Pillow 8 - No escape from The Lewd Land X

(Women into ¿¿??)*

(Sequel to: http://docs-lab.com/submissions/1711/another-night-of-fun-on-the-lewd-land)

A full moon - bright with an orange tint.

Gasping, moaning, sweat and heat.

Her lungs hurt, her feet too, to the left and right was the blurry light of the carnival, the lewd Halloween carnival. She stopped near a cotton candy machine, to catch her breath, wipe the steam from her glasses and the tears from her eyes.

Milly had come to The Lewd Land to celebrate Halloween with her friends, Nika, Laura and Teresa, a nerdy group of unpopular college girls.

They didn’t know what The Lewd Land was, hardly anyone knew before arriving, but it was in town, it was Halloween eve and they always followed Nika’s lead.

And now... her friends...

The lanky girl pushed her glasses up her nose and leaned round the corner of the cotton candy machine to inspect the terrain. She saw the main path through the carnival, noisy, flashy, suffocating despite the Autumn cold. People all over the place, stopping to check the stands or buy food... some entering the attractions... and coming out with blushing faces and odd expressions...

If they came out...

Most remained oblivious to those dangers...

Milly squinted and saw at the end of the long thoroughfare, the exit, her escape.

She was tired, but she had to make it...  but then something wet and slimy hit her shoulder, with a squeak she recoiled from the machine and looked up.

Her mouth dropped open, eyes widened with terror.

It was a cock one of many, hanging from the top of that machine. The slimy creature made of human penises gurgled, thick hard dicks that wiggled like tentacles. The poor blind thing wasn’t much bigger than a large dog and was stretching his many cocks towards the terrified Milly.

Milly hit the cloth of one of the carnival tents with her back, she watched speechless as the dick tentacles slowly moved towards her. There was a thick dense bush of multicolored pubic hair in the middle of the impossible creature, a pair of panties tangled around one of those sexual appendages... the biggest of the cocks, the middle one... it’s skin tone... It had a piercing and pony earrings in it’s foreskin...

In her mind’s eye Milly saw the chunky blond haired young woman, too confident for a nerd, smiling at her one last time before disappearing.

“Nika...” mumbled Milly, shaking her head as the dicks moved closer and closer.

To her face, her skirt, she could smell them...

A joyful playful voice in the distance shouted her name.

“MIIIIIIIIIILLYYYYYYYYYYYYYYYYY!”

“NO!” yelled Milly.

She slapped one of the penises and began her mad rush again. Towards the exit, towards the promise of escaping this nightmare. Her vision blurred by tears, she hit the chest of a roaming jock who laughed at her with his jock pals.

One of the jocks was licking a hotdog that looked just like a cunt in a very indecent way.

Milly pushed away the jock and kept running.

She was tired, scared, but feeling more of the second than the first.

As she ran her nerdy muscles seemed to gain strength instead of losing it, accompanied by a chillingly hot sensation that made her vaginal lips vibrate and her nipples shiver, but the young woman didn’t stop.

She shook her head in disdain, the blurry existence of the carnival to her right and her left. An oppressive force that dizzied her brain, the many things that neither her or her friends had noticed when they arrived became so clear.

The odd, sexually shaped balloons and toys and food, the provocative costumes worn by the carnies managing the attractions and the stands.

It was everywhere, but she hadn’t noticed until she had to confront the horror.

She crossed paths with an odd demonic creature, something between a woman and a male, with a big erection between her legs, pulling on the leash of what seemed to be a bitch-woman in the sense of being a half woman and half female dog, but only she seemed to find it odd.

Milly gulped.

Was there even a manager for all this hedonistic anarchy? Milly wondered.

Maybe this place just existed, consuming the sexual needs of the visitors, reshaping and mutating them to their desires in a perpetual cycle of lewdness.

That though made her pussy clench... and her feet fail...

She fell forward and somehow landed face up on the ground.

Gasping she looked back and saw her shoes, her feet, had changed.

“No, please...”

Bigger, larger... clown like...

The woman felt her muscles stiffening, saw the skin of her arms slowly acquiring a paleish tone... beyond that, near to a trash can, she saw a rat... with a mature woman’s face. The face of a gentle suburban mom attached to the body of a rat that was being fucked by another rat. Her tiny dark eyes looked at Milly, begging and panting before... before...

“Milly!” shouted Laura’s voice. “Thank goddess!”

Laura grabbed Milly’s arm and helped her friend up.

“Laura, oh, Laura...!” sobbed Milly, hugging her friend.

A wiccan looking woman, Laura was shorter than Milly, but fitter, her ginger hair tied in two pigtails, she shook her friend.

“Milly! Wake up!” she said. “This place is fucked up, it was a mistake to come here!”

“Y-yes... Nika... Teresa...”

“There’s no time for that!” shouted Laura in panic. “We have to leave first! If we want to have any chance of saving them...!”

At the rationality of the terror, Milly nodded.

“Right... Yes, we have... We have to leave...”

“Okay, just keep it together and follow me!”

Milly blinked, as a wiggling shadow came from the side and Laura was pulled out of her field of vision. She blinked once more before looking to the side and letting out a cry.

