The Pond of Purity

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#2 of Friends but Oops, Sex!

Don't read the tags, spoilers!

While this is a sequel to The Cursed Zoo, it may certainly be read alone, too. The characters are the same as well as the highly vague setting. Don't worry about missing plot or any kind of set-up.

Please rate, comment, and otherwise critique my writing! Grammar, diction, pacing, length, sexiness, format -- everything! Please let me know what you thought!


"Is that waterfall the goal?"

The game staff member took a half step toward Derek and leaned forward. "I was just about to give you the story, good sir. Done signing the waivers? Gather round, gather round, use the benches." She spread her arms theatrically in an encircling gesture.

The five friends did so, having emptied their pockets into a shared locker that was locked. The waivers' contents were standard for Altering Sites like this one. Do not exit the boundaries of the game area or the technology may behave unusually or fail. You will be continually monitored for your safety and to facilitate the experience. You may be subject to effects that temporarily alter your body and/or state of mind. Most everything save for death and dismemberment will be reversed after the game's conclusion.

The staff member, wearing the simple garb of a fantasy story's villager, stood on a stump. "Fauno the Deranged Druid has spread his vile influence through this forest! The animals are behaving unnaturally. Predator and prey all have boldly left their dens and dwellings to cavort with one another. They mate, they wander, they mate again. Their lust cannot be sated, and even humans like yourselves are beginning to feel his spell."

Andrea, dressed for a hike like the rest of her friends, made a sarcastic "Huh!" as she drummed her long nails on the bench beside her. She glanced at Derek as Logan and Emma chuckled their agreement. Another animal and sex themed game together. Derek shrugged one shoulder, looking not the least bit guilty. Tricia crossed her arms. Her impatient foot tapping had stopped.

"Hold on!" Their game master held up a finger with a twinkle in her eye. "There is magical water said to cleanse all who swim in it of Fauno's enchantment. A spring sends this water cascading down that waterfall you see way over there, and it pools into the lovely Pond of Purity out of sight near the treetops. All the people in the forest, such as you five, are flocking to this pond so they might rally, think clearly, and come up with a plan to deal with the Deranged Druid once and for all."

"Unfortunately, Fauno knows this, and is intensifying the terrible, bestial lust in the forest. You will have only thirty minutes to reach the Pond of Purity. His spell of lust will grow much stronger by the end of those thirty minutes. And no doubt you will encounter many trials along your journey."

Logan nodded slowly. "Riiight. Go into the forest, beat the trials, and swim in the pond before half an hour's passed. I think I've got it."

"This Altering Site does not utilize any hint system or other assistance, except for one special ability each of you has. Each person's is single use with no take-backs. You may speak loudly to the forest and ask to be granted the powers of a specific animal. These must be common animals that we all know, and not fictional like dragons. If you invoke an animal power you may find the trial you face to be much easier, giving you more time to reach the Pond of Purity. However, you will also find Fauno's influence to be far stronger upon any who has called forth their animal power."

"Can we still win if we've all five of us used the power?" Andrea cut in.

"Yes, although I've only seen it happen twice. Players get distracted quickly once they've all used it. Bragging rights are awarded to those who minimize their use of the animal powers. That being said, I've also never seen a group of players win without using the power at all."

"Do we all need to be together to win? Can one person go ahead?" Derek asked, earning a disapproving glance from Emma and a light elbow jab from Logan's muscled arm. He ignored them as he cupped the precisely groomed medium-length stubble of his chin.

"Yes, fair question. Every one of you has to be in the Pond together to win."

The group had no more questions so the game master began escorting them toward a simple flag in the gravelly grounds at the edge of the parking lot. Sight of the waterfall some mile and half away was lost, blocked by the forested land between them and their goal.

"Any snacks this time Emma?" asked Logan.

"Darn! They're in the back seat. I brought home-made granola bars."

The group stopped, considering.

"Forget it," Emma sighed. "I wouldn't want to delay this place's schedule or inconvenience anyone."

"You're too nice," Derek said, starting forward again. "We _paid_enough for this."

"It's an Altering Site, muffin," said Andrea. "Even escape rooms in their heyday weren't cheap. This new phenomenon uses pricy technology the business will have to recoup."

"They probably bought up a few acres of these natural woods too," added Tricia in a dark tone.

The peppy staffer arranged them in a line at the flag, right where the gravel transitioned to the earth of the forest. "And here we are. You have thirty minutes to reach the Pond of Purity. Ready? Get set. Go!"

And the five friends set off at a jog.


