The Facility, Chapter 2

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The second chapter of the tale of this mysterious arctic containment facility for "breeders" - https://www.sofurry.com/view/1913347 for the first part. In this one, things go wrong for our poor B-class employees, and we experience an entire security breach that leaves breeders free to have their way with many of the staff... but perhaps there's still hope of escape?

Commission, as before, by TheGrandPuppeteer


Another day dawned on the Containment Facility, as far as an arctic day in winter could be called a true day. The sun never really rose beyond a pale glow on the horizon, and even if it did, the facility's employees would've seen none of it. Simulated daylight in the vast underground complex served a similar enough role, telling the employees that it was time to wake up and begin the day, but for all they knew, in reality it might've still been pitch black outside. Watches weren't allowed - none that showed outside time at least - and the facility operated strictly on internal time.

B-27, the red panda, forced herself to get up first. She was, by the little marks in her calendar, about halfway through her tenure as B-class personnel, and it was already getting to her. Though she kept up appearances, following protocol strictly while pretending she knew exactly what she was doing, the strange underground lifestyle was taking its toll on her. This was most evident by how she had, for the last few nights, woken up in a puddle of her own juices. A video call with the mental evaluation team had told her it was nothing unexpected; as long as she kept participating in the "circlejerks" and stuck to protocol, she was clear to continue.

It'd never happened when she lived outside though, in her home city of... wherever it was, really. She forced herself to never think about home, or exactly how much time she'd already spent here. It was for a noble cause, she told herself. Noble and profitable, for she'd be significantly richer when she returned home, after having helped keep the men and women of the world safe from the breeders.

That distant future was just that, however. Distant. Something she'd eventually reach. It wasn't yet tangible enough to rely on to overcome the worries in her mind when she woke up with her groin matted with her juices day after day. It was obvious that the breeders, and her job as a whole, were having an effect on her; the kind of effect that made her desperately look forward to the daily circlejerk, but even that didn't seem to be enough these days. Maybe I could requisition a dildo, she thought, as her fingers explored that slippery mess around her tingling slit. Better that than ending up all... what was it they called it? Cum-brained?

The red panda wiped herself off to the best of her ability, steeling herself to ignore that warm and clenching urge to touch herself more, and began her day with a big cup of synthetic coffee to make up for restless sleep.

She indeed hadn't slept well. She'd dreamt of letting the cat have his way with her. First him, and then the crocodile too, resulting in more than a few nocturnal orgasms, it seemed. She still felt incredibly wound up.

That was when the little display in her room lit up with a dreadful beeping sound. She'd learned to associate that sound with problems, because that was the only time she ever heard it. At least it did wonders to suddenly kill her arousal.

She read the message. There'd been yet another scheduling mismatch. The previous shift had followed an old schedule, which meant that today... she was to handle the same three she did yesterday. That was not good. She felt nausea rising in the back of her throat. Everyone knew that nobody should repeat the same breeders any two days in a row, because even with all the precautions, their influence on staff grew with exposure, only lessening with time.

And she was already showing signs of slowly succumbing to the trio she'd handled yesterday, if her dreams were anything to go by. The evaluation staff reassured her that it was normal, but it didn't feel normal. She kept having intrusive fantasies, especially of the crocodile really making her a "good mommy", like he kept insisting. It'd be so easy too. Lay down on her back and spread her legs, inviting that beautiful cock in until it was all she could think about, her belly swollen with the "daddy's" babies.

She clenched again, despite the growing anxiety. Sooner or later, she'd leave this place with a swollen belly... and no worries at all in her lusty little head, she just knew, and every time the others screwed up and broke the rules that day inched closer. Worrying about it, though, would do her no good at all.

She called up B-42, the otter, who was just now getting out of bed, and explained the circumstances.

"...but aren't we supposed to switch every day?" she asked, incredulous.

"Yep. But not everyone has understood that, apparently. So, we're doing the same three. Just follow my lead," she replied, projecting that false confidence. It was better than getting her protégé all worried, too. Worries lead to mistakes, which lead to getting bred, which lead to breaches. At the very least, she could always comfort herself by knowing that every "victim" ended up much happier than they'd ever been before, if significantly dumber, sluttier, and more pregnant.

After a quick visit to the daily "circlejerk" - and a few shuddering orgasms - later, they were on their way to do the rounds. The otter had made herself cum exactly once, as mandated; 27, on the other hand, had lost count, having soaked her hand and the chair... which, while perhaps a little worrisome, at least left her feeling relaxed and satisfied, and maybe a little shaky.

The wolf was easy as always to take care of. All they had to do was stare as he stroked himself, perfectly happy to simply have his masculinity admired. Sure, he suggested that they should try him out more intimately, but it was all about the exhibitionism of it for him, it seemed; as long as women watched him cum, he was happy enough. So, they watched him pump his beautiful, tapered cock until it was throbbing in his hand, swelling up as he prepared to once again spill his seed.

