Noelle woke up and in a change of pace, she immediately knew one thing that had changed. She had gone to bed slipped inside Madison and judging by the low moans in her sleep and Noelle simply feeling more, she knew exactly what had happened.

With a chuckle, Noelle pulled out her cock. She could feel every inch as it came out of Madison’s small pussy, pulled her cock out from her folds. She previously had a 9 inch cock. Now? As she felt the last few inches be removed, she estimated it was at least 12. And that wasn’t the only change. She could feel her width had increased as well. If her cock grew any more, she’d have to be a bit more… forceful, to get it in.

Noelle looked down on Madison and felt a new feeling well up. She wanted to breed her. That wasn’t the new feeling, of course she wanted to do that! No, the strange part was that she felt like she could. There had been some kind of, annoyance beforehand but as she dragged her leaking cock out, she just felt relief instead. Primed. Ready.

As she got up to walk toward the bathroom mirror, she could already feel it. Today was different. The changes today were going to be far different. Something new was brewing inside her. But before she began to focus on that, began to move to the next thing, she wanted to know about today! As she sashayed her hips down the hall, leaving trails of cum leaking out as she walked, she marveled at her own body. Even before she reached the bathroom, more than a few things already came popping out at her. She tried to ignore them, to go through them all at once like normal, but the feeling of contentment, feeling another part of her body become ‘complete’ made her swell with pride and joy.

When she finally reached the bathroom and looked into the mirror, the first thing she saw was her own reflection but… she chuckled as she had to bend down just a little. She had gotten taller. She estimated she’d gained at least two more inches. That would, what, put her at 6’4? She seemed to rapidly be leaving the extreme for the superhuman… her wide smile was practically growing against her will. The idea of being more than human seemed to be more than she could have ever wanted at that moment. Like a key unlocking more than she knew she could be. That change sounded… exciting.

She looked at her hair and smirked. It had lost all of its red coloring, now fully different shades of pink falling and flowing around her body. Not just that, but it looked like it had always been her natural hair color, despite it clearly being an unnatural color. Next her eyes looked down at her body.

And what a change it had gone through.

Once upon a time she had been thin as a willow, then she had basically grown bigger and bigger, till she was a voluptuous woman. That woman was gone now, replaced with someone… massive and toned. Her body had grown more athletic and condensed with her and if before she looked simply, now she looked like an Amazonian Queen.

Queen.

For a brief moment, Noelle’s whole body shook.

Queen. 

Queen. 

Queen.

I. AM. A. QUEEN!

Noelle shook herself out of it. Her smile looked like a devil even to herself. Something about that word… resonated with her. Made her feel… right. She was a Queen, wasn’t she?

She shook her head, focusing back on what was important. Her body was now fit enough to say she looked like she fully worked out for at least a year or two at the Gym. She flexed a little and laughed. Her body hadn’t changed in a few ways, namely, her breasts were still the same size. But with her new height and new musculature, it gave her whole body a different feel with those large breasts. They were still massive, but as she grew in height, they comparatively seemed smaller. As she grew in size, her athletic look seemed to be even more… powerful.

She was beginning to feel like she could on the world.

Oh, but as she looked at her breasts, although they hadn’t changed size, they had definitely still changed slightly. Her nipples mainly. Strangely, the openings themselves seem to be starting to push inward. The size of her Areola hadn’t changed but it was now a bit ‘puffier’ and was starting to turn black. Most notably to her, she was still producing milk but now it had changed. She raised a finger, getting a drop out. The color had changed more from white to cream and it felt, thick. She smiled. She couldn’t wait for someone to drink out of her today.

She looked down at her cock but she had already noted most of those changes. Looking at it in full though, it was absolutely gigantic. 4 inch diameter and 12 inches long, roughly more or less, and she couldn’t wait to stir someone’s insides up with it. There was a worry she might get stuck in someone but she was sure she could manage. One of the most interesting parts, was that now she was constantly leaking white cum out of her. Not liquid, not fluid, cum in full. Because she reached down below her dick, and felt something new.

Testicles. At the very least, they were the right size and shape, even if they were still lacking wrinkles and a few more defining features. She did chuckle a little at how she had walnut sized testicles on her gigantic body. The most important thing however, was semen. True, actual, semen was leaking out of her. Coming out of her. With this, making some pregnant was no longer impossible. No, even more than that, with how much she was producing, it was basically a certainty now.

