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[center][b][u]General Dictator to General Slut[/u][/b][/center]

Tanks, motor vehicles, and infantry; the three big pieces of his army that he’d used to put himself in power were now being used to take him out of it.

Generalissimo Fausto Herrera, dictator of the small country of Amaqui, watched the approaching army with sweat running down his forehead. His own guards were scrambling to the doors, but against the numbers coming against them, they were not going to last long. The tanks in particular were worrying; there must have been more discontent among his officers and subjects than he had thought.

He turned away from the balcony as the tanks pushed their way through the walls around his estate, the crushing stone echoing across the expansive grounds before reaching his ears. His uniform felt heavier on him than usual as he walked down the hallways, the medals that he wore - half of which he’d pinned himself - each feeling like a five pound weight. They tugged on him, making each step harder than the last as he made his way down the hallway. The portraits along the hallways only made it worse, staring down at him as he marched through the grand hallway, the plush carpet a deep red. “All too appropriate,” the general muttered under his breath as he walked away from his office.

The explosions of tank fire going off shook the manor, and he knew that it would only be a matter of minutes before the walls were breached. His own soldiers were likely putting up a fight where they could, but without armored support of their own, they wouldn’t last long. The rata-tat-tat of their weapons was just loud enough for him to hear between the tank guns, and he winced slightly as he realized that the return fire was getting quieter with every new volley of enemy shells.

Fausto paused, looking into the open door of one of the many rooms in the manor. A great map was spread out over the central table, marked with different troop positions and various colored miniatures. Where the colonels and other officers that helped him run the army was no one; they had been dismissed or had run away long ago, leaving him with fewer and fewer loyal men.

It was all their fault, the general thought with a grimace, walking into the room. He leaned over the table, looking at the layout of the pieces. That one, the blue village, had been under his control until last month. He’d ordered it torched, and as far as he knew, it was still burning. That one, the red one, had been loyal, until it harbored some rebels that were looking to disturb the peace. They’d been shot. Not the entire village, of course; he was not a stupid man. The women and children were brought to various places, the women to learn a patriotic duty to bear more children for the army and the glory of Amaqui, the children to learn their place and to be more loyal than their parents.

So the story went for all too many of the towns, cities, and villages of his little nation. So many of them had sided with him against his predecessor, helping him throw the old dictator out. They’d been so eager to see him in office, and yet, as soon as his policies got just a little hard to deal with, they started trying to overthrow him. One civil servant after another, one scientist following in the other’s traitorous footsteps; one and all against him. Who wouldn’t respond with deadly force when that happened? Even his closest advisors had started looking at him funny. If they hadn’t run off to join the enemy, he would have had them shot next for their traitorous lack of faith.

And now…

Now, the last thing that he had expected had happened. Fausto’s shoulders slumped as he realized his men had stopped firing, and the tanks had stopped their bombardment. Whatever jumped up officer that had taken control would be here soon to demand his surrender.

“Well, they’re not going to get it so easily,” he muttered. “Generalissimo Fausto Herrera took this place once, and he will not be giving it up so soon, no matter what idiot managed to get the army to leave him.” He was convinced that the traitor had fooled the army into leaving him. There was no way that they would abandon their general, not after getting so many perks for following him in the previous coup. He’d treated them well enough, hadn’t he? One vacation day a year, and a discount on their medical care; they couldn’t ask for more than that, surely. So what if he worked them like dogs? That was all they were, his attack dogs against those that would threaten his peace and his power.

Reaching down to his waist, he grabbed the butt of the pistol hanging there. He pulled it from its holster and checked the chamber, the ammunition count. It was all full, enough to take down at least one or two guards before they were able to get to him. Maybe even get the leader in his hands and work out a few little...concessions, if they were going to try and storm his home.

He didn’t have to wait long. Little more than two minutes after he checked his pistol, Fausto heard the sound of boots on hard floor, and just beneath the sound the peculiar thud of footsteps on carpet. Lifting his pistol and pointing it at the doors, he muttered, “Take me if you can.”

They burst open with a crash, and he pulled the trigger. One man went down, another leveled a weapon at him. Fausto turned, bringing his pistol around and pulling the trigger again, just in time to bring him down. Other men poured through, one after another, and he managed to clip one more on the arm before they rushed him. Their weight carried him down against the table, and after slamming his arm against the wood a few times, he lost his grip on his pistol, sending it flying across the room to land out of sight.

“The Tyrant is secured,” one of the soldiers said, speaking into a shoulder held communicator. “Lieutenant Carla Antigonez is clear to enter.”

“Lieutenant...CARLA?!” Fausto’s eyes went wide as he shouted, “A WOMAN DID THIS?! WHAT DID SHE DO, PROMISE HER CUNT AND ASS TO EVERY TWO BIT SOLDIER THAT WOULD DO WHAT SHE TOLD THEM? SONS OF WHORES, LET ME GO, I’LL -”

His rant got cut off as one soldier shoved a piece of the map into his mouth. It soaked up saliva quickly, turning it into a paste of sorts in his mouth, and none of the soldiers holding him down would allow him to spit it out. They turned him around, keeping him pressed against the table, and tied his hands behind his back. They were quick about it, too; they obviously had been trained well in capture, though they were quite rough about it. Fausto supposed that they were sore about having lost some of their friends or something. Traitorous bastards deserved to lose a good bit more than that, in his mind.

As they finished tying the knot around his wrists, the guards flipped him over again. Pushing him against the desk but keeping him upright, they forced him to watch as various soldiers lined up in front of the door. At least four of them had marks of officers, and one went as high as major. His teeth ground together at the sight of such mutiny; the fact that a mere lieutenant had managed to gain the loyalty of a soldier so far up the chain of command infuriated him. They held up their weapons in a salute formation, forming a triangular tunnel from one side of the room to the table, and held still. Their discipline was remarkable, at least; there was still that much to see.