The worst part was that 27, usually completely unaffected by the wolf, found herself almost mesmerized watching it. She felt herself grow wet from that alone, having to fight the urge to reach out and grab his cock. Thankfully, he never really put in more effort than that, and soon he came with a pleasured, choked howl, painting the floor with impressive amounts of cum.

It was the next breeder on their rotation that really worried the panda. She could_handle this, right? She kept asking herself that over and over again as they approached the crocodile's cell. _Of course she could. She wasn't going to end up like some of her predecessors, a mindless slutty fucktoy.

Sure enough, he was lounging in the shallow, warm pool as he always did, his cock already jutting out, glistening and ready. The breeders got like that after a while; with how strict the scheduling was normally, they could expect their "milking" at exactly the same time every day, and so the crocodile-daddy was leisurely stroking himself.

"Oh," he smiled, as he saw the two approach. "I wasn't expecting you again today, girls."

There was a mean glint in his eyes, as if he saw an opportunity to get something more. 27 recognized it immediately, but she didn't really have any choice except to risk it. It was her job after all. She stripped, slowly, putting on the kind of show the daddy-type breeder always seemed to enjoy, slowly wiggling her way out of the almost skintight uniform.

This time, though, he rose up rather than waiting to get pleasured, approaching his assigned staff members with his cock bouncing lewdly as if sensing an opportunity. His hand dove between 27's legs and cupped her tingling mound in his rough palm. A finger slipped into her drenched sex effortlessly, and she clenched hard around it, her knees suddenly threatening to buckle beneath her.

"Mm. Seems like someone's ready to go from baby girl to mommy," he rumbled, thrusting knuckle-deep into her heat-soaked body. "Wouldn't you like that? For daddy to fuck all your worries away?"

He'd never been this forward before, this hungry, but sensing that moment of weakness he lunged for it as his feral ancestors would've. His finger thrust into the red panda, curling inside her and pressing against some sensitive spot that made her breath stutter with desire.

"N-no, you know we can't do that. Just let me suck you- nnf!" she moaned as he began to finger her more insistently. It felt like her pussy was burning up around his fingers, sopping wet and spasming helplessly. She was hesitating a lot more than usual.

"Should I take over?" the otter offered, not quite as affected as the red panda, nor as sleep-deprived. Not that she really wanted to take over, but it was the responsible thing to do, as they'd hammered into her head during the basic training.

"I can handle it," 27 replied, though the tremor in her voice suggested that she wasn't quite so sure. "I... can handle it."

The otter circled the two, trying to keep an eye on if things started going poorly for her mentor. She wasn't sure what exactly she should do if they did. The facility's security was almost entirely automated. Alerting everyone else to what was happening might be an idea, as she certainly wouldn't be able to pull a sex-crazed breeder off his victim.

The red panda was squirming, now. The smell of her lust was hanging heavy in the air as the crocodile continued fingering her, letting his palm rub over her clit at the same time. All she could do was moan. The breeder had had plenty of time to practice doing just that, and he was a master at it by now, quickly able to pleasure just about everybody with his fingers alone. 27 prided herself on her self-control, a principle which was quickly and shamefully dented by the delightful waves of pleasure the "daddy" kept teasing her with. Sure enough, her pussy was no exception, and he'd rather quickly figured out just what part of her inner walls to rub and what kind of motions worked the best to keep her soaking wet and clenching with pleasure.

The crocodile was quite pleased with himself. He had been hoping to hear some interesting noises from the red panda's mouth, and she delivered that in spades. The only thing better than listening to a sexy female moaning in pleasure while he pleasured them was hearing it while someone else was watching. His cock was hard as steel by now, beyond ready to breed her, but he wanted her to cum her brains out first.

There wasn't much she could do except lift her hips when he pushed deep inside her, and then desperately try to clamp a hand over her snout to muffle her screams of sexual ecstasy, a hand that he gently guided away so she had no choice but to moan out loud. The red panda felt like she couldn't breathe as his fingers thrust into her pussy. It was too good. She was about to cum, she dimly realized. Her legs started shaking, and her nails dug into the ground. The breeder kept up his rhythm, rubbing her clit and sliding his fingers into her depths until her body was quivering, her breath coming in short, stuttering bursts and her pussy spasming wildly around his fingers.

Her whole body was on fire, every nerve ending on high alert. Her mind filled with images of the breeder fucking her, and she needed more. So much more. It was a sensation she'd never even felt before, a sudden squirt as her lust lewdly splashed over his palm. It was all she could do not to scream in ecstasy, her voice ragged and raw with desire.