The cock monster had pounced from nowhere and tackled Laura to the ground She was struggling with slimy tentacles that slid all over her body, moving inside her clothes, ripping them.

“Milly! Don’t stand there doing nothing! HELP ME!”

Milly reacted, she grabbed Laura’s arm and pulled and as she pulled her own muscles swelled, but it didn’t matter how much stronger she was becoming... the cock tentacles were stronger still...

Clothes were ripped, Laura’s shame exposed as she was lifted and tied down by the penis.

“No! NO!” HELP ME! SAVE ME!” she shouted before the biggest cock penetrated her. “HEEEEEEELP MEEEEEEELGH!”

Another cock pushed into her mouth, Milly took one step back with her new large red shoes, covering her mouth, feeling her clitoris becoming stiff as she saw Laura being pumped by the cock monstrosity.

Laura cried and gurgled, while she was fucked in all her holes her body quickly changed, her limbs, her tits, stretched and became wobbly as fingers, toes and nipples disappeared, her shaved, filled pussy sprouted a bush that extended quickly in all directions, her pigtails fell.

Milly could fell with her hands as her nose became larger, rounder, but she was distracted from that when, near the end of the fucking, the cock in Laura’s mouth slipped out.

Laura’s anguished face looked at her from it’s position on top of the stretched neck that was on the top of her deformed body.

“You... Fuckin... Idiot... Help... MLEEEEEEEEEEEEEEEEGH!”

In an explosion of cum Laura’s face was gone, cum all over, pouring from the cunt her head had become, cum at the end of all the tentacles, the one that was her neck, the ones that were her limbs, her tits, even her crotch and rear.

The perfect partner for the dick creature, one made of vaginas, vaginas that were leaking cum, fishnets tangled around the new monstrosity, the largest and longest of it’s pussies had many piercings in it’s lips.

Milly watched as the two messes of sexual tentacles tangled one with the other.

She shook her head, stepping backwards.

“I... I’m sorry...” she mumbled.

Then that voice called to her from the distance.

“MIIIIIIIIIILLYYYYYYYYYYYYYYYYY! DEAAAAAAAAAAAAAAAR!”

Milly kept running, which was proving very difficult with her over-sized shoes.

Noisy clown shoes.

A clown nose on her face.

Her tears left streaks down the white greasepaint tainting her face.

She was turning into a clown, another one of the absurd and sick attractions in that landscape of hedonistic anarchy. And not just any clown...

It wasn’t just the makeup, it wasn’t just the clothes becoming comically larger and outrageously flashy.

“MIIIIIIIIIIIIILLYYYYYYYY!”

The voice was close, she ran faster and the faster she ran the stronger she became. Wider muscles that stretched her chest, flattening her breasts, a groan and a gasp as her chin became squared.

From bone, to muscle, to skin, to hair, she was changing and her baggy clothes had enough room for all of the extra flesh sculpting her body.

Milly could see the exit, it was right there, she was going to make it, she was going to escape, come back with help, save her friends.

A brutal pull in her groin, the crack of her hips, there was enough space in the clothes, in the baggy suspender supported pants, for the ballsack and cock that were made from her vagina. The long throbbing penis that sprouted out of her former sex was already totally erect, the tip poking out of one of the holes in the suspender pants, just like her abs and her muscular arms peaked through.

Her hair became like a wig of sky blue and soft pink.

And she crossed through the exit.

The girl smiled inside her head.

“I made it...” was her last thought.

The clown shoes stopped, a shadow covering the face of the tall tower of muscles that was the clown. He took the glasses off his face and squashed them into pieces, and then stepped over those pieces.

“Milly! You silly stud!” said the voice behind him. “Where are you going idiot?”

Slowly the clown looked back at Teresa, the clown lady with the ridiculously large breasts bouncing free and just a thong barely covering her too wide hips. She had large gloves on her hands, one hand on her hip, the other dragging the helpless mess of dick and vagina tentacles she had on a leash.

“I’m talking to you, you dumb himbo!” she said, puffing out her cheeks.

Milly just looked down at her, an intensely grim shadow covering his face, not even a hint of a smile... Teresa burst into laughter and patted the clown’s abs.

“AHAHAHAHAHAH! Ainsh, you are such a dummy!” she tiptoed and squeezed Milly’s clown nose which emitted a  high pitched honk. “Not a single though in your head other than sex!”

A deep voice came out of the clown.

“Sex...”

“Yes, yes, that one. Come on, let’s get back, the night is still young and we owe our wonderful public a lot woaaaaaaaaah! HAHAHAHAHAHAHAH! You are such a dummy!”

In a very stiff way Milly the Clown-man just grabbed Teresa the Clown-lady with one arm, easily carrying her under it back into the spooky carnival.

“Welcome! Welcome to you all!” shouted Teresa to the attendants joyfully, causing laughter in many of them, while she still dragged her helpless sexual tentacle pets. “Welcome to The Lewd Land! Come in! Have fun, fuck me, get fucked! It’s the best place in the world!”

Milly didn’t smile or say anything, he just carried his Teresa while subtly fingering her pussy, making Teresa happier and noisier.

Halloween had only just began, it was going to be great, first he was going to have sweet clown sex with his noisy partner, then maybe turn some helpless women into animal balloons... and after that... only the night knew…