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Alice Does Dreamland

By Wakboth © 2009

"Now, Kitty, let's consider who it was that dreamed it all." -- "Through the Looking-glass"

* * *

Across the Starkers University campus, the Music Hall clock chimed midnight. Alice yawned prodigiously and stretched, trying to shake the sleepiness that was clinging to her mind. She looked at the mess of books, journals and print-outs of her incomplete paper covering her dorm-room desk, and sighed.

"Oh man, I'm so going to fail this course," the blonde bunny muttered. She took a swig of cold coffee from her mug, grimaced and turned back to the book she'd been studying. "C'mon, Alice, focus! This isn't... *yaaaawn* so hard... Maybe if I think about it for a moment..." She leaned back in her chair and closed her eyes. In less than a minute, she started to snore quietly.

The crack of thunder made Alice jolt straight up in her chair, all her tiredness gone in an instant. To her surprise, the night outside her window seemed calm and clear, the silver crescent of the moon rising over the campus.

"Weird! I wonder what that was," she said. Then her big, sensitive bunny ears picked up the sound of running footsteps coming up the stairs and along the hallway, toward her room. Alice frowned; who the hell was running around the dorm at this hour wearing boots?

As the runner passed her door, Alice felt a sudden chill. A strange rustling or whispering noise rose up in the corridor, and the runner stumbled. She strained her ears; had she heard a muffled yell?

The whispering became louder, but she still couldn't make out any words. And now there was this weird smell... dank, musty and male, almost like stale semen. There was another peal of thunder, right outside her room this time, and something thumped heavily against the door.

That was too much for Alice. She had no problem with frat pranks in principle, but there was a time and a place for those, and that definitely wasn't outside her room when she was trying to study!

Seething, she strode to the door, ready to give the people outside a piece of her mind. As she grasped the handle, the door flew open, and an invisible force yanked her outside. Alice's surprised yelp was cut short by the door slamming shut behind her.

* * *

Instead of the familiar dorm hallway, Alice found herself stumbling into a dark, cavernous tunnel that seemed to stretch endlessly in both directions. The dank, male smell was thick in the air, mixed with the stink of sulfur and ozone.

As she regained her balance, the bunny girl saw that she wasn't alone in this strange and creepy place. A crowd of hulking, gray-black shapes was thronging nearby, whispering and muttering as they tried to grab something in their midst.

The gray things made Alice's fur bristle with fear and loathing. They were shaped like big, strong and naked men, complete with big hard cocks bobbing between powerful thighs, but there was no sign of fur or scales or feathers on their dull, dark hides. And worst of all, they had no faces; their heads were merely dark, featureless, wedges that swept back into sharp angled points that could have been horns or ears.

As she instinctively shrank back from these nightmare creatures, Alice realized that she was naked as well, with only the medallion signifying her repeated chastity pledges hanging around her neck. She felt instantly relieved; she'd definitely been dressed while studying, so this had to be a dream!

A new blast of thunder made the bunny girl jump. Two red-glowing bolts of energy tore through the dark shapes, and a couple of them collapsed in a spray of thick, gray ichor.

For the first time, Alice could see what the dark things were crowding around, and she let out a yell of surprise. It was a curvy black cat, maybe a few years older than Alice, struggling against the faceless men who were clutching and grasping at her hair and limbs. She was wearing cuffed thigh boots, badly torn buff pants and a leather corset; a red crystal glimmered in her dark collar, and a white sash circled her waist.

Several wedge-shaped heads turned towards the rabbit girl. They had no faces and no eyes, but she knew the dark things had noticed her!

As Alice sprinted away she heard the cat yelling and swearing at the faceless men, telling them to focus on her and let the rabbit go. The dark things coming after Alice paid the cat no attention, and her voice was suddenly muffled.

Like it always happened in nightmares, Alice felt like she was running in slow motion, while her pursuers had no such trouble. When the first big, three-fingered claw grabbed her wrist, the bunny simply gave up; this was a dream, right?

The faceless things crowded around her, whispering and muttering, their erect dicks poking at her body. Despite everything, Alice felt a little thrill: she had a thing for big, muscular men with big cocks, and these things definitely had those. Between two of them, she saw a glimpse of the cat, her mouth being filled with a massive grey shaft as big gray hands tore her leather corset apart, revealing big black tits.