"Ohhhh..." she moaned, her eyes rolling back into her head as her pussy clenched tight around him. "Oh, god... oh, daddy... daddy..." She tried to force her legs together, but couldn't muster the strength to. That brief clarify of mind afforded by her orgasm was her one shot at getting out of this, but he kept rubbing, and she could almost feel her horniness slowly drowning out the rational, protesting side of her.

The red panda was still panting heavily, trying to recover from her intense climax. If letting the breeder have his way with her felt this good, she'd struggle to resist at all, try as she might. "How about it? Do you want me to pump my sperm in your little pussy you and get that belly swelling? You know that's what your body is meant for."

He paused, pulling his fingers out and leaving the panda feeling terribly, woefully empty.

"Don't do it," the otter hissed, and yet she couldn't take her eyes off them. "He's trying to trick you."

His strong hands guided her onto all fours in the water, where it was shallow enough that her head was still above the surface, and he positioned himself between her legs. Before she got turned around, though, 27's eyes fell on his shaft, throbbing almost angrily, and she bit her lip hard, trying to clear that fog of lust from her mind.

"I'll make it easy for you. Just tell me if you want to stop, and I will," the crocodile spoke. And then, 27's eyes went wide he, with a single bump of his hips, sank into her fertile body, effortlessly - she welcomed him, after all - despite his great girth. He's inside me. That's bad. Very bad. Maybe I should just enjoy how good it feels for a little bit...

From that moment the otter went silent. From the expression in her mentor's eyes, there was no doubt that the breeder had mounted her fully. There was nothing between them, and she seemed to be enjoying it, but if he kept going, that'd be it for her. She'd be nothing but a cum-hungry breeding toy for him.

He let out a throaty, satisfied grunt and started rutting her steadily and quickly, with practiced ease, possessively. There was no doubt of what he was working his way towards, and sooner or later, if she let him continue, it'd be an inevitability.

27 knew the risks, in other words. But the sensation of his cock spearing into her felt heavenly. Her sex churned eagerly around his shaft, each thrust sending waves of pleasure through her pelvis. She wanted more, wanted to feel even fuller, wanted to lose herself completely.

She didn't want to stop, even if she knew she had to. It was pure bliss. Finally, with each thrust of that meaty cock, she understood why so many women failed to resist the breeders. She had known they were strong, but she had no idea of the shivering, sticky ecstasy actually taking one would fill her with. Maybe the only way to win was to surrender. To give up and let them do what they wanted to her.

She couldn't help it. The red panda moaned loudly, and her pussy clenched around his thick shaft. The feeling was too much, too intense, and she could feel her body trembling in anticipation. She felt his cock swell inside her, and she knew he was close. Mere moments away from seeding her, and once he did it'd all be over. How would it feel?

Next to her, 42 stared with a dry-mouthed fascination. She tried to voice a protest, to tell her to stop, when she realized that her mentor wasn't saying anything on her own. Instead, she stood there as if paralyzed, a twisted urge in the core of her very being telling her to watch it happen. She couldn't. She was frozen, unable to move or speak, as if watching an absolutely enrapturing movie, _needing_to see the climax.

Maybe he'll warn me before he cums, 27 told herself, in a vain hope of somehow changing the reality of what was about to happen if she believed it hard enough, but her whole existence was narrowed down to the white-hot bliss between her legs as she, quiver by needy quiver, surrendered to the scale-clad breeder. Yeah. Just enjoy it, girl. Let him keep doing it for just a little longer, and let yourself cum on that amazing cock.

She came again. The sensation was glorious, perfect, and she was aware of nothing else except those pulses of ecstasy wracking her malleable body, leaving her toes and fingers both curling as she thrashed in the shallow pool. Her unprotected sex spasmed wildly around the daddy-crocodile's shaft as she did, groaning breathlessly, nearly inhaling water as she slumped down into it by the end of her gushing, beautiful release.

Okay, you got yours. Now tell him to get off.

"A-alright, now st-" she voiced, struggling to form the words at all with how relaxed and happy she was. And then she felt him twitch inside her, the base of his cock throbbing heavily and the rest of his cock jerking against her slick inner walls. A brief moment of panic flared in her mind.

"Rrf, there you go. Just let it happen. Be a good girl for daddy," the crocodile grunted, and then erupted inside her, the first rope of his mind-altering cum gushing into her in a strong, firm stream.

As it splattered against her cervix, in one moment 27 was panicking, squirming as she felt the virile heat in her depths, and in the next it was all gone. Her mind was blissfully empty, all concerns except pleasuring her daddy's cock fluttering away, untethered, forced out of her head by each spurt of the crocodile's hot cum. She let out a vacant, joyful squeal and pressed herself firmly against him, gyrating her hips wantonly to help milk that beautiful cock dry into her. She wanted to get pregnant after all, over and over again, no matter how many times she had to get fucked first. Hopefully, many. She barely even realized that she was drooling, slack-jawed and barely there at all mentally anymore, just focused on forcing her womb to drink as much of the breeder's seed as she could by repeatedly creaming herself around his amazing girth.