The woods were beautiful. Healthy, unmarked trunks supported a merry canopy. The broad leaves were a bright green that relished the springtime weather. White flowers bloomed amongst the grasses and other plant life between the trunks. Today the skies were clear, and the late morning sunlight streamed through the gaps between branches. Although the path was modestly camouflaged, the lighting made it hard to miss as it curved widely through the trees.

"Nice pick on the day and time man," said Logan.

"You did your research; thanks!" added Emma.

"No problem," said Derek. "Stay alert."

"Competitive even in a team event, huh?" Tricia asked him as she jogged.

"Hey, I don't plan on losing..." He trailed off. Since he was in the front, he threw up a warding arm. The others stopped too. There was a gap.

The ground left, right, and directly ahead curved suddenly downward into a continuous slope. The forest floor on the far side of the gap also had a slope. Each slope was covered in long, long blades of shiny grass that looked slippery. They stood out like a sore thumb: a warning. A five or six foot wide ditch spanned the distance between the edge of each slope. Exposed roots hung down from the end of the opposite side's slope. They drooped down into the ditch, which was about eight feet deep from the slopes' edges.

"First trial. Ideas?" Derek said.

Andrea stepped to where the path began to slope downward. She pointed. "See that pile of wood on the other side? Rather conspicuous isn't it?"

"They look like pallets. Or planks," said Logan.

Andrea snapped her fingers. "That's the solution. A simple puzzle. One person crosses, uses those to make an easy path for the rest."

"Is it that simple?" Emma asked. "We could go left, find where the ditch ends."

"Time," said Tricia. She was testing the grip of the grassy slope with her boot.

"Yeah no, we don't have time to explore," said Derek.

"Dude I'mma jump it," said Logan.

"Tch, I was going to," said Tricia.

They argued for moment before Emma held up a hand. "Why don't you both jump so you can deal with the wood over there more easily?"

Meanwhile Andrea was helping Derek test the thin branches overhead by hand. They wouldn't hold anyone. "Go for it," Derek said, and stopped looking for other options.

Logan drew back then charged at the slope. He launched himself from the beginnings of the slippery grass, which made a little squeak as his sole slid on the blades. Tricia followed, but approached the slope at a walk. She only threw herself across when she was about to slide into the ditch.

Logan grunted then swore when he landed awkwardly, a bit turned, but he crawled up the other side's slope successfully. Tricia could barely clear the gap and had to grasp at the far side's grass. Logan scrambled back down to offer his foot to grab onto. Tricia ignored the help, and made it up herself. Logan's smile turned into a wince of pain as he helped her with the pile of wood. The objects turned out to be light-weight but sturdy wooden planks tipped with angled wooden spikes to serve as anchors in the dirt. The pair had two spanning the gap in a few seconds.

By the time the group was across, Logan was sitting down, inspecting his left ankle.

"Man, I twisted it pretty bad."

"Oh no," said Emma. "Can you walk?"

Logan only grimaced.

"Time," Tricia said again, sweat on her brow. "We can't carry you."

"I'll make a splint!" Emma peered at some of the nearby shrubs. "I took that survivalist course last summer."

"We may have to use an animal power," said Andrea.

The game master's voice, with subtle electronic distortion, called out from multiple places in the woods around them. Hidden speakers. "Twenty five minutes remaining!"

After a moment of Emma rustling in the brush, Derek pacing, Andrea standing thoughtfully with a hand on her hip, and Logan trying to limp, Tricia said, "Fuck it."

The others looked to her as her brow knitted. "Give me the powers of a...big, strong animal that can carry him," she called out.

Nothing happened. Suggestions were thrown out by her friends: horse, bear, elephant, donkey, gorilla.

"Give me moose powers!"

And moose powers she received. Forest brown fur peeked out from her collar and sleeves, her sock lines, her waist, sprouting everywhere. She stepped backward in surprise and left her boot behind. The sock ripped apart a second later as her ankle and toes swelled larger. Soon her toes had merged into a large cloven hoof. The white tee folded upward from her belly filling out, then stretched and strained fom her expanding chest and back. Her hips and shoulders widened the most.

Lastly, her nose distorted. Tricia squeezed her lips into a fine line yet still they distended outward like her nose. Her ears grew outward into mobile, sound-catching cups, but their transformation was nothing compared to the huge moose snout her face had become.

"Unconventional choice," Derek said with a grin.

"The scenery inspired me," she replied flatly. Her lips, big ones meant for snagging leaves and shoots, flapped as she spoke. Her voice was the same.

