Chapter 1
  Cat's face was becoming a fearful snarling mask, her lips drawn back 
exposing feline teeth, the drool dripping from either side as her gums shone 
pinkly, showing the teeth in high contrast. 
  Cat literally began to swell with maddened rage, her control slipping away 
completely, her desire and promise mingling with the rage she felt now.  He 
heart beat stronger and stronger, as her emotions entered practical madness 
and lunacy.  She hunched slightly, her legs splaying wide, her back arching 
up, and Cupcake saw the sheath and gasped in terror, flinging her arms out 
into a futile protective gesture before her.
  The sheath was huge, and stretched to incredible proportions.  The slit in 
front gaped wide, revealing the still sunken head of Cat's huge shaft, the 
swollen bulb distending the sheath like some madman's idea of a bowling bowl.  
And it was getting larger.  Cat sighed, then grunted as she let the tightness 
in her breasts lose, loosing them to do what they would, and having the 
tightness of control being replaced by the tightness of need.  She moaned in 
pleasure and relief as she felt herself become free at last, no need for the 
playsex machine, but a real, live one before her, her's to do with as she 
willed.  The moan scaled into a gutteral growl, as she felt her body glow 
with the long repressed desire, feeling it bubble up into freedom. She felt 
herself grow in power, to dizzying heights of power.  She snarled, and then 
smiled wickedly, suddenly knowing what she would do.  She leapt. 
  Cupcake was taken totally by surprise.  She weighed all of 105 pounds, and 
the monster leaping on top of her was the size of a small horse.  She felt 
immensely strong hands clasp her shoulders, and spin her around.  She was 
rammed into the nearby wall, and felt the huge paws of the feline grab her 
hips.  The weight was momentarily incredible, and then was impossible to 
bear. 
  Cat's tits blossomed, growing huge, the nipples distending into fist sized 
nuggets of darker flesh, the aureoles swelling like inverted soup tureens.  
They swayed and jerked as some sort of internal combustion seemed to take 
place within them, and arced down as they grew.  The tips of the nipples 
glistened with some sort of liquid, and suddenly began to grow, in pulsing 
steps.
  Ah, thought Cat, This is not shameful now, but pleasure!  How is it I 
should have been easy meat for Fifi's hunger? This one will suffer for that 
mistake.
  She felt a crux approaching, and the approaching ultimate release coming to 
her.  Her mating shaft's head popped out of the sheath, and the rest 
slithered out with a wet, rushing sound until the incredible shaft lay upon 
the ground, the head twitching with the power within.  Then the slow erection 
started, the base still in the sheath expanding in width with a power that 
almost frightened Cat.  She had never felt full mating frenzy before, and was 
stunned for moment in awe of its power.  And, as she collected her thoughts, 
she was hit by a sudden plan, a moment of brilliance and sanity in her 
current state of insane, unstoppable lust.
  With a literally inhuman effort, Cat redirected her thoughts from plunging 
her still growing harness into Cupcake's cowering body.  She redirected a 
portion of the now incredible energies coursing through her trembling torso, 
and altered them ever so slightly.
  Now, she thought, the most difficult part, but needed if I am ever to gain 
power. 
  She relaxed ever so slightly, redirecting her purposeless lust into 
something more constructive.  The slut would still suffer for her insult, but 
would have a chance at redeeming herself in her mistress' eyes.  Her enormous 
rod slowly expanded from the root, lengthening as the width grew.
  So, this is the mating frenzy, thought Cat.  To know this is worth some 
effort, and to know it in purity is worth anything.
  Her whirling mind formed the plan, then let go to the overwhelming feelings 
now burning within her.
  Cupcake felt the pressure on her hips increase as Cat slowly applied more 
weight.  Her legs slid, splaying wide, her hips tilting back and up under the 
irresistible force guiding them, and she found herself bent over, 
spreadeagled, her ass in the air.  She manage to twist her head back to look 
at the maniac that was going to kill her, and screamed in shock.  The 
feline's tits had doubled in size, at the very least, wobbling with every 
slight movement.  What was more fear inspiring, the nipples on them had grown 
incredibly, and drooping in a shallow arc from each tit.  They looked almost 
identical to a semi-erect prick, only much, much bigger.  They jiggled and 
danced, rolling from side to side as the tits they sprouted from went through 
wild gyrations.  It seemed the feline, Cat, was trembling and shaking from 
some internal battle, or some great effort.  and now those fucking nipples 
were getting hard!  They slowly grew in thickness, and jolted slowly erect, 
just like a prick getting hard.  There were droplets and strings of what 
looked like cum running from the tips, which were rapidly assuming the 
identical likeness of a shaft¹s head, only more feline in shape.  They no 
longer swayed now, but did the rhythmic bounce of a full sized (gigantic!) 
dick.  They now arced up, a string of what was definitely cum hanging from 
each bouncing tip, dribbling to the floor below.  An occasional shudder that 
seemed to erupt from within the breast itself would send a quick gobbet 
spurting out, some of which landed on Cupcake's upthrust ass cheeks.  Cat's 
face was a mask of either agony, or utter lust.  It was beaded in sweat, and 
her mouth hung slackly open, her tongue lolling out one side, drool running 
out either side of her mouth.  A moaning sound emanated from her, which was 
the scariest thing Cupcake had ever heard.
  Now, Cat would do it.  It would take care, and willpower that she wasn't 
sure she had.  The desire, no, need to ram the rapidly expanding cone of her 
fuckflesh into her victim was almost overwhelming.  But she knew that would 
kill her, or ruin her for life.  She needed Cupcake beyond the simple playsex 
toy that Cat planned for.  She concentrated on her now huge dick, reforming 
it.  It was still short, but incredibly thick, and the mass already there 
would not be redirectable.  However, with a grunting groan of effort, Cat 
managed to shunt the seemingly unstoppable flow of energy elsewhere.  Now, 
let it lengthen, she thought.  It did, its fantastic girth slowly diminishing 
as it lengthened and grew.  It was still really too big for the intended 
purpose, but would have to do.  Now, she must ease it into her victim, 
preventing the urge to bury it into her prey and let it shoot all into her.  
With indescribably effort, she slowly directed the tip to aim at Cupcake's 
upthrust ass, and then eased it forward, her haunches trembling with the 
effort to prevent an uncontrollable lurch forward into that promised orifice.  
Her entire body shook with the effort of control she was employing to prevent 
that.  The cock itself throbbed, the head pulsing with need and want.  It was 
rock hard now, the original girth dispersed along the entire length of the 
burning pole slung beneath her belly.  Slowly, with infinite care, she eased 
it forward.
  Cupcake stared with increasing terror at the thing that was aimed at her 
ass.  The fucking thing was as thick as her arm at the tip, with the head 
being larger than her fist.  And it was tapered.  The thickness at the base 
of the slowly oscillating prick coming at her was more than her thigh.  She 
felt the hands clasping her hips shift slightly, pulling her towards it, and 
into it, onto the hugeness dancing behind.  Cat's upper torso was now bent 
forwards over her, and she felt the mass of her enormous tits brushing her 
back, their distended prick-nipples rubbing along side of her thighs. They 
hung down almost to her knees, about 20 inches long, and thick at the base, 
tapering quite like the monster approaching her ass.  She heard Cat's hoarse 
growl, and then she was hissing into her ear.
  "Bitch!  I own you now!  You're a set of convenient holes for me to fuck, 
and I intend to use them.  They're mine, and you're my bitch!  You are 
promised pain, Bitch, and I intend to deliver that, and much more.  I'm going 
to fuck you, and fuck you, and cock you, and cock you until you beg for me to 
stop!  I'm going to fuck you in ways you can't imagine, and when I'm tired, 
my friends are going to fuck you in ways you can't imagine.  I'm going to 
pump so much cum into you, your fucking bitch tits will pop!  I'm going to 
use you, you fucking whore, until I use you up.  And when you think you can't 
stand anymore, I'm going to cock you in a new way. I'm going to ream every 
hole you own, and then do it again harder till I get bored with you, then I'm 
going to pull out all the stops, and fuck you one last time, letting my cock 
blow you apart at the stinking seams, and then I'm going to cock what's left 
of you.  You are mine, bitch! Mine!  MINE, BITCH!  MINE!!".
  And then she felt something hot force her ass cheeks apart.
  Cat was now almost out of control.  When the tip of her cock touched flesh, 
the urge to fuck up into Cupcake almost overwhelmed her. She groaned, then 
screamed as she fought to control her bucking hips, the cock swelling even 
harder in anticipation.  Such feelings were nothing like she had felt before. 