But there was one more change, one more sign of things to come.

Her vagina. Her first genitalia, what she had had all her life. It was changing. Where there used to be pubic hair, it no longer was there. It had all fallen out. Instead, that whole area had started to change colors, into a shade of greenish/gray. As she felt around that area, the texture itself had changed. No longer was it as soft. It almost didn’t feel like flesh. It had become harder and almost… like scales?

She didn’t know what that would become in the future but she was ready and excited for it.

Now though, now it was finally time. Time to do what she was always meant to do.

Go and impregnate someone.

****

Emily felt a shiver go up her whole spine. She shook it off, wondering if she left open a window or something. She was taking the day off, currently reading to settle herself. After a wild morning with Noelle, she had disappeared off the face of the earth, along with her friends. She hoped more alien stuff wasn’t happening but she was ready and prepared. She had bought a bat and extra toilet paper. It would probably be pointless but they helped settle her nerves.

Having your friends disappear for days when they’re currently in the middle of shapeshifting, right after having sex with you, and not answer any of your texts, would do that. It was the morning and she was currently relaxing in her bedroom. At least she was, until she heard the door open.

Her heart froze. That could only be one person. And if it was her… she heard the footsteps to her bedroom get louder and louder. She cautiously reached for her bat. If Noelle had become some kind of evil monster, she was prepared. If she hadn’t… well… she’d look silly but she was going to go down swinging if she needed to.

The footsteps grew closer and closer and her heart beat hard in her chest as she saw the doorknob turn. Her grip tightened.

…only for the bat to fall to the floor as she took in Noelle. At least, she thought it might be Noelle.

She didn’t look anything like she originally did but that was to be expected. But she also looked nothing like she had when they had had sex. She had grown, grown massive, but only in height. The rest of her had shrunk till she was more athletic looking than she was! Her hair didn’t seem to have grown, but it was all pink now in a hue of shades that took her breath away. Liquid leaked out of her, not just her nipples but-

“What the fuck.”

Emily had a sudden realization as she stared at what was a massive fucking cock. A truly nearly cartoonish size of cock. Over a foot long and over half as thick as her wrist. She should have realized it sooner.

Aliens were horny bastards. That made so much sense. That made everything suddenly make sense.

They had turned Noelle into… this and were probably watching her right now. She was basically in some alien’s hentai. Their own private show.

“Hi Emily! Oh, I didn’t know you were into baseball!”

“You’ve come to fuck me.” Was what escaped Emily’s mouth.

Noelle didn’t even miss a beat.

“Yup! I can’t wait to show how wonderful my cock feels. It’s going to be great! I promise that I’ll-”

“What if I say no?” Emily asked.

She watched in horror as Noelle stilled and visibly struggled. It was like she had thrown a wrench into her whole being. She frowned and then frowned more, looking like she was rapidly getting a headache and then a migraine.

“I…” She finally spoke. “...it’s really fun! I’m sure… you’ll want to Emily.”

“That’s not what I asked. What. If. I. Say. No?” Emily asked again.

She watched as her friend, someone she was close to and had had sex with, looked like they were going to break their brain trying to find an answer. Emily understood. Whatever aliens were probably watching didn’t want her to just say no, but Noelle… wasn’t a monster. Not yet at least. Emily looked at that massive cock one more time and firmed up her heart and mind. Honestly, she had been ready to attack Noelle if she had become some kind of horrible creature. If aliens really had come to this planet…well… she would adapt.

She smiled and looked at Noelle.

“I’m only joking Noelle, I’m your friend. We already had sex. I wouldn’t say no.”

Instantly, Noelle felt a massive amount of relief. Emily saying no… that would be crazy! She had to have sex with her. She was hers and it would also feel so good. She walked closer and Emily’s heart started to beat faster.

She had firmed up her heart, accepted what type of world she was going to be in. She had accepted it the first time she had sex with Noelle… but the last time, Noelle didn’t have a massive fucking cock.

“Take off your clothes.” Noelle practically growled at her.

Despite the… situation, no, because of the situation, Emily felt herself getting heated. Noelle… she stacked. She had been big before, but now she was big and beautiful in a completely different way. She was practically gigantic, towering over her. Her dick was monstrously huge and the way she looked at her sent shivers up her spine.

She removed her clothes quickly and when she looked up Noelle was already standing right in front of her. She looked up… and up, Noelle peering down at her. Emily felt her breath leave her for a second, staring up at her.

