Warning: This story involves scenes of oral vore and graphic digestion. If this is not your thing then stop reading now. Also this story may contain spoilers for the movie Zootopia. You have been warned!

Disclaimer: I do not own Zootopia. Zootopia is the property of Disney.

A Wolf in Sheep's Clothing

Ug, my head; Judy thought as she slowly regained consciousness. Her eyes slid open and she blinked them a few times to clear her vision. A single bright light was cast down upon her from somewhere outside her line of sight. The rest of the room was dark, preventing her from making out any details about the surrounding area. The air was musty and carried the scent of mildew, which led her to believe the building she was in was likely old and abandon. A cool breeze danced across her fur, telling her that it was likely late in the evening.

She tried to sit up and grasp her head, but quickly discovered that something was restraining her wrists. She tried to move her feet and found that they were also restrained. She lifted her head and looked down her chest to take stock of her situation. She saw that both her wrists and ankles were strapped to a table, trapping her splayed out on her back. But that wasn't the most disturbing thing about her predicament. As she looked down, she noticed the bare fur of her chest and realized that she could feel the cool night breeze along her entire body. She was completely naked!

Fear crept into the corner of her mind, but thanks to her strict police training she managed to surpress it. Panicking wouldn't do her any good; She needed to remain calm. Besides, this was all probably just some elaborate prank set up by Nick to mess with her anyway; It was Halloween after all.

"Okay Nick, you got me. Very funny." she said into the darkness, receiving nothing but eerie silence in return.

Well so much for that theory. This was a bit much even for Nick. But who else would do this to her? As an officer of the law, she had likely made a lot of enemies, but which of them would have the time, resources, and motivation to pull something like this off?

"Well, well, it seems the little predator lover is finally awake." a familiar voice rang from behind her.

A face, framed in spectacles and soft white cotton candy wool leaned into Judy's field of view, wearing a smug grin.

"You!" Judy blurted in surprise "B-But how?! You're supposed to be in prison?!"

"Did you really think I'm the only one who's tired of living in a world dominated by predators?" Bellwether responded "Oh no, there are plenty of other mammals who are sympathetic to my cause."

"And you convinced some of them to help you escape." Judy stated, connecting the dots.

"Among other things." Bellwether replied, circling around to Judy's side.

As the sheep circled, Judy noticed that she was carrying a syringe filled with some sort of green liquid, the sight of which made her feel uneasy.

"You know, we could have done great things together you and I. We could have turned Zootopia into a haven for prey animals of all kinds. But no, you had to side with the predators!" Bellwether accused her.

"I chose the side of justice and decency!" Judy defender herself "You had no right to drug those innocent mammals. You put countless lives in danger and nearly tore the city apart over your petty fear!"

"You betrayed your own kind, and sent me to rot in prison!" Bellwether insisted, but her tone suddenly grew calm again as she continued "Though I suppose I do owe you a small bit of gratitude. I had plenty of time to think during my incarceration, and during that time, I had an epiphany. I realized that I shouldn't be trying to eliminate predators... I should be trying to be more like them." she stated, holding up the syringe "This is the culmination of months of research, the Super Predator Serum. With this, I will not merely join the ranks of the predators, I will surpass them!" she declared before giving Judy a wicked grin "Do you know what it's like, Miss Hopps, to be imprisoned alongside mammals who are bigger, stronger, and faster than you? Fearing that at any moment your life could end in one of their jaws? That is what I felt for several long months, and now I'm finally going to give you a taste of that same fear!" she announced, sticking herself with the syringe.

Bellwether cried out and collapsed onto all fours, her glasses falling to the floor and shattering. She took deep labored breaths as the serum surged through her bloodstream, infusing with her cells, and triggering an unnatural metamorphosis. Her soft curly wool grew straight and coarse; Her dainty hooves transformed into wicked sharp claw; Her snout grew longer as her straight flat teeth sharpened into vicious pointed fangs; And finally, muscles rippled and bulged across her form, tearing through her cloths as her body grew to incredible proportions. She rose to her feet, throwing back her head to let loose a primal howl as her transformation came to an end, turning the weak lean sheep into a powerful hulking wolf.

"Oh yes! You have no idea how incredible this feels!" Bellwether declared, he voice deeper, more guttural, and slightly distorted "No more weakness! No more fear! At last, I shall have my revenge against all of those who belittled me! Starting with you, Miss Hopps."