With her chosen partners, it had been an overwhelming urge. With this human 
beckoning to her needs, the urge was now a need, a want.  'This is what 
cocking a Queen is like; nothing prepared me for this!' she thought.  'The 
feeling of pleasure, ecstasy; nothing, NOTHING prepared me for this.' Her 
hips trembled, urging her, "Fuck up into her!  Fuck her!"  The level of lust 
had never been this high before.  She tightened her control, and then let the 
cumchannel in her cock slip ever so slightly.
  Cupcake felt something like a fist wrapped in foam rubber gloves wedge 
itself between her asscheeks. She tried to rotate her hips away, but the paws 
wrapped around them held her as firms as steel.  Steel never shook or 
trembled before, though.  Suddenly, the fist seemed to clench and the 
pressure varied in rapid pulses.  A burst of something hot and wet flowed, 
then spurted, then gushed into her asshole.  The gushing came and went in 
rapid bursts, and most did not go in.  It sprayed all over her ass, and down 
into her cunt, then, as the flow increased, she could feel a steady flow 
running down the columns of her thighs.  She could feel another flow up her 
spine, pooling in a estuary in the small of her back.  What amount did manage 
to get into her clenching asshole was warm, and seemed oily.  The fist 
spasmed a few more times, and the flow slowly diminished.  Her entire rear 
end was coated with the stuff, a milky, slightly sticky oil, strings and 
droplets slowing running off her, leaving a glistening coat.
  Now, Cat thought, The hardest part: I must fuck her without losing control.  
I must not pump all the cum I have waiting for her, or she would surely burst 
from within.  Now, I enter my Bitch for the first time.
  Cupcake felt the pressure of the fist increase.  The paws also increased 
their grip, slowly drawing her back onto what she now realized was that 
monstrous cock.  Cat was going to fuck he up the ass.  The pressure rose, 
becoming uncomfortable, then painful.  She groaned as it went up further yet, 
spreading her cheeks apart and putting incredible pressure on her pudendum.  
She felt like she was about to be torn in half and still the pressure rose, 
increasing the pain to agony, then beyond agony as the pulsing fist hammered 
at her clenching, clasping anus.  The oily stuff was lubricating its 
movements, but the incredible pressure kept it from sliding free.  She tried 
to buck out of Cat's grip, but only managed to flail her upper torso back and 
forth, wailing in agonized torment.  Cat lurched forward, and she almost 
blacked out from the pain.  But something had changed. Her tortured asshole 
now was no longer clenching closed.  It had given up the battle to keep the 
huge invader out, and now spasmed open, trying to submit to its conqueror.  
The fist thrust again, and somehow, managed to slide just a little ways in.  
the pressure increased yet again, and more of the head slipped in.  Cupcake 
felt her asshole stretching inhumanly wide, wrenched open by this impossible 
assault.  The head progressed in steps, each pounding thrust forcing the 
asshole wider yet, and burying perhaps another quarter inch of the huge 
catcock into her.  She screamed again, this one of frustration that it wasn't 
ended yet, and another quarter inch forced its way in.  Her asshole couldn't 
take the monstrously grown prick at this size.  Nothing that big could force 
its way in without splitting her at the crotch.  But yet again, the pressure, 
the sense of entry, and again her asshole was wrenched open further yet.  She 
felt like someone was forcing a wrecking ball up her ass.  Then, the pressure 
increased to new heights, as she heard Cat groan, and felt the hugely grown 
feline shift slightly.  There was a moment of agony beyond agony, and then 
the head slipped into her tortured asshole with a loud, wet pop!  The 
pressure eased, but the pain went on, as her asshole began to clasp at the 
huge intruder again, trying futilely to force it out.  The pressure was 
almost gentle now, but each thrust slid more and more of the huge, aching 
harness deeper into her belly. She heard Cat moan yet again, and through pain 
distorted vision, saw that the feline was sleeked in sweat, trembling and 
shaking, the now upright torso almost hidden by the bouncing and heaving 
breasts, their nipples now hardened into huge pricks, spitting gobbets of cum 
in fitful little streams.  Cat's feline countenance was distorted, brows 
wrinkled and jaw slack, the feline's eyes closed, and head thrown back in 
flailing abandon.  Her eyes lowered to the lower torso and saw the boulder-
like muscles of her thighs trembling, the feline's huge forepaws hooked over 
the flanges of her hips, gripping her in unbreakable embrace.  Her eyes 
traveled lower, and she moaned in shock as she saw the incredible length of 
the feline's catcock gleaming wetly, the thickness of it terminating in her 
inhumanly stretched asshole.  The feline's torso seemed to bloat for a 
moment, and once again the pressure came, relieved in a moment as Cupcake 
felt it surge yet deeper into her tortured belly.  She gasped in the shock of 
realization that the feline was not plunging her burning catshaft into her, 
but the thing invading her ass was growing,  lengthening with each moment in 
regular thrusts, driving deeper into her screaming belly.  Cupcake looked 
between her breasts, and saw her belly swollen with the impossible size of 
the thing in her guts, the head of it bulging her stomach outwards like some 
distorted and obscene pregnancy.  She moaned as yet another thrust buried 
another several inches of the hugeness tearing her asshole apart deeper into 
her belly.  The head of it stretched the surface of her stomach more yet, 
then seemed to slide deeper, upward into her now bloated body.
  Cat had never dreamed it would be like this.  From the moment of contact, 
the sensation was almost impossible to bear.  She had been in frenzy before, 
but the actual contact with a living partner in her lovelust made it 
something impossible to describe.  Feelings of lust and the absolutely 
indescribable ecstasy shooting through her body had turned her into a thing 
of feeling, all rationality fled.  The first probing touch of her catflesh at 
the human's ass had been a shock of current ripping through her body, and the 
weight inside her balls had grown almost impossible.  The cum had roiled in 
her, searing in its heat, and she had felt the head of her pride flare, and 
the shaft's hardness increase to steel-like rigidity.  It jutted beneath her 
belly, absolute hardness swiveling from the base, the sheath now stretched 
wide.
  She had almost gone completely mad when the head had finally wormed its way 
into the love targets tight little asshole, the only thing preventing her 
from ripping that tiny hole open the carefully held control.  She held her 
thrusting flanks in check, letting her desire and need grow the now streaming 
catflesh in its own thrusts, feeling the human's tiny hole clasp at its 
hardness, the clinging walls of flesh laving the head in a hot embrace, as it 
sought its way deeper into her...love's? rectal chamber.  Still, she held 
back, the now mixed and altered enzyme flowing through the impossible load of 
cum in her tightly wound balls.  The belly would be the the place to unload 
it, guaranteeing it would do its work quickly.
  She groaned as the incredible feelings inside her channeled into her 
center, driving another several inches of growing cock into her intended's 
rectum.  It came in waves, traveling along her catflesh's length, flaring the 
head and adding yet another few inches of length to it.  Soon it would be in 
place, and then she could unleash the heaviness in her balls.
  Cupcake felt like someone had rammed a telephone pole up her ass, or a 
giant's fist that reached for her throat.  The feline's groans became louder, 
the pressure from the paws increased. Her own cries came in regular cadence 
with the trusting pole in her ass, her screaming belly stretched more yet, as 
she felt the thing in her ass slide deeper past her spasming sphincter.  She 
could feel the hardness within here swelling, pulsating, the head flaring 
ever larger as it forced its way into her.  Suddenly, it pulsed again, but 
this time did not stop its growth.  The head flared, and grew again.  Her now 
screaming, agonized asshole was wrenched further open, as it felt like a wave 
of heat flew through her.  The thing in her ass now felt like it was tearing 
her in half as it forced her cheeks apart, and she felt its growth ripple 
along the length, like a party balloon being inflated with hot lead.  It was 
constricted at its entry, and she felt it backing up, some impossible flood 
of molten steel gathering force at her entrance.
  Cat now concentrated her energies.  She would have to be careful in how 
much she actually let flow into Cupcake, lest permanent damage be done.  Her 
cock was expanding in girth again, the head lodged in Cupcakes belly flaring 
in spasming ecstasy.  The swelling length stopped momentarily at the 
entrance, built, then exploded.
