizes too small. She but a hand over her chest gasping and causing he breast to heave quite a bit.

"LILITH! You scared me half to death," she said leaning back against the closet door.

"Sorry, I tend to be quite if I don't think about it," Lilith said peeking into the closet and was surprised to find it neat and ordered. She just piled stuff in there.

"That is quite without trying," the vixen replied brushing her hair from her eyes, "I'd hate to have you try and sneak up on me."

"Why?"

"I'm not used to it, with these," she said pointing to her ears which were longer than most bunnies, "I'm normal sneak proof and get good satellite reception."

Lilith giggled, then stopped in shock looking at the front of the vixens shorts. Vixens normally as a general rule did not possess a bulge in the front of there pants like that. Heck, most todds didn't possess a bulge like that.

"SYNDY, what the heck, that isn't what I think it is," Lilith asked blushing her fur purple.

Syndy looked down at herself wondering what was wrong then noticed what the tiger was starring at. "Oh Mr. Chubby, yep, it is," she said gaily as if it was a normal thing to sprout one.

"Wha, er, where did it come from?"

Syndy giggled as she strutted like John Wayne, "I told you I was a shape shifter, a friend asked me to try a herm form for hir, soo pop!"

Lilith blushed even more as the vixen or todd or whatever thrust out hir hips. Lilith followed her new roommate into the living room with not a clue as to what to say. The herm fox picked up two sodas from a bag and handed them both to Lilith, "Can you do that trick again?"

Lilith took the cans and mumbled some magic sounding words and the cans groaned and frosted over. She handed one back to her now half male roommate. "Is that comfortable?"

"Oh bags no, I don't know how a guy walks around with one of these things," she said flopping down on the couch.

"Uh I don't think they wear as tight a pants as you do," Lilith said sitting on the couch starring at the bulge.

"You may be right, I shifted after I put the shorts on and truthfully they are about to explode."

Lilith couldn't tear her eyes from the bulge, till the vixen waved hir hands in her face.

"Uh Lilith, not that I mind being looked at, but your starting to bulge," Syndy said with a bit of concern.

"Huh?"

"Ummm, your boobs, they're getting bigger," Syndy said now getting alarmed.

Lilith looked down and sighed, "Shoot, I forgot to, er um, well I guess the cat is out of the bag. I have a bit of a problem with lactation as well as being too big."

"Lilith, your not too big," Syndy said with a wiry grin.

Lilith looked over her glasses at Syndy.

"Okay, but that isn't such bad thing is it," Syndy said with a smile then she blushed, "Could I, er touch them, er you, er oh goddess. Just I forgot I said that."

Lilith blushed and looked down in embarrassment. Unfortunately her gaze fell on the rather tempting looking bulge in Syndy's pants. She liked herms and both sexes herself, but she had swore she wasn't going to put the moves on her roommate. As she sat pondering she felt the pressure begin to build in her bra and as always it felt good and naughty.

"You can if I can touch that," she said barely above a whisper.

Syndy seemed to embarrassed to talk but she nodded shyly. Syndy slowly placed her paws on the breasts that were now begin to stretch the sweater. She was surprised to find them soft, rather firm but plush enough. That was nothing compared to the surprise that Lilith got upon stroking the tight package under the denim. Syndy moaned and winced and the shorts creaked and groaned, then the front of the shorts exploded with emerging fox cock. Both of them stared at it in shock.

"Is that suppose to happen," Syndy and Lilith chorused.

The member rising from Syndy's lap was surely over the legal limit. It was at least two feet long and around three inches in diameter. Freed from confinement her balls swelled to the size of cantaloupes. The vixen was afraid to move and the tigress touched it gingerly.

"Oh goddess," Syndy moaned at the touch and the enormity of hirself.

"Were you thinking about stallions when you shifted," Lilith asked in wonderment.

"No, I was just thinking sexy," shi nearly wailed, "What am I going to do?"

"Well I think you got the sexy part down," Lilith said was a naughty grin and a firm grasp of the large shaft, "I have an idea."

