No pain, all gain By The Nome King, trade for Gillpanda @ Furaffinity --------------------------------------- Gill sat and stared out of the glass in front of him, he watched as the people and cars whizzed by him, his mind elsewhere but his senses still active and pouring information into his brain; only for it to be discarded. His head swam in thought of the various jobs and things he had to draw; the occasional bump in the road would knock him out of his daydream, before he looked around the bus and stared at the various people who were travelling as well. He saw a mother and her daughter, an elderly man with a newspaper and some young teenagers talking very loudly near the front. He turned back to the window and rested his chin on his hand again, slowly starting to daydream again and allowed his mind to then wander off to slightly different thoughts. His mind was suddenly pulled away from his daydream as the sound of a bell rang, and the bus came to a halt at one of the stops down a rather empty looking street. Gill stood up and gathered his MP3 player, his bag containing various art supplies and drinks he would need, and walked down the bus. He walked past the teenagers and off the bus, the doors closing behind him as the driver of the vehicle wasted no time in getting to his next stop, the dust kicking up from the tarmac and into the already rather particle filled air. Gill reached inside his bag as if searching for something, his hands coming across the item in question, before he looked to his right and started walking along the rather empty pavement. The midday sun beamed down over his head, and he looked around as he wandered down the path with pace; as if he knew where to go. Finally he came to a side alley and looked behind him, before turning into the alleyway and down the shaded corridor between the two buildings. He reached inside his bag and pulled out a keychain, and fumbled around with the various keys that were attached to it. He found the right one and continued walking until he came to a door on his right. He slipped the key into the lock, turned it and pushed the door open, a creak echoed from the hinges as he closed the door and locked it behind him; leaving the alleyway quiet and solitary. He took a deep breath and turned around, smiling as he looked around what appeared to be a gym of some kind. However the lights were out and the shutters and blinds had been pulled down over the door and windows where the entrance to the gym had been. It was a very small gym and only consisted of two small rooms, one that contained the cardio machines, and the other a wooden surfaced area that contained weights, benches and a large mirror. It has clearly been used for athletics and weightlifting before, but now only a few weights sat on the shelves, old bars lay across the floor and the only running and stepping machines that were present; were either broken or faulty. He'd been able to access this old unused gym by way of an old friend who used to work there, the owner had been unable to pay his way and had to sell up in a hurry due to various debts. Nobody seemed interested in the place and the local authorities had sealed it away tightly so that nobody could gain entry. Luckily for Gill his aforementioned friend had an old copy of the backdoor key, and gave it to Gill as at the time Gill wanted to get a bit fitter; and although Gill certainly didn't enjoy exercising, he found that the location was quiet and secluded. It was a wonderfully peaceful place where he could sit down, relax and draw some things he wanted to; without the distractions of his computer and roommate. Gill reached his hand over to the wall and flicked a light switch, the power in the weights room came on, and the lights flickered into life. Nobody had bothered to come and disconnect the power either, so it was somewhere he could come to be alone and do his own thing. Gill sighed again happily and walked into the gym area, and dropped his bag against the wall and leaned down to unzip the top. He reached inside and pulled out a pencil and sketchpad, and dropped his keys onto the bag before walking over to a press up bench that he had adjusted to use as a seat. He flicked through a few pages containing sketches of different characters, most of them were fursona sketches, but there were a few smaller scribbles, he turned over the pages until he found a fresh piece of paper and looked up; then stopped in his tracks. His eyes immediately had locked onto a bright pair of light blue spandex gym shorts. They were packaged in a clear plastic bag without any labels of branding. From their position it looked like they had been placed there intentionally, this idea was further backed up by the fact that there was a small paper note on the top of the package. Gill looked behind him and walked towards the archway that led into the other room, walking over to the door with the sketchbook in hand and gripped the handle. He gave it a good twist to check it was secure, then walked over to the shutters and checked the padlocks that were on the rings. A fine layer of dust coated the sockets and padlocks, and it seemed nobody had gotten in; at least not recently. Gill walked back over and felt rather puzzled, he was the only person who had access to the place; only the local authorities had keys and access; and he doubted they would put an object like that in plain sight. He walked back into the weights area and walked back over to the bench where the spandex shorts resided, he reached down and picked up the package, and took a look at the note. The words “Wear me” were written on the paper, and the handwriting seemed very standard and remarkably un-unique, it seemed rather odd that a person would have put down such an item. He stood there for a moment and pondered it to himself, before he shrugged his shoulders and placed the shorts and note onto the floor, and sat on the bench. He certainly wasn't going to just wear the training shorts simply because they were there; no matter how comfortable they looked. He sighed and sat down and started to sketch some rounded shapes in order to build a body, he began sketching a thick tail, wide hips and a cute outline for a face. Slowly a character began to take shape and before he knew it; he'd managed to produce several rough sketches of his muscular wolf character; Uther. He sighed and looked around at the gym, then back down at the shorts that lay on the floor. He tried to ignore the undergarments but his imagination began wondering what that fabric might feel like on his skin. After several attempts to get the thought out of his mind he finally gave into the temptation and dropped the sketchbook on the side, reached down and pulled apart the plastic. The shorts felt quite nice on his fingers as he yanked it out the plastic container, there was no obvious branding on them and they seemed to be very well made; there was a series of black patterns over the surface which had presumably been dyed just like the rest of it. They seemed remarkably stretchy but large enough that they'd fit him. With a smile he shrugged his shoulders and lay the shorts down on the bench, and then began stripping off his clothes to see how well they fit. As he undid his trousers and pushed them down he looked at his reflection in the full length mirror that covered the entire back wall, he smiled as he pulled down his pants and saw his naked body from the waist down. It certainly wasn't a dream body, but he was satisfied with how he looked in the fleshy human form he’d been given. He had a fair amount of meat on his bones, and a little fat but he wasn't too tall, nor too muscular. Like most males he always wanted his average sized organ to be a little bigger, but of course like most men he simply put up with it. He then pulled off his jumper and shirt, exposing his naked body to the air and reached down to pick up the shorts. He slipped them around his legs and slowly pulled them up towards his groin, he already found the feeling of the smooth silky fabric against his dark skin rather pleasing, and felt a slight flush of arousal move through him as he slipped the pants over his balls and dick. He reached down to reorganise his genitals; once again the woes of being male was making sure your meat and two veg were in the right place. He giggled to himself as he realised why those who were so obsessed with sports bought jockstraps and sports pants for, the thought of running without any support on one's testicles could be potentially painful. He smiled as he imagined a huge cock slapping up against his legs as he ran, thinking of a much larger shaft and perhaps a different body. Gill sighed and looked down at his softening bulge that pushed out rather proudly from the surprisingly comfortable spandex shorts. He looked up and saw his mostly naked body standing proudly in the mirror, and he looked much better in these shorts than he expected. Obviously he imagined himself bigger and taller, more muscles and perhaps a bigger package; but with the shorts to emphasise his already decently sized member; he felt somewhat good about himself. Gill stood for a few moments and looked over his mostly hairless body, looking over the few muscles he had under the dark brown skin, and looked into the mirror and saw a rack of weights. “Heh...I wonder” He said to himself as he stared at a few of the lone dumbbells that sat on the racks behind him, when they cleared the gym out they had left behind a few fault and broken machines, along with some equipment they clearly didn't need, or was simply too heavy. He wandered over to the dumbbells on the rack and saw most of the bars that held them together were missing the lock screws that kept the weights from falling off. However there was one that had two huge round weights on each side, and a thick metal screw holding them in place. He looked to the side and saw the measurements in pounds, and saw that each one of the four weights was fourteen and a half pounds. Gill tried to imagine fifty eight pounds in his head, but couldn't quite picture how heavy that would be. Without thinking much of it he grabbed the handle and tried to lift up the dumbbell and found that he could only lift it up from the stand by a few inches before he had to put it back down again. Gill panted and tried with two arms, this time managing to heft up the bar from the stand, he grunted and finally had to drop it back down onto its stand with a loud 'Clunk!' “Urhh...forget that!” Gill said to himself as he looked at the weight, and felt somewhat defeated, and then began walking over to his clothes. He certainly wasn't one to enjoy exercise, he didn't really have the strength or skeleton to support a heavy frame; and was more comfortable with drawing himself as a huge hulking muscle-bound creature, rather than wasting his life working out to achieve a small semblance of what he really wanted. He wandered back over to his clothes and picked up his shirt, revealing the sketches on his workbook that lay beneath, a few of his characters looked back at him. “I wish I was more like you Uther” Gill said as he sighed to himself, staring down at the sketch and muttered under his breath “but that's not gonna happen, so I don't know why I'm even doing this” Gill felt a little disheartened and looked back at the weights, then turned back to his clothes and began twisting his shirt around to find the opening so he could drop it down over his body. It was then he felt an odd sensation in the spandex pants, it felt like something throbbing and pulsating within his undergarments, almost as if it were moving around. He wore an expression of confusion as he looked down and dropped the shirt by his feet to see what was going on, and saw that his cock was swelling and throbbing underneath the silky fabric; and could visibly see the shiny fabric stretching as the sausage shaped hunk of flesh pulsated beneath. “What the hell?” Gill said to himself as he could feel his shaft rubbing up against his balls and the lining of the sports shorts, it seemed to be growing in size; as if he was getting an erection. What was strange is that Gill didn't feel any arousal, or at least it didn't like his shaft was getting any harder, he couldn’t feel any of the recognisable stiffness that was present with a typical erection. He continued to watch in fascination as the throbbing continued, the fabric of the shorts pushing forwards and backwards as his prick slowly swelled against the silky smooth sports attire. The very sight of seeing his manhood increase in length and girth, pulsating seemingly with a life of it’s own got him very excited; it was then