  If Cupcake's ass had felt like it was being stretched before, this 
explosive combustion of pressure made it feel as if she had been assfucked 
with a bundle of high explosive.  The feeling of being wrenched open to 
impossible width made it feel like a torpedo had slammed up into her.  She 
began a scream that rose in volume and pitch, till it was a maddened screech 
of absolute pain. She felt the part already buried in her thud and shudder 
along its length, the head's quivering growth thudding into her belly, filing 
her entirety with searing heat.  It no longer pulsed, but pounded larger 
within her, seemingly filling her to her throat with hot flesh, sending her 
body into a flesh rippling dance, her breasts whipping in great circles from 
the forces within her swollen belly. The sense of growth made its way slowly 
towards the head now pounding in her belly, the incredible girth of it 
seeming to split her wide open.  The great hands released their painful grip, 
but Cupcake could do nothing even then, for the gigantic shaft spearing into 
her had her transfixed on its hardness.  The release of the powerful grip 
suddenly revealed the weight of it, and she sank to her knees with a screech 
of agony.  She managed to look back at the instrument torturing her through 
tear filled eyes, revealing it no longer tapered, but was a column of wetly 
shining, reddened hardness harpooning her belly. Regular ripples ran down its 
length, speeding toward the tip now swollen impossibly huge in her belly.  
She could not pull herself off of its maddening size, so deeply was lodged 
within.
  The growth along its length continued, seeming to take forever to reach the 
pounding, swollen head.  It finally reached the terminus, the head flaring 
into a ball of heat, distorting her already bloated belly even further, and 
then it froze into trembling hardness.  She heard Cat's gutteral growl change 
to piercing keening.  She closed her eyes, and tried to thrust her ass into a 
more comfortable position, and failed.
  Cat's center seemed to nova, the weight in her belly growing beyond 
ponderous, the balls swollen with cum now beginning to spasm and her 
prostrate pumping ecstasy.  The loveshaft froze into a hardness Cat had never 
felt before, the incredible sensation of the stretched rectal flesh of her 
love engloving her catcock, feeling like a pool of molten lead as the heat 
within increased.  Never, never had she imagined that a living, loving 
partner in fucking could bring feelings like this to her heaving body.
  Release came to Cat, the floodgates opened, and the pumping flow of cum 
began to shoot its searing passage through her cumchannel.  Cat's entire 
being was one of blinding orgasm, the pleasure ripping through her turning 
her into one great flame of ecstasy, with the nova like heat centered in a 
burning column swinging below her belly, her entire core centered there.
  Cupcake felt the ponderous searing weight freeze within her, swelling 
slowly, then suddenly pounding within her with great thudding spasms, 
knocking her breath from her, sending her entire body flailing uncontrollably 
as it seemed to double in weight and then the head seemed to grow to a size 
that finally burst her splitting belly.  It came.
  It felt like someone had turned a superpumper's firehose loose in her guts, 
only instead of water, this one pumped molten lead.  The flood was 
impossible.  It flowed into her already bursting belly, and she felt that she 
would surely explode from the load within.  She did not.  The flood 
continued, searing its way into her already distortedly grown belly, forcing 
its way into her.  It flooded up her throat, and forced its way out her 
mouth, gouting out into a shooting arc, and forced its way out her nostrils, 
each a jet of the milky liquid, spraying her breasts.  But even as this flow 
found its way from her belly, the flow from the buried cock within was 
overwhelming.  She felt herself sliding along it's length, as the burning cum 
found its way along her tortured rectal path, lubing the relentlessly 
spurting shaft.  The head slid back, then halted at the entrance, its bulbous 
shape holding her prisoner as it swelled yet further, pinning her to the 
torturing thing pumping into her.  She felt her breasts fill with the searing 
cum, then begin to swell with the irresistible pressure.  The balooned 
outward, the nipples themselves being filled and gouting the burning cum up 
into the air.  They balooned still further, as she felt the horrendous weight 
of the burning, searing goo within her increase.  It unceasing flow 
overwhelmed all channels of escape, her cunt gushing the contents within her, 
her every bodily orifice shooting a never ending stream of milky fire out of 
her still bloating belly.
  Cat was a pillar of fiery ecstasy, the pounding pumping of the steaming cum 
within igniting the rest of her body.  She began a slow, rhythmic pumpfuck 
into the pool of radiant pleasure before her,letting the carefully prepared 
cum flood out along her searing cumchannel. It thundered into Cupcake, 
working its changes on her.  The flow was large, but nowhere near the upper 
limits.
  That was for later, came the thought to Cat, When I truly show her what 
feline Lustlove is.  Just a taste of the delights to come, she continued.  
Just a taste.
  She lowered lust drugged eyes to her love kneeling before her, watching the 
powerful shaft ream into her, watching the cum spurt as she plunged into her 
love's belly, the flow streaming, gushing out of her victim's many other 
holes.  She felt her lower torso becoming slicked with it, and splashes from 
the steams gushing from her into Cupcake splattered her upper torso with hot 
patches of slippery milk, all of it running downwards towards the rapidly 
growing pool of congealing goo below.  She loved it, this feeling of power 
and lust, and vowed she would bend this one into a worthy slave and mate.  
She upped the flow slightly, her swollen testicles slowly draining their 
burning load, her pumping prostrate sending waves of searing pleasure, and 
the gushing flow spurting through her loveflesh igniting urges for more! 
more! 
  She began to hunch, driving her fiery flesh deeper into Cupcake, knowing 
that the Energy was even now doing its marvelous work for her.  The hunching 
became more purposeful, until she was fucking in great breathtaking lunges, 
transfixing her cowering, surrendering victim on her spurting hardness. Her 
huge breasts bounced wildly, the nipples long returned to being mere nipples, 
but swollen into an aching hardness.  They shuddered and bounced as she 
heaved, her gasping pants and shuddering hips causing them to swing wildly, 
as they glistened with the slickly coating cum now spraying everywhere.  
Droplets and gobs of it flew off them, and Cat panted harder, now groaning, 
then moaning, then crying in short gasps as the waves of pleasure matched the 
delightful ecstasy of her spurting thrusts, then built to a demented scream 
as an explosion of pleasure seemed to rip her apart, and the final bursting 
flow went out into her prostrated victim.
  Her gullet stretched, the flow unceasing from the punishing shaft of 
hardness now ramming into her swollen belly, Cupcake came to a freakish sense 
of pleasure.  The pain was unabated, but the incredible reaming catcock 
searing into her ass, each thudding lunge spitting deeper into her, brought a 
crazy sort of pleasure to her.  Ultimate fulfillment, being pumped to 
bursting point by a huge prick, its head buried into her and flooding her 
with cum.  Her tits screamed with sensitivity, swollen into freakish size, 
her belly flowed along the ground, each movement bringing screaming pleasure-
pain to her.  he nipples jetted cum in time with the powerful floods of cum 
filing her, her ass felt like the Holland tunnel, blown to gaping size by the 
shaft now plunging into her.  Her entire body rippled and bounced, the flood 
within filling her every interstice, filling her with searing weight.  And 
then the flow surged, and the pleasure-pain was unbearable as the shaft 
splitting her again grew in girth, and the flood flowing from its pounding 
column of flame redoubled, then redoubled again, and yet again.  She lost all 
sense of anything but her splitting asshole, and the bursting flood within 
her. 
  Cat was finished now.  She sagged in the aftermath of the shattering climax 
she had just experienced, no previous sex having prepared her for this soul-
breaking pleasure.  Her thrill was not finished, though, as spasms of 
agonizing pleasure shot through her still hard cockflesh speared into the 
splitting ass of her love.  She gazed down upon the now supine form of 
Cupcake, her eyes narrowing with each jolting afterflash of pleasure, the 
still oozing cum draining out of her spent flesh in small gouts of 
pleasurable agony.  Her chest heaved in gasping breath, sending her tits into 
a juddering dance before her, the slick warmth of the coating of cum 
runneling out of Cupcake¹s body crevices, sheeting almost all her lower 
torso, and dripping gobs fell from her glistening catflesh hanging from her 
belly, to drop with soft plopping sounds into the pool below.
  This is Power, she thought.  How much better Fifi will be. 
  Cupcake moaned below her, feebly trying to dislodge the incredible pain 
spearing into her, her asscheeks now glistening with the coating of cum.  Cat 
could feel her hole clenching in spasms, grasping her shaft just behind the 
bulbous pleasure head still buried within.  Each grasp was a joy of momentary 
pleasure, rhythmic and powerful, indicating that Cupcake has not only 
survived the experience, but was undamaged physically.  She looked over her 
sex partner, soon to be slave and mate, and felt love and something alien, 
alien in the feline's madness.  This one was hope and honor, but first must 
be paid for the insult she had offered unknowing.  Already, the Need was 
growing within, and she would waste no time with gently fucking Cupcake into 
being able to accept her full Bitch-fucking size, but would introduce her 
directly to the ultimate Lust.  But first, some play.
