Riley glared daggers to the blonde woman across from her, and the dark-haired girl dug her nails into the counter’s wood. She flicked the pink-dyed stripe of hair across her eyes, looking to the woman.

Donna. That’s what she’d introduced herself as… A few moments before deciding it would be fun to get on Riley’s nerves. Even if Riley was in a good mood, she wouldn’t have let that comment slip. But after a full day of work? The hell with that.

“Whoops.” She said flatly, upturning her smoothie. It was pomegranate, the perfect shade to stain Donna’s white shirt. Admittedly, it was a bit of a shame that she had to waste a good smoothie, but it was worth it to see the look on the woman’s face.

The blonde was outraged, shocked, and… There was something else there, too. It looked like… She’d wanted this to happen? Riley scowled at that. She really wanted to upset the woman; not give her what she wanted.

“Stop it with that look, you bitch.” Riley glared. “You’re one of those uppity women that thinks they’re more powerful than anyone else, aren’t you?”

“Hm…” Donna pursed her lips, looking the girl up and down. So, this would be today’s entertainment, she thought. “You’re not wrong. Of course, I’m justified in thinking that, you know. After all, I am.” She spoke with a smile, knowing fully well that it would upset the girl.

As the words left her mouth, Riley began to change. It started slowly, her ears beginning to lengthen, growing larger and flopping over. Riley didn’t notice, instead glaring more intently at Donna. Her new ears twitched with anger.

“Oh, like hell you are! What? Because you’re rich, or because you’re pretty? You think that you’ll be allowed to just lord over us? Screw you! Besides that, you’re not nearly so pretty, and you’re not as big of a deal as you think you are.” Riley spat, pressing her finger into the stain she’d made on Donna’s blouse.

She had no idea why, but this woman was really getting on her nerves. She also had no idea that her breasts were growing larger, her top straining. Riley had always had average breasts, but now they were getting absolutely massive.

“Oh… I’d like to dispute that.” Donna grinned coyly. It was time for this little show to end, now that they were beginning to attract stares. A food court was hardly one of the best places to change someone, but needs must and all that. “After all… If I wasn’t a big deal, would you be getting hornier just by being around me?”

Riley started, shocked. “What the fu-OOH!” She moaned, her legs knocking together. She moaned loudly and lewdly, wobbling in place. It was arousal, plain and simple. Just as the woman had said, she was turned on.

In point of fact, she was far more aroused than she could remember. It felt like she was practically gushing from being around the woman, her panties soaking themselves as she cupped her hand to her vagina. “God… What’s happening…” She panted, looking down and blinking in surprise.

Her breasts… They were larger than she remembered, weren’t they? She flushed, cupping them in her hands and shuddering.  Just touching them sent a shiver of arousal through her, and she moaned lewdly.

“Oh, that a girl. Why don’t you just get all the attention of everyone here, hm? Sometimes I do so love an audience.” Donna sat down on a nearby table, crossing her legs. She waved a hand across her clothes, and the pomegranate stain vanished from her shirt as though it had never existed.

“Oh God.” Riley realized at that moment just what sort of trouble she’d gotten into. “You’re a witch… You’re doing this to me.” She whispered, her defiant streak coming to a rumbling halt. Faced with the fear of the unnatural, she felt her heart begin to quaver.

“And right in one!” Donna clapped, propping her legs up on a chair. “Though, not entirely accurate. You see, I am a witch, and I did start to do this to you. But, in truth, you’re about to do the rest of it to yourself.”

“What do you mooooh!” Riley groaned, cupping her fat tits harder, pinching her nipples through the fabric. She could feel them stretching beneath her bra too, her nipples growing large and fat. She moaned, the sound coming out almost like a cow’s low.

Donna picked up on that, smirking contentedly. “That’s right, darling. Why don’t you just moo like an animal? You’re going to become one before too long… Especially if you touch yourself like that.” It was

Riley looked up to the woman, forcing her hands away from her breasts, only for them to magnetize to her crotch. She wobbled in place, tilting her head upwards and letting out a loud moan. The girl shuddered, passion surging through her veins.

“MOO!” She cried out, falling to her knees, gasping for breath. Everything was so hot, everything was so… Hot! It was hard to think, hard to breathe, hard to do anything but finger herself and drive herself cloer and closer to…

The sound of cloth tearing interrupted her train of thought, and the girl turned her gaze to her backside, letting out a scream of surprise. There was a tail-a tail! It was hanging behind her, long and swishing, with black fur at the tip and white fur along its length.

She desperately snatched her hands from her snatch, staring at the tail in muted horror. She pet it numbly, shuddering as it twitched in response to her touch.

“Oh, don’t stop now.” Donna said from above her. “We were just getting to the good part.”

The witch rose from her seat, kneeling down by Riley and groping her breasts. “After all… I’m sure you’d absolutely love to change more, wouldn’t you?”

Riley shuddered, trying to glare at Donna but finding the action undermined by just how horny she was. “Fooock yoooo…” She moaned, leaning back and mooing loudly as Donna began to tug at her longer nipples.

There was something so erotic about being toyed with like this; about being molded. Riley almost didn’t notice the feeling of her breasts sliding down her chest to her belly, fusing together into a fat udder. Almost.