"Good girl," the crocodile rumbled. "See, you should've just- mmrf- let daddy decide to begin with," he grunted, interrupted when the panda's dripping cunt squeezed around him again. Suddenly, he glanced at the otter with that same, possessive hunger.

It snapped her out of her trance. 42 dashed out of the crocodile's room, slamming the door shut behind her but unable to shake the blissful expression on her mentor's face as she had surrendered. And she had done nothing, as if she'd enjoyed watching it. This wasn't good. She had to tell someone, but she had no idea where anyone else was. In a panic, she made a run for the nearest cell, hoping to find someone to alert to the situation.

Unbeknownst to all of the staff, the issue with the schedules hadn't been a simple error. It had been a glitch that resulted in half-random assignments for all twelve of the current staff members, unplanned and unorganized; and with the previous team leader having gotten bred only weeks ago, nobody had yet been given the go-ahead to take her place to prevent this kind of catastrophic confusion.

She barged in only to find a milking in process - a literal one, as this was the cat they'd satisfied yesterday, currently busy grinding against a vixen while nursing from her milk-swollen breasts. He paid 42 absolutely no mind, and the staff member, whose designation 42 certainly couldn't remember, was too enraptured to do so either.

That was when she first realized that something had gone seriously wrong. Her and 27 had been meant to attend to this one just after the crocodile, so if someone else was already here, someone else was left unattended.

But the otter froze again, watching the cat work his magic on the clearly inexperienced vixen. It was the same routine as he'd tried with her mentor, but unlike the experienced red panda, the vixen was squirming and moaning as the cat's teasing lips engulfed one nipple after the other, his surprisingly thick length pressing against her thigh. He purred as he licked his lips, briefly glancing back at the otter with a wide, toothy grin, only to dive back in.

"Doesn't that feel good?" he said, in a seductive, husky tone. "Wouldn't it be great to feel like this all the time?"

"Yes," the vixen hissed. 42 could see her sex twitch, a thin, clear rivulet of her juices drooling from between her puffy folds. The sight was erotic, but it was also dangerous; she was clearly too turned on to think clearly. "But... we can't."

"We could, easily. All you'd have to do is let me grind inside you instead of just outside. And you could just relax, wouldn't have to worry about it at all..." he teased her, trying in his cheerful and lusty way to convince the vixen to let him breed her. "You'd feel so much better and then you'd be constantly milky and sensitive soon."

With how turned on she was, his little descriptions made the otter herself want it, at least in some abstract way, and she wasn't even under him. She pictured how it'd feel to finally have a breeder seed her, to fill her with cum. Moaning happily as she was immediately knocked up and feeling her thoughts slowly melt into a happy state of mindless sexual bliss, with no worries at all. Just like her mentor's apparently had.

The cat positioned himself between her thighs, his throbbing erection pressed right against her vulnerable sex. "Mmh. At least let me be inside you. I won't move at all..." he continued, purring as he slowly nudged his hips. 42 couldn't see anything from her angle, but she could imagine her lips yielding around his tip. She knew_she should've said something, but the display had her dripping wet, the inside of her uniform soaked with her sticky lust, and so her arousal got the better of her, even knowing the colossal risk that letting it happen - like she was going to, _again - would bring.

If too many breeders got their way, there's almost certainly be a full-scale breach, and yet, all the otter could do was watch with breathless anticipation.

"...alright, just... don't cum," the vixen whispered, barely loud enough to be audible at all.

42 watched as his hips thumped against her, knowing without a doubt from how she quivered and moaned that the breeder's cock was inside her. The otter knew exactly what he was doing. With how much just nursing seemed to turn him on, he didn't _have_to thrust to cum, and then the vixen's fate would be sealed. And yet the otter continued watching, all but entranced by the display.

"Mm, you feel so good. Oh, you're going to feel so good and milky," the cat purred, burying himself deep inside the vixen's dripping sex before wrapping his lips around one of her swollen teats again, suckling on her even as the hapless staff member squirmed and whimpered with pleasure. His balls were already tightening against his body, and 42 saw every moment of it.

The vixen, perhaps feeling him throb inside her, seemed to realize what was about to happen. "D-don't move, I don't want to-" she protested, despite the obvious pleasure jolting through her shuddering form, but the cat cut her off.

"I won't. I won't move an inch. Just relax, I'm almost done," he murmured, his lips stained with her milk as he dove in for the other breast. "Just a little longer..."

That seemed to reassure the nameless vixen. She clearly hadn't been given enough time to study the breeders, and without a partner to snap her out of the trance, she seemed to melt beneath the cunning, devious cat-boy, making no more effort to squirm away. Not before 42 suddenly saw the base of his cock pulse heavily.