But what little pride he had in their parade ability disappeared as their leader stepped through the door. A woman, just as he had feared from the name. She walked with a slightly swaying step, never letting anyone around her forget that she was different from them. Her hair swayed back and forth behind her in a braid, no bangs coming down over her forehead or slipping past the beret she wore. Her uniform was tight to her body, crisp and clean in a way that all officers were required to keep their clothes.

Of course, most of them didn’t wear stuff that clung to their bodies the way that she did. This Lieutenant Carla’s uniform pressed in tight, showing off her hips and her bust in a way that any man would find arousing. Certainly he did. Just looking at her was enough to send little tingles to his crotch, and the general smirked as she walked towards him.

She paused, flicking her gaze towards him, and Fausto surprised himself by freezing under her piercing eyes. Despite the blatant way she showed off her body with her uniform, the way that she stared at him left no question that she wasn’t someone to trifle with. The fact that there was someone among his forces that was like this and he didn’t know...it was positively shameful. That sort of drive should have been noticed right away. Noticed, and stomped down so that it didn’t become a threat to him.

The lieutenant turned away from him, approaching the major and giving him a salute. “Progress report?”

“All units reporting either full or partial success, Lieutenant,” he said, nodding his head as he dropped his hand back to his side. “The national armory is secured, as are the airfields.”

Damn, Fausto thought. The airfields were his last real hope. Not that the air force could have done much without the support of the ground troops, but it might have caused some sort of disruption, something he could use to muster the rest of the forces that were loyal to him. But if these rebels had managed to ground all the pilots, there was no hope of that.

“The naval yards are almost finished, and the only part of his forces still putting up a fight are isolated to the oil fields in the south. They won’t be breaking out of there anytime soon, but we’ll be at least a week digging them out of the facilities.”

“Probably a good deal less than that, Major.” Carla nodded, her lips turning up in a slight smile. “Have the men secure the estate. We’ll be here for a while, and I don’t want any unpleasant surprises. And have the Perez formula brought up. I want it ready for when we decide to use it.”

“Immediately.” He nodded sharply, gesturing for a few men to come with him. The total number of troops in the room dropped down to six, including the lieutenant. Not enough to take, the general thought; even if his hands weren’t bound, this upstart could still deal with him with that many troops. The only question was why she still had him alive; it wasn’t like she needed him to sign anything over to her at this point. If she had managed to neutralize that many of his soldiers already, it wasn’t like he had any bargaining power. No, there had to be something a little more behind her ‘mercy’ so far, the bitch.

As she spoke with some of the other soldiers in hushed tones, Fausto wiggled his hands around towards the rope holding his hands together. It was pretty well tied, but he figured there was an error somewhere. They were being led by a woman, after all. Even if she was clever - never smart, no woman was smart, but they were clever enough to be dangerous - that didn’t mean that her followers were. They did lose three people coming in; their parade form aside, they had to be stupid enough to make mistakes if they weren’t good enough to stop him from gunning some of them down.

Even as his fingers wrapped around the edge of the rope, tugging it enough to get a little slack, Fausto heard a click. He whipped his head back around, and found himself staring down the barrel of a gun. Pointed right at his nose and wielded by the lieutenant, the gun was the standard pistol for the army, big enough to really hurt but not so large as to break the budget. Still, he could have sworn that it looked smaller when he used it from the other end. “Hands off of the rope, Fausta,” she said with a little smirk on her face. “I don’t want to give you an extra hole before you have the formula, but I will if I have to.”

“Wha...My name’s Fausto, not -”

“Oh, the letter change is going to be the smallest new thing for you, Fausta,” the lieutenant said. “Now, I think I said something about taking your hands away from the rope? Unless you want to put a whole new meaning to skull fucking, that is; I’m sure there’s SOMEONE in your army that would like that.”

Fausto stared up the barrel of the pistol for a few seconds before pulling his fingers away. There was no doubting the seriousness in the lieutenant’s eyes; she had plans for him, perhaps, but she would shoot him if he did not obey. This was no idle threat, no hostage negotiation. She had him alive for humiliation, and if he wouldn’t obey through it, that bullet would be through his skull faster than he could blink.

Still, just what she wanted remained a mystery. That formula had to be the key, though. The name was familiar, though it was only wriggling at the edges of his mind. There was something there...something that he felt he should be able to remember.

It wouldn’t come, however, and the lieutenant didn’t seem too inclined to explain it to him. She was too busy talking to the other soldiers, moving around the map table and shifting the miniatures around to suit her tastes. If they reflected what he thought they did, he was in more trouble than he thought. The oil fields were the only major concentration of his forces left, and the tanks and infantry miniatures placed around it made it clear that nobody was getting out of there without air support. What little hope he had left was dashed, and he hung his head in despair. The woman had carried off a perfect coup, even better than his own a few years back.

He gritted his teeth, lifting his head again to glare at this Carla. She didn’t seem to notice it, but he couldn’t stop. This woman, this, this, WOMAN, had taken everything that he had. And these men that had served him had followed her. How?! HOW?!

They continued on the map for nearly a half hour, working out strategies that he only half listened to, stewing on his rage. How had things fallen apart so quickly, he wondered. They had been stable before, and the rebels couldn’t have been that strong, not with the way that he had been suppressing them. Firing squads had been busier of late, but they got bonus pay. Why the hell would the army turn against him, though? They’d never been mistreated, and they’d been safe from the purges he put people through...mostly. It wasn’t like they were the scientists that had been plotting against him, put into acid and melted down so that they couldn’t possibly come back and do anything against him.