"I can't believe we're playing another game that turns us into animals," Emma remarked.

"Yeah, what are the odds?" said Logan. "Anyway we gotta roll. Tricia?"

The moose-woman tried walking. Her furry head brushed against low-hanging leafy branches, as she'd grown a couple feet. Already stocky before the transformation, she now had the build to carry hundreds of pounds. Her ripped bra slipped out from under her shirt, but her shorts and T-shirt survived on her new form if not unscathed. Each bare hoof made a soft thump on the earth.

With one thick-fingered hand, she grabbed Logan's upper arm and easily pulled him up and into her arms. "Takes a few wolves to have a chance at bringing down a moose. An adult at least. Figured I'd need to be something sturdy and strong like that."

Emma patted Tricia's broad hip. "You know your animals. Let's go, team."


"This hike's pretty great. I get to chill in these big, soft moose arms and take in Mother Nature. You guys get to listen to me talk and talk." Logan chuckled. "Just messin'. Thanks Trish."

Tricia grunted. All were panting in their hustle save for Logan. The forest had darkened as the tree cover grew denser. Like a storybook, their adventure was taking them deeper into the wooded depths. A wall was coming up. The base of a cliff maybe, or a hill. It was sheer enough to be free of almost any vegetation. The path led right through the wall, into a hole. A dark cave.

"I'd better be the next person to 'become the beast'," Logan said, with silly dramatic emphasis. "I wouldn't want to be a burden."

"You're not," said Tricia, despite her clearly being the most out of breath for carrying her 210-pound burden. Logan had been the heaviest of all of them, being six foot one and lifting at the gym three times a week. He had a physical warehouse job to boot.

"Be useful man," said Derek, with a sweaty arm braced on the rock of the cave mouth. He gestured to the silent darkness. "Ideas?"

Logan tapped Tricia's shoulder and she let him down. While the others recovered, he hobbled inside. The cave swallowed him. His voice emerged resonant as an echo.

"Not as cramped once you get inside, but I can't feel both walls anymore. Can't-- OW, damn it, my knee. I can't see any light at the other end of the tunnel." A pause. "Guys?"

"Still here," Emma called. "Do we just go in and try to navigate by touch?"

As Logan shuffled and bumped his way back to the entrance, Tricia drew the others' eyes. She was shifting uncomfortably, shaking her hips a little and rubbing her knees together.

"What's wrong?" asked Derek.

"Nothing," she said, her ears falling back. "You all stink though. Human sweat." She snorted through her oversized nostrils for emphasis.

"Like you're not going to be human again in a half hour," Andrea retorted. "The smell isn't pleasant though, I agree."

Emma was still watching Tricia's movements, concerned. "It's not just the smell is it? Maybe we can help."

"I'm fucking horny, forget about it. The staff person said this would happen." Tricia moved into the dark of the cave. "Stop looking at me, figure out how we're going to get through."

They all looked away. After a beat of hesitation, Emma said, "No worries. I'm feeling a bit heated too if it's any consolation. Thanks Fauno."

Logan emerged. Tricia picked him up and set him down behind her at the cave mouth. Not having heard the exchange, he said, "No time to stumble through. Can any animals make light?"

"Jellyfish, or that fish with the dangling light," Emma suggested.

"Those animal powers might take your breath away," Andrea said. "In the bad way. Fireflies?"

Logan sniffed. "I don't think I want to be a firefly. Oh. Oh, duh! Make me a bat!"

As his friend shuddered from the transformation taking hold, Derek slapped him lightly on the shoulder. "Nice. Okay everyone, get ready to follow him. We'll link hands."

Logan's ears and nose turned forward and upward, growing, shaping his face around those sensory organs. Still smiling from his idea, his teeth visibly sharpened into fangs that could slice through the flesh of a fruit or, perhaps, prey. Gray-brown fuzz sprouted all over his face, rippling down his body. Quickly, he yanked his well-used hiking boots off. Long brown toes tipped with hooked claws had made pincushions out of his socks.

His smile vanished. "Uh oh," he said, and scrambled to pull off his shorts and shirt. He was partly successful. A wing membrane was growing all along his sides: from his small fingers, arms, armpits, torso, hips, thighs, down to his ankles. It stretched and ripped what clothing he failed to remove in time. His underwear was the last casualty as a tail, connected to his inner thighs by the membrane, grew through it.