he felt his cut shaft slowly start to harden. The wonderful sensation of flushing heat and an increasing heartbeat started to wash over him, arousal began to kick in and a flush of blood and hormones rushed through his body and brain. “Oh.....is it the…Mpphhh…f...fabric?!” He said to himself as he bit his bottom lip at the feeling of sudden powerful arousal, his words stuttering as he felt his dick continue to grow and stretch forward as it pulsated. It was fascinating watching his prick not only grow from his erection, but also from whatever force was driving this bizarre and pleasurable change. He couldn’t help but moan a little as he felt the tip of his shaft push forward against the fabric, the lengthening flesh swelling apart as well; becoming thicker and wider with each passing moment. There didn’t seem to be any stopping the growth, and there was no doubt it felt amazing; like soothing liquid heat flooding his expanding manhood. Gill's expression changed from that of pleasant arousal to slight concern as his erection continued to grow past the point he thought necessary; it swelled and pulsated; gaining length and girth beyond the point where he could consider himself fully erect at a reasonable 6 inches. However Gill didn't feel fully erect, in fact he felt like the silky spandex pants were nursing along a semi rather than a full blown erection; and yet his manhood was still stretching forwards against the fabric growing to 6 and a half inches, the widening girth throbbing against his skin and the surface of the sports shorts until he reached a wonderfully lucky seven inches of length. “What the fu....Oh god why isn't it stopping!!” Gill said aloud in a panic as he reached down to try and free his cock, but as soon as his hands brushed across the surface of the spandex shorts, all thoughts of resisting this feeling left his mind. A flushing wave of arousal moved through his body and made him groan aloud in bliss at the feeling of his fingers against the sensitive flesh, this seemed to only accelerate the changes as his prick bulked up and suddenly stretched forward another half an inch to 7 and a half inches, he didn’t even know how thick he’d become. The bright blue fabric began to stretch apart behind the expanding flesh, sending waves of pleasure through his loins as his sensitive cockhead received most of this attention. At the same time he could feel a slight disturbance in his shorts, his balls had started to churn; presumably in arousal but the added sensation of his male orbs pushing up and down on the silky surface of his attire only added to his arousal. He moved both hands to the side as his arms began to shake in both pleasure and fear, his cock continued to slowly expand and swell with more and more mass and weight. He was shocked at how big it was becoming, the bulging throbbing mass seemingly gaining weight from nowhere, it almost felt like some invisible force was filling his cock up with hot water; stretching it apart and inflating it to become bigger and heavier. It was at this point he felt tingling sensations spread over his testicles; his balls began to ache as they pressed down with increasing force against the tight surface of the sports shorts. Gill reached a hand down between his legs, moaning as his arm accidently braced across the swelling member that resided deep within its silky home. His fingertips rubbed across the bulge that his testicles and formed, his eyes widening as he realised they had grown bigger. He pressed his hand against both balls and moaned aloud as he realised they were swelling and expanding too, like two large balloons filling with water they pulsated and pushed against the stretching spandex. He moved his hand away and moved his legs apart a little to allow for room, his hands returning to normal as another wave of growth flooded his cock. The feeling of swelling growth was incredible, the sensations that rippled across his cockflesh as it stretched forwards and grew longer still. And even thought his shaft was clearly growing, it felt like it had become even more sensitive than before. His spandex pants started to stretch around the edges that clung to his hips from the growing weight and extending mass, the tip of his throbbing cock tip could be clearly seen pressing against the straining fabric. Longer and thicker it grew, and Gill could no longer ignore how good it felt; moving his hands down to gently knead and massage his newly swelling shaft; pressing his fingers against the tip and smiling in joy as he felt it pushing forward against his hands. Gill looked in the mirror and saw his reflection; he watched as his cock swelled in size; the visible size of his package seemed impressive considering his build; it almost seemed disproportionate. He also saw a growing bulge as his balls continued to fill up with weight and mass, the constant pulsating sensations only heightened his arousal and made him want more. He moaned aloud as he watched his semi erect dick grow larger still within the mirror, his reflection giving Gill and reflected view into how big and heavy his manhood was becoming. Shivers of delightful pleasure pounded up into his prostate, heat flooded the new huge organ while his cut black head rubbed up against the smooth spandex. Orgasmic sensations began to build up in his loins, the feeling of tension and a need to release his cum began to wash over Gill. Powerful waves of a familiar feeling of power shot through his small human body, a form which was not prepared for such an impressive set of genitals. His eyes wandered down over his expanding growth and saw that the spandex sports attire were stretching quite a bit, the fabric seemed well made and able to withstand the growing meat that was contained within. His balls ached as they too stretched apart and sagged down against the fabric, his moans of joy were only matched by his burning desire to remove the undergarments and let them hang loose. Gill realised at this point he must have gained at least another inch, estimating that his shaft was at least 8 inches long and showed no signs of slowing down. “Ahh!...f…fuck yes!” He stammered and groaned as he turned his head up towards the ceiling and pressing his fingers against the throbbing meat, moaning in delight at the feeling of having such a long thick hunk of male meat in his grasp. What made him more exited was realising that it was his manhood, his eyes wandered over to the mirror as he looked down at his massive bulging attire, opening his mouth and gasping as the reality of his situation sunk in. He watched as the huge swelling hunk of male meat had nowhere else to grow, and began to naturally deviate down the side of his leg. His spandex pants pressed hard against his swelling cock as it extended downwards towards the floor; pressing against his leg. More and more length was gained as his prick was wracked with further growth, the thickness and length increasing as he felt his cut cockhead scraping against the silky shorts. His testicles also began to move around within his attire, both oval orbs rubbed up against each other within his loosening scrotum, growing down and against one another. He could feel every inch of this new male member slowly extending down his leg, the feeling of the size and weight, hanging down in its smooth silky home. Gill couldn't help himself anymore and wanted to get to work with his extending member, he wanted to feel the skin against his fingertips, he wanted to knead the soft throbbing flesh and watch it extend forwards. He realised that he would have to remove it soon, as it was starting to poke out from the bottom of the shorts that covered his left leg. He reached down and slipped his fingers between the spandex and pushed his fingers underneath the centre part of his massive manhood, and a sudden flood of adrenaline and testosterone flooded his brain as he let out a delicate cry of joyful bliss. The feeling of his fingertips against the sensitive flesh was more than he was prepared for, the pounding sensations and extending manhood had him aroused beyond description. Yet he continued to slowly lift the weight up, biting his bottom lip in arousal as he slowly hefted his now 9 inch cock out from the confines of his shorts. He loved how it felt to slowly pull his huge cock out, the head rubbed up against his leg as he dragged it upwards from between his left leg and the shorts, blushing all the while. Gill panted in excitement as he hefted the huge heavy shaft out of the spandex fabric, a sudden shivering wave of pleasure shot through his body as the edge of his shorts flicked against the swelling head as he managed to tug the remainder of his cock from its silky home. At this point he was able to hold the meaty shaft with both hands; his lips forming a grin as he felt it throb against his fingers as it continued to grow. As his prick was freed from its silky prison, he felt the pants descend over his legs as he felt his testicles sink down as they finally were allowed to move. Gill gasped and grinned as he’d longed to feel them hang free, he was shocked at how large they must have become as even with the pants lowered they still pressed up against the fabric. He loved how it felt to stroke the cock-skin with his fingers, to grasp and feel the flesh sinking down into his hands. The weight of his monstrous dick was shocking at first, like the weights he'd held before it was a bit of an effort to hold his shaft upright. As Gill began to pull his cock up he looked over its surface and felt it’s weight and shape; realising that it felt a little bit like a huge tube of hot salami, or a giant sausage. The structure had expanded and stretched forward so much it had become almost cylindrical, a huge tube of hot man meat, and it just kept getting longer and thicker. It was at that point that he realised it must have been at least 10 or 11 inches long at this point, and he had no idea how thick; it was huge to say the least, much thicker than his lower arm for sure. He had imagined that a huge cock wouldn’t feel as sensitive as a smaller one, but it felt even more sensual than before. It wasn’t like the sensitive flesh as being stretched out, it was better than that; the more length and girth he had the better it felt to stroke and touch. Gill audibly moaned at the thought of what somebody else’s fingers would feel like against it; in fact what it might feel like to have many hands all working to get his now huge 12 inch cock to cum; like it was a beautifully crafted biological object of worship. Every single inch of the long stretching male flesh was sending wave after wave of new information to his unprepared human brain, his fingers felt fantastic against the surface of his man meat and he only wanted more flesh to rub and knead. His balls swelled and pulsated in their loose hanging sack of skin, he could feel the sensitive flesh pulsating up and down as his orbs became larger than they’d ever been, at least the size of golf balls. He moved his hands and fingers down over the long throbbing shaft and shivered at how pleasant it all felt, and then used both hands to grip his cut black head, the mere touch of his hands against the silky dick-flesh made him moan audibly in delight, his camp voice echoing off the walls of the gym as testosterone flooded his brain and body. Gill continued to groan a little as his fingertips slowly started to knead the soft velvety flesh of his dark black brown cock head, another hand reached down as he started to fondle his sagging swelling balls; and smiled as he realised his hands simply weren’t big enough for the task. Both hands resumed pressing and kneading his cock; the feeling of his swelling shaft’s flared tip was more than he could ever hope for; and it still continued to grow and stretch forwards with additional weight and girth. He could feel more blood being pumped into the gigantic shaft as his arousal heightened even more, he felt it turn from a semi, into a full blown erection and at that point the throbbing became so strong he could feel it under his fingertips. His heart began to pound in his chest in both excitement and with strain as it tried to supply his dick with the blood he needed, the swelling stretching skin expanded further as his heightened arousal just acted as a catalyst for the changes. More and more his shaft grew, until finally his dick jutted at a slightly jarred ninety degree angle to the floor at a whopping 13 inches of wonderful silky soft black manhood. Gill blushed and realised that his dick had become far too heavy to be pulled all the way up to his belly and it seemed to be stretching forwards even more; so