Judy watched in wide eyed horror as Bellwether underwent her beastly transformation. Even her experience on the force couldn't prepare her for this. She looked up in terror as the once small sheep towered over her, staring down upon her with hungry predatory eyes. Bellwether leaned her snout down, snuffling over Judy's exposed body, making her way up to the rabbit's neck; The smell of terrified prey was intoxicating. Her tongue lulled from her mouth, taking a long slow lick up Judy's cheek, leaving a trail of sticky saliva in its wake.

A chill ran down Judy's spine as Bellwether tasted her. Her breathing hastened and her eyes widened as she was gripped by mortal terror. What had come over her? She thought she had dispelled any lingering fear she had of predators. She interacted with them on a daily basis, both friend and foe. But this thing was on a completely different level. It triggered something deep within her; A primal instinct yelling at her to flee, to put as much distance between her and this beast as possible. But she couldn't flee; She was trapped, and completely at the mercy of the monster looming over her.

Bellwether ran a single clawed digit up Judy's body, enjoying the feel of soft rabbit fur, and causing Judy to tremble visibly at her touch. Seeing one of her most hated enemies powerless and cowering before her was even better than she had dreamed; It drove her wild; And for one thrilling moment, she lost herself to her predatory instincts. Judy's breathing hitched and her body petrified in horror as Bellwether's jaws opened around her neck, threatening to tear out the small mammal's throat. This was it; This was not some school play or elaborate ruse; She was in the jaws of an actual predator, one that wanted her dead. Tears streamed from her eyes as she silently awaited her grizzly demise.

However Bellwether resisted the urge to end the filthy rabbit's life. There was still so much she wanted to discover about her new body; So many new instincts and feelings to explore. She removed her jaws from Judy's neck, freeing the poor rabbit from her stupor. Judy gasped for air as she recovered from the shock. Her body resumed its trembling as she stared up at Bellwether with fear and confusion.

"In due time Miss Hopps. But first I want to play a little game." Bellwether explained.

Bellwether drew a claw back, making Judy cringe as she expected to be sliced open by the razor sharp claws. Instead she heard the tearing of fabric and felt the pressure relieved from her paws and feet as she was freed from her bonds. She slowly sat up and rubbed her wrists, finding it hard to believe she was actually free. As the confused rabbit tried to wrap her head around this turn of events, Bellwether leaned in close to whisper into her ear.

"Run." she said ominously.

"Wha- What?" She uttered, looking at Bellwether skeptically.

"I want to see you flee in terror before me; I want to experience the thrill of the hunt!" she declared.

Another chill ran down Judy's spine as she realized that Bellwether was not letting her go, that the demented wolf was merely toying with her. Still, if there was even the slightest hope of escape, she would take it. Now that she could properly scan the room, she spotted a dim light coming through a doorway. She got off the table and slowly backed towards the door, afraid the wolf would pounce on her the moment she turned her back.

"Better hurry Miss Hopps, every moment you delay, is moment my hunger grows." Bellwether warned her.

Judy backed up faster and faster, before finally turning around and breaking into a full sprint. She found herself in a dilapidated hallway, lit only by dim flickering ceiling lamps. She didn't have time to think or plot a course; Fueled purely on instincts and adrenaline, she raced down the hall. Spotting another dimly lit room up ahead, she hopped and twisted to the side, allowing her momentum to carry her she drifted into the room. It appeared to be some sort of storage unit. Tall metal shelves, filled crates and containers, were arranged in orderly aisles within the spacious room. Lighting was sparse, leaving a lot of blind spots and making the other end of the room impossible to see. She ran all the way to the back wall, only to be dismayed when she found no door.

A loud howl echoed down the hallway, causing Judy's fur stand on end. Panicking, she followed along the wall searching for any alternative means to escape the room, but continued to come up empty pawed. It was a dead end; There was no escape; She was doomed! Judy kicked herself mentally. Stow that talk, officer! You're Judy Hopps! You graduated top of the academy! And you don't know the meaning of the word "quit"! That self pep talk helped her recover the slightest bit of clarity. She could get out of this; She just needed a plan.

Bellwether came through the doorway, sniffing the air intently. Judy quickly ducked behind one of the shelves, pressing he back against it. She tried to keep her breathing silent as Bellwether prowled the room.

"You can run, but you can't hide. I can smell your fear." the wolf announced as she continued to track Judy's scent.

She followed the smell of frightened prey towards the back of the room, passing through several aisles of shelves as she went. As she neared the back wall, a loud creak caught her ear, causing her gaze to shoot to the right. She peered through the shelf into the darkness beyond, trying to ascertain the source of the sound, but all she saw was more shelves. More importantly, she didn't see Judy propped high between a shelf and the far wall, using her powerful legs force the shelf off balance. With a final forceful shove, the shelf tipped over its center of gravity causing it to collapse into the shelf in front of it and start a domino effect of cascading shelves heading straight for the monstrous wolf.