Logan staggered, shaking and tossing off his clothes. "Ow!" he cried, stepping onto his injured ankle. He swung a hand-wing out behind him to balance, but the wing caught all the air in its path, throwing him forward instead. He rubbed his transformed, upturned nose that he'd nearly bashed on the cave floor. The man had become a relatively scrawny heap of wings and delicate limbs, with a furry mouse-like core. His height was difficult to tell, though certainly shorter, and definitely lighter.

"Cute? Disturbing? Not sure," Andrea said. She'd recovered from the jog to the cave.

"You have hands still?" Tricia asked. Logan was able to gain his feet and waggled his hand for her to see. His thumb, index, and middle fingers were intact and longer than they had been, but his ring and pinky fingers were part of the wing.

"Right, do your echolocation, chop chop please Logan," Derek said.

He nodded, but hesitated, glancing at Tricia's face. His eyes flitted to her ample chest and thighs. "Dammit," he muttered, looking down at something on his own body for a moment.

Tearing his attention away, he was able to produce squeaks, high-pitched cries, and finally proper shrill calls into the cave mouth. He experimented with his head and neck position all the while, clearly trying to engage the right throat muscles. His ears, so thin and sensitive that the forest's light shone right through most of their structure, twitched and shifted with the sounds. Having finished what looked like an eccentric vocalist's bizarre warm-up routine, Logan stepped forward toward the darkness.

"This is like the coolest and weirdest thing ever," he said. "I can picture...no, feel, where all the walls are in this next chamber. Good thing I did this since there's multiple tunnels. Probably a mini maze."

Derek grabbed his shoulder, the others connected hands, and they followed Logan's confident steps into the dark. From the woods outside, echoing words from the game master warned them that twenty minutes remained.


"Why does it seem every pastime these days is sexual?" Emma asked the group in a mostly serious tone. She was the last one out of the cave and into the dim light of the deeper woods on the other side.

"That's the depraved, sex-focused society we live in Emma," said Andrea dramatically. "People have grown increasingly open about their gender, sexuality, and personal lives over the last two or three decades. In person, on social media, even professionally. Board games and Altering Sites with a sexual theme are a result."

Logan's bat toes were clutching the mane of thicker fur on the nape of Tricia's neck. His wings were spread parallel to the ground, catching the air as the moose-woman trotted forward with crushing clomps along the path. The transformation hadn't restored the ankle he tweaked.

"Can't you fly? Scout ahead?" she grunted.

Logan squeaked, then chuckled at the noise he made. "Ah, sorry Tricia. I thought I'd make myself lighter by catching some wind."

"You weigh like a hundred now, at most. You're fine. I'd be trying to fly if I were you though."

"You know, I wager I could. I don't want to crash or slow us down again though, right? I did that enough today. Sorry guys." He paused. "I could...we could help each other...what am I saying, never mind."

The man's erection was plain to all, and so was the suggestion he failed to fully vocalize. Each of them had made the unspoken agreement not to make a big deal out of the arousal anyone was feeling. Or showing. Logan and Tricia were struggling the most to stay focused, true to the game master's warning about the use of the animal power. Tricia had spent some time with her eyes turned upward upon exiting the cave, looking at Logan from below. His penis was surprisingly mostly human in appearance. A bit more long and sinuous than a human's. A fuzzy, close-hanging scrotum bounced at its base.

A short jog later, the next obstacle was obvious. A veritable wall of vines blocked the path, and all the woodlands on either side within sight. None was thicker than an inch, and no thorns or potentially toxic leaves coated them. Still, they made a dense tangle that limited visibility through to only a few feet. Logan tugged on the dry vines and screeched, but could not tell the extent of the vine blockade.

Inspired by their time together playing the Cursed Zoo immersive board game, Emma offered to become a tiger, and Derek a lion again. Logan wondered aloud if a bear might be better, to cut through by means of lending weight behind the claws. Andrea toyed with climbing over it or burrowing under it somehow.

Yet all the while, Tricia worked on the vines with steady, stubborn energy. She held a forearm before her vertically, like a shield, and pressed through. One by one the vines snapped. She used the other hand to disentangle her altered ankles, or pull away the creepers from her face and neck. Her hooves dug into the earth. Her breathing grew even more labored, until viscous spit was drooping from her lower lip, some of it staining the dewlap beneath her long chin. Before any consensus could be reached or another animal invoked, Andrea reported she could see the path beyond the vines thanks to Tricia.

The voice blared out from the environment that only fifteen minutes remained. Tricia spent two more of those breaking the last of the vines and getting everyone through.

"I feel useless," Derek growled. "Good job Tricia. Cost us some time, but now we've got one spare animal power in stock."

