Keith turns and looks at Caleb, a wild look in his eyes. Caleb turns to make a run for it, but before he can make it to the door, Keith tackles him, knocking the air out of his lungs. Before Caleb can crawl away, Keith rips open the back of his pants exposing Caleb's pale ass to everyone else.
Caleb closed his eyes trying to focus a spell to repel Keith's attack. Before he had a chance Keith pulled him up onto his hands and knees and spread his cheeks, exposing Caleb's tight hole. Keith dove into Caleb's ass, plunging his tongue in and out quickly.
"aww fuck" Caleb moaned. Caleb continued to moan as Keith ate him out, and his cock began to tingle. The others watched as Keith went to work on Caleb until Caleb's moaning reached a crescendo. Keith fell over exhausted as Caleb lay of the floor spasming in orgasm, a small puddle of cum visible between his legs.
The others walk over and move Keith to one side and turn Caleb over to check on him. He looks normal except his crotch, where his cock was there's now blank skin, though it seems exceptionally veiny and incredibly sensitive.
"What happened to me?" Caleb asks wearily.
"Well he ate your ass, and now your dick is gone" Jacob explained. Caleb reached down and was experimentally touching his now barren crotch, moaning with the new sensations coming from his every touch. Before too long Caleb has another orgasm, completely dry, but the veiny patch on hi crotch has begun to spread around the sides of his hips until it closes around his ass in the back, causing him to lose his ass crack. It spreads until everything from the waist to the tops of his thighs has been changed and now has a cylindrical shape to it. The changes progressed down Caleb's legs slowly merging them together into one shaft. Caleb's pants are pushed down and off as the changes occur. Once the changes reach the ankle, the shaft flares out and his feet turn into a large cock-head.
"Oh my god" Caleb pants, but before he gets to do much else he feels an odd sensation in the pit of his stomach. As he looks around he sees everything around him getting bigger, then he realizes that he's getting smaller. Caleb's world soon goes black as he becomes covered in the gigantic tangles of his shirt.
Caleb feels something grab his cock/legs and lift him up. He looks down his torso is now dangling from his cock, his cock now about 8 inches long and his torso 4 inches long. Steve, who is holding Caleb turns him right-side up. Hearing a noise everyone turns and looks, Keith is gone and one of the windows is now broken open.