Bellwether was alerted by the sound of falling shelves, but she didn't react fast enough to avoid the tidal wave of debris crashing towards her. Judy watched as the abomination was buried under a pile of heavy rubble. She stood sentinel for a moment, watching the pile intently for any signs of movement. When nothing happened, she breathed a sigh of relief and made her way towards the door. Now she just needed to find the way out of here, then this nightmare would finally be over... BANG! Her ears perked up and her fur stood on end. No, it couldn't be... She slowly turned in wide eyed horror to look back at the pile of rubble... BANG! The whole pile shook. I-I-It wasn't possible, was it?... CRASH! With a bone chilling howl, Bellwether burst from the pile of rubble, throwing debris all across the room. B-B-But that was impossible! She would need the strength of an elephant to break free from that! Bellwether fixed her gaze on Judy, her eyes seeming to glow with bloodlust.

Once again Judy bolted from the room, back into the flickering hallway, with Bellwether hot on her tail. She sprinted to the end of the hall where she entered another dimly lit room, filled with examination tables. Judy leaped over the tables in her path, hoping they would slow the marauding wolf down, as she made her way towards the door on the other side of the room. However Bellwether was done playing around; She slashed through the first table, sending it flying across the room. Then tore the second table from its hinges and threw it towards the fleeing rabbit. The table flew over Judy's head, crashing in front of the door and blocking her escape route. She skidded to a halt to avoid slamming into the sudden obstruction, her panicked mind seeking another means of escape.

That one moment of hesitation would prove to be a fatal mistake as Bellwether raced up from behind, swatting the rabbit with the back of her claw. The force of the impact was so great that it sent Judy flying across the room into the far wall. Pain exploded from her spine as she slammed into the wall with devastating force, before she fell limply to ground, groaning in pain. Battered and dazed, she was reduced to a pitiful crawl as she desperately attempted to flee from the monstrosity hunting her.

Judy yelped as she was suddenly and painfully yanked up by the ears and pulled face to face with the beast. Judy stared into her captor's gaze; She saw no signs of intelligent thought left in those vengeful eyes, only malice and hunger. Bellwether placed a single clawed digit on Judy's cheek, pressing just hard enough to break the surface of her skin. Judy felt a sharp sting on her face as Bellwether raked the claw across her cheek, leaving behind a clean cut. Small rivulets of blood seeped from the wound, staining the fur on Judy's face. Bellwether leaned in close as lapped at the crimson fluid, shivering in delight as she got her first taste of fresh blood. Once again, her primal instincts took over. She raised her claw back and slashed forward, ready to gut the trembling hare. Judy didn't even blink this time; She had stared death in the face too many times today and was too emotionally exhausted to react. If she was lucky, it would be over quick... But the claw stopped just in front of her face, hovering mere millimeters away from her dilated pupil.

"No, being torn limb from limb would be too good for you." Bellwether said, recovering a small bit of her sanity "I want to make you suffer for sending me to rot in that prison. I'm going to swallow you alive and whole so you can rot in the pit of my stomach."

Judy couldn't believe what she was hearing. Bellwether couldn't be serious. That monstrous wolf couldn't actually swallow her whole, could she? Judy got her answer as she was hoisted up over Bellwether's ravenous maw. Her eyes drifted downwards, looking down into the glistening pink cavern of flesh below her. Once again she was caught in the grip of primal terror as she stared into the creature's abyssal throat, those slick rippling walls eager to consume her.

"N-No! You can't do this!" Judy cried out, trying to struggle free from Bellwether's grip. But the motion only served to place painful strain on her ears.

Slowly she was lowered into that pit of salivating flesh, her leg jerking up in disgust as her foot made first contact with the slimy tongue. But no matter how much she tried to scrunch up, her feet were inevitably fed into the eager maw, Bellwether moaning in delight as Judy's flavor brushed against her taste buds. Judy's feet were pressed together as they began to enter the tight confines of the throat, saliva working its way into her fur and between her toes. GULK! A sudden jolt pulled her in up to her knees. GULK! A second jolt up to her waist. In a panic, she grabbed the hinges of Bellwether's jaws in an attempt to halt her advance. She pressed with all her might, trying to pull herself free from the ravenous gullet, but the powerful throat muscles refused to give up their prize.