She huffed and puffed, sitting on the dirt and rubbing her forearm. A small puff of a tail peeked out behind her. The fur on her arms was ruffled. Some of it had been torn away. Plant debris covered her. She made a neutral sound of agreement.

As she stood, she said "Fuck it, it's too hot." Off came her stretched shirt and shorts. Her fingers went to the furry cleft between her muscled thighs. She groaned as she rapidly, vigorously massaged the area. Turning away from the others was her half-hearted attempt to conceal what she was doing.

"Fuuuck," Derek complained. His hand went to his groin, a blocking gesture."I...listen we're all feeling horny. We've also got less than fifteen minutes until we lose." His emphasis suggested this was a truly horrible outcome. He thrust a pointed finger ahead. "Let's go, Tricia."

Still playing with herself, she glanced up at the others' reaction. Logan cut in. "I'll take over Tricia. What happens in the game, stays in the game. Let's not overthink this. Stand up, get going, you can tell me what you want." As he spoke, he was clambering over her. His groin pressed up against her bulbous muzzle, while his own bat-face was positioned over her vulva. His large wings enclosed Tricia's arms and back. The first two fingers of each hand gripped her thighs, allowing his altered thumbs and their claws to play with her vagina.

Even as she groaned in relief, in pleasure, Emma and Andrea moved to help hoist Tricia to her hooves. She did not resist. The group set off again toward the next obstacle the forest had for them.


Derek led again, and the circumstantial lovers took up the rear. They gave each other nudgings and at times explicit directions while on the move. The mouth-sounds Tricia was making strongly suggested she was giving the upside-down bat a blow job while running, though the other three did not look back. As they arrived at the next trial, Logan's groans crescendoed to a jubilant screech.

Emma took her hands away from her ears. "No offense, but please give us warning next time, Logan."

"Ha...my bad...damn...so hot..."

Derek and Andrea were studying the swamp before them. Like the other obstacles, no easy way around it was apparent. The water was nearly opaque with a yellow-green color. The dry land on the other side had to be more than two hundred feet away. Clumps of tall grasses peppered the leaf-littered surface of the still waters. The trees growing out of the swamp waters, as if transplanted from a different ecosystem entirely, had languid, droopy leaves hanging from their branches, and the trunks split into thick supportive roots above the surface.

Andrea waded in. Her neck drew closer to the water surface until she had to tread water. "I'm afraid it's deep. We'd have to swim."

"How's the temp, babe?" Derek asked.

"Pleasantly chilly, actually."

Emma finally looked at Tricia and Logan in order to address them all. "How is everyone at swimming?"

"I'm alright," said Derek. "We don't have much time to strategize."

"Fine," said Andrea.

"Probably good as a moose," said Tricia. Her lust did not seem to be satisfied. Nor did Logan's, as his erection was never gone for long even after finishing into or onto his partner's muzzle.

"Uh," said Logan doubtfully. He pulled himself off of Tricia and tried flapping. First he was knocked off balance, backwards. Next, after floating for a second, he keeled to the side and struck the ground.

Derek eyed the trials and errors skeptically. "Sorry man, no time. Make me a crocodile!"

"Smart!" Emma said. "This does look like that part of Florida where alligators live, doesn't it?"

Andrea replied, "Actually we were just in New Orleans last fall. Visiting the bayou was a must. That must have been his inspiration. No crocodiles to be found, only alligators. Why _did_you say 'crocodile,' muffin?"

"Graaghsss," Derek hissed as he transformed.

"We're only trying to make conversation," Andrea said. Logan and Emma laughed.

Derek became very green, very quickly. His skin texture lost its soft pliability, becoming hard for protection and water resistance. Dark brown-green scales coated the upper half of his face, his back, and most of his extremities. Paler green bands coated his chest, belly, inner thighs, calves, inner arms and forearms, palms, and the rest of his face and neck. Derek's lips lost their hue as they dried out, while his teeth shifted outside of his mouth. Additional teeth, large and small, sprouted between them. Along with the knobbly, bumpy surface of his scaly face, the external teeth lent him a monstrous impression even before his snout grew.

A squirming then swaying mass wormed out from his tailbone. It was more than a match for his shorts and boxers, just like his boots and socks had no chance against the growth of his stocky, scaly feet. Derek's tail took only seconds to grow into a powerful swimming appendage topping out at four feet in length. It matched his new seven foot height; almost as tall as Tricia. Like her, his build filled out with extra mass. The saturated soil near the water's edge squelched and bubbled as he sank another inch into it. Mud overtook his crocodile toes.

