(F/M to Pandas)

It wasn’t that Ryan had no feelings for his neighbor. If anything, he wanted to –  Alyssa was absolutely gorgeous. But when a man plans on leaving town in the next year, he can't put roots down.

Still, he couldn't resist the urge to give her something nice. She seemed nice enough, and had actually gone out of her way to introduce herself to him. People didn’t do that nowadays.

He had planned to show up at her doorstep, give her the cute ceramic he’d picked out for her, and leave.

So then why?

Why was she turning into a giant panda?

It could have been the fact that he haggled down that shopkeeper to almost nothing, or the fact that she let him drive the price so low. It could have been related to that recent report of a strange comet passing overhead. No. None of those whys mattered now. What mattered now was the fact that there was an enormously chubby girl with arms as thick as his torso barreling right towards him.

... This train of thought took 0.005 seconds to fully process. It could have been considered akin to having one's life flash before their eyes. More importantly, it left Ryan frozen like a deer in the headlights, up until Alyssa's pair of massively soft, fluffy breasts engulfed his head.

“Rrryan!” She growled lovingly, or at least as lovingly as a fluffy muzzle half the size of his head could manage. She rubbed her cheek against his affectionately, then followed that with a nose rub that left his own nose oddly damp.

“H-hey, I didn’t know we were here yet,” Ryan chuckled. Inwardly, he cursed at how nervous he felt. This wasn’t like him. He’d tried to live his life without getting ruled by his emotions or impulses. But really, there was only so much he could do against the warm pleasure of having a massive tongue drag against her face.

“Rrrryawwrrn,” she repeated herself, eyes glazing slightly. A shudder traveled through her body, with enough force to jiggle her swelling belly. It was clear her change wasn’t done, nor was it solely physical.

Yet it was the hottest thing Ryan could picture, seeing a needy girl practically drool out his name as she pressed against him desperately, aching for his company.

He replied back in kind, pressing his face against her collar and kissing into her fur. Then he thought better of the action and bit at the scruff of her neck, earning a bellow of pleasure in response. The sound of her panting was loud enough to fill his ears and her fluff filled his vision. So it came as a surprise when he found she’d been doing more than just aggressively lifting and hugging him, she’d dropped him onto her bed.

He looked around to a room he was seeing for the first time, locking eyes with her and seeing a feral hunger in her gaze. “Hey wait, I’m pretty sure that this isn’t…” He trailed off at the sight of a photo of himself on her bedstand. “Oh, so it’s like that?”

She nodded eagerly, shuddering again as her chest somehow found a way to grow more. Maybe it was thanks to her belly now lifting her breasts, but he was sure that they were at least twice as big as they’d been just a few seconds ago.

“Well then what the hell, why not?” He smiled, kicking off his shoes and starting to tug off his shirt.

Alyssa clearly had better ideas, using her large clawed paws to tear his pants free. Then pure, fluffy warmth covered his body.

It was like drowning in soft comfort. The pleasure of her heavy body sank him deeper into the sheets, and he tried to reach his arms around her waist. When he couldn’t even manage that, he instead brought his hands to her massive black-furred hips, giving them a firm squeeze.

She wordlessly groaned, jaw going slack. A small trickle of hot drool splashed onto his chest, and he could swear she blushed as she dipped her snout towards his pecs, spreading her tongue across them and licking them clean.

Then Alyssa lifted her head higher, bringing her large, snuffling snout towards his collar… And his lips. At this point, he welcomed the feeling of her leathery lips against his own, and the comforting twitch of her nose.

If Ryan was in a better state of mind, he might have noticed that his own body was heavier than it had been minutes ago. He might have found his brown hair had been darkening in some spots and bleaching in others, growing thicker into a patchwork of fur. He might even have suspected something, despite the pleasure, was wrong.

But those thoughts didn’t come close to the feeling of having a panda girl’s warm belly press against his own, or a roll of her hips stirring his cock to attention.

Alyssa’s eyes widened, an addled smile clear on her features. Even with her face so changed, Ryan could tell that she was proud she’d gotten that kind of reaction out of him.

“Well, my fat Oreo nymph, two can play at that game.” He didn’t know if she could still understand dirty talk, but she seemed to appreciate him digging his fingers deep into the fur behind her head, pulling her maw against his mouth.

Her tongue pressed against his lips, his teeth, his cheeks, his tongue. It was like a tsunami of wet, drooly warmth that soon shoved its way down his throat. Ryan half-gagged from the intrusion, half-moaned from the pleasure. He dug his fingers deeper into her fur, pawing at the back of her head, scratching the back of her ears.