Syndy didn't speak but she did make a sound of pleasure and panic. Between the slowly filling breasts in hir paws and the paw upon hir cock she felt what little self control shi did have slipping away. A quick glance from hir cock to the short torso of the tigress gave rise to a new problem. Shi watched Lilith pulling her sweater over her head in near horror.

"Lilith, we can't," shi said in panic.

Lilith undid her bra causing it to pop off of her tits. She snuggled the super sized cock between her super sized breasts and nuzzled the tip with here chin.

"Why," she purred.

"Lilith it's bigger than you, it's too big, it'll hurt, I'll hurt you."

She just purred and snuggled closer. She whispered, "I'll be fine."

Syndy was doubtful but the lovely tiger rubbing her body on hir shaft was just too much. Shi had liked Lilith's scent when she first met the tigress, but now it was overpowering and so sexy. Shi found hirself stroking the kitten, yes that is what the tiny (well not so tiny) tigress made hir think of. Shi leaned forwards to suckle a lovely nipple and hir mouth was flooded with more milk that she expected causing hir to choke and sputter.

"Oh goddess, I'm sorry," Lilith said pulling away and blushing all the way down to her tummy.

"It's all right," Syndy coughed, "It just surprised me. Don't pull way."

Lilith slowly moved closer still blushing to let the vixen try again. Syndy tried again and was again so flooded shi slobbered it every where. Lilith giggled and stroked Syndy's long ears which caused the vixen to shiver down to her toes. Through trial and error she had to suck very gently or be prepared to gulp. Lilith seemed to enjoy the vixen's playing and learning.

Then slowly Lilith stood on the sofa next to Syndy and then straddled hir. The poor tigress' legs were barely long enough to top the tip of the shaft. She gazed down reassuringly at Syndy as she rubbed the tip against the fork of her legs. Shi could feel the tigress getting moist and she was so warm an inviting. Syndy clutched the couch cushions in the effort to keep from impaling the kitten. Lilith with teasing slowness guided the tip to her female opening and let it press tightly. With an astounding groan from Syndy she let the vixen enter her body.

Syndy was in near panic, tight, the kitten was too tight. The pressure was squeezing hir so tightly shi could barely think. Shi had never thought a cock could be so pleasurable. She could only think, I'm going to burst the kitten! When she could focus hir eyes on the kitten shi nearly passed out. Lilith was all the way down on hir lap. She had every inch of that monstrous cock inside her.

"Do you like," Lilith asked suddenly purring so strongly it was like a living vibrator.

Syndy nodded as shi stroked the massive breasts before hir. Shi had never felt this way before, is this what a man feels, she wondered. As shi pumped into the kitty Lilith had another surprise for hir. A tiger tail was working it's way up between hir legs and into her fem-sex causing hir to yip in delight. Shi couldn't believe shi had forgotten about the other parts so soon or expected to be reminded so sweetly. Shi leaned up to hug Lilith letting hir paws play down her back to her firm bottom.

As the pleasure of contact increased Syndy felt hir knot expanding and tying hir and Lilith together till it was over. Shi hadn't expected that but shi should have guessed that.

"Oh my goddess, Lilith," shi nearly screamed, "What if I get you pregnant?"

Lilith giggled and rubbed her nose on Syndy's. She purred and ran her paws down Syndy's body and said, "You say that like it's a bad thing."

Syndy didn't know what to do but shi couldn't stop now. That was a curse of being canine, at a certain point there was no turning back. Well what will be, will be, shi thought pumping the kitten feeling a strange fullness building in hir balls.

Both hir and Lilith screamed in ecstasy as the vixen exploded, hir new found equipment pumping widely into the kitten. Shi didn't know what was the normal amount for a herm vixen, but shi was sure the fur your yiffing shouldn't bulge out like Lilith did. Lilith looked six months pregnant. Shi touched Lilith's tummy in panic causing the kitten to groan.

"Lilith," shi whispered.

"Oh yessssss, rub my tummy, it feels sooooo fuuuuuullllll."

"Lilith, you are full."