"Mrf, yes, here's... your... litter," he yowled, clutching at her tightly as his cock jerked again and again, even his balls seemingly pulsating against her.

She let out a choked cry of protest, but with each throb her words became more of an inarticulate, drawn-out moan as the breeder's cum took effect, soaking into her, reducing her mind to a primitive, lusty state where nothing else mattered except being bred over and over again, until she suddenly hooked her legs around the cat and pressed herself against him on pure instinct, clutching his body and forcing his cock deeper with jerky, spasmodic motions, eagerly helping him finish converting her.

"G-god yes, knock me up, please-" she cried out shamelessly. "-make my belly swell!"

The otter hadn't even realized she was rubbing the front of her crotch through the uniform before a small orgasm surged through her, a weak moan spilling from her lips as the feeling of slickness on the inside of it suddenly grew as she quivered in sympathetic pleasure. She ducked out of the chamber, afforded some figment of mental clarity again, and slammed the door shut behind herself.

This wasn't good. She knew that much, no matter how aglow her body was with perverted pleasure, watching her colleagues get taken one after the other. She _had_to alert the others before things got even worse and she ended up getting seeded, too.

The otter ran towards the staff room, but before she was even halfway there, she could hear a commotion from that direction. Alarmed shouts, moans, and then - the deafening loud klaxon of the alarms going off. Was she already too late? She made her way up the stairs with hurried steps, almost falling over before finally reaching the room where the daily circlejerk had evidently been interrupted. The door had been torn off its hinges. A bad sign.

On the other side of it, it seemed that the breeders had caught the staff in the middle of it all, as if naturally drawn to their arousal. In that state of mind, evidently only having been moments away from orgasm, 42 knew from experience how hard it was to say no to any perverted proposition, no matter how well she knew them to be wrong, and the rest of the staff were no different.

A few were frantically rubbing themselves, trying desperately to clear their minds before one of the breeders cast their eyes on them specifically. One might've thought of it as irresponsible, but the creatures were almost impossible to resist even for trained staff if one was already too aroused thanks to their pheromones; managing to orgasm first would only improve their chances. 42 found herself doubting that they'd have time, though - the wolf they'd pleasured only this morning was already there, and as the otter watched, she knelt down to lap at a bared pussy, taking over where the woman's hands had left off. The squirrel was soon moaning with need, bucking against his tongue as her body quickly surrendered to those hungry licks.

A few others appeared to have run off - three or so, maybe - and others yet were doing exactly what the otter feared she might be doing soon enough, too. Another otter, maybe a little younger than her, was getting rutted against the wall by a lizard whose cock seemed to be bulging as he thrust into her. 42 could remember hearing about that one; apparently, he laid eggs in his partners, to then be fertilized later. The effect on said partner's psyche was much the same, though. They'd become a hopelessly horny receptacle for him to fill with eggs again and again.

Right on the floor, a bull had chosen a cow as his mate, appropriately enough. When 42 last saw her, she'd been relatively modest - for a bovine, at any rate - but now, with the bull already having managed to pump his cum into her, her breasts had swelled to at least triple Ds and seemed to still be growing. The look in _her_eyes made the otter shiver. Even more than the other victims, she seemed to have completely lost herself in the rut, panting and moaning with shameless joy.

It was almost as if several staff members had been fantasizing of exactly this happening, and put up no resistance at all to finally getting what their heated bodies yearned for. A bunny eagerly mounted a pony's stiff, heavy cock, _begging_for him to breed her, and he obliged, rutting into her with seemingly boundless energy.

The slickness around 42's groin grew as she watched. It was all she could do to not openly start rubbing herself and wait for one of the breeders to get to her as well. There'd be no help to be found here; it was all up to her to at least make it out and ensure that she didn't end up dead or reduced to a cocksleeve for the rest of her days.

The otter ducked out of the room, heart beating so rapidly she was afraid it might burst._The wetness was making her uniform chafe uncomfortably, and it'd be no help if she was caught anyway, and so she decided to take it off, peeling off the layer of illusionary protection. She felt her cheeks flush a bright red when she realized just how wet it all had left her; she was _drenched, her folds clinging to the rubber-reinforced fabric by clear strings of her slippery lust. It was almost as if she...

Oh no. She'd forgotten to take her heat suppressants with how abruptly she'd been woken up, and her fertility was returning with a vengeance. While being in heat or not made no difference for if she'd get fertilized by one of the breeders, her scent would act like a lure, a lighthouse, a goddamn siren drawing them to her. Hurriedly, she wiped off as much of her thick nectar as she could, and then focused on putting as much distance between herself and the pack of breeders as she could, the orgasmic cries of her coworkers' melting minds echoing in the corridors behind her.