“Emily~... You have good stamina right?” Noelle asked. Emily nodded mutely, a bit awestruck.

Noelle bent down, squatting a bit, and Emily just looked as her face got closer and closer. The question she had asked only fully hit her, as she felt Noelle reach and grab her ass… and then begin to lift her. 

Emily startled a little bit, as she began to be raised into the air. Soon, she was eye level with Noelle, who was smiling big and wide. She felt Noelle’s own breasts touch hers, as something else began poking her from below. She swallowed, realizing exactly what Noelle had in mind. Squeezing her hips and ass, Noelle began to lower Emily on top of her cock.

As Emily felt it pierce into her, she let out a low moan. She also startled as she could feel herself already beginning to get wet. Noelle was already pouring liquid into her, coating her. But Noelle didn’t stop, as she kept lowering her. Emily arched her back putting her arms around Noelle, as she moaned into her breasts. She felt Noelle hit her cervix only to keep trying to lower her.

“T-too long.” Emily said.

“Hmph. Well, we’ll just have to keep trying. We’ll get you there in no time!”

What? But Emily’s thoughts were blown out of the water as she felt Noelle grip her, only to slide her back up her cock and slam her down. Emily moaned even as she felt herself being lifted back up again and again. Noelle held nothing back as she roughly fucked her like her own personal sex toy, sending pleasure practically tearing it’s way through Emily’s body. Her moans only got louder at the rough handling as time went on, when she suddenly felt Noelle shift her arms.

Soon, with one hand, Noelle was lifting and dropping Emily while her other arm snaked around and pushed her head towards Noelle’s breasts. She soon found herself sucking on her tit, as milk poured into her mouth. But it didn’t taste, quite like milk. It was so thick with a strange sweet taste to it. Emily found herself enthralled even as Noelle continued to fuck her. She sucked hard on her titty, feeling the warm thick liquid coat her mouth and flow down into her stomach. A different liquid was also starting to soak her insides as it felt like a constant stream of cum was being put into her. She could feel it as she and Noelle coated her dick, making her slide on and off it easier and easier, and faster.

The heat built and the lust followed as her body was pounded by Noelle. As for Noelle, she could feel her dick being gripped, hard, by Emily’s pussy and how Emily was strongly sucking on her nipple. Unlike the other two, she was not merely content to go along for the ride. As she continued to fuck her, she even began to bounce and grind her hips against her, arms wrapped around her, nails digging into her back. It set Noelle off, seeing the fire in her. She began to fuck her harder and harder, gripping her with more strength in her arms.

As the momentum built, as liquid spilled onto the ground and both of them became enflamed with passion, Noelle had the rare experience of ‘losing’. She came, strongly, into Emily with an incredible amount of force. A deluge of cum many times more than normal exploded out and then began falling to the ground from Emily’s vagina.

Emily let out a low moan… and continued grinding her hips, wanting more.

Noelle smiled like a devil. Oh, she wanted more? She would get more.

Noelle pulled Emily off, more cum falling to the ground like out of a faucet. Emily moaned and shuddered in her arms.

Emily looked up in a slight lustful daze, still grinding her hips against Noelle’s hand and the air at this point. She saw Noelle’s grin and blinked a little.

“Oh, I think I’m going to like this.” Noelle said.

She turned Emily around in her hands, wishing she had four arms. It would make this a lot easier. But soon, Emily was turned around, held in her arms. And perfectly lined up.

Noelle had cum, cum a lot. It was more than enough lube for this next part. She lined up and pulled Emily down, fucking her ass. Emily made such adorable sounds, as Noelle kept going. Emily might not be able to fit her whole cock in her vagina… but her ass was a different story. All twelve inches rammed into her and Noelle was tired of being ‘gentle’. Her friends probably thought she had been going rough but… new desires and strength had filled her. She had been holding back as much as she could. But now? Now with Emily’s stamina?

She was done holding back.

She gripped Emily and fucked. Emily was being thrusted into and moved rapidly, feeling like her whole system was being shocked, as her ass was obliterated by Noelle. Her moans and the sound of flesh slapping flesh became the orchestra of their home, the neighbors nearby groaning in displeasure, thinking someone had put on a porno and turned up the volume too loud.