Fausto was jerked out of his thoughts by the solid clank of metal being dropped on the floor, whipping his head around towards the source of the sound. A large metal cannister was laid against the wall by the door, with caution signs all over it, and biohazard symbols littering the thing from top to bottom. What little clear bits there were around the cannister revealed some sort of purple liquid. It didn’t glow - there wasn’t any radiation markers on it, after all - but the general could almost swear that he could see things inside, things that were...moving. He shuddered at the thought of what that might mean, and just what these rebels would do with that thing. Was it the Perez formula, he wondered? Just what the hell WAS the Perez formula, for that matter?

Whatever it was, Carla seemed rather excited for it, rushing away from the map to thank the men for bringing it up. She turned to the general with a smirk, leaning on the cannister. “Do you know what this is?” she asked.

“Some nail polish for the new Queen Bitch?” Fausto growled.

“Only if we were putting it on you,” Carla said. She patted the cannister, the metal container echoing slightly. “This is the work of Jesús Perez, one of the scientists that you killed off during your paranoid purges. Do you remember him?”

He thought about it for a moment. There had been a great deal of scientists that he’d killed off, after all. It wasn’t like they didn’t deserve it, though. One had been making up nanobots that were supposedly for doctors, but they could have easily been for poisoning or assassination, while another had been making transformative beams that would shift one type of equipment into another. He’d had that person killed; who knew what sort of weapons he’d transform into things that could get past scanners and pat downs? His security would have been worthless. Perez...Perez…The name just didn’t ring any -

“You obviously don’t remember,” she said with a shake of her head. “Jesús Perez was the man in charge of animal/man hybrids, working on making the super soldiers that you wanted. He made a prototype, and you had him executed because you were terrified that it would transform a cat or a dog in your house into some killing machine that was hell bent on removing you from power.”

Oh. That Perez.

“You didn’t even give him a quick death. Just another one of your acid baths.” She shook her head. “Well, you probably didn’t know that he got that prototype out to the army before you decided to kill him. We haven’t gotten a lot of tests done with it yet, but we’ve done enough to realize that it works, and it works really well. Just with a few small side effects. Ones that don’t work well with all of our soldiers, but knowing you...oh, it will work perfectly on you. And on me.” He blinked. “Oh, you didn’t know? This is going to be a new country, Fausta -”

“Fausto.”

“Fausta. Don’t correct me again.” She held his gaze before he looked away again. “This is going to be a new country, Fausta, and you’re going to be an example of what the new rulers and the new lower class are going to be like. This little invention of Perez will be the catalyst that changes not only this nation, but the entire world.” She grinned, turning to the other soldiers. “Strip him. It’s time to start.”

He didn’t even have a chance to protest before the soldiers were on him, grabbing hold of his uniform and physically ripping it off of his body. The cloth held up for a few seconds before it was pulled apart at the seams, thrown to the ground piece by piece. The medals along his chest clinked on the ground before they were buried beneath more of his clothes, the sound muffled as the pile grew larger and larger.

With his arms tied behind his back, there was nothing that Fausto could do to fight the soldiers. They quickly stripped him down to little more than his shoes and his underwear, and they came off as soon as the rest was done. He blushed as his boxers were pulled off, letting his manhood fall out on display. A few soldiers snickered at the sight, but he couldn’t tell which ones. He was shoved back on the table, his shoes grabbed and yanked off, as well as his socks. They were thrown onto the pile with the rest of his clothes, and forgotten. As soon as he was completely stripped, the soldiers moved around him, one at each of his limbs, and held him down against the table, keeping him pinned in place with his arms and legs spread out as wide as they could go.

He grunted as he continued to fight the soldiers, but his struggles weakened as he turned his attention back to the lieutenant. His eyes widened as he realized that, just as he had been stripped, so had she.

Carla was even more obviously feminine outside of her uniform than she’d been in it. The skintight officer’s clothing hadn’t lied in the least. Her bust was considerable, as were her hips, and she showed them off with a few steps across the room. All the soldiers stared at her in obvious lust, and Fausto couldn’t deny that he felt the same, particularly when he looked lower and got a good look at her cunt. It looked just as wet and eager as any whore, and he smirked a bit to himself.

Rather than doing anything with the men, though, Carla returned to the cannister. Holding her hand out, one of the soldiers gave her a syringe, and she opened the container. Dunking the needle into the rippling liquid, she pulled back the plunger part of the syringe, sucking some of the purple stuff into the middle of it. NOW it started glowing, which sent a whole new shudder down the general’s spine.

No sooner did she fill it than she shut the container again, turning to face the general. “You and I, general, are about to change history. I’ll take my place where I deserve...and so will you.”

Fausto watched with wide eyes as the lieutenant pressed the needle to her arm, a practiced motion pushing the point right where it needed to be before it slid into her. Her grin was almost feral as she depressed the top of the syringe, the purple ooze flowing into her body. The point of injection changed color as the formula slid into her veins, the obviously potent liquid already doing something as her grin got wider and wider by the second. “Oooooh yes...so that’s what they felt…” Carla whispered, her eyes rolling back in her skull...and was it just his imagination...or were her teeth slightly more pointed than they were a moment ago?

The naked woman threw the syringe away, letting it clatter against the wall and lay forgotten as she threw her arms out wide. Her breasts bounced at the movement, but not as much as he thought they would. Fausto blinked, seeing them tremble, shake slightly. The nipples...shifted. They moved upwards, and...inwards? “What...what is this?” he shouted, staring as they started pulling inwards, the woman’s breasts doing the same, tugged inwards by the transforming effects of the formula. The large breasts didn’t even have the chance to sag before the skin tightened again, keeping them firm as they pulled inwards, shrinking more and more with every passing second.