If she was lucky, they'd all be busy there while she made her way topside... and then what? Froze to death? Maybe if nobody else had made it out yet, they'd have a spare set of cold-weather gear near the entrance, but after that, her only option would be to await the strike team and hope they didn't think she'd already been compromised. Then again, given how you let your mentor and that fox get taken, maybe that's what you deserve, you horrible perverted girl, she chided herself. The worst part was that it felt like those intrusive thoughts were right. That she not only deserved it, but wanted it. Desperately wanted to feel that mind-shattering bliss of a breeder's cock throbbing inside her and claiming her.

Yet no matter how turned on she was, she refused to go out like this. If she was to fall, she'd do it because she had no other choice left. They'd have to force her, no matter what it took!

The alarms were blaring. This was a full-on containment breach. It seemed that the breeders had sensed something was afoot and several of the stronger ones had broken out of their cells, tearing open others in the process. 27 ran in the direction of the exit, or at least where she thought she remembered the exit was. After enough time in the facility, one quickly lost all sense of direction, with no sky or landmarks to navigate by. It was intentional, of course, to slow any possible breaches down until the strike team could arrive.

The strike team were the foundation's elite. Heavily armed and even more heavily armoured. They were immediately dispatched to any known breaches, and they had two modes of operation; non-lethal containment and, if worse came to worst, redaction._The former meant they'd dose the breeders with enough tranquilizers that they _would go down, regardless of their natural resistance, and then transport them and their victims to a new location. The latter, even if it rarely happened, meant every trace of the facility would be scorched.

She'd know which approach they were using by the sound of mechanical armour footfalls, if she didn't make it out of there in time. There were no good options other than that. Even if they chose a non-lethal approach chances were that she'd succumb to any tranquilizers significantly before the breeders did, which likely meant that she'd get bred all the time while unconscious and wake up as a brainless fucktoy.

42 looked so happy. For as long as 27 had been in the facility, she'd never seen her mentor as happy as when she finally received that mind-melting cum. It was as if all her worries had left her with those few fateful ropes of cum. That other one - 38, maybe - with the cat? She'd looked even happier.

But 27 wouldn't succumb to that out of her own free will. No, scratch that, she wouldn't succumb to it at all. She kept running. How many of them were even left? The six who had still been at the circlejerk were all gone, now. 42 and who she thought was 38 were lost. Them plus her was nine - so three, at most.

She rushed through the corridors, but her growing sense of hope was quickly dashed when she ran into a massive draft horse blocking one of the doors, his lengthy equine cock sticking out noticeably, at least half-hard already. It twitched when the horse noticed her.

"Well, well. Looks like we still have a few wayward fillies about," he grinned broadly.

There was no way 27 could outrun a horse, and even less chance of her fighting him off unarmed. So she did what she did all too often when faced with a challenge she couldn't imagine overcoming, and froze, her anxiety off the charts... but it was intermingled with a needy anticipation that made her pussy twitch as the horse approached her. He made sure to keep himself between the otter and the door, ready to grab her if she were to try to run.

"Already naked too. It's a wonder nobody has bred you yet," the horse grinned. His heavy, calloused hand reached to cup one of the otter's soft breasts, squeezing it with surprising gentleness. "Good for me, though. I always need more broodmares in my herd."

"I don't want to," she sighed, weakly. "T-there are so many others you could be breeding."

"Mm. Don't worry. Everyone's nervous about their first time," the horse nickered. He pulled the otter in close, his cock swelling to full hardness at the touch her body. "It gets a lot easier after that, though. We'll just have to ease you into the proper mare mindset."

42 weighed her options. The horse seemed to assume she'd simply submit to him. An alpha-type breeder, then. Confident and arrogant, self-assured of their attractiveness. And he was attractive, his mottled torso adorned with perfectly sculpted muscles, and his cock both shapely and befitting a stallion in size. She would, had she tried to, been able to use her claws to strike him - and that would've worked on a normal creature, but all of the breeders had a naturally heightened toughness. Chances are her claws wouldn't as much as cut him, and all she'd accomplish would be to make him angry.

It's better just to submit, that lusty, perverted inner voice of hers told her. Just let him have his way with you. At least you'll both love it in the end.

The horse's cock jerked against her, smearing his precum into her fur. His hand dipped lower, leaving her breasts to instead shamelessly cup and knead her drooling sex. "I'd recognize the smell of a mare in heat anywhere," he rumbled. "You need it, don't you? You need to have a proper stallion put a foal in that hungry belly of yours."

His finger pushed into her, roughly, and as much as the otter wanted to protest, she couldn't help but instinctively clench around it. How much she could rightfully blame on her heat, she didn't know, but it seemed that she was powerless to resist him. "All fertile and ready. Why don't you just bend over and I'll help you?" he asked, another arm effortlessly pushing her against the wall.

