"Gah!" Becky snorted, flicking some of her long blond hair out of her eyes in irritation. "What is this classwork thing that's apparently SO urgent you just HAD to talk to me right now Denise?"

The other girl didn't reply, simply following Becky obediantly away from all her cheerleading friends and towards the seclusion of behind the bike sheds, the designated point where she would be allowed to talk to her. They made for an odd pair; Becky being tall, athletic and shockingly good looking - the model cheerleader, which explained why she led the team - while Denise was much more, well, normal - a little short, a little more rounded, and with mousy brown hair that never seemed to be able to settle into any other style than a messy mop, unlike Becky's perfect flowing ponytail. As they passed people that she knew - which, her being her, was pretty much everyone - Becky made sure to roll her eyes at each of them and mutter things like "lab partners, amirite? This isn't what I went to college for! Ugh!"

As soon as they stepped around the corner and into the privacy behind the sheds, it was as though the strings holding Becky upright were cut. She sagged forward with a great releaved exhalation, slumping into a much more comfortable position from her previous "reluctantly stalking off" act. "Phewwww" she sighed. "Okay, I think we're good. Thanks for coming to talk with me."

Denise nodded quietly before Becky continued.

"I wanted to make sure I'm set for this evening, but I couldn't come to the meeting at lunch about it, obviously."

"Obviously", Denise answered, rolling her eyes. Becky failed to notice, as she generally did.

"So we're starting at level 3, right? I've rolled a Striker, that going to fit in with the rest of the party okay?"

Denise sighed. "Look, you know you don't have to do this, right? The world isn't going to end if you admit you hang out with us and like D&D."

Becky answered with a slight chuckle. "Yes, it will", she replied. She leaned in close, adding with a faux-intensity that was just on the border of actually being serious, "it really will."

Again, Denise just sighed. Her expression was one of exhaustion, like she was trying to be delicate and help, but that didn't stop her from being just a little bit sick of it all. She wiped her palm over her face for a moment before continuing. "No, it won't. You can like the things you like, okay? Even-" she paused, taking a breath, then closing her eyes and resolving to go down this path after all, "even that thing you told me about once at that party."

Becky's eyes flashed. There was first an instant look of shock and fear, which quickly turned to anger before being hidden behind an expression of quiet control. "I don't know WHAT you're talking about. But if you're trying to like, blackmail me into hanging out with you all in public- well, that's not going to work. I can run rings around you socially, so no one will believe you over me." Her eyes narrowed, and her voice rose slightly from the careful whisper it had been in so far to spit "I'm Charisma fucking 20, bitch!"

"I'm not threatening you, you big idiot." Denise answered softly, shaking her head. "I'm trying to HELP you. You don't need to DO all this."

"Yeah, well, don't fucking scare me like that" Becky muttered, her hands unclenching themselves from the fists she hadn't even realised she'd made. "That was confidential, okay? I don't want to talk about it. Like, ever."

She was actually shaking slightly, Denise realised. This was worse than she thought - just the mere mention of talking about things was almost enough to bring her to tears. Plan B, then.

"Hey, it's okay" she said, sweeping Becky into a comforting hug. The other girl relaxed into it, not realising how drained she'd been until she'd been given this offer of support, even if it was from someone a good few inches shorter than her. "Everything is going to be okay, alright? Just let me help."

Becky resolutely was not crying, but it was an amazingly close-run thing. How was this affecting her so much? "Thanks" she mumbled, talking into her chest. "I just..." She looked up and Denise was right there, holding her head comfortingly. "I..." she managed, before the two of them swept softly into a kiss.

Honestly it had taken Becky completely by surprise, but in just that moment she had willingly melted into it. It was comforting, and it was... nice. And right now she really felt like she needed nice. And it was nice, right up until the point where it felt like a sudden shock of electricity leapt from Denise and into her.

She broke away immediately, her eyes widening in fright. "What- what the fuck was that?"

"Sshhh..." Denise replied, smiling softly. She moved around her while Becky began pawing frantically at her increasingly numb mouth. "Just, for once in your life, relax and let yourself enjoy something."

"What do you- ungh!" Becky doubled over in mid-sentence, suddenly hit by a massive churning sensation deep in her gut. It was like- whatever energy she'd been hit with had just raced to the very core of her, and was now roiling around intently looking for a way out. "What..." she tried again, only able to get out that much through clenched teeth.

Meanwhile, Denise had made her way all the way behind Becky while she steadied herself with her hands on her knees, Denise's hand reaching in and delicately pulling out the hair tie from Becky's ponytail, releasing the long blond hair to fall about the other girl's face. "It's okay" she whispered soothingly, starting to brush back Becky's hair with long, slow strokes. "Everything will be okay."

Becky was panting audibly now, the pressure within her building up to a such a degree that she felt like she was going to explode. She was so hot! So hot and so... hot; she had to let it out but she couldn't, she screwed up her eyes and she couldn't- she couldn't. And right then she could feel Denise lean right up next to her, her face so close to her ear as she whispered "it's okay. Let it out."

And suddenly her hips bucked involuntarily against the air, and there was this rush, this great streaming surge in her groin as she felt this massive cock push out of her, bursting unstoppably out of the front of her tight shorts, the sensation of it bringing her crashing to her knees as it felt SO good. She blushed deeply as it was followed by two sizeable balls, drawing an involuntary gasp from her as they grew to hang just over her now desperately wet slit.