much so the growth was visible to the naked eye. Gill grit his teeth and ran his fingers up and down his massive length, wearing an expression of concern as he feared it might never stop. “This...what is...ohhhh!!!mmmmmooooree!!!” Gill said as he tried to reason the situation, but his voice was cut off and turned to a deep moan as he felt his swelling balls and stretching scrotum tingle with pleasure. His balls that had grown inside the stretching fabric of his shorts seemed to swell and inflate with increased speed. They’d already become quite large and heavy but it seemed like Gill’s change was focussing on bringing his balls up to speed with his cock. Moans exited the shaking lips as agonising pleasure tingling across his huge swelling testicles, he could feel this growth stretching the skin towards the floor as his balls only continued to gain weight and mass. He was unable to stop the smooth dark skin rubbing up against the inner smooth silky surface of his brightly coloured sports undergarments thanks to his still growing 14 inches of cock; but he almost didn’t want to anymore. Just like his cock was growing and swelling with size, his ball sack began to throb and inflate with increased weight. Gill's hands couldn't divert their attention away from stroking his swelling mass of cockflesh but they could relieve a bit of the pressure. His testicles aching as they pushed up against the walls of his silk sports shorts, and he realised they needed more room. He moved his hands over to the sides of his silky undergarments and gently pulled them down so they rested on his upper legs, the skin sagged down even more as he realised his balls were now at least the size of oranges. The feeling of stretching skin as his swelling testicles pulsated up and down, throbbing and aching with need was too much to bear. Gill moaned as the combined sensations of both cock and balls was too much to hold back; resulting in his loud audible groans of joy. He likened the feeling of his balls swelling to the expansion of his cock, it was like his wonderful male testicles were being pumped full of hot thick liquid. Like a balloon filling up with water his testicles sagged down with weight from his torso, the pulsating orbs rocked back and forth as Gill’s slow masturbation caused him to move his hips back and forth. His testicles continued to swell, his mind unable to process the new sensations of change and growth which wracked his cock and balls, his testicles had now grown to be a little larger than two apples. Gill's fingers ran across the smooth 15 inch tube of black flesh, his brain was almost unable to comprehend how good it felt to touch his massive dick, how amazing the sensitive flesh felt. The sheer amount of sensation that he felt across his giant growing man-flesh was unrivalled; jolts of pleasure shot through him as he reached forwards and continued stroking and gently kneading the head of his cock. The more he seemed to rub and pleasure himself, the more weight, mass and size he'd gain; it was like his arousal was a catalyst for even more changes, like his masturbation was like perverted permission to allow the changing force to inflict further changes to wrack his morphing anatomy. “Urghhhh I want mm...mmm....more!” Gill groaned as he simply gave up reasoning the situation and just enjoyed how lovely it all felt, the feeling of his against the sensitive growing cock was too much to process all at once, his mind once again sunk back down into a rut of arousal and lust. He looked over his still growing shaft, the width of which had gotten so big it actually dwarfed his arm in size and was about as thick as his upper leg, the tip continued to stretch forwards and lengthen before his very eyes until it reached a staggering 17 inches. The weight had not gone unnoticed and Gill had actually had to lean back a little to remain standing from the sheer mass of this new enormous prick, it was both arousing and concerning that his body would not be able to take it. His legs had begun to wobble a little as he struggled to stay standing under the weight of his growing balls as well; the combination of both his testicles and cock seemed quite staggering. Gill’s massive swelling dark skinned orbs had now grown to the size of small melons; he feared he might not be able to stay standing as the muscles in his upper legs burned with heat from trying to remain standing. The huge melon sized testicles pulsated up and down in their thick heavy sack of skin, pumping wave after wave of testosterone through Gill’s poor unprepared body. He guessed his cock must have been at least 18 inches in length at this point, the width must have been at least 15 inches or possibly more and he wondered if it'd ever stop growing. He both wanted these changes to stop so he could rest, but enjoyed how his salami shaped cylindrical tube of man meat felt; and deep down he wanted to be even bigger. Finally the weight of his expanding genitals was too much for his weak human legs to take, and with a grunt he felt his calves give way to the bulk of mass attached to his groin. He fell to the floor and Gill grunted as his knees slammed to the ground, his balls pressed down against the floor and his cock head fell against the smooth wood surface of the gym. A loud “THUMP!” echoed in the room as the action of his giant balls and cock slamming against the floor made a significantly audible sound. Gill moaned a little in pain before the latent vibrations travelled up his cock and balls. These feeling of wobbling heavy flesh made him shiver and grunt in delight, his testicles still continued to grow against the floor as the shorts stretched even more to accommodate the swelling of his cantaloupe shaped testicles. It wasn’t long before his hands were wrapped around the thick mass of flesh once again, his fingers tracing across the massive cock as it grew even larger, and the weight and size seemed amazing in comparison to his small human body. Now reaching at least 20 inches in length, the underside scraped across the smooth floor as it stretched forward with even more growth which only added further arousal for Gill's already hormone drenched brain to process. He leaned down and pressed his cock against the ground, moaning as he felt the subtle vibrations of friction shiver up through his frenulum, the most sensitive part of his massive shaft. Gill bit his lip as the underside of his dick rubbed up against the smooth wood floor; the vibrations provided a strange but pleasant orgasmic aching that had been pulsating deep inside his loins and sent waves of pleasure rippling through his body, the feeling was so powerful he felt as if he might be able to cum there and then. His fingers continued to stroke and massage the massive expanding shaft, his moans getting louder as his cock extended forwards to becoming even longer; the edges swelling apart as he became thicker and heavier too. His huge testicles ached and rolled around in the thick loose skin of his stretching ball sack, swelling and pressing down against the wood as they became heavier with each passing moment. At this point his balls were at least the size of large cantaloupes, and the growth of his testicles seemed to be slowing down a little. In fact as his cock rubbed up against the wood he felt a familiar clenching sensation deep inside his loins, his eyes opened up wide as he felt a rather sudden orgasm approaching. His eyes wandered down to his expanding shaft and he could see it visibly pulsating with need; he knew he could blow at any moment and wanted it so badly. More and more it grew, reaching a staggering 23 inches of sensitive soft manhood. His legs shook with pleasure and lust as his massive pulsating testicles stopped growing and pulled upwards as far as they could towards his torso, before slamming down against the wooden floorboards with a loud thud, followed Gill’s screams of delight. “OHHH GOD!!!!!!!!!ARHHHHHHHHHGHH!!!” Gill screamed at the top of his lungs as the sensation of his cut hyper black prick rubbing up against the smooth wood surface pushed him over the edge, his twenty five inch cock shaking with power as cum began to rush up the long fleshy tube. Gill felt his cock pulsate and move upwards and grabbed the underside of his massive dick, feeling the sides pulsate and swell against his hands, he could sense the thick white cum pumping through the inside of his dick and finally exploded from the tip; splattering the mirror in front of him with long ropes of his seed. Gill looked at his reflection in the mirror and saw his huge cock ejaculating in front of him, the massive human shaped prick seemed more suited for a horse than a human and it had reached over half a metre in length. Gills screams and groans of pleasure continued as his balls swelled and continued to pump more seed through his now oversized prostate, more cum was ejected from his huge cock tip until finally, after what felt like an age; his orgasm died down. “Ohhh my god!” Gill exclaimed loudly as his cock slammed back down onto the wood floor with a resounding thud and more seed splattered from his wet spent dick, cum drizzled out from the tip and leaked onto the polished surface; a murky reflection of his shaft could be seen in the varnished Gym floor. His own reflection could be seen clearly in the mirror, and Gill looked back at his inverted image in the mirror and grinned with glee, occasionally twitching in pleasure as the spasms of his newfound prick continued to ravage his unprepared tiny human body, loving how it felt to own such a huge sensitive cock. “Ohhh.....that was......amazing!” Gill panted loudly as he tried to regain his breath, his pants became longer and deeper as he tried to get enough air into his lungs, looking down and gasping with a grin on his face. He realised his cock was so big he could probably just fall straight on top of it, hug the huge tube of meat with both arms. Gill’s thoughts of rest were short lived however, a familiar feeling that began pulsating deep within him like violent biological drums; signalling that the storm had only just begun. Without much break or warning he felt something else inside him, it seemed to be a strange heat that felt as if it was emanating from inside his ass and slowly it began to grow more powerful and prevalent. Gills face turned from one of relief to that of curiosity and worry as he looked at his reflection, and wondered to himself how he was going to move this new set of genitals around the place, he couldn't even stand up with this new ginormous shaft, let along hide it. The waves of heat continued to pulsate in his posterior, so much so that he could no longer ignore it. He drew his attention towards this strange sensation of heat that began to build up in his backside, until suddenly a wave of power and adrenaline shot up his spine and suddenly forced him down onto all fours. “ARHHGHHG GAAHHH!!! What the....AAARHHH FUCK!!!” Gill screamed as he felt his hands slam against the wood below him, the floor groaned as the human pushed his weight down with a surprising amount of force. A loud cracking sound emanated from his back and pelvis as bones began to rather violently change shape, the sounds of cartilage moving around and popping into new configurations. There was a sudden pain in his lower back, followed by a swift rush of adrenaline, and what felt like an invisible force pushing him down onto the floor. Gill panted and turned his head upwards, his eyes now perfectly positioned to stare at his oozing spent cock that still leaked his seed onto the smooth shiny surface of the floorboards. He'd only just spent his load before he felt another wave of arousal flush through him, his cock started to ache just as it had before and his huge testicles began to throb and churn once more. Gills grunts of shock turned to huffs of pleasure as the rather sudden shifting of bone began to feel somewhat pleasant, a rather powerful burning heat began to course up and down the length of his legs and buttocks. He couldn’t believe that it was still going, whatever this force was that had been driving this change; it wasn’t done, he was even more shocked he found the feeling of shifting bones and popping joints to feel somewhat pleasurable too. “Urhhhg....ohhh fff.....MMmmmmurr!” Gill grunted and groaned aloud as he began to rather enjoy these sudden but powerful feelings that seemed to be wracking his lower body, his eyes turned upwards towards the mirror and saw his inverted face staring back at him, his huge swollen testicles and massive prick oozing his seed onto the wood. His mouth then began to slowly open in awe and shock as he peered