But even as the curves shrank, the muscles beneath them grew. Her pectorals pushed out, growing firmer even as the fatty curves of her breasts faded away. Her nipples moved, spreading a little further out as her chest grew broader, but flatter. Carla seemed to grin even more at that, reaching up and feeling herself, her hand running over a smooth, flat torso rather than the valleys that had been there before.

Even as she touched herself, however, the changes continued down her body. Female traits began to disappear. The swell of her hips, the way that they flared out like handles for a man to hold her, thinned down. Her ass shrank down, and her hips became more square, more boxy. It was disgusting to watch, Fausto thought; the woman did not even look attractive anymore without the signs of her womanhood. What purpose did this serve? Side effects like this, why would the woman want them?

But...then something else started changing.

As the lieutenant’s curves started to fade, something else grew to take its place. Not just muscles, either, but something that was far more obvious. From her crotch, just above the wetness he had noticed earlier, Fausto could see something impossible. The already obvious clit was getting harder...and somehow, longer. The general’s eyes widened as he stared at the little nub, already pushing an inch out of her pussy and slowly getting longer, and longer. It twitched, bouncing, throbbing before his eyes, veins running down its length as it grew less smooth looking, more fleshy, more...male.

Carla didn’t let the opportunity go by. She grabbed hold of her new, growing clit cock, and stroked it as he stared. “You see this?” she asked, her hand slowly sliding up and down its length, a little further each time as it continued to grow. “This is just the start, Fausta. This is the side effect of this particular formula. It gives us great strength, and it will give me even more than this, but it changes us even further. A woman to a man...and a man to a woman.” She chuckled as his eyes went wide. “Do you understand now, little man? Do you know what’s going to happen to you, Fausta?”

He did. Oh dear god, did he ever understand now, and his struggles resumed, pulling against the soldiers that held him pinned to the table. It was useless, and he knew it was useless, but Fausto couldn’t stop himself. His body was his own, and he wasn’t going to let this woman, this BITCH, turn him into a female without a fight.

But she only laughed at his struggles, still playing with herself as she continued to change. The fleshy shaft pressed further and further out from her crotch, lifting upwards rather than pointing down after it passed the five inch mark. Already it was bigger than what he had, and it was growing bigger with each passing second, sliding through her fingers and pointing towards the ceiling.

And still, there was more happening. His eyes widened as the purple around her shoulder faded, replaced by a growing, spreading thatch of what looked like hair. As it went further along, changing color to a yellow gold shade, with little black rosettes patterned through it, the general realized that it wasn’t hair, but fur. And it was spreading further and further along the woman’s thickening limbs, adding another layer of raw power to the already more masculine body she was getting.

She moaned particularly loudly, and his eyes were drawn back down to her crotch involuntarily. Just when he thought his eyes couldn’t widen any further, he was proven wrong. Her pussy pulled at itself, tightening up, the slit closing like a zipper. It slowly sealed up, pushing from the back to the front, always approaching her growing cock. The juices were squeezed out, running down her legs as her womanhood slowly, but surely disappeared.

As it closed off, the last bit of her pussy gone, a small bulge appeared in its place. Slowly growing bigger and bigger, it descended, dropping down with a familiar sac. Carla grabbed hold of it immediately, kneading and rolling the growing balls between her fingers, grinning at him as he stared. “Heh...I told you…a complete change. You hate women so much, General? Well, you don’t see a woman in front of you anymore, do you?” Carla’s mocking laugh continued, her fingers eagerly stroking herself as her cock passed the eight inch mark, slowing its growth but not quite stopping under her eager fingers. As she continued to moan, her voice dropped, getting more masculine, deeper as the changes continued to rob her of her feminine side.

In its place, besides the already obvious male features, more feline ones were growing in. As the yellow fur spread from her...or rather, his shoulders outwards, Carla’s body continued to morph around. The muscles were flattened, but only slightly, going from bulges of muscles to cords of it, feline and smooth. It spread up his neck, along his face, and even the moans were distorted by the changing jawline, the stretching of the face. His nose went inwards, and the mouth moved out to meet it. The general winced at the sharp teeth, the points rising up from the already present teeth to form a predator’s mouth. He shuddered, particularly as the lieutenant’s tongue whipped around, licking lips, licking teeth, and grinning at him after.

As the fur moved along the back of the lieutenant’s head, the ears moved up, rising out of place of where a human’s would be and rising up towards the top of the head. Not quite to the very top, but definitely a few inches higher than normal, before their shape twisted. A rounded point topped them, rather than having them curve back and around, and they flicked lightly, independent motions giving them a strange radar effect as they moved. Fur sprouted around them, slightly obscuring the fleshy interior, the rosette spots spreading along their sides as they settled into place.

The changes occurred all over Carla’s body, the fur spreading down his chest and over his stomach, down his arms and down his legs. The somewhat boxy male shape slimmed and buffed almost at the same time, streamlined and quick, strong and lethal. A small pack of muscles flexed along the abdomen, bumps of muscle that many men would be proud of, soon obscured by the fur flowing over it.

Despite all the mind-bending sights he’d seen, Fausto knew the worst was to come. He watched in mixed horror and fascination as the fur spread down to the lieutenant’s crotch, wrapping around the base of the large cock. It had reached nine inches long before finally stopping, and as it was touched, it changed in a different way. The fleshy, human color of the cock changed, becoming more red, more pink, more...purely animal. It slimmed down, but only slightly, as the color spread up it. When it reached the head, he could see the appearance of little nubs, little things that pushed out from the skin. He’d never heard of this, but he could only imagine it was something to do with the creature that the lieutenant was turning into.