Lilith opened her eyes and looked down at her bulging tummy. To Syndy's shock she just giggled at her tummy sticking out like a melon. She leaned down and rubbed her swollen belly and even more swollen breasts against Syndy's body. The kitten felt like a furry balloon that was about to pop.

Syndy wiggled a bit to see if the kitten would come free but was horrified to discovered they were still bound by hir knot. Even more terrifying was the fact shi could feel hir balls refilling. Heck what do you mean filling, they were full and swelling larger by the second to hold more seed. Shi grabbed Lilith by the shoulders and shook her.

"Lilith I'm going to cum again," shi screamed.

Lilith grabbed Syndy and pulled hir close and kissed hir deeply. Syndy tried to hold back but between the tiger tail twitching inside hir, the tiger's vibrating cunny around hir shaft, the lushish body pressed against hir, and that toe curling kiss. The vixen exploded again and this time she swore she could hear Lilith's poor fur coat stretch under the strain. Lilith was screaming and Syndy was sure shi was ripping the kitten to pieces.

Lilith was hold her tummy and panting. She still held together but she looked like she was going to burst with quints. She looked up at Syndy tenderly and grinned.

"You sure are filling," she purred, "I think I'd better turn around before we get too much tummy between us.

Lilith began to slowly turn on hir shaft while still pumping. Syndy went cross-eyed at the sensation as hir balls ballooned to the size of Lilith's tummy. The feeling of Lilith's round tummy nestling between those tight balls was too much. Shi leaned forward and clutched the kitty to hir body as she came a third time.

It was rather a good thing that shi did so too, because as Lilith's tummy surged outward she lost her balance. She rolled forwards sloshing onto the floor as she was considerably heavier than Syndy now she pulled the vixen along instead of painfully pulling apart.

Syndy nearly blacked out the explosion was so intense. For several moments shi couldn't figure out how shi had got on top of Lilith or where Lilith had got the huge cream colored furry beanbag they were laying on. Then she bought everything into focus.

"LILITH YOUR TUMMY!" shi screamed.

"FILL ME," she screamed in reply.

Syndy was in a terrible panic now. Shi could hear fur stretching dangerously but this time it wasn't Lilith. It was hir balls, they felt, no they couldn't be that big. How ever big they were they were growing and the pressure was incredible. Syndy ached to release that pressure but shi couldn't release it into Lilith. It was going to explode hir balls at any moment and it would surely explode Lilith.

"Lilith I don't want to kill you," shi said through gritted teeth.

To hir horror Lilith's body began to do the most amazing thing around hir shaft. Shi wanted to scream for her to stop and to keep going. Shi trembled like shi was having a fit and then the tidal wave of pleasure took hir to a dark, warm and snuggly place.

Shi roused hirself a bit as her knot slid free of Lilith. Shi snuggled next to the gently purring kitten and returned to the happy place.

Later she roused fully and was glad that Lilith was laying peacefully next to hir. Then shi noticed the ten foot across tummy they were both sleeping on. Shi gasped and slid off. Shi walked around the balloon shi had turned Lilith into. Around the front she shi saw Lilith's poor breasts were nearly a yard across they were so full of milk.

"Oh goddess," shi whispered, "What have I done to you?"

Lilith yawned and stretched atop her tummy. She opened a sleepy eye and whispered.

"You made me one content kitty."

"Is there anything I can do," Syndy asked in shock.

"Yesssss," she purred, "I'm ready to burst with milk. Please suckle me."

Syndy did so gulping as fast as shi could desperate to relive some of the pressure straining Lilith's fur. Shi knew shi was quite a glutton when shi wanted to but shi didn't think hir tummy was up to this task.

Well, hir tummy never did seem to get full and an hour or two later, shi was atop hir own belly bed. Hir head resting on Lilith's now usual sized breasts while the kitten stroked hir ears.

"Is my sweet foxy full," Lilith asked purring.

"Oh yes," Syndy said with a burp.

Lilith leaned down to lick the large ears causing Syndy to shiver in delight.

"Just one thing Lilith."

"What is that Syndy."

"If we are going to do this often. . ."

"I hope so."

"We need to get a bigger apartment," Syndy said nuzzling closer.

"You say the sweetest things."