over to his buttocks; he saw the skin expanding outwards as it seemed to slowly be getting bigger, almost like it being stretched from the inside. Gill started at his reflection in the mirror, still grunting and moaning on all fours as he began to feel these changes take hold of his backside. The feeling was quite unlike anything he'd felt before, it was almost like each buttocks was a fleshy balloon, and it was slowly expanding and filling up with hot vicious fluid. Underneath that swelling fat however was something else, the burning heat began to spread across his ass and legs and Gill noticed another type of change that seemed to be affecting his shape. “Ohhh what.....URhghhhh god it burns!” Gill groaned aloud as the feeling of searing heat began to surge through his upper legs, the feeling was almost like somebody was pouring very hot water over his skin. The heat wasn't enough to cause pain but it certainly felt somewhat uncomfortable, in fact as he began to get used to the sensation, it made him feel quite good. Gill grunted and looked back up at his legs and saw that the skin had started to move and contort in a rather different way, the once small muscles in his legs had begun to swell and ripple with new mass and size, the bulk of his legs seemed to be increasing in girth as well. Unlike the fat that was slowly building up on his ass, Gill could feel an immediate change in weight, and a powerful surge of adrenaline and strength from his swelling muscles. The sudden increase in mass was incredible and it felt like somebody was putting on several pounds of weight onto his hips, the swelling of his expanding buttocks also added onto the pleasure he was already deriving from the changes to his legs. Yet at the same time it didn't feel like the extra weight was much a burden to Gill, he could feel the extra mass and weight of his body, but it didn't feel harder to move. In fact as he shifted his legs to see a bit better, he found the swelling muscles responded quicker and faster than before, and the floor boards seemed to be creaking a little under the weight as his feet pressed against the surface. “Urhhhhggg.....ggrrrmmmm...mmoooore!!” Gill grunted as he began to rather enjoy the feeling of this new expanding muscle, the feeling of strength and power was almost like a drug; driving him onto want more. Adrenaline, testosterone and endorphins began flooding his brain and body, his backside burned as it swelled with new fat and muscle, growing and swelling to be even bigger than before. The feeling of this swelling muscle growth was almost like a searing heat, the fibres of muscle being ripped and repaired at shocking rates. Gill leaned forwards and looked into the mirror, resting his weight down onto his arms he grunted and gasped as his ass and hips began to swell with fat and muscle. What astonished Gill is that he could still feel his cock slowly stretching forwards, admittedly the rate at which it was growing was nothing compared to before; but it was still slowly gaining length. He had been a mere 23 inches before he’d begun his second wave of changes, and he guessed he must have gained at least another inch; leaving him at 24 inches. His attention was drawn away from his still expanding cock flesh and let out moans of joy as his pelvis popped and cracked into new positions, his upper legs began to slowly shorten a little but not before he felt his feet stretch forwards. Gill pushed his toes into the floor as he felt his feet slowly extend upwards, his eyes moved over to stare at these changes with bizarre wonder at these rather alien sensations of stretching bone and expanding ligaments. “What...the....Arhghhh!! Grrr......MMMpphh!” Gill shouted aloud and groaned deeply to himself as he watched his feet and toes pop and crack into a strange new configuration, before he was cut short by a sudden shuddering wave of power that shot down his spine and towards his buttocks. Gill watched as his ass swell to at least twice as large as it had been before, the swelling fat and expanding muscle had taken its toll and had clearly made his wonderfully shaped backside even bigger than before. Searing heat continued to surge over his legs and sides, his upper legs were over three times the width as before, and his lower legs seemed to be changing in a rather strange way. He also felt a similar swelling his belly and sides, the same feeling of hot liquid being pumped under the skin, new weight and mass in the form of soft squidgy fat slowly began to build up over his belly and body. He was almost torn as to which he preferred, the feeling of muscle felt hard and powerful; it made him feel strong and capable. Yet the sensation of fat spreading across his skin, stretching it outwards and padding him up gave him warmth and soft padding; it was soothing whereas the feeling of his muscles becoming thicker and heavier was something that made him want to roar aloud in his newfound power. Gill looked back up to his reflection and groaned in delight as his now massive backside and hips, his unchanged upper body seemed tiny in comparison, it was then he noticed something, a strange tugging at his shorts. At first he felt his balls being pulled up a little; as the huge rounded orbs were still sat rather comfortably in the bottom of the spandex fabric. It felt like somebody had gotten a hold of the back of his shorts and was tugging towards the ceiling; pulling his massive balls with it; which was a feat in of itself. Gill turned his attention over to the cleft of his buttocks, and saw something he didn't expect to lay his eyes upon. A slight bulge had developed just underneath the edge of his shorts which appeared to be coming from under his skin, and this strange growth seemed to be growing upwards; tugging the sports attire along with it. Before he could reason as to what was happening, he was forced back down towards the floor by another surging wave of heat and arousal, his cock aching as he felt it harden back up to a full blown growing erection, his eyes forced down to stare at his huge aching cum coated cock which continued to swell and stretch forwards with increasing length and girth. He leaned closer and licked across the top of his shaft, groaning and letting a deep growl of resistance as he felt more changes wrack his body, the feeling of surging muscle made him feel even heavier and more dangerous. His buttock swelled and continued to expand with a searing heat and a pleasant swelling as the fat and muscle bulked up his posterior, he lifted his face off the long rounded surface of his massive shaft and licked his lips, pushing down on the floor as he began to enjoy the feeling of power coursing through his blood. “What is....Ggahhh......this...more....give me...m…mmMMORE!!! Gill grunted and panted as the swelling bulge seemed to wiggle free from the confines of the sports shorts and started to grow out from the cleft of his buttocks, while his ass cheeks and legs continued to expand and swell outwards. He could feel strange popping and tugging sensations as this shape started to gain length and mass, the shape seemed somewhat recognisable, and then as it grew longer and thicker; he noticed slight bumps along its surface that seemed to follow the same pattern as his spine. Gill's eyes suddenly opened up wide as he stared as his reflection in the mirror, new pathways sparked up his spinal column and into his brain as he felt movement and sensation flood this new appendage. An amazing sense of realisation and familiarity suddenly washed over him like an epiphany; as he realised what this appendage looked and felt like. “It's a....a....a tail, oh god I'm b..b..becoming...Uthaarghh!.Gaahhhhrhrrr!!” Gill said aloud to himself in shock before he was forced back down by yet another surging wave of arousal and power; seemingly unable to finish his sentence. He now knew what this strange growth was, but what he didn't know; is why it was growing. He looked through the mirror at his reflection and watched as this fleshy tail began to twitch and grow out to be even longer than before, new bones and ligaments popping and snapping into place as Gill groaned and panted in awe and shock at the new sensations, grunting loudly as he wanted even more muscle and fat to ripple under his skin and coat his frame. The sensation of the flexing muscles and heavy fat expanding buttocks was amazing, it made him feel strong, powerful and more male than he’d ever felt before. Along with the surging waves of adrenaline and testosterone, the sensation of being able to move a tail that belonged to him was utterly bizarre; it was like having another more flexible arm or finger attached to the end of your spine. All these changes only made Gill more aroused, and combined with the fact his cock was still swelling and stretching forwards; it only made him desire further changes. What shocked and intrigued Gill about his tail was that at the same time as feeling utterly strange, it felt entirely natural; it was like he'd always had one and only now had truly discovered a part of his body that had always been there. Gill closed his eyes for a moment and began to twitch and move his new appendage, slowly twisting and curling the tail into new positions as his brain began to master the art of controlling this new alien limb, while at the same time basking in the sensation of the muscle and fat that rippled under the skin of his rear and legs. As his tail grew out it seemed to pull mass and muscle with it, he could feel his anus throbbing as it began to swell and move upwards towards the dock of his tail, muscles and tissues that connected his tailbone and anus before were being yanked upwards with his stretching flesh and bone. He blushed and wished he could see between his fat ass cheeks, he wanted to observe all of his changes and see how different he was becoming. Moans of pleasure exited Gill’s sweat covered lips as he enjoyed the feeling of his pucker moving towards his tail, slowly changing position to be more suited for a semi-quadruped. He opened his eyes again and saw that his tail had grown out to at least 15 inches long and seemed to be getting even longer, but the bigger curiosity is what Gill was becoming. “Mmmmpphh....don't stop....Ohhh fffuck!” Gill cursed in delightful agonising bliss as more and more heat permeated his backside, his ass and hips cracked loudly as they filled with fat and muscle; increasing the mass of his entire body even more. He then felt a new sensation that seemed to emanate from his backside, the feeling of a gentle tingling seemed to be spreading across his skin. Gill couldn't see behind him, but he certainly saw something else changing. He looked up past his extending wiggling tail and swelling butt cheeks and saw that there were small hairs slowly pushing out of his skin, they seemed to shimmer in the light in quite a strange way. He watched in fascination as these light grey hairs started to prick up from the skin and extend upwards, and at the same time the colour of the skin started to shift. As he watched the grey and white hairs spread over his backside, and his dark brown skin slowly shifted to a Caucasian peach and then finally to a rather inhuman pink. As the hairs began to clump together into patches, forming a thin coat of fuzz he finally realised what was happening “Ohh my god!! I'm becoming Uth....Mmuurrrr!! …Uth...Uther!!” Gill groaned as he murmured and stammered mid-sentence to moan and grunt at the pleasing sensations and at the realisation of what was occurring; what he was turning into. His grinned and opened his mouth with a smile of joy that also looked rather devious, looking down again at his growing cock. He loved how it felt, and now that he knew what he was becoming, his mind began to think of how amazing it would all feel once he was truly complete. The fur continued to spread and tingle across his shifting skin, the pigmentation over his buttocks seemed to blotch in circular areas before spreading further and changing into varying shades of pink, the fur seemed to grow just after the skin had changed in shade. More and more of his skin changed colour until it spread up towards the dock of his still extending tail, the fur tingling across his still swelling rear and began to slowly grow up his almost totally changed tail. “More!! mmmmm...change me...ahhhh!! Mmore!!” Gill moaned and begged as the tingling fur spread around his anus and started to encroach towards his huge sagging testicles that swung gracefully in his scrotum, all the while the muscles in his sides and legs swelled with even more weight and power. His erection continued to throb and extend forwards