When she rumbled with pleasure, he could feel it vibrate all the way to his gut. Pressure built up from the inside, along with new warmth and new weight. Some sixth sense told him that if he kept this up, he’d turn into a dumb panda too. Any warning that came from that was overridden by how his other five senses were screaming praises to Alyssa.

It was so good that his body was going limp… No, actually, not quite. He just couldn’t move. He was getting a proper panda’s bulk, but the muscles hadn’t set in yet. His arms slid from the back of Alyssa’s head, and she pulled her snout back in confusion.

It earned her a needy whimper, and she got that devilish look in her big brown eyes again. A low, guttural groan teased Ryan’s rounding ears, and with more dexterity than he’d thought her capable of, she slid lower on the bed, dragging her heavy belly against his cock, smothering it with her breasts.

The cold air of her bedroom tingled at his chest for just a moment, before dense and heavy fur covered his newfound fat. He struggled to angle his head to see what she was doing, but the massive mound of his belly hid everything save that mischievous look in her eyes. She lifted her head so he could fully appreciate her furry muzzle, then she opened her maw and drooled on his cock.

It was warm, so much thicker when it wasn’t mixed with his own spit. He could feel her heat dripping down him, and ached for anything more. Nothing came, and he desperately looked up to find her giving him a teasing, inquisitive snuffle.

“Please…” He coughed, a bit of a rumble in his throat. “Puuhrrrleease!”

Alyssa lovingly obliged, dropping her snout onto him, engulfing him in her wet maw. Her dark ears twitched as she mashed her nose against his groin. Her tail wiggled as she got drunk on his musk. Best of all, her throat clenched as she took his tip deep into it, teasing his tip for a moment before she pulled her head back.

Her long tongue dragged along his balls, along his shaft, settling on his tip, swirling around it tenderly. Her massive, velvety paws gently squished against his cock, and she kissed his tip with a delicateness that seemed so strange for her fat, beary body.

She wiggled her hips again, and a new scent filled the air. It was like a warm, fruity honey, something Ryan wanted more of. He sniffed at the air, crinkling his nose as it crunched and popped. There was a hint of pain to having his face reshaped, but it was like the pain of a deep massage. Each pop was followed by a mind-numbing rush, and so he was left insensately drooling by the time he’d fully grown his muzzle.

A shadow fell across him, returning him to the present. He looked up to Alyssa, watching in amazed wonder and wondering what she had in store for him next.

Alyssa snuffled, taking his paws in her own, pressing them against her furry breasts, rubbing her perked nipples against his palms. His hands squished out into big, soft paw pads to better feel at them, and he found himself thrusting his hips into the air needily.

Thrusting… He could move again!

A glimmer of understanding passed between the two of them, and with that Alyssa dropped her fat panda body against his own, hilting him inside her dripping pussy. Their roars filled the room, rattled the windows.

Every way he moved, he felt more of her. He leaned up, shoved his muzzle between her breasts. He fell back, letting her stomach press deeply against his own, driving the wind from his lungs just so she could kiss them full again. Everywhere his arms moved, he pet more of her enormous bulk.

All the while, he pistoned into her, fucking harder, faster. Her roars quieted somewhat, took on a higher pitch, a needy whine. He watched in satisfaction as she leaned back and shuddered, her walls gripping him tighter than ever.

Then she flopped against him, spent, raggedly panting. Alyssa rumbled lovingly, stupidly, perfectly. But it wasn’t enough, not yet.

Ryan pulled out from her, rolling the two of them from her bed to the floor. It didn’t make a difference to them, they were so fat that anywhere would be equally as comfortable. He pushed her onto her belly, resting against her back, feeling her tail wiggle curiously against his pudgy panda stomach.

Then he shoved his paws against her hips, driving into her once again.

There was nothing human about this rut, it was pure, animal passion. He nipped at her neck, he slammed his hips against her so hard that her nose sometimes bumped against a nightstand she’d never use again. The picture of his old human self fell over with a clatter, little more than an echo to his heavy, deep panting.

He was close, so close. There was something more he needed. Something…

“Rrruvvv… rrruuuughh…” Alyssa slobbered into a puddle of her own drool, and whatever remained of her brains dripped between her legs, flowing around his cock, matting the fur of their thighs.

Ryan came, harder than ever in his life. Molten, thick cum flooded Alyssa’s panda pussy, as though his body was desperate to empty himself of whatever humanity remained.

Finally spent, he rolled off her, thumping hard onto his side and pawing at her back. She snuffled with a hint of amusement, rolling half-atop him, nestling into his arms and placing small, warm, wet licks against his lips and chin.

His last thoughts were that he still didn’t know exactly what had changed them… But then again, that didn’t matter. Nothing else mattered, now that he had the comfort of the most perfect mate in the world.