Alice squealed as the gray things groped her body, squeezing her white-furred breasts and buttocks. Their fingers were more like short, thick tentacles, and their grey hides felt rubbery to her touch. Yet something about this callous assault excited her, making her body tingle. She could feel her pussy moistening as well, as one blunt finger started probing her vagina.

When they lifted her up and pulled her legs apart, Alice didn't resist, and when one of those big gray cocks was pushed in front of her face, she opened her mouth willingly. The dick in her mouth muffled the bunny's gasp as thick, rubbery shafts entered her pussy and ass, filling her up. Another pair of cocks was rubbing against her belly, and one was poking at her tits. She fumbled eagerly around and caught two more in her hands, ready to give her all to this gang-bang dream!

The gray men were rough lovers, bending Alice's body this way and that between them as they pounded her every hole. They were big, too; big enough to terrify a less experienced girl, and Alice felt utterly stuffed as they fucked her. Their violating cocks were granite hard, as if they were ready to blow at any second, but it was clear they were only beginning. From the moment they had slid themselves inside her, the relentless pace of the gray men's bucking hips only seemed to increase. As minute followed minute, they shoved themselves deeper into her straining holes, their bodies packed even more tightly as cock after cock found some unfucked patch of her fur to stroke against. The strange, awful otherness of their frenzied lust excited her. She imagined how nice it would feel when they would finally cum in her...

Just then, the cocks inside her twitched and throbbed. Alice's eyes widened as she felt cum gushing into her cunny and rear. Then she was busy swallowing as the cock in her muzzle filled her mouth with bland spunk. The whispering became agitated, and the hands holding her let go.

The bunny girl fell onto her knees, another couple of arcing streams of cum splashing on her body and face. Momentarily blinded, she reached out for support and felt her fingers brush the unmistakable shape of yet another dick. At her touch, it jerked, and she felt a weak spurt of lukewarm jizz on her arm.

"Hey! What's this?" Alice said as she wiped the goop from her eyes. The grayish cum was boiling off her body in dank curls of vapor, she noticed. The dark men were retreating away from her, their cocks now hanging limp and their bodies losing definition.

"Aw c'mon! This is my dream; can't I get off even once before it's done?" she asked, feeling more annoyed than anything else, as they faded away.

She heard someone coughing and spitting behind her, and turned to look. The black cat, her pants shredded, her corset torn apart, and her fur matted with cum, was getting unsteadily on her feet.

"Impossible!" the cat said, wiping her mouth with the back of her hand. "You couldn't do that! Who the fuck are you?" She was pretty good-looking, with generous black breasts, tight body and sleek legs, and a nice face. There was nothing nice about her expression, however; the cat was glaring at her as if she expected Alice to turn into one of the dark guys any moment.

Alice blinked. "Oh, I'm Alice, Alice Quarrie. But... shouldn't you know it? I mean, if you're just a part of my dream..."

"Your dream?" the cat said, voice practically dripping disdain. "Saints and angels, don't tell me I'm stuck here with the Faceless Ones and some clueless mundane!"

* * *

The cat, whose name turned out to be Rayne, ignored most of Alice's questions as they hurried through the endless dark halls of this warped, dream-version of the dorm. Grudgingly, she thanked the bunny for distracting the Faceless Ones, and told Alice that she was a witch - a genuine, magick-using one, and not just one of the many Wiccan girls on the campus - and one of her duties was defending the university against magickal threats.

"So, what are we going to do next? I don't want to just wander around until I wake up," Alice said as they climbed up a titanic, echoing staircase.

Rayne glanced at the rabbit girl. "I'm looking for an anchor point," she said with exaggerated patience. "Then we can get back to the material plane, so I can seal the Faceless Ones away, and you can get back to your body."

"Okay," Alice said. "Can I help you?"

"No. So keep your mouth shut and try to keep up with me!"

They reached the next landing, and Rayne paused to consider the dark archways leading to yet more shadowy hallways. Alice sighed and stretched her arms, wishing she'd wake up soon. Then her ears picked up a faint murmur of noise, coming from below and growing louder and louder...

"Uh, Rayne? Something's coming, and I don't think it's anything friendly," Alice started, but the cat had already noticed it.