with even more testosterone laced blood as he felt the fur tingling across the sensitive flesh of his testicles, the feelings made him hard with desire and vicious animal lust. Gill groaned and felt his feet and ass expanded up and outwards, which pushed his face down towards the floor even more than before, where he saw from the position of his cock that he was actually gaining a little height. Gill closed his eyes and turned his head to the left so he could drool onto the floor with his mouth agape at the overwhelmingly pleasurable sensations of change, enjoying how amazing his huge aching cock felt against the wood along with the searing heat of his swelling muscles. He moaned aloud as he felt the stretching cockflesh rub up against the wood, vibrations of frictions running through his member and making his entire body shiver with delight.. He moaned and whimpered as the colouration of his testicles changed to the same wonderful inhuman pink as the rest of his backside, the soft white and grey fur spread over his huge balls and spread upwards towards his oozing black cock. Gill started to wag his new limb subconsciously as the skin began to slowly change colour over the surface of his tail. Slowly but surely the dark human skin began to blotch and change to the same animalistic pink; and fur from his backside started to tingle up towards the dock of his tail. Even more hairs spread up his wagging tail, thick fluffy fur which seemed longer and a little coarser than the softer type that spread and corrupted his ass, the fur on the top of his tail also seemed to be the same dark shade that grew over his lower back. Gill could feel each individual hair growing out from the skin, the soft warming fur felt amazing as it tingled and spread across his new wagging tail. All the while he couldn’t help moan and drool even more as the fur totally ravaged and consumed his once heavy human balls, now they seemed more animal than human. The massive white furry orbs continued to pulsate as the skin around his cock started to twist and contort, prompting Gill to open his eyes and look down. “Ohhhh god yes.....Make me...MMmmmooore like...him!” Gill groaned and exclaimed loudly as he saw that even his still growing cock wasn’t safe from the changes, the once dark skin had started to blotch and change colour just like his tail and a good portion of his ass had done before. He was surprised that his buttocks had not been totally changed in colour and covered in fur, but then realised that it was now over three times as large as it had been before, and he had far more skin to cover than before. He also saw the pink skin near the base of his cock had started to change shape, the hilt of his shaft seemed to be sticking to his crotch and without much warning he saw the fur spreading over the join between his cock and crotch. Separation occurred between the skin around his cock and the shaft itself, until he was left with a strange furry container of skin. Gill looked over this strange shape and realised that this was some kind of sheath in which his prick might hide when flaccid, just like a real wolf. Gill reached a shaking hand down to inspect this new animalistic sheath, just barley managing to hold his weight on his left arm. His fingers traced over the thick furry skin and he couldn't help but gasp at the sensation, and how delightfully sensitive it all felt. The addition of his growing fur only seemed to make it feel far more sensual than it had been before; which only turned Gill on even more and made his shaft pulsate and throb with need, his teeth gritting at how much he wanted to cum. Gill groaned as he moved his curious hand up towards his backside so he could stroke and feel the wonderful fat and muscle, his fingers pushed against the skin to feel the swelling skin. He let out a gasp of delight as he could actually feel his ass and hips swelling with fat and muscle, it was almost like he had his hands pressed against a balloon that was being filled with water, his fingers sinking down into the fat rounded furry skin as it swelled against the still human flesh. At the same time his legs cracked loudly again, and he was forced down onto his arms, moaning as he felt his spine start to shift and pop into place. He looked back at his reflection in the mirror and moaned in delight as he saw his wagging furry tail, it had been totally covered in fur and the tip seemed to have a slightly darker shade. He knew what he was becoming, the shades of fur and the size of his cock, the sheath and his swelling muscle; he could only be turning into Uther, his rather well-endowed wolf self. He looked down at the stretching sports shorts that barely contained his huge testicles and wondered if they were the key to his change, he had only started to shift form when he’d donned them prior. Gill knew there was something otherworldly going on, some strange alien force driving his change, something beyond explanation. But Gill didn't want an explanation, he didn't care why or how this was happening, all he knew is that he wanted more! “MMMMOORRREE!!!! ARRHHhhhh!!” Gill panted and groaned loudly, shouting loudly as he felt more muscle and adrenaline shoot through his swelling body, his lower legs and feet continued to shift in shape and swell with more muscle. His spine popped forwards as his vertebrae thickened and extended towards the mirror, forcing his upper body further towards the reflective wall with which he used to observe his changing fleshy form. Gill began to grunt and pant as the changes in his ass slowed down a little, the hairs continued to spread until most of his ass and hips were now totally covered in the soft grey fur. His cock continued to grow outwards, stretching forwards and rubbing up against the floor; reaching a wonderfully long 25 inches of length and it was just as thick as his huge muscular thigh. The skin of his legs began to shift in colour and he felt even more fur slowly spreading up his back. Gill couldn’t help but pant and groan as more muscle rippled under the skin around his hips and back, the burning feelings started to spread up to his shoulders and he knew that he was going to get much bigger than before. Gill continued to grunt and pant loudly, his breaths started to deepen as he began to hear his heart pounding in his ears; the powerful thumping in his chest continued until he felt a sudden expansion. “Ohhhh god....oohh GAAARRRHHH YEEAARRRGGHH!!” Gill panted in shock until he grit his teeth and let out a loud shout and groan of pleasure and pain, his back cracked loudly as he felt his shoulders and ribcage expand. As he felt his rips and back cracking and popping into place, he almost instinctively raised his tail and began to pant loudly; his deep breaths began to pull air into his lungs as they too started to expand. “Ahhhhh...ARRGghhhH!” Gill groaned aloud with each breath, realising that each time he breathed in, he felt his lungs, heart and ribcage expand and become even larger. Muscle rippled across his back and around his shoulders, a burning heat permeated his body as he started to feel his arms bulk up with new mass. With each breath that Gill took he felt more and more powerful, his spine seemed to be extending even further which seemed to make his cock appear somewhat more proportioned to his body; which was tiny before. Gill looked into the mirror as his arms and shoulders cracked loudly, watching as his bones shifted in quite a mechanical movement under the skin; it was fascinating to watch one’s self become something totally different before your very eyes, much more arousing when you were becoming something so sexual and male. With each pant and gruff grunt he watched his chest and ribcage expand, his cock pulsating in time with his pounding heart, beads of sweat fell from his face onto the floor below as his body generated an enormous amount of heat and energy from the change. He felt his cock still slowly growing and extending forwards, along with his expanding chest; he felt more male than he’d ever felt in his entire life. Muscle seared and rippled across his chest and back, his pecks pushed out as his nipples stretched apart a little by the growing muscle mass. Gill groaned as he felt his voice shift a little in tone, becoming somewhat deeper while his cock grew out, and his pecks became harder and more muscular with every passing second. “Garrhrhhh!!! Soooo Goooood!!” Gill groaned aloud in a slightly deeper voice than before, moaning at the feeling of his chest, pecks and arms swelling with new weight and muscle, the joints continued to crack and shift into new huge hulking forms. More fat pushed up from the skin and the swelling muscle burned across his back and chest as he grew stronger with each passing moment, the weight of his body made the very floor below him creak under the increasing weight of this heavy canine. At this point Gill felt his toes popping and changing, his feet had slowly been extending and his lower leg has been bulking up slowly with fat and muscle, but it was only now he felt further changes wrack that part of his body. The feeling of this popping bone and cracking cartilage felt almost like cracking one's knuckles, it was painless but there was a rather pleasing release and vibration from the tension that built up in the joints. Each time his bones cracked and snapped into place, he let out a satisfied grunt or moan of pleasure; the very act of his body changing shape was a pleasurable sensation on its own. Coupled with the sensation of swelling fat against his skin and the searing warmth of his muscles bulking up, it made his transformation a highly enjoyable experience. It was like a tension that had built up over many years, a constant itch in the back of his head that only now was being released. Each bone popping, each sliver of his humanity that he begged to be given away to become more beast; allowed him to release some of this pent up energy; that tension was his humanity being washed away one piece at a time. Gill leaned forwards as he felt his toes shifting in shape, he couldn't see them just yet behind his huge furry white ball sack and human shaped pink cock, but he could certainly feel something changing. Unbeknown to Gill; his feet were actually becoming more like paws with each passing second, he could certainly feel his nails slowly pushing out from the skin as they became thicker and longer. All the while the colour of skin shifted from the familiar dark brown to the same wonderful inhuman pink, and all the while his fur was slowly spreading down towards his feet. Gill moaned as more bones popped and cracked in his feet and began to suspect that his feet were becoming thick fat heavy paws. The thought of standing on fat pawpads and strong muscular legs got him panting and groaning deeply, and each breath he took to groan and pant forced his chest and pecks to expand apart, his ass wobbled while his belly slowly swelled a little more with extra fat and his cock had still not stopped growing; reaching an astonishing 26 inches and was just as thick; if not more so than his leg. His mind was unable to cope with the pleasure his body was giving it, the new feelings and sensations were too much and it was impossible for Gill to focus on one part of his body when it all seemed to be changing at once. “Ohhhrrrrgggrrr....g...give me...p...p..paws!” Gill said as he huffed in and out, his ribcage cracking loudly again as he felt his lungs fill with even more air than before, his heart pounded in his chest and send even more blood to his hard raging growing cock. He could feel his nails shifting out into what he could only assume were claws; vibrations ran up his bones as the tips of his new sharper and longer nails scraped against the surface of the wood floor; leaving permanent marks in the varnished surface. Gill also felt a rather familiar swelling sensation in the bottom of his toes and the ball of his foot. His heel had extended backwards and what remained of his human foot resembled more of a canine hind leg than anything human. He felt his changing toes push upwards from the floor as new flesh swelled and pulsated under the skin, though he couldn't see these changes; Gill knew that his feet were becoming paws; and the localised swelling was his soon-to-be paw pads growing into place, and sure enough as his posture changed with his digitigrade hind legs, lovely soft pink paw pads could be seen. At this point the rest of his skin totally converted to the same pink colouration, and the fur ravaged what remained of his feet. Thick fur developed between the pads while his toes continued to pop and change in shape. Gill could