If Emily had felt like a sex toy before, she now realized she had been kidding herself. Used relentlessly like this was what it was like. Noelle didn’t stop. That wasn’t even an exaggeration, she didn’t stop. Even as the minutes ticked by, turning to hours, even as she felt her cum, filling up her ass, she continued to fuck and fuck and fuck. 

Time marched on and Emily was practically senseless, a cock still fucking her, a large puddle of cum beneath her. And yet still, Noelle didn’t stop. Since getting a cock, she had been hornier than ever before and finally, she didn’t need to hold back anymore. Or at the very least, she couldn’t.

There was a part of her that wanted to breed Emily, but that part was easily squashed.

After all, she probably already had. That was a lot of cum after all.

Now, she just wanted to spread. To cum. 

****

Meredith woke up feeling great. Yesterday she had felt so good that she couldn’t help herself and had a fun night with bobby. He was already gone, never one to stick around for the mornings, but it had been a great night. She just felt so, good and happy ever since she had sex with Noelle! It had been way, way too much at the time but now? Now she was doing amazing! Probably some sort of magical effect. Oh! Did her cum heal people?! That’d be so amazing!

She walked to the bathroom, feeling giddy, and paused as she looked at herself in the mirror.

Then it felt like a pit had opened up and swallowed her whole. Her body… she had felt so good when she had woken up but… now she was…

Her breasts stood out to her first. She had always had a large pair. But they’d gotten bigger, slightly. Slightly, but noticeably. Her hair had also gotten longer. Her hips wider. Her whole body had changed slightly but in extremely noticeable ways.

Meredith remembered Noelle. Remembered her original thin figure, only to see her change before her very eyes. Get bigger and bigger, more voluptuous, before starting condense, become more fit and athletic, taller, huge breasts, and…

Meredith looked down at her crotch and gulped.

Was she… also going to grow a…

A growing horror pierced through her veil of good vibes. Noelle… had sex with Madison. Was probably going to have sex with Emily. Had she had sex with anyone else? Would she?

A future dawned on her, realizing that she was already infected. That her friends were infected. That this would grow, that it was already too late. More people would be infected. God, was bobby infected from last night?! Was a dick needed for it? She could see it now. People would slowly turn into futanari, slowly have their whole body change, and everyone would react with panic. Not just that, people would get infected on purpose. 

This… disease?, would spread across the planet rapidly. It was a “Disease” that so many people would want. What about children? Would children be born futanari?

Meredith stared at her, as the implications crossed her mind. She felt horror but also strangely… happiness? She didn’t question it for long. After all, she had to go tell Madison and everyone else!

****

Madison woke up feeling amazing. Yesterday had been so, so draining. But today? It was like she was walking on clouds! Noelle wasn’t here, which did make her heart hurt a little. Couldn’t she have at least waited?! It wasn’t cool to disappear before she even woke up.

Pouting a little bit, but happy with most of the memories, Madison went to the bathroom.

She blinked and looked at herself in the mirror, squinting a little.

Was her hair always that long?

****

Time marched on and in a small apartment a creature slowed and finally came to a stop. Day had come and passed and eyes looked out. It was Noelle.

She had fucked, all day. She had finally relieved the deepest of itch and for one moment, felt utterly satisfied. She looked at the person in her arms. Perhaps Emily really did have incredible stamina but Noelle had thoroughly put it to the test. She had fucked her ass all day, filled her up with so much cum she seemed a bit bloated now. She had gone senseless at some point, drooling and moaning. Now, as she finally pulled her off her cock, leaving a white mess in the process, she was entirely passed out.

She looked down at her, down at her friend and came to a very sad truth.

She was going to need more than one person from now on. At the same time, at least. No one could keep up with her! And then she had a realization. Was that such a bad thing? She quickly sent out a text to her friends.

Meredith was relaxing at her home, reading up on magic and trying to figure out any way to maybe not turn into a giant awesome cool Futa. She wasn’t sure a dick was what she needed in her day to day life, especially if she inherited the apparent shamelessness to go with it. She received a text from Noelle.

Madison was curled up into a ball, already having talked to Meredith and promptly freaking out about what the future was going to hold for her. She received a text from Noelle.

Emily did as well, as it was a group text, but she was passed out on the floor.

‘Hey hey! Let’s all meet up at Meredith’s place tomorrow for an orgy!’

She sent the text out, only to receive a flurry of texts from both of them. She blinked, looking at them, reading them, feeling her brain go to mush. She had ignored her messages all day and now she was being told amazing news. Meredith, Madison, they were both changing. 