"D'n them! Follow me, quickly!" Rayne hissed, but too late: the whispers were coming from all around them now. A stale, somehow familiar smell of sex, sweat and perfume filled Alice's nose as the shadowy shapes rushed up the stairs and out of the archways, surrounding the cat and the bunny.

Alice had expected more of the faceless hunks, so she was both surprised and a little disappointed to see the Faceless Ones. They were still tall, faceless and of a dull, black-grey color, but their bodies were now clearly female, with long slender legs, narrow waists and large breasts. She couldn't be sure if the familiar pleated skirts and jumpers they wore were really clothes, or just another part of their bodies, but they managed a very good impression of a huge cheerleader squad!

Behind her, Rayne was chanting quickly in a language Alice didn't recognize, but she was drowned out by the whispering of the Faceless Ones. And this time, the bunny girl could make out words in the whispers!

"I knew you were stupid, Quarrie, but I thought you could at least count to three!" That was the leader of the cheerleading squad, back when she had just started. Alice had forgotten it, but now that old embarrassment came back and made her face burn red-hot with shame. It was quickly followed by the hissing whispers of the lizard girls she'd caught gossiping about her in the bathroom. "She's lucky she isn't any smarter, or she'd realize what a skanky slut she is... I can't understand what Marco sees in her..."

The bunny girl raised her hands to her floppy ears to block out the snippy, hateful voices, but that just seemed to make things worse. Red light flashed behind her, but she didn't hear the crack of thunder that accompanied Rayne's spell.

"Hey, idiot, tits aren't brains!" the mocking voice rang in her head. "Forget it, Alice; I can't explain it any more simply..." That was Samantha, her roommate, snapping out at her. The cruel words came faster and faster, louder and louder. "You're nothing but a stupid slut... Shut up and suck it, Alice, nobody wants to hear what you think! ... Jesus, can't you get anything right? You're worthless! You're a complete failure!"

With tears streaking down her face, she stumbled towards the Faceless Ones, all the hurtful things she'd heard and imagined filling her head. The gray cheerleaders moved aside to let her pass, and if Alice hadn't been blinded by her bitter tears, she would have noticed how gingerly they avoided her.

Then the gray crowd closed up again, and pressed towards Rayne, a hateful eagerness in their whispering voices.

* * *

Alice sat on the stairs, hugging her knees as she cried. The evil whispers were still echoing in her mind, draining her will and crippling her confidence. The gray things were going to kill Rayne, and then come after her, and there was nothing she could do.

"I don't wanna be like this," Alice whined. "I wanna wake up!" Even her voice was ugly in her own ears. God, how she hated herself just now! "I don't wanna be Alice," she continued. Then she remembered something. She was dreaming, right? Maybe... maybe she didn't have to be Alice any more?

The bunny girl raised her head and sniffled. "I'm not Alice," she said, sounding unsure. "I'm not weak or stupid or useless..." Her voice became steadier as she felt a strange tingling throughout her body. "I'm better than all those girls... I'm someone they daren't to mess with." The white rabbit felt the depression drain away as heady new confidence flooded their body, making something stir in her loins. "I'm going to teach them a lesson!"

* * *

Rayne scowled and bit back a curse as one of the Faceless Ones tried to claw at her face. She let fly another Bolt of Ramiel, blasting the gray female thing into the shadow-stuff it had come from. Immediately, two more stepped up to replace the fallen one. They were toying with her now, the cat thought grimly; her magickal power was fading, and they could feel it.

A rubbery hand caught her tail. Rayne yanked it free, but in that instant, two more hands seized her, twisting her arms back. The Faceless Ones couldn't smile or slaver, but their whispering voices rose in triumph as they pushed closer to her...

"Hey, you gray bitches! Leave that girl alone; she's with me!"

The cheerful, confident male voice made the grey females freeze in place. Then, slowly, they turned to see where it came from. A tall, lean but strong white rabbit, with big floppy ears and corn-blond hair, was walking toward them. He was buck naked, except for a small golden medallion, and blatantly male, with a big, erect dick swinging with his steps.

One of the faceless cheerleaders lunged at the rabbit. "You're real eager, aren't you?" he said, easily catching the gray woman's wrists, her writhing tentacles helplessly clawing the air. Grinning, he forced the Faceless One onto her knees, pushing his cock into its wedge-shaped face. As the shiny, pink head of the rabbit's cock touched its flesh, the female thing shuddered and collapsed into oozing, gray mess.