feel and odd tugging sensation in his large toes, and strangely enough he didn't feel much growth from the nails either. More muscle bulked up around his legs and backside and now with a huge hulking rear end and a swelling chest with muscular pecks; Gill felt strong enough to make an attempt at standing. "Urrrghghh....here I go!” Gill said to himself in an even deeper voice as he grunted and pushed down on the floor, the sudden surge of power was so great he felt his entire body shoot upwards as he found that he was able to stand on his two new digitigrade paws. His arms seemed to have gotten much larger and they still appeared to be growing, the biceps and triceps flexed and swelled with new size and weight. Gill almost lost his balance if it was not for his tail; he found it to be very useful in keeping his weight and size in check. He looked down and saw that his belly had started to swell with fat and was much larger than it was before, he reached his arms down and pressed his hands against the expanding mass, smiling and grunting happily as he felt the fat swelling and expanding beneath the skin, making him fatter and heavier. He moved his arms up and inspected the growing shapes and contours of his toned muscles, and began to flex and twist his arms in admiration of these huge wonderful structures. Gill had longed to feel these changes, the swelling fat, the expanding muscle and bone; it was better than he could have ever imagined. He looked back up at his reflection in the mirror and immediately felt a surge of arousal wash over him as he found his reflection in the mirror to be both fantastic and bizarre. From the waist down he was almost totally canine, thick white and grey fur covered his body which slowly began to grow over his swelling belly, his paws seemed somewhat small for his huge body but seemed to be able to take the weight well enough; and of course he couldn’t help but enjoy how fluffy his tail was. Gill began wagging his tail happily as he looked over his huge pink cock; it was still human in shape but very thick and quite long and hung down at a rough 90 degree angle. It was far too heavy to be fully upright, but regardless it was still very hard and ready to be used. It was certainly better proportioned on a bigger body, but he had enjoyed feeling a massive dick on a small human body; at least when he was still mostly human. Gill looked up and saw that his head was mostly unchanged but saw that his face had stayed the same, but his chest and arms were gradually thickening and increasing in size before his very eyes. “Ohhhhh...mmmm! yeeesss.....this feels.....gggrrr....gooood!” Gill groaned as he began to rub his hands over the still swelling body, he took in a deep breath and groaned deeply. He loved how fantastic it felt to feel and watch his chest expand and swell with muscle and fat, feeling his pecks rippling with new weight and size, his cock still slowly inching forwards with newfound weight and. His heart still pumped inside his chest as he began to rub his hands over a swelling belly which seemed to be getting larger by the second. Fur continued to spread over his back and front until it began to spread upwards towards his large hard pecks, at this point Gill was able to watch as the dark skin shifted to a wonderful pink and more fat began to swell underneath. He moved his hands up and groaned as his erection bobbed and bounced with arousal, sending ropes of precum onto the hard wood floor. With each subtle movement of his weight he could feel the wooden floor beneath him creak; which reminded him how heavy he'd become, and it seemed he was going to be even bigger if the changes continued at the same rate. Sure enough he felt fat swell up behind the muscles of his pecks like hot water filling a balloon; he wore an expression of arousal as he felt his once well shaped pecks slowly swell up with fat. He wondered how it might feel to grasp full heavy breasts, his mind wandered over to his female fursona and what it might be like to have huge swelling orbs of heavy fat and skin. However Gill was more interested in how it felt to get fatter and stronger, and wanted his changes to continue, he wanted to truly become Uther; and to truly know how that much weight and power might feel. More fat and flesh expanded into his hands until the swelling stopped; which prompted Gill to remove his hands and inspect his fantastic beautiful male body, realising that he not only sported a rather lovely belly but also a well-rounded pair of man-boobs; with strong heavy muscle underneath to support his arms. More muscle spread and rippled down his arms as the fur grew up towards his now fat moobs and neck, pushing his fat male pecks forwards, his nipples increasing in size as they too changed colour. Gill groaned as he felt the darker shade of fur that grew over his back slowly spreading towards his shoulders and neck. Unknown to Gill the fur that slowly began to push out from his upper back and neck grew a lot longer than the rest of his fur, almost like a mane. Finally he felt the tingling fur spread up to his neck and hair, his entire back and shoulders coated in a long mane of dark grey velvety wolf fur. Gill stroked his chest as he grunted deeply as he felt it expand even more, he could feel his ribcage cracking and shifting underneath his fingertips, each breath he took in made him bigger and stronger, more muscle swelled and ripped underneath the skin of his arms with every pounding heartbeat. His huge lungs filled with air and his heart pounded loudly in his ears his grunts began to notice that he sounded a little deeper and more guttural than normal as the fur and changing skin spread around his neck and toward his fingers. Grrrr! Mmmurrrr...mmmoree!! Bigger!!” Gill grunted and growled as he felt more surging waves of adrenaline rush through his blood, his huge testicles ached and pulsated and pumped more of the naturally produced anabolic steroid through his body; forcing his muscles and body to become even more masculine with each passing second. More muscle rippled underneath his fat covered pecks as his chest continued to expand, his cock bobbing up and down with his heartbeat as it slowly extended forwards. He moaned at the feeling of his growing cock and strong pecks and noticed that his voice had begun to shift in tone, his cock hardened as each breath he took; his voice got a little deeper and manlier. He breathed in and out and grunted deeply, enjoying how it felt to hear his deep pants becoming deeper and more masculine, but also a little more bestial too. Gill grunted as he looked as his changing form in the mirror, watching as his chest and arms continued to expand and grow, his biceps and triceps swelled and bulged up from the changed pink skin, his eyes were full of wonder as he observed the soft white fur spread over the subtle indentations between the huge fibrous tissue, giving his arms a wonderfully toned appearance. Even though his entire body was coated in muscle, his body seemed rather well balanced. His large sagging belly which seemed suitable for a male, and the large man-boobs balanced his muscular frame out a bit; it wasn't overwhelmingly muscular, or massively overweight. In fact Gill was shocked at how much he loved his form, how fantastic it felt to have a combination of weight and power, to be so heavy and at the same time; to be able to move that mass without any effort. He loved how the fat felt against his fingers, how it wobbled with each movement, but he wouldn’t want just fat either. The fact that he wasn’t all muscle or fat gave him a sense of balance and power, the weight and strength of his body made him feel strong and sensual in ways he’d never felt before. Gill growled deeply and noticed that each grunted groan was sounding a little more animalistic with each exhale of breath, his arms extending out as he flexed and stretched his pectorals and inhaled deeply; purposefully making it so he sounded even more masculine and bestial. He noticed at this point that his cock had stopped growing forwards, and seemed to settle at its current length of around 27 inches; the size of which was massive even for a beast as big as him. “Ohhh....Grrrrufff....feels so good to be....so....strong!” Gill grunted and moaned deeply in his slowly changing and deepening voice, as he felt more muscle develop around his lower arms, pecks and wrists, his hands began to slowly pop and shift; and he knew they would soon start to change along with the rest of his body. Gill looked over his reflection and continued to stroke and flex each muscle in front of it, he couldn't help but admire how big he'd become, how powerful, how heavy. He moved both arms up to the sides and flexed his arms, observing the hard toned shapes under the skin around his neck, arms and chest. The smooth wood floor continued to creak as the wooden beams that supported the floor began to bend a little under the pressure, Gill had gotten so heavy with muscle it seemed to be having a hard time supporting his weight on his two paws. He also noticed that his upper legs and arms seemed to be huge, his body and torso were larger still; but his lower arms, legs, hands and paws seemed to be not much larger than before. It made his torso look absolutely massive in comparison; yet it was still somehow proportionate and looked rather amazing. The only really still human part of Gill's body were his hands and face, and it was then he noticed that even his head seemed to be succumbing to the ravaging changes. He watched with fascination and joy as the lovely white fur spread up into his black hair and began to spread across his ears. His skin blotched into the lovely inhuman pink while his straight black hair began to lengthen and change colour. The once familiar black strands of human hair slowly began to shift into the same soft dark grey fur that covered his huge hulking back and shoulders, it grew longer and longer until he couldn't differentiate where the fur of his long silky wolf mane started and the hair of his head began. At the same time Gill looked up and saw that his ears had already started to change a little, the tips of his ears had begun to prick up into points and it was only when he started to observe them did he feel that familiar wave of changing heat rushing up to his head. The sensation of soothing warmth flooded up his neck and began to tingle at his earlobes. Without much warning Gill began to feel the cartilage under the skin pop and creak as the shape of his ears started to change, he could also feel his skull and bone vibrating as the shape of the bone and the position of his ears also started to change. “Urgghh yess.....Ohhhh god...my...my voice...it’s getting even...DeeeppppARRGGGHH!!!” Gill grunted and moaned as he felt his ears prick up and change, and then suddenly felt a slight tickle in his throat as his vocal cords shifted rather suddenly, and his once rather camp voice moved down about half an octave. Even though he’d heard changes to his voice before, the sudden shift in tone was so sudden and so noticeable, it made him blush with delight at the realisation that his once recognisable voice would also completely change into something deep and bestial. He moaned in a still changing voice as his ears shifted again, pulling upwards as the muscles began to twitch and shift underneath the skin, his pants turning to growls as he started to feel more animal with each passing moment. He wagged his tail happily and moaned even louder this time, loving how it sounded to hear his voice slowly become deeper and more masculine every time he took a breath in and out, along with his still expanding chest it felt amazing. It was an overload of sensation, his chest cracked and shifted out again to become even wider, and it now seemed about the same width as his hips. As his chest and ribcage shifted out, he felt his voice change even more to become deeper and manlier; and all the while his ears continued to transform and change in front of him as he stared into the mirror at his reflection. “Ohhh mmooooore!! Ggrrrrr....gggive me moore!” Gill grunted and growled in his shifting voice, his groans began to change too, his vocal cords shifted and vibrated with each grunt. He began to notice that each time he breathed out; he would generate a subtle growling sound, a deep animalistic grunt that also seemed to be present when he spoke in his changing tone of voice. Gill delighted at the sounds of his changing voice and growing guttural sounds, and continued to grunt with joy and pleasure as his cock ached for release. He could feel new muscles developing in his head around the changing