Satisfied that her prey wasn't going anywhere, Bellwether released Judy's ears, and took a moment to just relax and enjoy her meal. She ran her tongue along Judy's body reveling in the rabbit's succulent flavor, and slathering her fur in sticky saliva. Judy was scared stiff. She didn't even scream as the disgusting tongue slithered around her body. Her entire mind was fixated on keeping the rest of her body out of that greedy throat, fearing that even the slightest lapse in concentration would cause her to lose her grip and be sent plummeting to a hot and slimy grave. Her body practically oozed terror, a scent that Bellwether inhaled deeply. It was so rich, so potent; It took Bellwether every once of willpower she had to avoid snapping her jaws shut over the hapless hare right now. Still, she had her fun; It was time to send her helpless prey to where it belonged.

She used her tongue to tug at Judy's body, tormenting the teasing the poor rabbit as she tried to pull Judy into her throat. This was just for show however as her throat was more than powerful enough to subdue her trapped prey. GULK! Judy's arms buckled as her torso was sucked into the slimy esophagus. GULK! Her paws lost their grip, forcing her arms up alongside her head as she was slurped in up to her neck. Judy's face was skewed upwards, the room's dim flickering lights illuminating the sharp monstrous fangs of her consumer. The tongue once again slithered around her face, coming to rest at the bleeding cut on her cheek. Tears steamed from the horrified rabbit's wide eyes. This wasn't happening; This wasn't happening; She repeated to herself in denial as the jaws slowly closed in around her. Those fangs closing together like the prison bars of a cell that would never open again, until finally they clamped shut, sealing Judy away in darkness forever. GULK!

Heat... Moisture... Flesh; These things surrounded Judy as slid down Bellwether's throat. Muscles rippled and flexed rhythmically around her body, nearly crushing her with each pulse as they ushered her down towards her demise. Her ears were filled with the sounds of the predator's body. The rise and fall of the lungs; The pounding of the heart; And most ominous of all, the growling of the eager stomach. She tried to wiggle and squirm; Anything to slow her descent towards that accursed gut. But to no avail; The powerful throat muscles would not be deterred from their single minded task.

It wasn't long before her feet pressed against the sphincter of the stomach, halting her at the gates of hell. For a single fleeting moment, she was spared the horrible fate that awaited her. Her entire body tensed as she tried to prepare herself mentally for what was to come. But nothing could prepare her for the kinds of horrors she was about to face. The ring of flesh expanded, pressing tightly around her body as she passed through it. With a slimy squelch she was squeezed into the stomach chamber, her body forced to curl up on her back within the confined space. A blast of foul air hit her nostrils as soon as they entered the stomach, making her nose twitch in disgust. There was very little room to maneuver within the chamber; Slimy walls pressed in on her from all sides, oozing with what she could only assume to be digestive juices. This was a prey's worst nightmare! No, it was far worse than that! A normal predator would have killed their quarry before consuming it... but this... this was just... wrong! She was being forced to see things no prey should ever have to see!

"No! Let me out! Let me out!" she cried, kicking at the stomach walls with her powerful legs as denial turned to anger.

Bellwether breathed a contented sigh as she felt the squirming rabbit drop into her gut. She looked down at her swollen belly, able to make out slight bulges as its contents struggled within. It was a sensation unlike anything she had ever felt before, one she could easily grow to love. No sooner had she reached this conclusion, when she heard a muffled cry come from her belly, followed by a strong kick from within her stomach. It didn't hurt, in fact it was quite the opposite; Each desperate strike from her prey brought Bellwether great pleasure. However all the movement within her gut was stirring up something; A pressure building, pressing at her stomach walls and making her feel she needed to- BUUUUUURRRRRRRRRRP! A thunderous belch shook the room as she expelled the excess gas from her stomach.

Judy yelped as the stomach walls suddenly contracted around her, forcing the air from the stomach and her lungs. The burp lasted for only a moment, but left Judy shaken and smothered in digestive fluids. She could feel a tingle spreading across body as the acid began to break down her skin. The tingling quickly aggravated into an uncomfortable itch. She needed to get out of here now! With some effort, she managed to get to her feet. She pressed her head against the pucker at the stomach entrance with all her might, trying to force her way back into the throat. But the sphincter remained closed tight, refusing to give up its meal. Eventually her feet slipped on the slick stomach floor, sending her plummeting face first to the ground.

She used her arms to push herself up from the flesh, sputtering some disgusting bile that had gotten into her mouth. Her skin felt raw now, the cut on her cheek burning from extra exposure. And she could swear she felt clumps of fur falling loose from her body. She slumped against the stomach wall, pounding at it with her first.

