For several minutes Rachael rested her tired legs, enjoying the sensation of having a big, pregnant looking belly. Her shirt was stretched to its limits over her swollen, d-cup breasts and the pressure was uncomfortable and erotic at the same time.
With a sigh she heaved herself up, remembering that the kittens needed to be fed.
At first she started to go to the kitchen to get some milk to warm up for them, but the feeling of fullness in her breasts made her realize that she already had plenty of warm milk. Just the thought was enough to make her nipples hard, poking up against the fabric of her bra and visible though her strained shirt. Eager to relieve some of the fullness of her breasts by allowing the kittens to nurse, Rachael went to the basement door and opened it. The sound of the door opening made the kittens start to mew hungrily, knowing that food was on the way.
Very carefully she put her foot on the first step, cradling her belly with one hand and gripping the handrail with the other. To prevent her belly from over balancing her she had to lean back, but even then getting down the stairs was a difficult task, taking her at least a minute, maybe more and it left her legs feeling tired. it wasn't that her belly was too heavy for her to manage, it was just that she wasn't used to it and needed to adjust for the change to her center of gravity. Between it and her large, milk filled breasts her back was starting to ache as well, making her decide that after the kittens were fed she was going to either reduce her belly or breasts, or maybe just lay down for a bit and rest. Difficult as they were was enjoying herself too much to want to be rid of them so soon.
Taking a folding chair from the corner she brought it over to the box of kittens and opened it up.
Impatient, the kittens squirmed and tried to climb the sides of the box, but having only just opened their eyes they mostly just fell on top of each other in an adorable squirming pile. The four of them looked up expectantly at her, their blue eyes wide. Three of the kittens were female and calico, the fourth was an orange tabby male and they were all so cute with their little pink noses.
Before squatting down to take them out of the box Rachael lifted her shirt up over her breasts and unfastened her bra, freeing her breasts. Warmth flushed them and her nipples tingled at the thought of the release that was so soon to come.
Slowly she squatted down and scooped up the kittens. As small as they were, she was able to take two in each hand.
At first they squirmed and mewed puzzled, wondering where their bottle of milk was until she sat down on the chair and put them on her chest. There they snuggled down against the warmth of her breasts.
Rachael saw that she would have to show them, so she took the tabby male and rubbed his little mouth against her nipple, the contact starting the first droplets of milk to bead on it. Feeling the moisture the kitten licked at it with his soft little tongue, which sent a jolt of pleasure through her. Liking what he tasted the kitten began to lap and suck, kneading her breast with his little paws. Warmth spread through her breasts and her milk began to flow in earnest. By that point the other kittens realized what was going on and began to lick up the milk flowing from her breasts. Since there were four kittens and she only had two nipples they fought a little bit, but she made sure that each got a turn.
Letting the kittens nurse was amazing, pleasure emanated from her nipples and filled her breasts with an almost orgasmic tingling. The feeling spread to her swollen belly and then lower still to her pussy, which was growing quite wet.
With great care Rachael unbuttoned her jeans and slid her hand into her panties to caress her clit. Closing her eyes she began to fantasize about her boyfriend playing with her breasts, taking her nipples into his mouth and sucking hard. She would let him drink his fill, nursing from her milk filled breasts, the swell of her belly pressing against him as he did so. Still fingering her clit, she brought her other hand to her belly to stroke and caress it, letting her fingers tease her popped out belly button and smooth, taunt skin, imagining what it it would feel like to have her boyfriend run his tongue over it. Juices flowed from her pussy and the warmth spread from its flushed lips to some place deep inside her. Abandoning her clit she began to rub her belly with both hands while unbeknown to her the kittens began to crawl down from her chest and over her belly.
Rachael imagined laying back down on the edge of her bed so that her boyfriend could plunge his cock into her aching pussy, filling it. She would wrap her legs around him, bucking her hips in time with his thrusts, her breasts heaving and bouncing. Lost in her fantasy she failed to realize that something actually was filling her pussy, pressing deeper and deeper into her. One after another the kittens crawled into her filling her pussy and going deeper to nestle into her womb. When the last one went in her pussy spasmed tight, causing her to orgasm violently, her belly and breasts heaving.
Finally the waves of pleasure diminished to the occasional blissful jolt. Spent, Rachael rested her hands on her belly, only to discover that the jolts of pleasure were accompanied by what felt like movement from within her stomach.
Opening her eyes she looked down and discovered two things, the kittens were gone and her belly really was moving.
Panicked she got out of the chair and tried to bend over to see if she could find where the kittens had gone to, but her belly got in the way.
There was only one thing to do, she had to go back up and shrink her belly and breasts back to normal. Once she found the kittens she would bring them back to their current size if still wanted to, but she had to find those kittens.
Half way up the stairs she had to pause as a shudder ran through her, starting at the base of her neck and running all the way down her spine. When it passed she could feel a strange heat in her chest and belly just below the skin, which she blamed on fear.
She made it to her room and was reaching for the chocolates when she caught sight of her reflection in the mirror. Her once blond hair had turned white!
No, not fully white, she realized as she took a closer look, there were patches of black and orange on the white - just like fur of a calico cat.
"Oh no," she gasped, her voice high with fear as she went closer to the mirror. Barely visible under the swell of her belly she could see that her pubic hair had taken on a calico pattern as well.
Another shudder like she had experienced on the stairs ran through her and the warmth on her stomach and chest increased. In the mirror she could see that three sets of little dark spots had appeared running down her belly and chest. When she ran her hands over them she could feel that they were raised. As she touched them she could feel movement from her belly, like something, or several somethings were moving inside her.