ears, which only made him more aroused and willing to have more of his feeble human flesh transformed to make him the strong masculine canine he was always meant to be. His ears continued to pop and stretch, growing upwards as the changing muscle and stretching skin throbbed and tingled. Fur grew up and around the ear as it stretched and widened, the skin inside the ear changed to a lovely bright pink like his paw pads and cock. It started to take on a far more animalistic shape, the tip had now tapered to a point and the shape itself resembled that of a canine. The last of the changed pink skin was covered up by his soft wolf fur and the black hair around them continued to shift in colour until most of his head was covered in the same soft fur. The muscles that had developed around his changed wolf like ears began to twitch as the newly formed motor neurons started to fire, new connections in his brain lit up and an electric spark shot through his head. Like his tail had done so before, he began to feel new muscles and movement within the changed funnels, allowing him to twist and flick the furry ears with a surprising amount of control. And in very much the same way as he shook and wagged his soft fluffy tail, his began to twist and rotate the new canine ears with the same latent familiarity. It was so strange how these new sensations felt both utterly alien and unnervingly familiar, it was like Gill had always been a wolf, and he was slowly awaking from a dream where he'd been human all his life; only now did he begin to feel his true self coming through, breaking out the mould. Yet his chest didn’t stop growing, with every growling panting breath he took, his pecks, arms and back would swell with yet more muscle, expanding out as he grunted in his deep guttural voice. “Ffffuck....Ohhh Ggrrrr....Mmurrrr....moooore!!” Gill gasped and growled as he reached his still human hands up to his ears, feeling the soft fur and allowing them to twitch and rotate in his grip, hearing and feeling the reverberations of his deep changing masculine growls and manly moans. He then turned his hands downwards to slowly grope and grip over his still expanding moobs and belly and down to his throbbing pink cock, his fingers tingled across the surface as the sensation of touch against the sensitive canine flesh felt too good to resist. The changing human groaned in delight as he felt the bones of his hands popping and cracking against the sensitive flesh of his huge pink cock. The bones expanded and the skin started to stretch, cartilage popped pleasantly as his fingertips began to change into new shapes and forms. Gill growled deeply as his voice shifted even more to become deeper and more male; his once camp human voice had totally shifted into that of a powerful testosterone fuelled male, and he loved how manly he sounded. His muscles twitched and swelled even more as adrenaline and testosterone surged through his blood and into his cock, the blood pumped through the huge erection and made it ooze precum onto the floor. Gill looked at his reflection, his body seemed almost totally canine now, he barely recognised himself in the mirror, and it was like looking into one of his drawings; seeing his creation made flesh. He didn't even know how tall he'd become now, in comparison to his human body it he must have been several times the size in his new huge hulking animalistic form. Gill continued to grow and groan deeply in a still changing voice, his growls were becoming far more prominent and noticeable as he neared completion. More growls left his lips as he watched and felt his hands swell against his cockflesh, just like his feet had done before; his nails started to extend out his fingertips. The hard keratin that made up his nails thickened around the base to form a strong supporting structure, all the while fat and bone pushed outwards, stretching the changing skin to its limit. He groaned deeply and felt another surging wave of arousal wash over him as his voice dropped another half an octave, now he sounded more like a growling beast than a human, his huge hulking chest cracked and widened even more as he took in a deep breath, his heart pounded loudly in his chest as his organs continued to swell and grow to fit his modified structure. Muscle rippled over his back and arms, his pecks and shoulders cracking and swelling apart even more, making him wider and even heavier than before. He felt a swelling against the sensitive pink cockflesh as he realised the tips of his fingers and the palms of his hands were swelling in certain areas. Fat slowly pushed outwards against the skin and expanded outwards into a puffy pink paw pad; the same colour as the canine flesh he currently stroked and pleasured. Gill growled aloud in a deepening tone and observed his changing hands in the mirror, watching with glee as his soft light grey fur spread down his huge arms towards the now totally pink skin of his shifting hands. His lips parted to form a devious grin as he noticed that his canine teeth had started to lengthen a little, he pricked up his ears and smiled even wider; knowing that he'd have a full set of powerful sharp canine jaws; it was fitting since he was going to be all canine soon enough. His paw pads puffed up even more, while his fingers swelled with fat against his cockflesh, he continued to willingly growl and moan so that he could enjoy the sound of his changing voice even more. The bones of his fingers seemed to appear shorter however, at least in comparison to the rest of his hands, and as more fat and flesh swelled up around his digits he realised they began to look more like paws than hands. He wiggled these new digits and utilized a limited grip with a fat thumb; to stroke and knead his aching prick, letting out a deep changing growl of pleasure as he felt a familiar orgasmic sensation building in his loins. “Urggh...GGgrrrr....Ohhhrrrggg....God...it's...coming!!” Gill grunted and moaned loudly as his voice continued to deepen, his new keen canine ears could hear these subtle changes in the tone of his words, and it only served to arouse him even more. More and more fur spread down his arms and began to coat his hands, the soft velvety fur spread over his paws and between the fat heavy paw pads. He growled as the feeling of soft growing fur against his smooth silky cockflesh made his loins pulsate with pleasure as his huge prostate began to throb and prepare itself for orgasm, the build-up seemed to be very gradual. Gill's eyes seemed to remain locked on his changing paws as they stroked and kneaded the flesh of his dick. His growls and guttural moans filled the room as the last of the pink flesh was covered by the fur, leaving Gill with a huge fat pair of semi feral paws, they seemed both useful for walking on and for manipulating objects. His claws extended out a little further as the fur between his fat pink paw pads ceased to grow, leaving his entire body coated in fur, excluding his face. “Ohhh god!! It....ggggrrrrooowwwlll....feeels soooo good!!!!” Gill moaned loudly, his voice and words changing to growls as his voice depend even more, his neck began to crack and swell with fat; his larynx started to shift which made the vocal changes even more aggressive than he’d ever imagined. His new fat paw pads ran across his thick heavy canine member, precum oozed out from the tip and dripped onto the creaking floorboards below. His paws stroked and massaged his member even more, the orgasmic sensation built up inside as his chest, arms and torso swelled and pulsated with even more muscle and fat. His belly and man boobs became bigger, the muscle rippled underneath his pecks as his chest continued to expand out and gain width. His back surged with heat as more and more mass pushed out from the furry skin, flesh rippled under the skin as he clenched his body’s muscles and growled. Finally it all became too much, and Gill grunted loudly and fell forwards, he needed to feel like a wolf, he needed to feel his weight on all fours. His paws slammed hard against the wood and he let out a loud guttural growl of pleasure as his voice deepened even more until he no longer sounded human, the floorboards cracked and creaked under the sudden distribution of weight and mass. Gill felt comfortable on all fours his hand paws seemed suited for a quadrupedal stance, and his tail wagged happily as he felt a surging orgasmic wave of pleasure pulsate across his entire body. Gill arched his changing neck up to the mirror and saw his human face starting back at him, his neck bulked up with muscle and fur spread underneath his chin, his back pushed upwards as more muscle swelled underneath the skin and made him heavier, strong and more of a beast than he could’ve ever hoped to have been. “GRRROWLLL...GGRRMMMMOORE!!! MMMmmmurrr....BIGGER!!!” Gill roared aloud in a deep changing male voice, the very sound of which was almost enough to tip him over the edge and orgasm right there. His arms pushed down into the floorboards as his cock surged with heat and leaked even more cum from the tip, his tail shook happily above the massive hips and huge backside, his long thick muscular hind legs pressed down against the floor even more. More and more muscle swelled and grew under the skin; the existing fibres were ripping apart and repairing at shocking rates, increasing their size and mass seemingly without any pain. Gill felt a sudden break, the changes stopped and all the orgasmic sensations ceased. “Ahhhhhh...what...” He gasped loudly in his deep grunting guttural tone, all the sensations of changes ceased; it felt like a moment of calm. Then suddenly without warning all the sensations returned, only this time he felt a powerful wave of heat flushing up his core and into his head. Like an unstoppable tsunami, a wall of immovable heat shot through his unprepared body and into his face, the sudden surging pleasurable feeling of change returned, along with the pulsating of his prostate and the aching of his canine cock. “OHHH GOD!...YEEEESSSS!! GGGRROOWWLLL....MAKE ME A WOLF!!!!” Gill screamed aloud as he groaned and exclaimed at the overwhelming surge of sensation of heat and orgasmic pleasure. He looked up at the mirror and roared aloud as he felt the changes pulsate towards his nose. His deep growls began to echo in the room along with a loud cracking sound as his skull began to shift forwards, his jaw followed closely behind. Gill closed his eyes as he felt the changes wrack his skull, the fur that ravaged his hair began to spread down his forehead as the last strands of his black human hair vanished. He smiled and groaned as he felt his nostrils and nose turn upwards towards the mirror; his skull pushed forwards and forced his upper lip and nose to merge into one. His heart pounded in his chest as blood flowed through his body and into his cock, the sheer power made the huge pink cock slap against his fat furry belly. His muscles produced an astonishing amount of heat as his spine cracked loudly, the muscles in his back rippled and bulked up against his soft furry hide, his pecks swelled and grew apart even more, and his entire body surged with heat as he became even heavier with muscle growing over his entire frame. Gill growled deeply as more changes began to wrack his face and push it forwards, his eyes remained tightly closed as tears trickled down his cheek at the feeling of tension in his face. He gasped and opened them to look at his reflection in the mirror and marvelled at the image of his once human face contorting and changing in front of him, his nostrils began to move apart a little and the dark skin slowly shifted from a deep brown to a black. He also noticed with his eyelids open, that his eyes were no longer the deep brown as before. Looking back at him were two huge yellow canine orbs, the beauty of which was hard to beat. The iris seemed to dominate most of the eye but there was still some white to see which gave off the impression he was not entirely animal. He groaned and growled as his cock slapped up again against his furry belly, the orgasmic sensations pounded his loins and brought him even closer to orgasm. The edge of his mouth stayed where it was and instead his lips stretched out along the length of his extending face, his nose and upper lip began to tingle as a line started to form down towards his mouth. A split in the flesh formed and allowed the two parts of his lip to separate slightly, his lips darkened a just like his nose and became a deep shiny black. “ARGGHhh....Ggggrrooowwwlll.....Mmmore....MMMOREEE!!” Gill growled and roared loudly as more and more power and heat surged through his