  Chapter 2
  Cupcake slowly came back to reality, the tearing pain in her asshole 
sending waves of agony through her.  She had drained of the flood somewhat, 
but cum still pooled within her, her tits strained into impossible size with 
their loads dangled and swayed below, sending screaming messages to hr when 
they bumped together, sensitive beyond anything she had experienced prior to 
this.  Thick drools of cum still flowed from her mouth and nasal passages, 
and she could feel the steady thick flow oozing out of her cunt and down her 
thighs.  She was in a pool of the thick cum up to her wrists, her slowly 
deflating belly grazing the thick milky pool and raising slow, heavy waves 
through it.  Drooping roils of it flowed off her back, running into the pool 
below.  The agony in her ass made her gasp, panting as it reflexively tried 
to expel the hugeness still within.  Her legs splayed wide, her asscheeks 
spread before her conqueror, feeling like she had been split in two by some 
impossible machine.  And then there was more agony, making her throw back her 
head and howl in pain, as the bulb of the invading column was slowly 
withdrawn, tearing her aching ass with yet more pain as it gaped in abject 
surrender.
  Cat withdrew completely, the head of her now softening shaft withdrawing 
from her slave's anal passage with a loud, thudding pop!, sending a gush of 
cum from the screaming female's rectum.  It continued, the small hole gushing 
out cum in waves as it spasmed.  It is so small to have taken so much, 
thought Cat, but will take greater loads, as will all the orifice's arrayed 
before me.  She smiled,and anticipated the new pleasure that was hers.  And 
then her tits had eighteen inch pricks jutting from them, and her mouth was 
filled, then overflowed, with the growth of tongue.  She stared, mesmerized, 
at her newly conquered's asshole spitting what little cum was left in her 
out, gaping wide in spastic reflex and memory at the invasion it had just 
suffered.  Cupcake's hips jerked and heaved, matching the anus' gapings.  She 
felt desire grow once again, her sheath filling.
  Cupcake writhed, the still agonizing remembrance of the attack sending 
bolts of pain through her.  Her chest heaved, and bounced her swollen tits in 
jerky motion, gasping when they bobbled together and slid, lubricated by the 
still slick cum, against her arms.  Her hips bucked, in some unstoppable 
reflex of their own.  She opened pain slitted eyes, and looked at the heaving 
mounds jutting from her chest.  They felt heavy, tender to the point of pain.  
The nipples themselves were as large as her big toe and looping drools of cum 
danced from their tips.  The breasts wobbled and bobbled as her hips 
continued their thrustings, her ass clenching and wrenching itself open as if 
some invisible cock thrust it way into it.  The tits were huge, much bigger 
than average; in fact, freakishly large.  They were shapely and firm, 
however, but felt near to bursting. The sensation as they slid together, the 
oily cum soapy between them, made Cupcake want to scream with pleasure, and a 
tightness in her crotch made her gasp. She turned her slitted eyes to look 
behind her, the swiveling of her chest causing the huge mounds of her breasts 
bobble and slide together, bringing gasps of pleasure-pain to her lips.  She 
saw Cat smiling, the pricknipples dancing once again from the root of her 
huge boobs, and her tongue lolling large and fleshy from her mouth, a slow 
drool of saliva running off it.  Cat bent her upper torso down, the smile 
tuning into pursed lips encompassing the huge tongue, a look of demented lust 
in her eyes.  The tongue withdrew back to her oral cavity, and she spoke: 
"Slave, you are mine, marked and mated."  Cat lowered a hand, and caressed 
one of Cupcake's heaving asscheeks, cupping it, then squeezing it, the cum 
coating it making it slippery in her grip.
  "This ass is mine, slave!" she said, the hand sliding downwards.  A finger 
entered Cupcake's anus. "Right down to this hole, slave.  You are going to be 
used, each hole in its turn, each time more painful."  The finger was joined 
by the rest of the hand, sending a wave of pain though Cupcake.  "Thus, " 
continued the feline, wrenching her hand out of the screaming hole with a 
loud, slurping Pop!, "Your ass is mine.  As is this.."  The hand continued 
downwards, and Cupcake felt it enter her pussy, already gaping from her wide- 
spread legs. "Your mating hole shall feel me in it, slave, and shall know my 
ultimate need and power.  You are to be fucked and fucked again, cocked and 
cocked till you beg for relief.  But the only relief I shall give you is 
another cocking in a differing hole" The hand was ripped free, causing 
Cupcakes hips to go into a frenzied, writhing jolting thrust.  The hand 
traveled up Cupcake's back, gently caressing her, cupping her shoulder in 
tender touch, then began to lower to her painfully swollen breasts. "And 
these are mine, slave.  They shall feel me too, in ways you can't know."  
Each touch of Cat's hand sent almost unbearable agony-ecstacy racing though 
the human's body.  The hand slicked over the wobbling tit, until it found the 
jutting nipple.  Cat tweaked it, sending Cupcake into juddering twitches, her 
breasts now wildly bouncing, a feedback of feeling ripping through her.  Cat 
lowered her torso, and the huge tongue splayed out over the fiery nipple, 
laving it then lapping at its hardness.  Cupcake went apeshit.  Cat raised 
herself, and as she walked in front of the gasping girl, the jiggling mass of 
her well filled sheath came into view, the bouncing testicles already getting 
swollen with hot cum.  Her tit nipples bounced in shuddering arc, the slow 
rhythm revealing their weight.  The tail was waving angrily, noticed Cupcake.
  Cupcake stared at the heavily muscled feline's lower torso, suddenly 
recovering from her shock.  She was in deep trouble, and this Cat was either 
crazy, or meant every word she was saying.  She looked upward, staring with 
fascination at the huge breasts swaying heavily on the feline's body, the 
impossible pricks drawing slow circles as they swayed.  She looked into Cat's 
feline eyes, and saw cold anger and hot lust there.  The smile she wore 
certainly didn't promise friendly conversation later, and the she started at 
the sight of the tongue blurting out, splaying itself across the sweating 
forehead of Cat's brow.  The kitty nose nostrils flared with each breath.  
Her gaze went to Cat¹s belly, the dangling balls, the jiggling cock sheath. 
She watched, and saw the testicles actually swelling, getting larger every 
moment, growing from baseball, to grapefruit to basketball in size, with the 
sheath seeming to fill in step, the heavy catflesh now bulging, and dangling 
from Cat's belly at least a foot and a half.  She looked down at herself, 
suddenly realizing that she was liberally coated with sticky cum, and that 
she was awash in the middle of a large puddle of the milky goo.  She smelled 
the pungent aroma of it, and started at the realization of exactly how much 
of there was.  There must be at least twenty gallons of it, and her gaze shot 
to Cat's swelling testicles.  They had been about half the current size, and 
seemed to act as reservoirs.  How much was filling them now?
  Cat felt the minor pleasure of growing lust.  Her talent for converting 
mass was turned totally to fulfilling her sexual pleasure now, and the very 
air she breathed went into it.  She saw the frightened stare of Cupcake, and 
a feeling of pleasure shot through her.  A demonstration of her versatility 
for her new slave, before completing her punishment and bending her totally 
to mindlessly being fucked. 
  "Ah!  My pricknipples intrigue you, Cupcake?  You see, I bend my body to 
fulfil my pleasure, a joy beyond measure."  She playfully swatted the right 
one, causing it to bounce wildly up and down.  It responded by growing 
thicker, hardening further. "You see, I intend to gain power over you: over 
all, in fact.  While Fifi, that loathsome bitch, empowered me and held me as 
slave, you have freed me from that.  You are very unusual, and I intend to 
keep you as slave to me for a great deal of time indeed, my puny bitch, and 
to make sure that you are mine, I shall cause you to ask, no, beg for the 
privilege of even agony from me."
  She turned to face Cupcake, the now swollen pricks jutting from her breasts 
aimed skyward.  She began to slowly stroke them, running her hands up and 
down their length.  "Know that these are a destined for you, my haughty 
little slave.  They may give you pleasure at first, but soon.."
  Cat's breath came faster as she went on. "These will be for your pain, and 
my pleasure.  You will come freely to me, you will know the unbearable burden 
of my hate.  Now you will know its unbearable pain."  The stroking increased, 
Cat's hands overflowing with the throbbing pricks her nipples had become.
  "See!" she grunted, "They are sensitive, and will make great ecstasy for 
me.  For now, there is only pain for you."