The girl swatted at Donna’s hands, outright moaning with pleasure as she brushed against one of her nipples in the process. Freed from beneath her bra, they were able to hang out as long as they wanted. They were, what, six inches long? Seven? Riley whimpered, staring at them, then looking back up to Donna.

“Oh, my dear… You look simply marvelous.” Donna cooed, beaming. “But I don’t think you’ve fallen into true lust yet… Maybe if we have you go into heat.”

And just like that, Riley did.

Sweat dewed along her forehead as her cheeks flushed, the rebellious woman stunned to near-silence by the wave of arousal that spread across her every nerve. It was like her entire body was screaming with the need to be bred, to be mated.

And who was she to refuse? Riley gasped, her hand immediately dipping past her pants, stroking her vagina with her delicate fingers. Whatever resistance she had been able to put up so far was now forever lost in the face of this erogenous wave.

“MOOO!” She groaned, slipping her fingers into her sex, stroking past her folds and drooling with a love she’d never imagined herself capable of feeling. This lust, this passion, it threatened to overcome her.

And it was a thread it was well making due on. Her body was growing larger and larger, pounds of flesh bulging on her body. Loud pops and creaks began to sound through the quiet air as her clothing got tighter and tighter.

The quiet air… It was unusually still compared to the usual bustle of the food court. Riley looked around and saw the reason almost instantly: every eye in the room was turned to her, staring at her and watching her shame.

“N-no, don’t look!” Riley flushed, groaning as fur began to coarsen along her body. She shuddered, trying to hide her shame from the onlookers. Some of them had their phones our, forever immortalizing her embarrassment into the annals of the Internet.

“StopuhMOO!” Her next protest simply became a loud low, her fingers hitting a particularly sensitive spot. She fell to her knees, feet scuffing against-

Again, her thoughts screeched to a halt. Scuffing? That wasn’t right… She didn’t want to look at her feet, but it was an impulse she couldn’t control. And, sure enough, her feet were changing as the rest of her was. They had burst from the tips of her sneakers, revealing that her toes had become black and coarse.

No, it was worse than that: they had merged together at the base, were merging together even as she was watching. She could see them becoming hard, clumped, useless masses of hoof; couldn’t feel them anymore through the thick enamel.

“NOOO!” She mooed, shifting so she was sitting on her fattened ass, her hooves before her. She pressed her free hand against them to find that it was just as if she was pressing against the sole of her shoe: there was nothing, a distinct and alien absence of sensation.

Then her other hand dug deeper into her sex, and she groaned lewdly, hearing an echo of the sound in the air. She looked up to find that Donna was fingering herself as well, the woman enjoying herself as much as Riley was.

For some reason, that sent a quaver of pleasure through Riley’s body, and the chubby girl groaned as her clothing tightened further. She was becoming fat, unsightly even!

The tears went from small holes to long runs, spreading across her clothes like tigers’ stripes. The girl sobbed as her clothing practically exploded off of her body, leaving her almost naked in the middle of the mall. No, not entirely naked… Fur had started to cover her body from head to toe.

It covered much of her shame, though not her fat, pink udder. Her nipples had grown even longer since she’d last paid attention to them, and she was sure that she could now…

She reached a hand to the fleshy sack, squeezing it and splashing milk upon the floor. “MOOO!” Hot, electric ecstasy. There were no words that could possibly mean as much as this insane pleasure did to her now, practically enough to make her cum just from touching her udder.

Her face cracked and popped as she moaned dumbly once more, letting out a cowy moan of pleasure. She drove her finger deeper within herself, gasping and panting as she furthered her changes. They were beginning to fill her with such heat, with such pleasure, that she could almost…

Almost…

“MOOOOOO!” Riley clenched hard around her fingers, her stubborn bra and panties snapping at the seams. Hot nectar gushed into her palm and onto the floor. Yet she wanted more, and needed more. She clutched at her udder desperately, milking herself as she rode herself to another orgasm, and another after that.

It was like nothing her human mind had experience before or again, and yet everything her cow mind would feel for the rest of her life. Already the parts of her that were Riley were fading away into a distant nothingness, replaced by the vapidity of being a fat cow.

She looked up to Donna, her hair falling from her head and her face finishing its transition into a cow’s muzzle. “UGH… UHMOO!!!” She bellowed, feeling her hands ball up beneath herself. She could feel them hardening, balling up into what could only be called hooves.

Her fingers were sticking to each other a bit at a time, to the point where it had gotten impossible to pull them apart. Then they began to ball up, becoming hard and calloused. She could feel them growing numb, even as one thumped against the floor with a loud clop.

The girl couldn’t milk herself anymore; couldn’t really finger herself. Already her hoof was beginning to get too large for her pussy. She groaned as her changing posture forced her hoof from her sex with a loud slurp, and she panted raggedly.

For some reason, that emptiness she was feeling was leaving her with a pleasure just as great as when she’d been pleasuring herself. In spite of the humiliation, of the horror of her situation, she was about to reach her greatest climax yet.

“UHMOOO! MOOO!” Riley lowed, her ears lying flat against her head as her sex darkened. The wet spatter of her honey against the floor seemed to echo through the mall, punctuating an end to the life of her humanity.

When she next blinked, there was no intelligence behind her eyes. Instead, she held nothing but the gaze of a stupid, vapid cow.