body, his muscles continued to swell and bulk up, the floorboards creaked and began to crack with the surging power and weight. A loud snap was heard from the floor as the surface began to snap; the wood cracked and gave way under the creature above it. Gill screamed in his deep guttural growl as he felt the floor beneath him give way, his surging powerful body slammed down against the floor as more and more of the wooden boards snapped and gave way. Gill slammed his paw into the flood and watched as the wood gave way to his strength like tissue paper, he groaned and pounded the floor even harder in power, to display his strength. Gill felt so strong, so male, and so utterly powerful. He felt unstoppable, as if no mere man could stand in his way, no wall or structure would be able to resist him. More and more changes wracked his face as the once recognisable human face faded away into an image only Gill knew. His face cracked and popped loudly as it extended forwards, the feeling of which was beyond pleasurable; it was ecstasy beyond what he thought possible to feel by a human mind; but then Gill wasn’t really human any more. He moaned and growled deeply in his still slightly shifting growling voice as he looked back into his large yellow wolf eyes, and drooled even more as his face cracked and popped out towards the mirror; slowly allowing his humanity to fade away into the visage of a beast. He watched as the fur spread down between his eyes, and seemed to have a slightly darker colour than the rest of his head; it seemed to be similar shade to the long fur that extended out from his head and neck. More of his face pushed out, the dark canine shaped nose began to moisten and cool down as the air flowed across its surface, he exposed his teeth and growled as he managed to take in new smells. The new scents of his seed on the floor and mirror, along with his sweat and canine stench, his natural musk that emanated from his furry pelt; it all smelt amazing. More and more scents flooded his new wolf nostrils; he took in another deep breath and growled as his chest expanded a little more, his deep grunting voice made him sound more animal than ever. His drooling jowls dribbled even more canine spit onto the floor as he felt the aching feeling of his teeth shifting out, the canines extending even further than before; his molars and incisors creaked as they changed shape and function. “GGRrrrrr....Ahhhh..AHHRRROOOOO!!” Gill panted and growled loudly, his voice broke into a loud howl of joy as he felt his face pop and shift forwards even more, and his entire head seemed more canine now than human. He opened his jaw wide and panted loudly, his tongue drooled even more spit as the shape began to change too. Heat surged through the muscle as it started to flatten and lengthen; his tongue grew out of the front of his changing lower lips and hung down. Gill panted and felt rather happy with his new tongue and jaws, a sudden surge of pleasure shot up into his prostate; which forced him to slam his jaws shut tightly in pleasure and the growing sensations deep within his lower torso. Drool leaked from Gill’s gritted powerful jaws as he felt the climax in his loins increasing, he felt close; close to exploding. More of the floorboards below cracked and gave way under his weight and strength, his muscles flexed and his tail wagged as he felt himself draw close, he was so ready to give it all up; to truly become a powerful masculine beast. “Arrgg.....Ohhh god...here it comes...ARHhhhh.....YES!!! YES!!! ARGGHHH!!! Hhhaaa HHHOOOOOOWLLL!!!” Gill began to pant as his cock ached and throbbed, his huge furry balls pulled upwards as he felt his prostate explode inside him. His voice suddenly disappeared behind his deep guttural canine growls, as he felt his cock heat up with the new wolf cum that flooded the inside of his pulsating shaft. Fur spread across his changing face as the last bones in his nose popped into place, leaving him with a long elegant wolf muzzle, drool dripped from his black dog-like lips onto the floor to mix with the other fluids. He gritted his strong canine teeth and howled loudly as he felt the last remaining patches of human skin change; the soft fur totally covered his now canine face, and left no part of his former human self. Gill's heart pounded as he howled loudly, his cock exploded and huge streams of ropey canine cum splattered over the broken floorboards. Gill's body shook with overwhelming power and heat, his back, arms, legs and pecks surged with more muscle as the last remaining changes wracked his face until he was left with a full wolf muzzle. More and more cum shot out from his shaft, his huge prostate pounded his inside and made the unprepared semi-feral wolf howl with joy and power as the floor gave way. The sudden surge of strength and weight cracked the remaining wooden boards around Gill, the floor fell down an inch as the entire structure collapsed under the newfound strength and power that he now possessed in his canine form. The wolf was unable to fully comprehend his new form as orgasmic sensations surged through his whole being, his huge yellow wolf eyes upturned as he felt time slow almost to a standstill, his mind was caught in a barrage of chemical ecstasy; the likes of which he’d never experienced before. His orgasm lasted for what felt like an age as his muscles and fat surged and wobbled with a power and pleasure he'd never expected to experience, it was almost torturous in how fantastic his new form felt. Gill could only growl and howl even louder as more cum sprayed out from his cock, it splattered over his fur and the broken floorboards, leaving them coated in his new strong fertile canine seed. Finally after what felt like hours to Gill, the orgasm finally died down and the new wolf looked back at himself in the mirror, opened his jaws and allowed his tongue to flop out the side. He panted loudly for a few minutes as he filled his massive lungs with oxygen, and allowed his muscles to recover from the ordeal of transformation. He felt heat dispersing from his tongue and nose, as he began to work on getting rid of the heat he’d produced during the change. Gill looked back and licked his wet wolf nose and admired his new furry face, flexing his arms and pecks and enjoying how strong he looked. He noticed that he had a line of dark grey fur the spread up from his black nose, up to his forehead, then around his cheeks and down his back. These dark hairs also made up all of his long furry hair which seemed to merge with the fur of his upper back. Gill panted and pushed downwards on the broken floorboards and stood upright as a fully changed wolf for the first time, and admired his new body. He smiled a little as he realised he was standing in a rounded circle of totally destroyed floorboards, his weight and size had decimated the gym floor, and his huge hulking muscle and fat belly seemed to have taken its toll on the weak wooden supports below as well. “Ggrrrrrr....that was...amazing” Gill said quietly to himself and still wasn't used to how deep his voice sounded just yet, it was like listening to somebody totally different; but he loved how it sounded. His voice was deep and guttural but there was also a subtle growl behind each and every word, it was almost like his words were just complicated versions of a wolf's growl, it made him shiver and pant happily knowing how powerful and animalistic he sounded by merely uttering words, not that a person had to hear him to realise that he wasn’t human. Gill wagged his tail as he simply stood and admired his body; he looked down and saw his large pink human shaped cock slowly shrink a little as it went from erect to flaccid. He noticed that the fur had grown around his sheath, and gave his cock a nice transition from white fur to soft pink cockflesh. Gill didn't really feel much like 'Gill' anymore, he felt more like Uther. He looked like Uther, he felt like him, and he certainly had his strength and power, no longer did Uther identify as Gill, he was now who he was always meant to be. Uther panted and wagged his tail happily as he looked over his body, he turned his hips and flexed his arms, and simply admired his body, but wondered how strong he'd become. His attention immediately turned towards the huge dumbbell he'd tried to lift earlier, it still lay on the metal stand where he'd dropped it before. Using his tail for balance he took a few steps towards the rack, stepped out the splintered floorboards and noticed that the floor actually began to break a little with each step he took. He wandered over to the rack and wrapped his large fat paws around the bar. Uther was surprised that he didn't even feel the weight, and without any effort all he raised the dumbbell triumphantly and began pumping with it to test out his newfound strength. He grunted happily and wagged his tail at the realisation that he'd become so incredibly strong that even this dumbbell felt weightless to him, and he had a beautiful canine body to boot. He threw the dumbbell across the room into the corner and watched as the heavy metal rings smashed into the wall and floor, with so little effort on his part. “Ohhh yes! This feels so good!” Uther panted and growled happily, looking over to the mirror and admired his reflection once more, then stretching his arms out and admiring his strong fat covered pecks. He then looked down and saw that the large brightly coloured shorts had changed shape. He was certain that these were the same shorts as before since they were pressed firmly against the floor. The edges that would sit around his waist were thinner, the pouch where his cock and balls would sit had become massive and a string of soft spandex connected them together which would run between his cheeks and tail. They’d seemingly increased in size, and lay in the hole of broken floorboards and splintered wood. Realising that these once small shorts had changed into a jockstrap that was perfect for his new form; he suddenly knew why he'd changed. Somebody or something had given him these strange sports pants, and they had given him what he had wanted, what he had desired for so dearly; to literally become more like Uther. They had gone so far as to turn Gill into Uther, and the wish he’d made had quite literally come true as he’d said it. Uther was more than pleased that he was able to have realised the beast within, and allowed it to come forth into this new powerful form. Uther wandered over and leaned over, his claws scraped against the floor as he picked up the jock strap. He grinned with joy and with a certain naughty idea in his head and leaned down to put his paws in between the holes. He slipped the undergarments around his legs and stretched them up around his crotch, and was rather surprised at how comfortable they felt, and how well they fit with their increased size. He pushed his huge flaccid dick inside the pouch and slipped the back over his tail and allowed them to sit above the dock of his furry appendage. “Mmmurrrr now these look even better....Oh wow I look fantastic!” Uther said as he truly surrendered the idea that he was once Gill, he felt more like Uther than ever before, he felt so male and masculine. He looked over his body and flexed his arms and shoulders, wagging his tail happily as he inspected his form, he was so happy with his huge sagging belly, his fat man-boobs and hulking arms, his long elegant wolf muzzle and soft fat furry paws. It was perfect; Uther felt overwhelmingly powerful, the feeling of the weight and the muscle, the latent strength he could unleash at any moment. “Hmmmmm I think I better test the limits of this new body....let's see how much it takes to get me panting like a dog” Uther said to himself with a cheeky smile on his furry face, and turned his eyes towards the long bars and heavy weights that were meant to be lifted with both arms. “Perhaps I can work up a sweat with those” he growled deeply in his new bestial voice, his mind toying with the idea of lifting that massive amount of weight with a single arm, his cock hardening in his jockstrap at the thought that in fact he couldn’t sweat normally being canine, he had to pant and use his tongue to diffuse heat. “I wonder how strong…how big I could really get?” Uther said to himself, his muscles bulked up in preparation of the exercise he knew was to come, his nose twitched and his tail wagged at the idea and thrill of becoming even stronger, even more powerful than he already was. “Only one way to find out!” he growled to himself with a devious smile across his furry face, as he stepped towards the metal weights with his new confident stride.