  The stroking hands flew now, the breasts flattening and indenting with each 
swooping downstroke.  Cat gasped, then her hands flew back, her arms back, 
shoulders thrown rearward, he hand clasped into fists.  The huge globes of 
the breasts seemed to shudder from within, then increased in firmness, 
becoming spherical, wobbling as the pricknipples throbbed in pulsing time.  
Cat's head went back, eyes closed, a tortured howl escaping from her mouth 
now distorted with lust.  Drool ran from her mouth.
  The mammoth breasts suddenly seemed to relax, still huge in what Cupcake 
knew to be the cum boiling within them.  The pricknipple's twin heads flared 
into awful tumescence, then gouted cum; great masses of the milky fluid 
gushing into arcs through the air, to splash noisily on either side of the 
trembling human.  Cupcake stared in shock as the gasping feline slowly 
recovered, the nipples becoming merely huge nipples again, the breasts 
shrinking to merely titanic size.
  Cat's gaze returned, slightly softer this time, to Cupcake. "Now, little 
slave of mine, you see a part of my power, and the possibilities I offer. 
Your mistress demands your suffering, your submission.  You have been marked 
as mine, and mated, though I held back in fear of hurting you too much.  I 
shall escalate my attentions and punishments to where you are of no more use 
to me excepting as a playsex toy.  There are many on Mall that would like to 
see what fucking a ungifted human is like, even one so worn and used as you 
will be then.  So your suffering will be continuous, and you shall continue 
to be visited with the most exquisite suffering I can think of until I tire 
of using you, and unleash all my power.  If you are not true to me at that 
time, your death will be excruciating and slow, as I literally blow you apart 
with my cum, piece by piece, hole by hole. My cum may be altered, you know, 
Human Bitch to be.  Watch."  One nipple erected, and once again went into 
overdrive until it was a perfectly formed cock a foot long.  Cat trembled and 
gasped, and a jet of fluid shot from it.  It landed in front of Cupcake, and 
then seemed to draw itself into a shiny oval ball.  "That, placed within your 
body, would increase endlessly.  A separate thing, mindless but with need to 
grow, and reproducing itself quite quickly.  It would generate incredible 
energy, and then continue to grow, then double in its amount.  It would again 
fill you with its energy, and then again growing to quadruple its size.  It 
would have no other but the one it was imbedded into, and it would endlessly 
increase with no limit.  Imagine hundred, thousands of gallons of cum, 
limitless amounts filling you and ever increasing, your own energy being 
blasted into you after being amplified a hundredfold by the ever increasing 
cum flooding your entire being added to you own massive amounts.  Soon, you 
would not be able to rid yourself of the increasing energy, and the amount of 
cum you generated would back up into you, increasing the rate of energy 
growth even more.  You would soon be into a state of feedback, and would soon 
be a totally mindless mound of flesh with one desire; to fuck and be fucked."
  Cat was turning herself on with this talk, and began to pant.  Cupcake 
noticed this, and also noted the size of the jiggling sheath hanging below 
Cat's belly.  It was halfway to the ground, and seemed stretched to the 
bursting point.  A slow dripping stream leaked from the tip of it, 
splattering on the ground. 
  Cupcake watched in awe as Cat's tongue speared out between her shining 
lips, and continued to come out, and out, and out.  Her jaws were jammed 
wide, her lips wrapping the tongue, the cheeks of her face bulging with the 
suddenly huge contents.  The tongue swelled, a moist shaft at least five foot 
long.  If hardened, the tip becoming a bulbous cockhead, the shaft thick, the 
entire thing looking like some great improbably wet pink python.  It swayed 
in it ponderous weight, then revealed itself to be flexible, like the python 
it resembled.
  It beckoned at Cupcake, like some obscene finger, then ran between the 
massive breasts of the feline.  Cat cupped the masses of flesh together, the 
head disappearing up between them, then revealing itself again, emerging from 
the titanic cleavage now displayed.  It thrust in a slow pump fucking rhythm, 
showing that the last foot of the shaft was rigid, only the rest being 
flexible.
  It may have been flexible, but the hand now grasping it below the mighty 
tits revealed it as hard as any other portion.  The thing suddenly came, 
spraying Cat's face and chin with cum.  Cat's heaving slowed as it seemed to 
go limp after its pumping, then slowly shrunk back into her oral cavity.
  Cat smiled at Cupcake, then it came out again, this time just a tongue, but 
very long.  It splayed out, licking up every trace of the cum it had shot 
moments ago, and then touched the tip of each breast in obscene caress before 
retracting once again.
  She shook her upper torso back and forth, the huge mammaries wobbling and 
bobbling, rolling before the mesmerized Cupcake's eyes.  The shrank, becoming 
merely huge.
  "Now, my little bitch, you may beg for my love, or you may continue to 
suffer.  Think well, my little one, for my lust grows great, as does my 
anger, and I am not in a patient mood."
  Cupcake now stood before Cat, her ass now sore but no longer agonizing. 
Cat's Energy had done its work, and was continuing to alter her.  She would 
soon be able to withstand‹ physically, at least‹ Cat's sexual attack, and 
walk, possibly crawl, away mostly unharmed.  She could not withstand Cat 
actually pulling out the stops, though, as nothing could walk away from that.
  She stared at the throbbing cocksheath, and at the still swelling balls 
behind it.  She eyed the muscular lower torso, and the way those incredible 
muscles rippled with power and grace.  Cat's stance was now relaxed, her 
hands on her hips, and a smile drew the left corner of her large lips up.  
Cat tossed her head, the gesture one of total and complete contempt for the 
cowering human lying prostrate before her. Her breasts were now a more 
rational size, still very, very large for the human average.
  Cupcake looked down at herself, noting that the travel suit had been split 
at the seams, and only tatters of it hung from her body.  Her now huge 
breasts wobbled, still overly sensitive, the nipples crinkling in the cool 
station air.  She was still normal looking, slim and coltish in appearance, 
with only the breasts jutting from her chest revealing any of what had 
transpired before.
  She looked at the throbbing sheath bulgin out from Cat¹s crotch, thinking 
of what was contained therein, and decided that this crazy feline was NOT 
going to jockey that monster into her, especially as the last time it had 
been much smaller and had almost killed her.  She turned and ran.
  She got about five yards, then Cat landed in front of her with a resounding 
thud.  She ran right into the feline, her breath being driven out of her by 
the unexpected contact with a soft 'Oof!' She recovered in a moment, 
realizing what she had run into.  She looked into Cat's face, and saw a 
vicious, snarling monster, madness gleaming in its eyes. 
  "You would dare to deny ME?!  Bitch, prepare yourself!  Pain is yours, and 
you'll find me no merciful master!" Cat snarled, the feline¹s face a mask of 
terrifying rage.
  Cupcake went to push herself back, to once again run for her sanity, and 
felt the heat of a quivering mound of flesh filling her hands.  She looked, 
and saw the huge breasts filling her hands, the nipples rigid between her 
widespread fingers. They were hot, and a strange sense of pleasure ran 
through her. She slipped, falling forward, and when her swollen breasts made 
contact with Cat's larger ones, a strange feeling of desire clouded her 
vision for a moment.  She looked up at the face above her, and saw Cat's 
almost satanic smile and furrowed brows.  The smile was split by a darting 
pink tip sliding out between the luscious red lips, a small dribble of drool 
running down Cat's chin.  She opened her mouth in a gasp of shock, and found 
it suddenly filled with sweet slickness.
  She went into a moment of mindless pleasure, sucking at the squirming 
slickness in her mouth, and then felt it probing at the back of her throat, 
and then further.  She felt her lips being spread wider, her jaw being forced 
open by Cat's rapidly growing tongue, then remembered the demonstration of 
its unique abilities before.
  She tried to scream, but the swelling gag turned it into a garbled moan.  
Cupcake felt it sliding further down her throat, and it turning from liquid 
sweetness to rubbery hardness, then into steel with thin padding. It gave off 
heat, and her head swam as it slowly plunged deeper into her gullet.
  She looked up into Cat's face, now scant inches from hers, and saw a look 
of triumph and evil pleasure, but also a slight pleading look.  The tongue 
made its way further downwards, forcing her lips to stretch painfully in 
accommodating it's rapidly swelling girth, her jaws opened to aching width as 
it slid further down her throat.  She felt it in her stomach, coiling there 
for a moment, seeking an exit, and then finding it.
  He previously assaulted belly once again started to swell with the 
incredible invasion it now suffered, and her lips felt like they were tearing 
apart.  The monster grew, and continued to grow, her jaws now forced apart 
like a snake eating its oversized prey, her throat distended by the huge 
prick sliding into her.  She could only gurgle with the pain, all screams 
choked off by this hot column of flesh sliding ever deeper into her.