Lastly, his fearsome crocodile snout formed. His gnashing teeth became evenly spaced at last as his nostrils pushed out a good foot from his face. Derek explored its shape with his thickset fingers. A second later, they went to his groin. A large, purple-pink member curved upward from a slit in the scaly bands.

The crocodile-man figured out speech with his reshaped face as Andrea pushed him toward the water. "This lust is way worse as an animal, holy shit. You don't understand."

"Yes, whatever muffin, now ferry us across your marshy domain."

"Hghss, yeah, everyone in the water."

"Ten minutes remaining!" came the unmistakable loudspeaker warning.

Tricia gripped the crocodile's shoulder and upper arm. Logan, wings folded, tried his best both to stay dry and not let his wings be a water brake by clutching the the dry parts of her. His wings were folded tightly. Emma and Andrea kicked to stay afloat as they held onto Derek's limbs on the opposite side of his body.

Then Derek moved his tail left, right, left, right, in a sway that became a decisive pushing rhythm. In seconds, everyone's legs were trailing behind them. Derek's snout, like the prow of a canoe, pointed their way around the trees in their path. In half a minute, they'd reached the other side. His passengers waded, dripping, toward the dense forest beyond.

Even as Emma called out that she'd found the path, Tricia pulled Logan to the ground with her in a missionary position. The bat apologized in general to the group as he began to pump his cock in and out of her wet, slick moose vagina. Immediately they were both groaning, like a horrible itch was being scratched.

"Come on, muffin." Andrea made a hand motion at the crocodile who was still in the water. "Up, out of the water, let's go."

"One sec. Finishing."

Andrea grimaced. "Ugh, fine. Can't blame you. If you're feeling it twice as much I am, that would be impossible to ignore."

Emma stole a couple of touches to her pert nipples through her soaked shirt when no one was quite looking at her. Otherwise she disguised the movements as tightening her wet boot laces.

One pleased crocodile hiss later, the group set forth anew.


The remaining humans, Andrea and Emma, did their best to keep the group on track. While it was clear they were distracted by their own arousal, they did not allow it to slow them down. Derek's drive to win the game was evident in his jog that kept pace with the humans...until he got close to climax. Less than every two minutes he slowed to a stop, pumping his cock furiously, squinting his gaze to the middle distance, before spraying ropes of cum off the path. Almost immediately he'd start attending to it again. Logan and Tricia were in the same boat, more or less. The moose-woman looked longingly at Derek's member more than once, however. She'd fall behind sometimes, with Logan clinging to her like a bat to a cavern ceiling, but her long strides caught her back up again quickly enough.

The path inclined uphill from the swamp. The trees finally grew sparse. The sun in the sky warmed their skin, fur, and scales.

Andrea paused. "Hear that? Running water," she panted. Dried up grimy water, sweat, fatigue, and distracting lust had blemished her typically elegant and controlled appearance.

"We're almost there!" Emma called out behind her, after catching her breath.

What had to be the final challenge appeared as the incline became a vertical. The last portion of the rise was a rock face covered artificially with wooden boards and planks in a variety of two-dimensional shapes. None of them was thick enough or extruding from the rock face enough to grant easy purchase for a climber. Still, there would be numerous hand and foot holds. The ascent was fifteen feet or so in height. A challenging climb for a novice, an easy one for an experienced climber. At least a fresh and focused experienced climber.

Four coiled rope ladders tantalized them from the very top of the climbing challenge. It looked like a simple tug off the edge would have them unfurling to the base of the rock face. Each rung was a small wooden platform wide enough even for a hoof to step on. The rushing roar of the waterfall invited them just beyond. The last step would be summiting the plateau atop which the Pond of Purity awaited. Only this climbing challenge was in the way.

The group of friends was feeling the time pressure. "We could both be squirrels or something. But the lust," said Emma.

"The lust," Andrea agreed.

"I'll go around the hill, see if there's a faster way."

"Yes, there should be run-off from the pond somewhere," Andrea said over the moans and tongue-sounds of pleasure lower down the hillside. "Hurry!"

As Emma scrambled away, low to the ground for balance, Andrea tested the climb. The soil was very springy below the ascent in case of a fall. She placed her fingers and hefted herself up a bit. Her wide boot tip failed to provide a proper grip as she brought the other leg up.

"Ouch. I think I broke a nail," she murmured. "This lust is outrageous. Come on, Emma, find an easy route. Logan, if you want to try flying, now's the time!"