Barbs formed at the top of his cock as the base was swallowed into a sheath, pocketed inside like a little container. The hybrid feline’s balls were also rapidly swallowed up in fur, somehow looking even bigger than the already huge size they were. Their sheer size made it almost impossible for the lieutenant to hold them in hand, but he was still groping them, enjoying himself.

The change continued down, a tail sprouting behind the jaguar human hybrid and whipping about as the fur descended. He winced as the anatomy of the legs shifted drastically, the lieutenant’s ankles rising off of the ground and moving up, and up, and up, with the knees rising as well. The knees didn’t quite pull up into the body, but they were close, and the ankle was nearly where the knee had been. He shuddered at how that must have felt, thinking it must have been painful, but there was no sign of that in the lieutenant’s face. All Carla showed was pleasure, simple pleasure in the transformation.

There wasn’t much left to change, but it was still intense to watch. On the lieutenant’s free hand, and along the paw feet he now had, the general could see that pads were forming along certain spots. They were pink, brightly so, and looked almost squishy in appearance. Claws sprouted on the hands and feet, and another shudder went down the general’s spine at the thought of just how dangerous they would be, how much they would hurt. A soldier’s weapon, they looked like, not like the simple claws of a housecat.

As the lieutenant’s feet finished their transformation, two of the toes melding into one to form four toed feet, Carla finally took his hand off of his new cock, smirking. “I think I need a new name. Carlos...Carlos, yes, that works well. Couldn’t call myself Carla with something like this, huh?” the jaguar said, slapping his new cock, chuckling as it wobbled from side to side.

Fausto didn’t say a thing. He couldn’t. The change had been so drastic, so dramatic, that there was nothing left to say. The general could barely even move, even though the soldiers were as shocked as he was and it was probably his best chance to escape. His mind was too in awe of just what the scientists had been able to make. If Perez had been able to make this formula…

His thoughts were interrupted as Carla - now Carlos - held out his hand for another syringe. “Now, ‘General’ Fausta, it’s time for you to have your own little transformation. Not that I can’t help but see you as a female, anyway, with that tiny little thing,” Carlos said with a smirk at the general’s crotch, “but if you’re going to be of any use, you’re going to need a few other assets, and lose some of that weight.”

At once his struggles resumed. “You can’t do this to me!” Fausto shouted, almost pulling his upper body off of the table before he was shoved down again, but even then he continued to pull at the men holding him down. “I brought all of us here! I am the supreme ruler of Amaqui, and you -”

“Will ignore everything you say,” Carlos interrupted him. “Face it, ‘General’. The minute you had to start killing off villages, you lost. It was just a matter of time until a real man stepped in...even if that real man was a woman to start with.” The jaguar smirked again, drawing in a dose of the liquid even greater than the one he’d used before turning back. “Do you have any last words before you lose your manhood, ‘General’? I mean, we both know you’re not losing much there, but it’s symbolic, I guess.”

With as much hatred as he could muster, Fausto glared at the jaguar looming over him. The fact that he had lost everything was bad enough. The idea that his own men had turned on him with this much efficiency was something he could stomach, if only barely. But the fact that it was a woman - a BEAST of a woman - was too much. He could not, and would not, dignify this with begging. Even terrified as he was, he could NOT lower himself to that. Sucking in a breath, he spat at the jaguar. Carlos only just dodged it, the globule of spit landing somewhere on the table instead. “Go...Fuck...Yourself,” Fausto muttered. “Bitch like you...even if you’ve got a prick...only good for breeding.”

“No, I think you’ll find you’re describing yourself now.” Carlos shook his head. “And that little bit of spitting is going to cost you dearly. Fill this to the top!” he said, handing the syringe to one of the soldiers. There were wide eyes all over the room as the chosen soldier hesitantly pulled more of the formula into the syringe, to the point where the depressor actually had trouble fitting on the thing. It was a dose that was more than twice what Carlos had used on himself. Fausto could only imagine the changes that high a dose would bring, and none of his imaginings were good.

The soldiers spread his legs out even further, going so far as to pull them back towards his sides and chest, exposing everything around his groin. Fausto was helpless against his former soldiers, and with the all too aroused feline standing between his legs, things had taken a definite turn for the terrifying. The needle dripped slightly with the formula it had been dipped in, and he couldn’t help but follow the shining tip as it moved closer, and closer, and closer to his body. Carlos guided it down towards his legs, and Fausto gritted his teeth. He would not beg; he would not, would not, would NOT beg.

Suddenly the needle jabbed him in the thigh. Yelping loudly before groaning at the heat flowing into his blood, he almost missed it when Carlos pulled the needle out and jabbed it into his other leg. It looked...felt...looked like about a third of the syringe went into each leg...but what about the last bit?

He couldn’t stop himself from panting at the bizarre sensations running through his body, even as the jaguar leaned over him. The tip of the needle lingered over the head of the general’s cock, the very tip of the needle slightly red to mix with the purple formula. “I told you that you’d regret spitting at me, Fausta. Here’s a little taste of how.” The jaguar’s hand twitched, and the needle moved down, sinking into the flesh just under the head of the general’s cock.

His scream echoed through the room, and he nearly got his arm free from the soldier holding it down when he flinched. Despite the near success, another soldier leaped forward and grabbed him, keeping him pinned to the table, unable to do anything but stare at his body. Carlos grinned at him as he pulled back, the changes already speeding through his system as his pounding heart carried the formula through him at lightning speed.

The changes happened fast. Already he could see most of the muscle he had left under years of fat slipping away, only slightly consoled by the sight of the fat following suit. His limbs and his belly slimmed down rapidly, as though some vacuum hose had been slipped into his skin. It was eaten away so quickly that his belly and arms suddenly sagged as there was nothing left to support the stretched tissue, leaving him looking like a derelict old man who had lived far, far too long.