42's heart was beating rapidly, her breath coming in stuttering bursts and her mind awash in dizziness, as if she couldn't quite get enough oxygen. The gravity of the situation was overwhelming, overpowering. This would be the end of her previous life, and as awful as that was, her pussy was practically suckling on the stallion's finger with evident, shameless need. He stood behind her, now, resting his thick and ever so potent cock against her cheeks.

"That's a good filly. Just relax and I'll make you a proper mare-" he continued, leaning in to nibble on the otter's ear, which drew another needy whimper from her. She heard a door slam somewhere, not too far away, but it didn't matter.

It didn't matter before the horse neighed loudly, leaping back from her. "Run!" she heard a voice shout, and she spun around, suddenly energized again, only to see the stallion with a tranquilizer dart in his neck, big enough to fell an elephant and yet only slightly slowing him down as he grunted.

The remaining three of her coworkers had found her, all three of them carrying the rifles, loaded with tranquilizers, that the facility kept for worst-case scenarios. One was being reloaded as the other two fired with pops and hisses of compressed air, two more darts lodging themselves in the stallion's arm and leg respectively. He swayed, stumbled, only barely managing to keep himself upright.

"Goddammit, he's not going down! Give him three more!" a badger called out, motioning at the other two to reload as if their lives depended on it. In a way, they _did._Drunkenly, the stallion stumbled towards them. This time, 42 didn't freeze. She ran, though not without feeling a longing for what could've happened.

She finally reached the entrance, and with shaking hands, pressed the button to seal the triple-thickness blast door that separated the entry chamber from the rest of the facility, and then the otter collapsed onto the floor in that relative safety. She scooted into a corner and began to masturbate feverishly, kneading her overstimulated pussy. It'd been way too close, and she was sopping wet, three of her fingers meeting no resistance at all as they plunged into her and quickly - almost instantly - drove her into a full-body orgasm that left her legs shaking and her juices gushing over the floor.

The outside door slid open and a group of men in gas masks and what looked like riot gear rushed in with the arctic chill, frigid enough to make 42 curl up in the corner, suddenly not only self-conscious but afraid. They quickly set up a perimeter, barricading the entrance and pointing their weapons at the facility's inner door.

"This one? Did they get her? Give her a jab," one of them called out, his voice both muffled and amplified by the mask he was wearing.

Another soldier approached her and produced a small test kit. "Stay still. This won't hurt," he stated, and then quickly jabbed her with a small needle. The test lit up.

"They didn't. She's in heat, though. Dunno how she got out. Major security risk like this. Lance, you fix her while we pacify the rest," he continued, stepping aside and joining the others as they opened the interior door of the facility, tossed what looked like a hissing grenade down the stairs, and followed it with their weapons at the ready.

That left 42 with just "Lance", who quickly ducked down to speak with her.

"You're safe now, alright? Sorry it took so long to get here. They're not going to get past our team," he reassured the otter, cupping her cheek to look into her eyes. Lance was a wolf, she could see as much even with the mask he was wearing and the slowly wagging armoured tail behind him.

He pulled her onto his lap, his voice sinking to a slightly more awkward whisper when seeing just how startled the otter was.

"Sorry, protocol says we have to do this," he apologized. "It'll take us a while to clear the place out, and you still being in heat is a risk. So... um, yes. "

At first, 42 had absolutely no idea what her handsome saviour meant, and then she felt his bulge press up against her insistently with a little grind of his hips. While a more rational person might've been offended or startled by what he suggested, the relief that she hadn't been caught by the breeders was immense enough that she only moaned, her heated need returning with a vengeance.

"You might get pregnant. You probably will. Don't worry though, the Foundation will take care of-" he began to explain, trying to make it as easy as possible for the otter to accept. Not that every part of his body wasn't screaming at him to rut the naked, beautiful woman on his lap, but unlike the breeders, he cared about his partners being comfortable. He shifted to undo his belt and the other straps keeping his reinforced pants secure. "-everything. Try not to worry too much. You can imagine me as one of the breeders if that helps, nothing to be ashamed of. It's kind of what they do to everyone, us men included."

It was a far cry from all the things that 42 had already seen. More caring, more loving, even if it was strictly business. She couldn't deny that she needed it. Maybe not to get pregnant - though in her heat it seemed like an intoxicating, sexy idea - but certainly she wanted raw, unprotected sex until she couldn't see straight, or she'd never stop thinking about the breeders themselves. Her body responded to the touch of his firm cock springing out and tapping at her mound with instinctive shivers of pleasure.

The hottest of the acts had been her mentor with the crocodile, and so that was what her mind immediately fixated on. The wolf seemed a little older than her, heavyset even if the armour hid most of his features, and that to her inflamed mind immediately registered as a daddy.