"No, this can't be happening!" she groaned, her voice rising high as another shudder ran through her.
Now she knew what had happened to the kittens, she was pregnant with them!
Trying to stay calm she went back to the chocolate box and took a white chocolate belly, popping it into her mouth and then taking several more in rapid succession. Her belly churned and shrank, but her hair remained calico patterned and the bumps on her chest and belly looked larger and darker, the skin around them starting to puff up.
"Maybe..." her voice wavered, "Maybe I need to do the breasts too."
Hands shaking, she popped a pair of white chocolate breasts into her mouth and watched her d-cup breasts shrink down to a c-cup. At the same time the rows of bumps on her chest became fully formed nipples, complete with areolas. Not willing to accept defeat she took another white chocolate breasts and watched as her breasts shrank down to a b-cup while the rows of nipples on her chest and belly rose up into a-cup breasts.
Was it going to take time, she wondered. Shaking she went to sit down on her bed only to have another shudder run through her. She could feel her hair tickling her ears and when she brushed it back she could feel that her ears had become larger and were set slightly higher up on her head.
"I've got to think," she spoke to herself, trying to stay calm, "Why am I still like this?"
Another shudder ran through her, this one bringing her new rows of breasts up to a b-cup to match her original pair. The feeling of them pressing against each other made all of her nipples perk up as a rush of warmth went though her pussy. Her juices started flowing and her pussy practically ached for attention.
"Oooh!" she sighed as another shudder ran through her, "Why do I feel so..."
Of course, the kittens weren't really gone, they were still in her, Rachael realized with a start. She was like a cat who had only just been impregnated, meaning she was still in heat. Maybe she had to give birth to the kittens to change back.
Anything was worth a try at this point, especially since when she caught sight of herself in the mirror she could see her ears sticking up through her hair.
As soon as she ate the first dark chocolate belly her pussy cooled and the urgent desire for sex left her.
Halfway to reaching for the next one another shudder ran though her, a sudden pain at the base of her spine causing her to jump up from the bed. Frightened she pulled down her jeans and discovered a little nub at the base of her spine, which she could feel stretching even as she examined it. She was starting to grow a tail.
The next chocolate had her belly bulging noticeably and her tail had worked its way out of her panties.
She was able to eat another chocolate before another shudder ran through her, bringing her to her hands and knees with its intensity. This one took a long time to pass, and when it did her feet felt different. Looking at them she discovered that her toes looked larger, her nails had grown slightly longer and when she stood up she could not keep her heels flat on the floor.
Two more chocolates and she felt that she was most of the way there. Her breasts, all of them, were starting to feel full and her nipples were starting to tingle like she was going to start producing milk at any moment, but the other changes had continued as well.
She was standing on her toes and her feet looked more like cat paws, complete with pads than human feet. her tail had continued to grow as well, now over a foot long and sporting a coat of calico fur. Her ears also stood on the top of her head, furry and triangular.
Rachael ate the next two chocolates in a rush, once again feeling the kittens moving within her.
This was it, or so she guessed. One more chocolate and she would be giving birth to the kittens.
She ate it and gasped, feeling the weight in her belly increase and the wiggling of the kittens intensify. Expecting to go into labor at any moment she dropped to all fours, arching her back and holding her tail high as she prepared to push. Instead a warm itch ran down her back and legs as fur sprouted on them.
Unable to help herself, she padded over to the mirror to look and saw that starting between her shoulder blades a thin line of calico fur ran down her back, widening as it went lower, wrapping around her hips and covering her legs. Her legs themselves looked mostly human until her feet, which perfectly resembled cat paws in every way other than their size.
"Another then," she squeaked, her voice taking on an odd mewing note.
Again the weight and size of her belly grew, but she felt no closer to giving birth.
It didn't make sense, her breasts were heavy and full of milk, she could feel the kittens moving, but other than that nothing.
After another chocolate she was forced to sit down. Between the weight of her belly and the way she was shaking with fear she doubted that she would be able to stay on her feel.
What was wrong?
Fighting back tears she ran her hands over her eight breasts and belly, which she cradled, feeling all of the kittens moving inside. It felt like there were so many of them.
That was when it clicked. After a certain point the chocolates had begun to increase the number of kittens rather than bringing her closer to giving birth to them. With that realization she was tempted to eat a few of the reducing chocolates, but since she had no idea how many she needed she decided against it. It would be too risky to prolong things. Wanting to get one last good look at herself in case the changes continued, turning her completely into a cat, she got up off of the bed and went over to her mirror.
Her face was mostly recognizable even though her eyes were yellow and slitted like a cat's and her nose was a pink cat's nose. She could also see that her lips had puffed up slightly and had whiskers sprouting from them, and when she opened her mouth she could see that her teeth were pointed like a cat's. Other than her ears there was no fur on her face, nor was there any on her arms, breasts or belly. All the fur seemed confined to her back and legs. Her hands had a hint of pads to them and maybe her nails were longer and more pointed, but other than that they were fine. She could still pick things up, which meant that she could write a note to her parents before it was too late.
Turning to the side she looked at the huge swell of her pregnant belly and the eight milk filled breasts running down her chest and belly. Her tail, a full three feel long, swayed to help her balance on her cat paws.
Hopefully she would give birth to the kittens soon and change back before she became a complete cat or her parents came home and saw her like this. Given the situation, she wasn't sure which would be worse.