It only lasted for a moment, however, before the formula’s changes continued to transform him. Before his legs, both his belly and his arms turned tight and lean again, the muscles weaker than they had been before. Not to the point of helplessness, but he didn’t remember having so little strength since before he joined the military. It felt like even one of the other soldiers around the table could hold him down now; all four of them hardly seemed necessary anymore, particularly when he...he felt himself shrinking down.

He blushed as he realized that he’d already lost two inches of height, and he was still losing more. “What...what is this?!” Fausto shouted at the top of his lungs, looking up at the jaguar. “What is this doing to me?”

“Well, you are becoming a woman. Do you really think a real woman would be all that tall? Even a diminutive little maniac like you should realize that women are often a bit shorter than men.”

Heavens above, it was going to be like that? That wasn’t fair, that wasn’t fair at all. Fausto stared at his body as it shrunk. It wasn’t a huge change, but he could feel each and every little inch leaving him. Taking him from five foot eight to five foot seven...six...five...four...It didn’t stop, crunching his spine down, shoving his entire body into some contortioned shape that didn’t even look human. He gritted his teeth, fighting to keep from whimpering at the feeling, and it took all of his willpower to keep his teeth locked together. Even that probably didn’t do much to stop the sound, but he couldn’t live with himself if he didn’t try.

Finally, it stopped, and he looked down at himself. A whimper escaped his lips before he could stop it. He barely stood five feet tall, he was sure. So much height had been taken from him, and he still knew that more was going to happen. His arms were weak and puny in comparison to what they had been, and his stomach and chest lacked the muscles he’d had just this morning. The only thing that looked even a bit bigger were his hips, and they only were wider because everything that had been around them was gone.

Carlos reached down and patted his belly, furred paw stroking down. The claws made him shiver as they dragged across his skin, and he winced as the jaguar grabbed his flaccid cock. “Heh, I was thinking that we might get a good show when this disappeared, but now I’m starting to wonder if we’ll even notice the difference when you turn. You’re already half female; let’s get the other half started.”

No sooner had Carlos mentioned it than he felt it start. Fausto groaned as the heat of the formula focused itself in his crotch, making it feel like his cock was almost on fire. He threw his head back as something sunk into the tip of his cock from inside, almost like some sort of hook that grabbed the tissue before yanking hard. His screams no longer stopped by clenched teeth, they came fast and free and loud. He shook back and forth, knocking Carlos’s hand off of his cock from the violence of the motion, or at least, that was what he thought.

When he looked down, he could see that the full length of his cock was slowly sinking into his crotch. The head would pull back, making wrinkles run along the length of his shaft, before the bottom of it sunk into his crotch as well. For a second it would be smooth, and then the head would be tugged on again, shortening it anywhere from a half inch to a full inch each time. It was a nightmarish sight, almost like his cock had turned into some sort of super slow worm, and it was retracting into its burrow away from a predator. He almost wished that was the case. If it was alive like that, it meant it would come back rather than disappearing for who knew how long, possibly forever.

Bit by bit it sunk back into his crotch, until only the head was left. Even that continued to pull inside of him, the fleshy, spongy tissue slowly sinking into his crotch. Soon it was completely hidden by his pubic hair, making it impossible for him to see it, or even know if it was still there. Fausto groaned, wiggling against the grips on his limbs in a vain attempt to see if it was still there, wanting to touch, to feel, to reassure himself that some bit of his cock was still -

“Oh god...oh god…” Fausto groaned as he threw his head back, shaking from side to side as the strangest sensation he’d ever felt overcame him. He arched his back, throwing his hips upwards as it felt like something was digging between his legs, pulling the flesh apart as well as digging in deeper. It was like a worm, or a snake, or some kind of reptile that ate and ate and ate through whatever was in front of it. Not quite pain, but nothing comfortable, and he wanted nothing more than for it to stop.

It didn’t help when Carlos shoved a finger inside of him either. Fausto screamed again, the oversensitive flesh inside scraped by the jaguar’s rough finger, leaving him whimpering at the slightest contact. “Heh, look at that. I guess we can tell a difference from what you had before,” Carlos said with a smirk. “I’ve always said you were a cunt; now you really are one.”

“Please...take it out...take it out!” Fausto shouted.

“Heh, sure...but I’m gonna put something even bigger in.” Before Fausto could say anything, the guards suddenly pulled away, and the jaguar leaped on top of him. As the breath was driven from his lungs, he looked up with wide eyes. The barbed tip of Carlos’s cock pressed against his new opening as the feline licked his lips. “Let’s see if a little cat cream can’t speed up your changes, Fausta.” Still grinning like the cat that got the cream, Carlos pulled back, and then rammed forward. The barbs scraped freshly formed pussy lips and inner walls, and Fausta screamed bloody murder as his hole was savaged by his former lieutenant.

There was no mercy from the jaguar, no kindness. Fausto hadn’t expected any, but it was even worse than he thought. Every thrust came with a powerful grunt from the feline above, and a new flaring heat in his blood. The formula...the formula was still rushing through him, even as the jaguar ripped through the virgin barrier inside his body. His...her...his...her body, Fausto thought, attempts to hold onto her male side fading rapidly as the jaguar fucked her new pussy as hard as he could.

The fucking sped the changes along, and even as Fausto stared at the appearing and disappearing dick between her legs, she could feel the new changes running through her body. Her hips pushed outwards, bloating and engorging with new curves. A millimeter, no more, but a millimeter with every thrust from the feline, puffing out, making her more curvy, and giving the lieutenant handholds to keep fucking the former general with. The clawed fingers grabbed her there, and Fausto’s shouts got louder for a second as the claws sunk into her skin, holding her almost possessively.