  She felt it pound along her guts, swelling by the moment, seeking ever 
onward as it slid almost unimpaired into her throat and past her now rounding 
belly.  She stared a moment at Cat, seeing no mercy but a concern she didn't 
think was possible for someone doing this to her to feel.  Her lips screamed, 
and she was certain they would tear if but one more centimeter of this thing 
in her mouth was slid into her.  It continued downwards, swelling as it went.
  She felt it throbbing, a heat within her, pounding deeper into her, and 
then it came.  She watched Cat's eyes roll back, and then shut her own as the 
sensation of a new flood started.  She felt the roiling cum rushing back 
along the path the prick had taken, gushing in impossible amounts in her, 
splitting her belly with the gathering load, then bloating her cheeks into a 
parody of a chipmunk, her nose once again jetting forth a steady stream of 
the hot fluid, spraying Cat's ecstasy-filled face, almost unnoticed by the 
heaving feline. 
  Then Cupcake felt unbearable agony as the head of this monster no longer 
slid, but pounded at her, the head of it swelling into bulbous hugeness.  She 
felt her nipples brush Cat's larger ones as her tits once again ballooned 
with the load inside her, then press against the larger mounds.
  Cupcake felt an answering pressure, and looked over her cum-bulging cheeks 
though slitted eyes, and saw that Cat's Nipples were getting erect, swollen 
huge, and trickling cum.  Her own were widening, growing larger.
  She watched in horrified dread as Cat's rapidly expanding nipples pressed 
against her now huge and swollen nipples, the tell-tale extension of the 
feline¹s showing what would be happening next.
  Cupcake¹s own nipples were now fist sized, tender mounds of flesh being 
poked by the slimmer, but no less smaller, ones Cat sported.  The ooze was 
now a pulsating jet of cum, and she felt Cat's arms wrap her, the hands 
grasping her shoulders, and the hands pressing her ass to the felines muscled 
torso.  Her nipples were now screaming with the stimulation she was getting, 
the agony in her guts was growing by the second, and her hands were locked at 
her side.  She could merely moan as this outrage continued.
  She felt the pressure against her nipples increase, growing rapidly, and 
then pain started.  Something was ramming into them, stretching their 
hugeness.  She realized what was happening, and once again, tried to scream. 
She failed, and felt the first nipple give way to the invading nipple prick.  
Then the second was wrenched open in a blaze of new agony, and she felt them 
probe within her tits, then begin to grow, splitting and widening the entry 
they had forced into her breasts.
  She felt the now huge prick thud once again against her anus, only this 
time from the inside.  She was a ragdoll, the pain and agony denying all 
effort to resist.  She felt the huge, pounding head once again wrench her 
asshole open, and slide into the open, its gushing stream drumming against 
the ground.  She felt the huge nipple pricks suddenly let loose like twin 
firehoses, her already huge breasts blossoming with their incredible load, 
becoming huge bags of cum and pain that swelled ever larger, engulfing all 
sight, flowing over Cat's shoulders, then thudding to the ground, filled with 
gurgling cum.
  Her belly swelled, forcing her away from the muscular torso, forcing the 
clasping hands into her bloated form.  The piercing pain that lanced through 
her tortured nipples increased, as she felt Cat's breasts grow harder and 
larger, swelling and then seeming to pound with thudding pumps as their 
contents spilled into her.
  The ravaging tongue began a slow withdrawal back from within her body, the 
flaring head still gushing a river of cum ripping back through her asshole, 
sending new pain flooding through her, and the flow now went into her belly, 
bloating it impossibly large with the roiling load it held, increasing it 
until she knew she would burst.
  She vainly struggled to pull her head back off of the burning hardness that 
split her lips, the inner flood spurting past them in fitful leaking bursts.  
She felt her tits inflate to rigidity, the load they carried blowing them up 
to titanic size, the nipples now themselves blown to incredible dimensions, 
and twin points of searing agony.
  She felt them slowly withdraw from their plunging rampage in her, the 
nipplepricks and cocktoungue pulling slowly out, leaving a tracery of 
agonized and shuddering flesh behind.
  She was finally released, and fell back into the puddle of cum pooled at 
Cat's feet, each of her orifices gushing the searing fluid that filled her, 
draining slowly like some improbable hill, the feeling of the rushing cum 
almost unbearable as it burst its way out of her, shooting in great arcs 
through the air.  She lay there in insensate agony, the gurgling heat within 
her slowly diminishing, her nipples distended and huge as they themselves now 
resembled twin pricks spurting cum.
  Cat shuddered, the titanic mammaries juddering as the last of their load 
was pumped out onto the form lying on the floor, her tongue slowly softening 
and retracting to her oral cavity, still dripping its load out. Her 
nipplepricks now dangled, gently rolling from side to side of each breast, 
slowly shrinking in size, and becoming merely huge nipples once again, and 
her tongue finally withdrew into her mouth completely.
  Still the One denied her.  Perhaps force was not the way, but Honor 
demanded, and was to be obeyed.  She watched as Cupcake slowly drained, 
writhing on the floor, as her now huge breasts heaved and bounced, and her 
hands clawed the carpet in her pain.  Now even her breasts shrank, Cupcake 
returning to her previous outline, only coated with the milky whiteness of 
Cat's love, the tatters of her travel suit now gone, she writhed and Cat was 
filled with even more lust for this Human.
  Cupcake gasped, cried, and sat up, ropy drools of congealing cum forming a 
meniscus with the pool on the floor, which shimmered and slowly undulated as 
slow waves went through it.  She looked about her, at her now even larger 
breasts, at the slickly shining suit of cum she now bore, and then up at Cat, 
standing over her with a look of unconcern on her feline face.  It was then 
that Cupcake realized that this loony feline meant to become master of all of 
Mall, she understood what Cat was trying to get her to do.  She did not know, 
however, what she was getting herself into.  She got to her unsteady feet, 
and looked dazedly at the feline.
  Chapter 3
  Cat was dazed, her hope soaring.  Cupcake was actually apologizing, and 
seemed impressed by her maleness!  She called to her with endearing terms!  
Could love be far behind?  Would she come willingly to be lovefucked by Cat 
now?  To serve her as She deserved to be served? But her hardness was already 
pressing against all attempts at control. Her energy flow continued unabated, 
building within her.  She was filled with it, coursing through her seeking 
exit anywhere, but especially into her aching flesh below!  She fought to 
damp it, to channel it elsewhere, but it was too late.
  Cat's dilemma grew.  This is what she wanted!  Cupcake freely offering to 
give to her the pleasure, the majesty, the power!  The key, the answer to all 
her woes and pain!  But her body demanded yet more punishment for the insult, 
and she was already at the bursting point, the fires inside her ragings out 
of all control!  She moaned at the confusion facing her.  A sudden flash of 
inspiration came to her.  But dare she share energy with a frail human?  This 
would mean full frenzy, and the risk of losing all to her hungering needs, 
her insatiable desire.  All that she hoped to gain might be lost in a moment 
of carelessness.
  Cupcake had formed a plan.  Her own now retracted (and seemingly locked- 
in-place) Cock might be freed, but Cat would have to be the one to free it; 
intentionally or otherwise.  Cupcake's Energy was not enough to do it and Cat 
was being canny enough to retain her energy, controlling it completely even 
while blasting it into Cupcake. She would have to goad Cat into losing 
control.  Make her careless with her searing cum and energy.  It would mean 
acting the willing servant to Cat, and might mean actually becoming the 
slavish puppet Cat meant her to become.  Cat was terribly skilled and would 
break Cupcake completely if this desperate plan failed.  Cupcake then would 
be the mindless slave to Cat, handing her control of Mall and suffering any 
torment or whim the Feline wanted.  Cat would almost surely carry out her 
previous threats and fuck Cupcake into endless Frenzy, turning her into a 
willing sextoy for any and all.
  Worse, Cupcake might become her cruel Punisher; she did bear several unique 
capabilities and Cat would surely use them to her advantage.  She had done so 
to Rashael once, and the image of her love and herself turned into cruel 
monsters, bent towards each other's suffering, seeking to master and use the 
other for the cruel amusement of Cat horrified her.  Cat would surely turn 
both into ravening monsters, savage beasts seeking only to inflict pain and 
humiliation on others while satisfying their own terrible lusts and always 
failing to satiate their driving need completely.
  Cat had already told her what she intended for Cupcake; for the girl to 
either come willingly to her and serve her evil will completely as a thing of 
cruel power, or to deny her and be blown into mindless, eternal need with no 
hope of satiation.