Changing like she was.

She looked down at her body, at her dick. She… she was spreading. She had infected her friends and now they were going to become like her. She looked down at Emily, realizing she was going to change as well.

She had infected all of her friends. A growing warmth unrelated to lust was growing inside her. She quickly sent a text back.

‘That’s amazing guys! I’m so happy for all of you! I’m going to go to sleep with Emily now but we can have that orgy tomorrow! Bye!’

Her phone was sent dozens and dozens of more texts but she would check them later. She picked up Emily, carrying her to bed. She didn’t bother with a shower and already the smell of cum, of sex, was overpowering. The whole apartment had that scent to it and it was no surprise. After all, she had cum so much for so long that it took her a few steps to get out of the puddle she had made. She wasn’t even sure where all that liquid was coming from but she just shrugged. It wasn’t important.

She put Emily down into bed and for once, she headed back to her room. She laid down on her bed and browsed her phone, as if nothing had ever changed. As if this was her before she had ever transformed. She was feeling… normal. For some reason it felt like this was her last chance for it. If the changes continued, she would be more than human soon.

She drifted off to sleep… only to appear within a room. A familiar room.

She had been chased by a monster here. A giant monster, or at the least haze of it, while she had been fucking her friends. She still remembered, seeing them all pregnant before, as she fucked them. It seems that dream had come true, even if she hadn’t really remembered it until now.

She looked around and blinked in shock, seeing herself. Not her from now, but her from the past.

Two people couldn’t look more apart.

Her original self was 5’6, whereas she was now 6’4. She looked thin, though amusingly they were probably the same ‘weight’. Her entire body was thin and stick like. Her body was large, muscular, and thick. She had short brunette hair cut into a bob style, with silver highlights. She had large luscious hair that was hues and shades of pink. And their breasts… well, she was practically flat, with small 32A and herself? Probably around 36DDD.

She was wearing her preppy clothes, standing there, looking at her with wide eyes. As for herself? Naked and with a massive cock. Something she knew her past self didn’t have. They didn’t look similar, they looked nowhere close to the same person. Perhaps some facial features but noticeably, even those had started to change somewhat.

She remembered this dream, remembered that monster. She turned around, looking all around for it, and couldn’t find it. It was only herself. She knew it wasn’t gone. She could feel it, deep within herself. That thing she had called a monster… it was going to be her future self.

She looked back at Noelle Anna Starling, her original form, her old self.

“You’re me.” She said with shock.

Current Noelle only smiled in response.

“Like it? Look what we’ve become!” Noelle said in joy.

Noelle still seemed shocked, but slowly it started to fade. Her eyes seemed to light up, as if she was learning new information. Her jaw dropped.

“Y-You, we, we’re turning into that?! And you, you’re going to… you’ve already infected people…” She said dumbly.

Noelle only nodded in response.

“You, I, we, turn into that and, you walked around naked! In broad daylight?! At WORK?! And you didn’t even go to work! No, wait, you had sex with our friends! Oh my god. You infected our friends through sex! You, you’re trying to get them pregnant!” With every word, it was like Noelle was recognizing a different ‘horror’

“M-My mind. My mind’s been…” Noelle trailed off, seeing all the changes to herself, seeing all that had happened with her original mindset.

Current Noelle merely nodded, a smile on her face.

“This will be the third time.” Noelle, the current Noelle, said.

“What?”

“This will be the third time you’ve been asked this. But I think it’s the first time we’ve asked this. Once in a dream you barely remember, second in a brief moment of post-nut clarity, and now in another dream but separated.”

Original Noelle’s face morphed into recognition as Current Noelle smiled wider and wider.

“Knowing all of that, what we did, what we will do, what we will and have become, would you have said no? Would you have said no, to impregnating your friends, infecting the world, and turning into me?”

As Current Noelle said that, she morphed. Growing bigger, more limbs, changing from human into a monstrous form. No longer was she Noelle, She had become the Queen. A future form, looking at a past form.

Original stared, taking a step back in fear. She looked, looked at herself fully, and only one answer could possibly be given.

“No. I’m perfect.” She said in awe.

The Queen smiled as the original Noelle seemed to fade away. Became lighter. Not fully gone, not just yet.

But she could already tell, today would be her last.

****

Noelle woke up. The Queen stretched. Noelle headed to the mirror. The Queen and Noelle both smiled at what they saw.

Today would be a good day.