It didn’t take long for her hips to turn feminine, and even the bones ground against each other as they changed shape, her new body adjusting to the new gender. It spread out from there, a little growth in the back end before heading up. Fausto forced her eyes open, forced herself to watch as the formula decided to turn her body even further female. The heat rose from her belly and through her ribs, until it settled right behind her nipples. And then...then she felt them begin to expand.

It should have hurt, but the most Fausto - Fausta - Fausto felt was a tightening, a tugging on her nipples. The pressure from behind made the skin sting like it was going to split, but it never reached the point where it was actually painful. She squirmed under the jaguar, trying to pull back as though anything might get her away from the transformation. Of course it didn’t work. All that resulted from her struggles was a firmer pinning from Carlos, and a brief burst of actual pain as the claws sunk into her skin for a second or two.

Slap, slap, slap went Carlos’s crotch against her pussy, and with each thrust, she could swear that her chest jiggled that little bit more. The skin remained tight, but her nipples were rising up, pulled upwards...or pushed outwards, rather, by the changing pressure in her chest. Just like with her hips, her breasts were growing in with each thrust from the massive feline between her legs. Wham, schlick went his cock into her pussy, and out bubbled a little more tit. She groaned, a little moan escaping her lips before she could stop it at the sensation. Her eyes went wide as she realized what she had done, and she looked away, biting her lips in an attempt to keep quiet again.

“Heh, looks like the little bitch is enjoying her transformation,” Carlos muttered between thrusts, his voice quiet but throaty, deep, grunting like a beast. “Don’t stop now...we’ve already heard you. Might as well get what you can out of this. Not like you’re going to be doing anything else for a while, you cunt.”

It was embarrassing as hell to admit, that the thrusts from the big cat weren’t hurting so much anymore. It was worse that the breasts growing onto her chest actually felt kind of good. Fausta hadn’t thought it would; she’d thought that it would be painful all the way through, and certainly the size change had. But the fact that she was starting to like it a bit...even the barbs that were grating at her pussy walls…

Oh shit, did she...she had just thought of herself as Fausta! She turned back to the jaguar. “What...what is going on...my head...I thought that this...just did the...body…”

“Heh, with the smaller dose. But I hit you with a big dose of the formula. Not to mention whatever the hell my pre is going to do with you; we’ve never tested the animal stuff on people in the middle of transforming.” Carlos laughed, one hand coming up and grabbing one of Fausta’s developing breasts. Another little moan escaped the former general, and Carlos laughed. “That’s it, moan for me, bitch. Show your superior some respect!”

The feline shaft was too big and too thick and just too present to ignore, not to mention how it made her scream and moan every time that it slipped inside her, but Fausta couldn’t take her eyes off of the developing breasts coming in. They were getting bigger by the moment, and soon, even Carlos’s large paw couldn’t completely cover the one he was groping. Jiggle, bounce, jiggle, bounce went her tits, each time growing just that little bit bigger, that little bit heavier.

Fausta wasn’t sure how big they were when they stopped, but they were big. They slapped her chest audibly as she was fucked back and forth on the table, and the feeling of their weight was almost painful, yet arousing at the same time. The heat left her breasts, but it went upwards, further up into her head. She screamed again, but this time, for a far different reason.

She was cumming.

The orgasm washed over her like a tidal wave, as shocking and surprising as it was powerful. Her entire body shook with pleasure, and Carlos ordered the men to hold her down again as she - physically - looked like she was having a fit. Her body spasmed and her limbs flailed, everything going haywire even as her nerves went crazy with the release of all the pleasure that had been building up behind the pain of a jaguar’s cock ripping her pussy apart.

But it was in her head that things were going crazy more than anywhere else. The formula had changed her body to a female’s, but it had more to do. The sheer amount, she supposed, was going to change her mind to as feminine as possible, and due to the formula being designed by a man, it had a very different idea of what a woman was than a woman might have. And there was so much of it that the formula spread back down her spine at the same time that it started re-writing the way that her mind worked. In seconds, Fausto the Dictator was gone. All that was left was the re-writing.

The formula down her spine was faster, however, and as she stopped flailing around, a small nub appeared at the small of her back. It pressed, pushed against her skin, and soon she felt Carlos rubbing it, a large smile forming on the big cat’s face. Rubbing, stroking her gently, the fingers encouraged the nub to grow, to push further and further outwards. The skin stretched around it, letting the bulge grow outwards for nearly four inches before the skin finally broke, painlessly, easily. Fausta groaned at the strange slithering sensation, feeling her new tail slide out from beneath her. It didn’t grow as fast as Carlos’s tail had. In fact, it barely grew at all, slithering outwards a few inches, maybe about a foot or so, before stopping. The fluffy fur on it tickled the backs of her legs for a moment before Carlos grabbed her legs and shoved them up, leering down at her as he got to fucking her again.

A tingle in her head, and she giggled a bit, a soft little laugh before he started building her pleasure again, his cock throbbing between her legs. It felt so...good, a small part of her mind thought, before the thought was obliterated by the feeling of his barbs again. She moaned, her toes curling as her tail pressed between his legs, the new limb swaying in pleasure between his legs and against his balls.

Changes, physical and mental swept over her. She felt a tingling itch around her thighs and crotch, soon explained by the sight of a creamy yellow fur spreading out from her skin, sprouting out from where the hair used to be. It was thick, but soft feeling, and it certainly didn’t seem to bother the up...the trai...the STUD between her legs at all. Fausta giggled again at the thought. Why would it bother the big guy? He was getting a nice pussy with a hot tight pussy for him to screw. No man would find that something to turn down.