The whispers turned into muted screeches of rage and fear; the rabbit gripped his dick and flicked his hand along his impressive length. A blast of cum hit one of the Faceless Ones; she exploded instantly, taking a couple of more with her.

Rayne closed her mouth that had been hanging open with surprise, when she felt the grip on her arms slacken. With a fierce yank, she pulled herself free, and slammed her hands right into the bellies of the closest gray things. "Take this!" she snarled, and chanted a few words in Enochian. The Faceless Ones burst into blue flames and fell away, spreading the fire to their fellows as they keened and flailed around.

The battle, if you could call it that, didn't last long. Between the white rabbit's lethally powerful cumshots and Rayne's blasts of power, the Faceless Ones had no chance. Soon, the black cat and the white rabbit faced one another, standing knee-deep in the rapidly melting gray goo.

"Uh... Is that you, Alice?" Rayne asked, feeling simultaneously excited and unnerved by the appreciating way the strange, handsome rabbit was eyeing her naked body.

Instantly, his form started to shift and flow, and in just a few seconds, the blonde bunny girl was back, looking exactly the same as before. She blinked a couple of times, staggered a little, and shook her head. "Whoah! Damn, that felt really weird..." She looked down and cupped her breasts in her hands, smiling broadly. "Oh, I'm so glad to be me again!"

"Well, yeah, I'm glad, too," Rayne said lamely. She swallowed hard, and continued. "And... Thank you, Alice. You probably saved my life just there," she admitted.

Alice had been twisting and turning, trying to check out every part of her body. Now she looked up and smiled at Rayne. "Hey, it's nothing. This is a dream, remember?"

A sudden flash of anger wiped out Rayne's gratitude. "Oh, shut up, you fool! You've got no idea what's going on! Maybe your body is still sleeping in your bed, but that doesn't mean -" The black cat fell suddenly silent. Then she slapped her forehead and groaned. "By the Powers, you're a bloody anchor point! We can both get back through you!"

* * *

"Uh-huh, no way!" Alice said, crossing her arms across her chest and shaking her head vigorously. "I'm definitely not going to have sex with you! I'm not a lesbian!"

Rayne smirked. "Well, there is another spell I could try. It'll get awfully bloody, though." She flashed her sharp white teeth at the rabbit girl. "But if that's what you prefer..."

"Uh..." Alice hesitated, eyeing the naked cat before her. Rayne had a nice figure, athletic yet still busty, much like her own body. And this was a dream, after all... "On second thought, let's do it your way. But nothing kinky!" she added as Rayne moved toward her.

The black cat and the white rabbit embraced. Alice closed her eyes as Rayne kissed her on the mouth, pulling the nervous bunny girl closer. Their bountiful breasts pressed together, Rayne's stiff pink nipples brushing against Alice's.

Alice whimpered quietly as Rayne's hands caressed her neck and back, the cat's fingers running down to toy with her fluffy little tail. After the interrupted gang-bang and the weirdness with the faceless cheerleaders, it took even less than usual to get Alice horny, and the heat of her face was merely echoing the warmth spreading in her loins.

Gently but firmly, Rayne pushed Alice down to the floor, where the cat's sash had turned into soft bed of snow-white furs. "See? This isn't so bad," Rayne whispered, caressing the rabbit's sex as she ground her crotch against Alice's thigh. Mutely, the bunny girl nodded.

"Good, because now is your time to do your part," Rayne continued with a smirk. Getting on all fours, the black cat moved on top of Alice in a sixty-nine position, her pussy presented for the bunny to lick. "Get to work, Alice!"

Alice drew a deep breath, stuck her tongue out and gave Rayne's pink slit, so vivid against the cat's glossy black fur, a tentative lick. The cat replied with a quick, raspy flicker of her tongue against the rabbit's clit, sending a shiver of pleasure through Alice's body and encouraging her to continue.