"I- I- I-" she stammered, her nostrils flaring as she breathed heavily to calm herself, but every breath simply brought more of the scent of sex that was pouring from her new anatomy. She shook her head, trying to fight against it, but it was SO urgent, and felt SO good. But still, she couldn't give in. It wouldn't be right and it wouldn't be good and it wouldn't be proper and it wouldn't be and she couldn't she couldn't she couldn't she swore that she couldn't, even as the mere thought made it so desperately hard.

With all of that she'd all but forgotten about Denise being there, right until the girl leaned back in and whispered softly in her ear one more time. "Of course, that's not all you like, is it?"

Becky's eyes widened again, but she was too busy panting and sweating to form any kind of defence this time. "And it's okay to like that too. Here", she added softly, her warm breath right up against Becky's face, "let me show you."

She could feel- even in hearing the words, Becky could feel her ears becoming longer and pointed, pushing out through her hair as they pulled slowly into this new form. She tried to screw her eyes closed again, but they shot back open as Denise unexpectedly gripped her waist and pulled down her the remains of her shorts. Her cry of alarm turned into nothing more than just "uhnmhh!" as a tremor shook through her, and then in one great sudden motion she felt a tail burst forth from her. Looking back she could see the thick bundle of hair delicately covering her rear, twitching experimentally as it finished growing in. It was hers, her horse tail, and it was hers as she was becoming- god, oh god, it was so- she hung her head, panting as she lay on her hands and knees, and as much as she tried to keep her eyes closed to shut it all out, she couldn't help but watch as her new cock surged again, becoming thicker, more virile, the tip flaring out to leave her with yet another piece of horse-like anatomy. And it was so FULL, she could feel her balls churning at the urgency of it, and she needed- but she couldn't, it was- she couldn't think but she COULDN'T...

Again, it took Denise to break the impasse. Kneeling down beside her she took one of Becky's unresisting hands gently, lifting it up to be right next to her face. She then started to massage it, softly but diligently rubbing and pressing, and as Becky watched her hand began to shift, her fingers merging together and growing both thick and dark, becoming, right there, right in front of her, her own hands; the perfect mix of horse hooves and human hand. 

"Now," Denise whispered, guiding Becky's hand slowly downwards until it rested on her strainingly erect equine penis, "just let GO."

Becky's eyes were screwed up tight, her head shaking as she tried to keep herself composed and controlled. "I can't..." she grunted through her teeth, while almost involuntarily her hand began to slide up and down her urgent length. "I- ughn!" she moaned, her body shaking again as her breasts suddenly swelled, bursting through her tight top to hang freely from her chest, contributing even more sensual sensations to her gathering overload. "I... need..." she stammered, her nose pushing out from her face as though it was wanting to bring her closer to her cock of its own accord, her nostrils growing and straining as the scent of it filled her more and more. "I... can't... stop..." she managed, her hand now finally moving freely as her whole body began to tense, her feet stretching out behind her as they flowed into hooves. "I... I... oh god, yes!"

She came, finally and emphatically, a tremor running through the length of her body as her cock stiffened with orgasm, a great shuddering stream shooting forth as she lay on her hands and knees, hitting herself on her face as her head hung languidly towards the ground, and somehow even that just made her cum more. She was coating her own mouth, feeling it stretch out into an equine-like muzzle, and all she could do was lick her thickening lips with her growing tongue and relish the sheer debauchery of the release. She moaned into her chest as she felt her balls empty themselves, beyond caring about how it looked to anyone else, just loving the feeling of painting herself with her own wonderful orgasm.

Finally it was done, and she all but collapsed down to the ground as she found herself utterly spent. She lay there for several moments, her lips and tongue moving almost independantly to lick up the last of her cum, not so much for the taste, but more just for the simply sensual sensation of feeling it sliding against her skin and mouth. It was only after some time of that that she even remembered that she wasn't alone, and looked up hurriedly to see Denise looking down at her, watching quietly as she had indulged so utterly. Becky's eyes grew wide again, her heart starting to race as she saw her friend looking down at her, seeing her, REALLY seeing her, and all of this, and, and-

While Becky fought for control of her tongue to say something - anything - Denise took the initiative. Leaning in over the panting and flustered girl, Denise lifted her head gently with one hand and then placed a single, delicate kiss right on her snout, right in amongst all the... all the everything. She then pulled back, looking down at her with an expression of genuine tenderness. "I told you", she said softly, "it's okay."

And it was. Her friend didn't run away screaming, she didn't put her in stocks, the world didn't end. She'd had... some fun, and at the end of it all, her friend was still her friend. And that was that.

They sat together for some time, just quietly resting and relaxing, until eventually Becky started to pull herself up. "Fuck it" she said earnestly, "let's go play some goddamn Dungeons & Dragons!"

Denise grinned, but on seeing Becky start towards the edge of their secluded area, called her back with a sudden cry. "Wait!" 

Becky stopped, thankfully, turning back as Denise continued. "Good on you for realising you can be happy with yourself and everything, but, uh, let's not just have you walking around college QUITE like that, huh? I mean, there's being free with yourself and then there's being arrested for indecency. I've got some baggy clothes here for you to cover yourself with" she said, indicating a small pile half-hidden in a corner

Becky merely snorted. "Girl, you just magicked me into like, a horse-girl with a massive fuck-off dong. I'm sure you can take care of things. I mean, after all, turns out friendship is literally magic, amirite?"

They both laughed at that, but when Becky turned again to go she was stopped by a sudden and insistant pull on her tail. Turning back around she saw Denise standing there with an absolutely serious expression.

"No but seriously, but some goddamn clothes on."

"...fine."