There was no way Logan's bat hearing failed to catch her shout. He was ignoring her, busy with his moose lover.

Derek the crocodile finally reached the base of the rock climb. His toothy snout was open, and the long tongue within looked dry. Andrea squeezed the last of her water bottle into his maw.

"Thanks babe," he said after swallowing. His erect penis bumped into her as they considered the obstacle. Whether intentional or accidental, he followed up on it by encircling his girlfriend with his bulky, naked arms. He hoisted her up and down just enough for her thighs and groin to squeeze and grind against his cock. She chose not to address it. There was little time to care.

"Spider?" he suggested, panting into her hair, onto her neck.

"That, that would work, but no," she breathed.

"Monkey?" His hands squeezed her breasts through her soaked shirt and bra.

"Ah, I, I thought you w-wanted to win." Her cheeks were flushed. She allowed her eyes to close to enjoy the novel sensations of being violated by a crocodile man. The sound of the waterfall's rush, so close, matched the feeling of her heart racing within.

His reply was a long time in coming. "But then this. And it's gotten so bad. And I need you, so bad."

Andrew knew what he meant. The lust had become overpowering. Stimulation is all she wanted. Sex is what she craved. She knew it was the Altering Site's doing. She knew if she steeled herself and pushed onward for a few minutes longer, they'd have won. They could have sex later. The way she and Derek were feeling was a distraction, and she hated that she was allowing herself to succumb to such a brainless, primitive human drive.

But God, she needed a cock inside her.

"Five minutes remaining!"


Emma returned half a minute later to where she'd left Andrea, only to find her four friends naked in a writhing pile of gyrating bodies. Logan's longer tongue snaked out past his fangs to make Andrea's human vaginal lips and walls moist and sticky. His strange bat nose whiffed in the scent clinging to her pubic hair. Tricia had his and Derek's penis in each of her strong hands. Her legs were pointed downhill allowing her hooves to dig into the soil. Her huge muzzle was buried in the mouse-like fuzz of Logan's belly, whose wings were spread like a blanket for himself and Andrea. The human of the orgy, Andrea, was making out with Derek, although it looked more like Derek's large crocodile tongue was penetrating and exploring Andrea's relatively tiny mouth. She'd gag here and there, but never did she recoil or cry out for anything to stop.

The sight and sounds they were making were lewd enough, but Emma could even smell the sex beginning to taint the area. She wondered how many other groups at this Altering Site had ended up failing exactly like this. And although focusing was immensely difficult for her in that moment, Emma summoned the last of her willpower.

"Andrea!" she cried. Emma was not someone who raised her voice. Everyone's eyes looked to her.

"We have to turn into climbing animals right now to let those ladders down! There's no other easy way up. You be a squirrel, I'll be...something. Or we lose!"

This snared Derek's attention. Pushing Andrea away, he pushed with his tail to help him stand upright on the slope.

"Mm, cupcake," Andrea complained, squeezing the scales of Derek's calf muscle. "Oh fine, make me a...leopard."

Orange-yellow fur, dense and short, sprouted over every inch of Andrea's skin. Her ears rose toward her scalp, becoming dish-like, and filling in with fluff. Her nose became the pink triangle of a cat's on the end of a whiskery, dangerous snout. The palms of her hands and pads of her enlarging fingers grew rough and dark. She stretched her whole body on the hillside as proportions changed, and her spine demonstrated significantly more flexibility.

A new dexterity allowed her to roll to her feet. A furry tail, not yet fully formed, whipped to the side to shift her center of gravity. She balanced on the balls of her dainty feet before approaching the wood that coated the rock face like a collage. Claws emerged from her fingertips to dig into the edge of the wooden board at her face height. As she glanced upward to plan her route, her long tail whipped to and fro. Like a finishing touch, countless black rosettes shadowed her soft pelt.

"Fucking beautiful," Derek uttered. A needy crocodile hiss followed, yet he made no move toward the beautiful, nude cat before his eyes.

Andrea had barely begun transforming when Emma took off her clothes, calling out, "I'd like to be a raccoon, please."

Logan, who was enjoying a moment of reprieve from the lust right after an orgasm, commented. "I might have picked a gecko. I guess there are a lot of animals good at climbing, huh?"

Emma's face, which already resembled a bandit mask, showed an expression of remorse. "Oh well. Raccoons are great climbers, too." Like Logan the bat, her size was shrinking. The fur coat that sprouted was different than anyone else's in that it grew out long and puffy. The fur covered everywhere except her hands and feet, which darkened in hue. She waggled her toes as they grew longer and sprouted non-retractable little black claws like her fingers.