A small part of her mind felt like that was wrong, and for the smallest of seconds, Fausta’s smile faltered. It froze, half there, as she thought for a second of why that could ever be wrong…

And then Carlos slammed in again, hard, and she arched her back as she slid along the smooth wooden table. The thought was gone, and so was the hesitation. She growled in pleasure as he rammed her hard, pinning her down with every little movement he made, his powerful muscles and his amazing strength were godly to her, and she couldn’t help but grin at the thought that this stud had chosen her for this bit of fun, to take his cock inside of her and that he had chosen to take her virginity.

The changes kept spreading, further and further along her body. The fur was the most obvious, covering her rapidly like a rising tide during the full moon. It almost seemed to crackle as it slid up her body, hiding what scratches Carlos had left on her, and giving her back a new sense of beauty. She grinned wide at the sight of it, and even bucked her hips back to meet the big cat’s cock, working to drive it in deeper and get more of the fur along her body. She wanted more, she wanted so much more. And he seemed so very happy to give it to her, every single one of his teeth showing as he fucked her.

As the fur covered her breasts, Fausta mewled softly, reaching up and fondling them, groping her tits as they seemed to grow even further. They kept jiggling beneath her fingers, bouncing from the rough fuck she was getting, but they were growing. A real pair of tits, she thought. Finally, she was getting the tits that a real woman had, big and bouncy and ready to get all the boys around for a hard day and night of fucking. Bigger, she thought; she wanted them as big as they could get.

Further and further it spread, and her moans soon changed as it covered her throat on its way up to her face. They deepened, but only slightly, maintaining a melodious sort of tone, a very feminine pitch, but underneath was a deep, growling purr. It throbbed through her at all times, vibrating underneath her gasps and eager pants. “More,” Fausta whispered, purring louder. “More...more cock…” she whispered.

Her request was only met with laughter, even as the change continued up her face. She could only barely feel her ears shifting, but her attention was drawn to her face, to the way that her nose was no longer head of her mouth, but meeting it, the two parts shoved together as her jaws crunched, ground, and shifted into a different position. Little points, almost like daggers pressed against the roof of her mouth and her bottom jaw before they got into the right position, and even then her tongue could feel the little points if she wasn’t careful. She groaned, one hand reaching up from her tits to her face, feeling the new features. Fingers brushed against whiskers, and she blushed a bit, the heat held in by her new fur.

Even as she enjoyed the feeling of her new mouth, she felt her hair growing as well. It wasn’t fur, but hair, running in surprisingly thick locks down the side of her face. Her hand moved to it, fingers running through the lengthening strands. They were soft, dark in comparison to the creamy yellow that covered the rest of her face, and she blushed at just how much pleasure the thought of thick, long hair brought her.

Of course, those thoughts were blasted out of her head again as her brain was brought back to her pussy, and the thick cock inside. Carlos never stopped pounding her, and she could feel him throbbing inside of her, his cock pulsing, thickening, almost twitching with need. His heavy balls slapped hard against her ass, almost like a spanking from how hard he slammed in, and she giggled again at the thought. She was a naughty girl, so a spanking was more than appropriate.

In, out, in, out went his cock, and the formula followed the beating time of his thrusts to start the last changes. Fausta watched as her legs were covered in fur, spreading faster than ever as the formula robbed her of the last of her humanity. The bones shifted, the knee pulling up closer to her hips, further and further, just like it had happened with Carlos. She could feel the change, and knew that even though it should hurt, it didn’t. The pleasure, the wet heat from her pussy...her cunt - she couldn’t think of it as anything else - overwhelmed everything else, and made her roll her head back with a wide grin.

Her ankles pulled upwards. She felt it more than saw it, feeling it creep up her leg. It was like her feet were being stretched rather than broken, pulled up until her toes were on their own, like her feet had been placed in some sort of permanent high heel position. The thought only made it sexier for her when she looked down and saw her new toes, wiggling and thicker than they had been before. Fewer, too, from five down to...to...to something less than five, whatever the number was. She didn’t care about numbers anymore anyway. All she cared about was cock. Cock. Cock and cum.

“Oooh Carlos, fuck me hard!” she mewled, even her voice having changed from the transformation from human to puma. She reached up, grabbing him with her arms, and pulled him close. “Cum in me...cum in me now…”

“Heh...your last order...General Slut…”

With a moan that she shortly followed, Carlos came in her. His cock throbbed hard, the tip almost seeming to expand a bit, the barbs getting bigger at least as he came. They scraped at her, and she yowled in mixed pleasure and pain, her cunt clamping down on him just as hard. She milked him, scraping herself against his cock, his barbs, even as he filled her up with his cum.

The heat of the formula surged to the puma’s head again, flooding the new feline with more of the pleasurable feelings of her orgasm...and as she blacked out, she felt some few little re-writes happening, some last little changes ‘fixing’ her brain to make her perfect.

#

Fausta’s life changed dramatically over the next few weeks. Despite the change the formula had wrought over Carla, now Carlos, the jaguar had taken the reins of power and now ruled over Amaqui. Sweeping changes and new laws appeared overnight, some of them good - including reversing various execution orders and instituting new means of protection - and some less so. The declaration of a draft to rebuild the army through experimental procedures with a special purple formula was one of those ambiguous ones.

Not that she really knew much about that. She was kept in the back of her former manor, and was locked up in a special cell. It was comfortable for her, and she was provided with as much food and drink and television as she might want, keeping her from worrying about the outside world.

She was even given all the cock that she wanted. Fausta never knew why Carlos was so nice to her; she had never been that nice to the jaguar. Still, she never said no, particularly as her body had changed to orgasm even more when a feline dick was inside her. The experimental procedures had made more than a few new kitty soldiers for her to fuck, but the rules said that they needed more, and the fastest way to get some pure felines were to breed them.

Well, if it meant more cock for her, Fausta was happy to volunteer. And she did, screaming and squirting all the way.

[center][b][u]The End[/u][/b][/center]