  Cupcake watched as the Feline visibly swelled; her already huge Cock 
growing even larger, the mounds of her titanic breasts once again crowned 
with pulsing nipplepricks, her tail swollen and dripping cum becoming more 
and more rigid, and the glistening length of her tongue slithering out of her 
wide-spread jaws and splaying out in turgid semi-erection showing that Cat 
meant to fuck her and would not be denied.  Cat's Power and Energy was almost 
a palpable thing, beating down upon the girl's will.
  Cupcake could actually hear the gurgling flow of cum as it increased by the 
moment, the rippling, swollen flesh of Cat showing that it would soon flood 
from her in unstoppable flow, with Cupcake being willing or unwilling target.
  Cat had said, and had shown, she was a master of control.  Willing, Cupcake 
would be Gifted but changed; turned into a cruel monster of animal appetites 
and desiring only to please her new Mistress in any way she wanted.  
Unwilling, Cupcake would be in eternal Frenzy; a thing of want and need 
desiring to fuck and be fucked and never attaining satisfaction.  
  Already, Cat was huge.  Her straining Cock spearing skyward was leaking 
gobbets of cum, her tail now an obscene tentacle with a pulsating head 
dripping milky streams from its tip, and the huge mounds of her breasts 
throbbing with internal combustions as pumping jets of heavy fluid sprayed 
from the engorged pricks quivering in rigid hardness tipping each.  Cupcake 
almost panicked then.  The sight of so much maleflesh being bent towards 
burying itself in her, straining to find relief by emptying the incredible 
load building itself within each member into her by any available orifice was 
almost too much to encompass.  
  Trembling in fear and hope, Cupcake slowly reached forth, and stroked the 
grossly swollen tongue, grasped it tenderly, and then guided it to her lips. 
  Cat was ecstatic.  The human was surrendering to her will as was proper and 
would soon serve her in ways she could not dream of.  Mall was hers, to rule 
as she would.  Fifi, that miserable Canid bitch, would suffer agonies at her 
hand for her past injustices to her natural superior, Cat.  Cupcake would be 
the tool of her Power and vengeance, along with the Canid Captain, Rashael.  
Both had resisted her will in the past, but Cupcake's surrender would be 
total and complete in a few minutes, guaranteed by Cat's ministrations.
  Cupcake would be her Punisher; a thing of terror and exquisite cruelty to 
any Cat thought deserved her attentions.  Cupcake would also suffer.  Fifi 
had taught Cat well how to control another.  She would be pumped to bursting, 
the Energy searing her in ever increasing agonies of lust until she had 
completeed Cat's will.  The thought of Cupcake, so small for a Gifted one, 
grown to giant stature and in constant, driving need, serving her desires 
slavishly, was wonderful.  She would make sure this slim human would be 
changed into a swollen thing of sex, her attributes grossly huge and obscene, 
as she strode Mall maddened with lust and insane cruelty.
  Cat's thoughts filled with a picture of the Canid, Rashael, and Cupcake, 
twin monsters of pain and suffering incarnate, rippling, swollen giants of 
Power, bent to satisfying Cat's whims.  It would be absolutely delicious!  
Her former opponents would be her most slavish and devoted servants.  She 
would have them battle each other, each of her obedient giants striving to 
inflict herself on the other with each moment meaning an agonizing increase 
in the load they must rid themselves of, for her entertainment. 
  Cupcake slowly and gently guided the slick, slimy hot flesh of Cat's tongue 
to her waiting ovaled lips.  The tip touched, and then began to slither into 
her mouth.  She felt her jaws being forced wide as the bulbous tip of the 
slippery appendage entered the warm velvet cave of her mouth.
  Cat held her natural impulse to ram it into the girl¹s belly in check.  She 
let it enter slowly, ever so deliciously, sliding deeper into her willing 
victim's throat. 
  Cat moaned softly around the maw-filling column of flesh and pressed 
herself forward, taking the small, slim form of Cupcake into her embrace.  
Her tail arced down between her legs and then rose slowly, the flexible but 
firm flesh of it separating the twin globes of her massive testicles, until 
the spurting tip of it encountered the desired target of Cupcakes anus.
  Her massive Cock also arched under delicate control, the helmet of its head 
slowly worming into the girl's splayed cunt.  Cat shuddered gently, and 
allowed the aching throb of her nipplepricks to begin to work their way into 
Cupcake's own now magnificent breasts.
  Each turgid column of maleflesh was already spewing gouting stream of 
Energy laden cum, lubing Cupcake's flesh into slippery oiliness and allowing 
each to work its way deeper into the now suffering girl's body easily.  Cat 
felt her straining tongue swell and grow longer, slowly forcing its way into 
the belly of her victim.  Her pounding tail, now a huge prick in its own 
right, thrust with ever increasing weight against the resisting sphincter 
until the ball of its head entered with a rush, wringing a gurgling moan of 
pain from Cat's now yeilding slave.  The crested head of her Cock rammed its 
way into her pussy, wrenching it into inhuman width and drawing a louder moan 
from Cupcake.  The twin spears of her nipples wormed and thrust at the 
flattened mounds of Cupcake's breasts, slowly working their helmeted heads 
into the agonized stretching nipples until each had entered and began pumping 
its load, filling the straining flesh with flooding cum. 
  Cupcake was in a world of agonizing ecstasy.  Each of her holes was 
splitting with the monstrous, pounding Cocks as they thundered Niagaras of 
searing cum into her.  She could feel each straining member throbbing as they 
swelled even larger.
  Through eyes almost closed against the incredible sensations screaming 
through her body she watched Cat's sweating visage as the Feline pumped into 
her.  Her face was a mask of crazed lust, eyes closed and brow wrinkled as 
her huge, rippling body gouted the incredible load it bore into Cupcake's 
every hole. 
  Almost absent-mindedly, Cupcake's gaze wandered downwards.  Her once large, 
but not gigantic, breasts were bloating, each mound rippling in sympathy as 
the torturing spears of Cat's twin prick nipples gouted into them.  She saw 
the huge shaft of Cat's cock, the diameter matching her own thighs now, throb 
and pulse, veins standing out in sharp relief against its ruddy hardness.  
She felt cum ooze and splatter in pumping rhythm out of each of her tortured 
orifices as the mad thing that was Cat fucked into her.
  And still, Cat had not buried her straining multiple shafts to the hilt.  
Each was still sliding deeper into her, slowly working to meet in Cupcake's 
straining belly.  Cat was taking Cupcake slowly, enjoying each mind-
shattering moment of orgasm as she worked her way towards the moment of 
ultimate release.
  Cupcake could feel the twin shafts buried in her crotch slide against each 
other as they worked their gushing heads deeper into her.  The flow was not 
the uncontrolled flood of Cat's complete orgasm, but nevertheless Cupcake was 
rapidly filling with the white hot milky fluid.  Her lips and jaws strained 
to encompass the still swelling slickness of the tongue, and the splitting 
agony of her anus as it was wrenched wider each passing moment was almost 
unbearable.  Her vagina felt as if Cat was crawling bodily up into her, and 
each of her breasts burned with the mixed pain and pleasure of their 
penetration.
  Her fluttering hands encountered her straining belly, and felt the bloated, 
gurgling balloon of cum it had become.  Still the flood went on, streaming 
into every interstice of her being, stretching her as it filled and then 
overflowed her.
  Small squirts of the heavy, viscous fluid escaped around the gigantic 
invaders where they entered her, but the amount that drained from her was 
miniscule in comparison to the flood that was being pumped into her 
protesting body.  She could feel her mind breaking under this assault.
  Cat was nowhere near to losing control.  Each ounce of the burning cum was 
just cum, the Energy it carried controlled jealously by its source.  Cupcake 
could only try to scream around the gagging flesh of the throbbing tongue as 
each passing moment forced to new heights of sensation and each droplet of 
cum blasted yet more Energy into her.
  Cat was enjoying every moment.  Pictures of her eventual triumph flickered 
through her fevered mind as she slowly allowed her own tortured body to find 
relief in her victim and servant.  Fifi she would rend, her newly created 
Punishers, mercilessly pumped to bursting, burying themselves into her 
screaming body while Cat herself administered the final blow herself.  She 
would allow herself to lose all control, and the final, incredible orgasm 
would overwhelm that bitch and drive her into agonizing frenzy.  She would 
not break her, though.  Let the Bitch Queen enjoy every moment of her endless 
torture and frustrated needs.  She would tease her, and laugh when her 
bloated flesh pumped in a vain attempt to relieve the endless agony of her 
lust.  And then she would inflict more upon that bitch, doubling her load.