While Emma joined leopard-Andrea at the wall, a fuzzy striped tail dipped low to shield her furred buttocks from view. The new raccoon turned backward to address Derek, Logan, and Tricia. Her face had become a cute little raccoon snout, complete with a black button nose and spray of white whiskers.

"Please be ready to climb the ladders, then sprint to the Pond."

"Damn you're cute Emma. One quick lay," said Logan with a tone of voice between lecherous and dreamy. He reached for her with his fingers and wing. She broke from his caress, and Logan let her. True to her word, her new form granted her superiority over the wall. Her small, long digits easily found places to curl into a grip. The claws helped.

She had nothing on Andrea. The leopard-woman was scaling the wall as Emma approached. In seconds. The coiled pouncing muscle of her thighs, legs, and ankles allowed her to spring upward vertically. Then with lightning reflexes and precision, her clawed fingers would shoot to two new places to grab. She let her footpaws land where they may, even on the plain face of a wooden board. Her toe claws gouged new grips there. Four of those maneuvers, and she'd reached the top.

Wood clattered on wood all along the climbing wall as unfurled rope ladders cascaded down from the lip above.

"Come up, come up," Andrea pleaded with a purring undertone from her chest. What she was doing to her body with her hands wasn't visible from the base of the wall.

Surprising Emma, her other friends complied. They each took a ladder and began to climb.

"Great!" she exclaimed, softly. Her head was turned to watch their progress, her tail hanging like dead weight. "I don't want to get in the way. I'll follow behind you."

With nothing else to occupy her immediate thoughts and actions, she then gasped, as she realized the intensity of the fiery need in her pelvis. Her eyes closed and her paw-hand wandered.

A large, dry arm scooped under her armpits and breasts, pulling her away from the wall. She squealed in surprise but uncurled her claws so her fingers and toes wouldn't be torn off. Derek climbed with her, one-handed, for a moment before depositing her up above. Emma didn't know or care at that moment, really, why he did it. Her hands went to her nipples and vagina the instant she had mobility again. The fur around her groin was already sticking together from her wetness. She groaned and churred from the heightened, electric sensations of tweaking her nipples in this form, in this place.

Derek's first footfall off the ladder planted his crocodile foot right in front of her face. She could feel and hear him moving over her, behind her. Her ear twitched. She knew what he was going to do. She welcomed it. Emma rolled onto her back as he snagged the base of her tail in his grip to position her how he wanted her. The meat of his scaly chest and belly came down upon her face. She turned her snout so as to not be smothered. Still, the masculine scent of his dried sweat and personal odor were strong in her new nostrils. The unusual, reptilian smell was something new and enticing.

At that moment, the fact that Derek's girlfriend was two feet away, moaning from the ministrations of bat and moose people, didn't bother Emma. She widened her small furry thighs for the entrance of Derek's relatively huge crocodile penis. It slicked easily enough into her, filling that terrible need within. He slid it out and she moaned from how good it felt. Back in it went, distending her passage, and she groaned.

"One minute remaining!"

Derek lifted her into the air as he shifted himself onto his back. His long, thick tail, with its twin ridges digging into the soil beneath his firm butt, was like a carpet unrolled to beckon her to his upward-pointing, pulsing cock. From her brief vantage point held above him, Emma glanced away. Two things she saw.

One: Andrea the leopard on all fours planted over Logan. Her hind paws were widely spaced. As she pumped her hips up and down over Logan's inhuman cock, her tail danced in the air like accompaniment to her vivacious sexual moaning performance. Logan the bat was spread-eagled on his back like an offering. Shrill squeals punctuated the pleased cursing he fed to her as encouragement. Tricia the moose, dwarfing both of them, was seated on her butt with her hooves extended over Logan's shoulders. Andrea's long, barbed tongue licked and scraped at the moose's vagina, who bellowed her approval. Tricia's hands were free to play with her huge brown breasts.

Two: The Pond of Purity. The gentle roar of the modest waterfall threw up a spray of water that drifted off to the left with the breeze atop this plateau. The pond was only about twenty feet across, but more importantly, it was only about twenty feet away. The moisture wet Emma's raccoon nose. They were so close, she could taste the water that would grant them victory and cure their affliction.

The momentary glance passed. Derek began to lower her vagina toward his toothy snout, and her snout toward his reptilian cock. A last chance to shout at her friends. She inhaled.

And took Derek's manhood deeply into her eager throat.