She pressed back against his swollen length wantonly, throwing caution to the wind, choosing to trust this stranger. It'd been too much; no matter what, she _needed_this. Her body needed it even more, and she very nearly came the moment his tapered tip slipped inside her. It was a beautiful sensation, akin to slaking a thirst after a hike in the summer heat, or satisfying a ravenous hunger at the point of starvation. He slipped deeper, and a chilling shiver shot through the otter's body. She moaned out loud.

"That's it. Just enjoy it. You're safe, alright?" the wolf grunted, mustering enough professional discipline to let her do the work, only gently thrusting up as she impaled herself all the way on his cock.

Some days, he had to fight tooth and nail to not get transformed into a submissive cocksleeve. Other days, he just loved his job, especially when it involved a wet and needy woman clenching around him hard enough to nearly squeeze the blood back out of his cock. She didn't need any foreplay, far from it; soon the otter has joyfully riding him, her motions feverish and urgent, and she held nothing back in a frenzied bid to breed herself on his cock - or at least imagining it happening, certainly.

He bounced her gently on his lap, grunting and growling with pleasure himself. In no time at all, his knot had begun to swell, slipping in and out of the needy otter wetly, each squeeze around it making them both tremble with pleasure. While it was carnal, certainly, there was an odd intimacy to their union, an aspect of comforting the otter after her ordeal.

"T-that's it, almost there," he rumbled, taking the moment to enjoy softly kneading her perky breasts as well, fantasizing of how they'd look if his seed took.

"Please," she whispered, her voice ragged, her pleasure soaring as she felt him twitch against her inner walls, preparing to unleash that pup-making cargo deep inside her. "Breed me, daddy."

He bucked into her just a little harder, spurred on by her begging, not to mention every sweet clench of her fertile sex. "Mrh, alright, baby girl. Keep doing that... get my knot inside you."

42 pressed down on him with desperate desire, her body and voice both singing with pleasure as his knot slowly stretched her lips taut around it. There were no worries, no anxieties about the fact that she was greedily milking a bare cock at the height of her heat. No, she needed this. She needed it more than anything, and so she kept eagerly grinding down against his breeding-bulb, until - with a breathy gasp - it suddenly popped inside her.

"Good girl. H-here it comes," the wolf groaned, almost taken aback by how eager the otter was. She must've gotten damn close to being claimed if she was this needy... and it was, after all, his duty to satisfy her to improve his team's odds of containing the breach.

His cock swelled inside her, and that all she needed. 42 finally reached that blissful orgasm that'd been building up for so long, fantasies of herself heavily pregnant flitting through her shuddering mind as she came so hard it left her body aching, every spasm of her cunt around his length feeling like absolute heaven. There was a muted tickling inside her, a wet heat blossoming deep in her fecund core, and from the wolf's wild throbbing, there was no doubt what was happening. A wave of deep, almost unfathomable, wet and sticky satisfaction swept through her, leaving her tingling from the top of her head all the way to her curling, splaying toes as her body drank that thick, virile gift eagerly.

The wolf was happy to provide. "There you go. Take all of daddy's seed. G-get pregnant for me," he huffed, barely able to control his voice at all as he spilled every pent up drop of cum he had into her.

Of course, no matter what their fantasies might've suggested, he wasn't a breeder, just a normal virile male. And so, even though the orgasm certainly melted the otter into little more than a shuddering, limp form on his lap, she'd recover quickly enough. Eventually, his climax slowed from strong, thick ropes of cum to a trickle, and by that time the otter was happily snuggled up against him. He could feel her heat even through the body armour, though he found himself wishing he could take it off. Unfortunately, rules were rules.

"They'll probably be moving you to a new facility," he panted, after what felt like minutes. "Probably as the manager. Not a lot of staff have actually confronted the breeders and come out still sane."

His hand, as if with a will of its own, found its way to her belly and caressed it lovingly, the girth of his cock leaving her belly bulging ever so slightly. It wouldn't be the first time they placed someone who'd encountered the breeders and survived with her mind intact in a leadership position. It was a double-edged sword, of course; any such women were more likely to submit each time they were exposed to breeders again, but on the other hand, they usually took much better care not to get into that situation to begin with.

"You might need some maternity leave, though," he added with an apologetic grin that she couldn't see under his mask, but heard well enough. 42 had no doubt that she was already pregnant, not with how completely fulfilled she felt, and only answered his teasing words by playfully squeezing around his knot.

With time, of course, she'd inevitably start wondering about how things could have played out, were she to have been caught by the breeders while masturbating, or if it'd been her underneath the milk-hungry catboy instead of a coworker, but before she had any chance to delve more deeply into such fantasies, she had a whole pregnancy to go through, one that became obvious enough when she realized one morning that her belly had swollen quite a bit.