  As for the haughty Sasha, she would have her first broken by her new 
Punishers.  But slowly, oh so slowly!   And then she would enjoy her herself, 
stunning the slut with her power.  She would have every Noble on Mall use her 
as they desired, an endless line of spurting cocks spearing her every hole, 
until she was a bloated mass.  Then Cat would have her as a personal body 
servant, to fuck and have serve her every whim.  She would lick Cat's every 
drop of cum up and beg for more.
  As for Shestallion, Cat would bind her even more thoroughly, and then fuck 
her up that magnificent ass until she screamed with Frenzy and need.  And 
then Cat would taunt her, denying any release for the fevered Horz, and do it 
again, and again, until she was a gibbering wreck.
  Each passing moment brought a new fantasy, a new cruelty to inflict on her 
enemies.  Cat was becoming fevered with lust, and this was reflected in her 
body.  Her slowly swelling Cocks began to grow with increasing speed.  The 
flow of her cum doubled, then trebled, as her thoughts flogged her into 
shuddering lust.  Cupcake was herself swelling by the moment, her once slim 
body stretching and bloating as the load it carried grew.
  The girl was almost mindless with the feelings rocketing through her.  Cat 
had buried her Cocks to their hilt, each one a savage, pounding lance.  She 
could feel each of the massive trunks slide against each other, each pounding 
into her now rotund belly and spewing rivers of cum into her.  It was then, 
just as she was reaching the mindless, ravening beginnings of Frenzy, as she 
felt her will breaking, that she sensed Cat was no longer controlling her 
Energy.
  She seized it with the desperation of a madwoman, her crumbling mind 
seeking any way out of its dilemma.  Already, Cat had influenced her very 
being, her soul, but she had not completely surrendered.  It was this core 
that now flung itself in desperation on the only course of action possible.    
Cat was almost ready now.  She was at the beginnings of her ultimate orgasm 
which would blast Cupcake into utter servility and give her the key to ruling 
Mall completely.  She relaxed her control, and let her lust have its way.  It 
was then that Cupcake struck.
  Cat's indescribable flow of cum and Energy was riven from her.  She had 
lost most control as she had fucked the girl in a vengeful reverie.  Not all, 
but enough for the uniquely gifted Cupcake to seize control of the mass of 
it.  She could feel it wrenched from her, and then come back in overwhelming 
flood.  Her Cocks were popped from wide split holes they had been reaming, 
sending her flying back, the uninterrupted river spewing from her sent wildly 
splashing.  She was helpless as her unleashed body orgasmed uncontrollably, 
sending gushing flows of cum hosing all over the room.  She screamed in the 
unstoppable ecstasy and in the agony of knowing she had failed.  She glimpsed 
the cum drenched body of Cupcake, strangely altered under its glazing of 
milky fluid, as she spasmed and writhed as her cocks ceaseless pumping 
hardness sent bolts of unendurable ecstasy through her.  She lay helpless in 
the throes of the greatest pleasure she had ever known.
  Cupcake was undergoing almost the same experience.  Cat had not lost all 
control of the Energy.  The incredible amount of it was tainted by her, it 
was Cat Energy.  Cupcake was also wracked by pleasure that would be 
unbearable in any mortal.  She was also changed.  Cat had begun the process 
of breaking her to servility.  She was safe from that.  But Cat had also 
begun to shape her into something else.  And a great deal of the burgeoning 
Energy was still Cat in form.  It wold not have its full effect, but Cupcake 
must somehow encompass it, and take it into her.  She did, and was altered by 
it.
  The human girl grew.  She became a giant, a Titan.  Her unleashed cock grew 
even huger.  Her body altered, growing more cat-like with each passing 
moment.  Soon, she was somewhere between a Feline and Human, but grown 
fantastically huge and powerful.  Her thundering moan as she strove to 
control the fantastic Energies she contained was like an explosion.  Her cock 
was like a massive redwood jutting from her cleft.  Cupcake's very soul had 
been altered.  Cat's plan of turning her into a sexual engine of torture, a 
monstrous, cruel animal seeking only to relief her painful lust had partially 
succeeded.  Only it would not be Cat's enemies that suffered Cupcake's cruel 
wrath, but Cat herself.  But perhaps the worst (or best) was that Cat's plan 
of causing Cupcake to be always over-pumped with Energy, in a near frenzy as 
her Energy increased faster and faster till she had done Cat's will, had 
taken full effect.
  Cupcake was near madness with need, the burgeoning Energy overflowing her 
increasing with each moment, driving her lust to monumental heights as the 
Energy increased.  She had but one way to rid herself of it.
  Cat writhed, tormented by the sizzling ecstasy flowing her, as each of her 
massive cocks spurted streams of cum.  She lay in a rapidly spreading pool of 
the hot, milky fluid with each shuddering gush from her multiple cocks 
sending slow, heavy waves through the thick goo.  She had failed to conquer 
Cupcake.  The Human bitch had fooled her, driven her to holding back and 
taking her slowly and delicately shaping her servant to be, when what she 
should have done is crammed her throbbing meat into the slut and fucked her 
with no mercy.  If the little bitch didn't recover before Cat's seemingly 
endless series of explosive orgasms ended, Cat would have a small portion of 
vengeance on her.  She could still ream the little slut up her delicate ass 
and let her Cock go.  Her drained energy was still up to that, and that sly 
cunt would still suffer.  If she didn't recover first, worried Cat.
  Cupcake was in no way recovering.  The altered girl was now half Feline, 
half Human, her once slim body aping Cat's at its most lush dimensions.  
Cupcake now stood, a colossus, at thirteen feet tall.  The massive diameter 
of her Cock sprang from her cleft upwards at a forty five degree angle, and 
it still overtopped her.  The pulsating flanged head of the incredible mass 
beat audibly as it slowly danced.  The engorged and ruddy shaft seemed almost 
near bursting, congested and reddened, with the veins running around its 
length beating visibly.  The titanic balls descended between her widespread 
legs, forcing her into a wide stance.  One of the huge spheres lay before her 
legs, the other behind.  And she was growing larger each moment.  Already, 
the rivers of cum that Cat had spewed forth at the height of her maddened 
fucking were overmatched by the pumping ocean blasting out of the heavy 
monster of Cupcake's hot flesh.
  Cupcake panted and gasped at the incredible sensations flowing through her, 
finally recovering enough to open her eyes to stare glazed eyed at Cat's 
humping form.  The girl was galvanized at the sight.  Her now massive hips 
began to buck and grind, the huge hardness thrusting before her springing to 
rigid attention, aiming skyward, and grew like a balloon inflating until it 
speared cloudward into the sky.  The incredible flanged ball at its tip now 
geysered cum in a continuous, pulsing stream.  The lust-drugged girl began to 
stride over to the still pumping form of Cat, the huge testicles dragging 
behind her.  One hand levered the straining, gouting zeppelin of her Cock 
downwards until it was aimed at Cat's hunching, rounded ass.  Cat was still 
large, but Cupcake's hugeness dwarfed her.
  Cat had planned to shape Cupcake into cruelty.  She was to have been a 
relentless, savage monster whose only delight would have been torturing 
whomever Cat ordered her to.  Cupcake would be forced to eventually bow to 
Cat's demand in the same way Fifi had bound Cat to find and break Cupcake; 
she would find her Energy growing faster and faster until it grew to the 
point where she could never hope to dump it fast enough to prevent completely 
overloading.  Cupcake had been shaped thus by the remnants of Cat's Energy 
that had been under control.  Cupcake's appearance was also altered.  She was 
no longer totally human.  Her ears were those of a Feline, her nose the dark 
triangular shape matching Cat's.  She bore whiskers.  A jaunty tail lashed 
behind her, depending from the base of her spine.  Cupcake's attributes had 
also grown considerably.  She now sported twin titanic mounds of breasts, the 
nipples turgid and huge as they swayed before her.  Her slim hips were now 
gigantic and rounded; her thighs massive and heavy.  Her waist still was 
slim, which exaggerated her other dimensions.  Her ass now thrust back, the 
twin hemispheres rounded and juddering with each step she took.  She was an 
elemental force; sexual in nature, and earth mother figure with a tremendous 
jutting Cock.  Her face was a savage mask of joyful cruelty, sneering and 
sweating as she licked her now pendulous lips in anticipation of cramming her 
shuddering fuckflesh into Cat's now exposed cunt.  Her Energy's levels 
soared, searing her into a state Cat had planned would never occur.  Her gaze 
narrowed, seeing only the lips of her target's cleft.