"Please, let me out! I'll do anything you want!" she begged, her pride dissolving along with her fur.

Her pleas fell on deaf ears though. All Bellwether could hear were muffled cries and the gurgling of her own gut. She rubbed her paw over her stomach, savoring the feeling of prey squirming within. Even if she could've understood Judy, she had no intention of letting the poor rabbit out. This sensation was just too good to give up.

Judy was starting to feel her first dose of true pain. Her skin chafed and burned as the vicious digestive enzymes worked to break her body down into a nutrient rich soup. It was the most painful thing she had ever experienced, and this was just the beginning. The stomach walls grew more active around her, flexing and churning to aid in her digestion. They rubbed against her raw skin, grinding acid into her flesh, and tearing small hunks of meat from her body. She cried out in agony as white hot flashes of pain shot across her entire being. It burned! Oh dear Lord, it burned! She twisted and writhed as blood and flesh seeped from her body, forming a growing pool of stinging chyme at the base of the stomach. It was a hell worse than she could have ever imagined.

Judy's muscles sang out in unbridled anguish as they were exposed to the caustic digestive juices of the stomach. Judy's screams filled her hellish prison. Her body trembled and twitched in the throes of absolute agony, causing her wail and sob until her voice went hoarse. Once again she slumped against the stomach wall, having lost the strength to hold herself up.

"Please... Please..." She whimpered pitifully, pawing feebly at the stomach wall with the boney tips of her partially digested fingers. Tears streamed from the tortured rabbit's eyes as she sank into despair.

Why was this happening to her? All she had ever wanted was to make the world a better place. Was that truly so wrong? Did she really deserve to die like this? Wasting away in a pool of her own liquified remains? She dreaded to think what she must look like now. Her once slim and fit figure reduced to nothing more than a few hunks of meat clinging loosely to a flimsy pile of bones.

She couldn't dwell on the subject any longer, maddening pain driving all rational thoughts from her mind. Everything hurt; From the tips of her ears to the soles of her feet; Her body had become a prison of excruciating pain. With what little strength she had left, Judy tried to curl up, to hold herself tight in her last few moments of life, but her muscles were too badly damaged to function properly and only managed to twitch painfully at her command. It was just as well, the bubbling pool of chyme had reached up to her neck, leaving what remained of her body submerged in a foul cocktail of acid, blood, and dissolved flesh.

Merciful numbness finally began to wash over her as her internal organs succumbed to the potent digestive juices they were bathed in. Her head slumped down, sinking below the pool chyme. Any lingering thoughts she had were destroyed as caustic fluids flooded her skull chamber, putting an end to her miserable existence. She was no longer Juby Hopps, proud officer of the Zootopia Police Department; She was merely a hunk of meat; Food to be digested and used as fuel for a superior predator.

Bellwether smiled as she listened to Judy's muffled wails of anguish. To know that wretched rabbit was suffering, brought great satisfaction to the vengeful predator. This moment was everything she had hoped for and more. She wanted it to last forever, so she was a bit disappointed when Judy's screams finally died out. But she could still feel the hare squirming around inside her a bit. It was good to know the fun wasn't over just yet, but the whole experience had left the newborn predator feeling quite drained. She lied back against the wall, still rubbing over her rumbling tummy. She listened to the symphony of her stomach, mesmerized by its dulcet tones. Before she even realized it, the exhausted predator has dosed off to a deep peaceful sleep.

Bellwether awoke to find her vision higher above the ground than she was used to. She reached up to rub the sleep from her eyes and was surprised to see large claws rather than small hooves approach her face. Then it all came back to her; It wasn't just a pleasant dream; She truly had transformed herself into the ultimate predator, and as a bonus had gotten her revenge on that meddlesome Judy Hopps. She looked down at her stomach to find that it had shrunken greatly in size, having already processed its meal considerably. She felt a familiar pressure press against her chest before - BUUUUUUUUUUUUURRRRRRRRRRP! Along with the tremendous belch, the wolf ejected a rabbit's skull from her maw, sending it clattering across the floor, still coated in spittle and bile from her gut.

Bellwether crushed the skull under her foot, chuckling triumphantly as she shattered what remained of her foe. The metabolism of her new body was incredible! It had already broken down and absorbed the rich nutrients from her meal, increasing her already impressive muscle mass. She felt stronger, faster, and more energetic. She wondered just how far she could take this body. With a little effort, she could probably rule this city. And why stop there? There was a whole world out there, just waiting to be dominated by an apex predator! But such bold ambitions would have to wait for now. It was breakfast time, and she was in the mood... for fox...