Once she got the hang of it, eating the cat out wasn't unpleasant, but it wasn't thrilling, either, and Alice found herself wishing that she had a nice, hard cock to suck at. And although Rayne was licking and nuzzling the bunny's pussy with both skill and enthusiasm, Alice's thoughts started to wander. I wonder how it feels for the guy to get his dick sucked, she thought. Instantly, something stirred in her loins. Alice felt a sudden swelling, straining sensation in her crotch, and threw her head back, groaning loudly.

Rayne felt the rabbit's clit twitch and throb under her tongue, and then it started to grow and change. Before the cat could jerk her head away, she found her mouth being filled with a thick, rapidly hardening cock! Rayne's eyes bulged as the swelling cock pushed past her tonsils and down her throat. Involuntarily, she started swallowing, her body trying to clear the thick piece of meat that was now threatening to choke her.

Alice moaned loudly as she felt the cat's throat rippling rhythmically around her new-found dick. "Oh, ohh, oh yes! That's soooo good! Ah, ah, aaaahh!" There was a flash of pleasure inside her, followed by a gushing feeling. Her pussy clenched in sympathy as Alice pumped her cum down Rayne's throat.

Gagging and wheezing for breath, Rayne extricated the softening dick from her mouth. "Whh... haahh... What the, huhh, fuck did you just do!?" the cat snarled, clutching the thick pink shaft in her fist as she glared at Alice.

"Oww! I don't know; I just thought what it would be like to be a guy... Uh, could you please not squeeze so hard? That kinda hurts!" the rabbit said, looking pained.

Rayne loosened her grip a little, but didn't let go. Instead, she started to stroke Alice's newly created cock, making the rabbit groan. "Mmm... This simplifies things considerably," the cat said as the shaft began to stiffen in her hand.

Letting go of the now-hard cock, Rayne rolled onto her back and spread her legs invitingly. Alice looked from the cat's wet cunny to the impressive male tool jutting from her crotch, and swallowed. She really, really wanted to fuck Rayne!

After a moment of fumbling, the rabbit managed to line her dick up with the cat's pussy. Carefully, Alice pushed into Rayne's snug, slippery warmth. "Oh! This feels... Nnh... good!" she gasped, jerking her hips and sinking her tool deeper into the cat.

Slowly at first, Alice started to rock back and forth on top of Rayne, pistoning her cock in and out of her warm hole. "Uhh! Harder," the black cat gasped, her hands clutching the bed-furs. "Put your hands on my tits... Ah! Yeah, squeeze them like that... Yes, that's - ah! Deeper!"

Alice quickly got a hang of what she was doing. It helped if she imagined she was playing with herself, using a dildo and massaging her own breasts. As Alice fucked her, Rayne began to chant magic words, matching the rhythm of the spell with the rabbit's movements on top of her.

The spell that Rayne was weaving made Alice's fur stand up on end, and she could feel the power flowing through their bodies starting to collect inside the cat's pussy, where they were connected. "Oh, oh, ohh! Quicker! Deeper! Harder! Ah, ahhh!" Rayne moaned, squirming beneath Alice.

The bunny girl groaned; she was doing her best! Then she felt the gathered power starting to expand, and frantically tried to meet the cat's upward thrusts. There was a split second when Alice thought nothing was going to happen; the next instant, the cat let out a yowl and her cunny clenched tightly around Alice's cumming shaft.

There was an explosion of pleasure and golden light, and Alice felt herself falling through nothingness... then she felt herself slamming against something hard. "Oooofff!"

Alice blinked, trying to figure where she was. Slowly, as her senses cleared, she realized that she was on the floor of her dorm room, where she had toppled back in her chair. The rabbit noticed, with some surprise, that she was no longer naked, and although her wet pussy was still shivering with the aftershocks of a massive orgasm, there was no cock there. And there was no sign of any dream cat, either. The details of her intense dream were fading already, even as Alice tried to cling to what had occurred.

A bit shakily, she got up and looked around. Everything was as it had been; a quick look at the clock told her that just a few minutes had passed. Alice frowned; had it all been a dream? It had felt so real, though... Sighing, she leaned on her desk and looked outside, where the moon was still shining on the campus.

Then she noticed the black cat walking briskly across the lawn, away from the dorm, and froze. The cat was wearing ordinary clothes, and Alice couldn't see her face, but she was almost sure... A sudden cloud covered the moon, throwing the scene in darkness for a few seconds. When it cleared, the cat was gone without a trace.

* * * *