Breasts of the Magi

Breasts of the Magi

By XXXecil

Vincent felt more than a little guilty. "I..I dunno guys, I, I shouldn't do this."

"What are you talking about man," said Derek, a quintessential computer-science nerd, and close friend. "These are Fae girls! They don't mind us watching!" He leered with tangible excitement into the crystal ball, on sale at Walmart, as the magics within it revealed an image to make any red-blooded man sweat. "C'mon Vince, it's just a matter of time before some no-nothing politician pushes some law through congress outlawing crystal balls and all other unregistered spying devices; we've gotta get our money's worth out of this thing!" Derek and the rest of the nerd-squad tittered with glee, for the retail-purchased crystal ball revealed the coveted images of the interior of the girl's shower; specifically the cheer-leader's shower.

"Yes! The image is getting clearer!" howled Jason, the scrawny mathematics major, as he hastily scraped the price-tag off of the shimmering, magical orb. Really though, Vincent couldn't look down on these guys; they may be the nerd squad, but he was certainly a card-carrying member himself. Inspite of himself, he saw clearly the images revealed within the glistening surface. Despite the mist, their slender, svelte frames stood out clearly amidst the soapy lather. They were tall, exceedingly so; the shortest was perhaps only an inch below 6 feet. But that was to be expected. And they were blond; their radiant tresses shimmered with an almost preternatural golden gleam. Well, except for a few with more silvery-platinum hair. Also common.

"Look at those boobs!" howled Derek, "No wonder they never wear bras!" It was true; fleshy globes of jiggling tit danced buoyantly amidst the watery spray, mounds of femininity bouncing naked in pneumatic defiance of gravity. The smallest pair only a little less in size than bowling balls. Their skin was deeply tanned, yet with strong sprinklings of what seemed to be sparkling glitter, as they should be. And then, one of the beauties turned her back to the pespective of the crystal ball, and her fluffy, feathery white wings ruffled, about the same wingspan as an albatross, seemingly much too small to carry the weight of a humanoid. And like most wings, they were unaffected by the water.

Ever since the Celestial Conjunction, some years ago, the face of female athletics had changed dramatically. With magic possible again, the races from the mystical Land of Fairy had returned to the Earth after a 500-year absence. And on Cheerleading squads across the country, the Valkyries were making their move, strutting their stuff. It seemed natural; the Golden Maidens of Legendary Valhalla proved to be even more enthusiastic cheerleaders than the elf girls that were common elsewhere. Valkyries were among the rarer fae creatures, but highly sought after; many had been awarded scholarships here at Madison University for this very purpose. After the stellar performance of the golden-haired, golden-bodied, sleekly muscled Valkyries, fluttering about with their heavenly wings, with bulging breasts straining the fabric of their skimpy uniforms, even the opposing team wanted Madison University to win. They had almost taken over the entire team; with only two humans and one elf girl besides them, perhaps as charity cases, some suspected.

They seemed to have an almost pathological hunger for male human athletes; not just because male Fae were so incredibly rare, the Valkyries seemed to have a primal need to seek out and mate with human warriors, whatever the century or circumstances. Despite their remarkable performances on the field, turnover rate for these girls was high; no matter what efforts were made by coaches, the golden fae creatures simply could not resist getting impregnated by the football team, or the basketball team. And the baseball team, and the track team, not to mention the golf team. Sometimes several at once; that was a sight!

But this, of course, was as close as these boys would get. These nerds were so extremely, well....nerdy, that even the normally libidinous fae would almost certainly pass them up in favor of more sanguine men. Valkyries scarcely acknowledged the existence of boys like them. Perhaps spying on them like this was a subtle form of revenge; Vincent however, decided against it. The others hardly noticed as he slipped out of the room, on his way up a few floors back to his own room.

He sighed as he passed the lounge on his floor, there was Brock Jefferson, jock-extraordinare, lip-locking with his girlfriend, a red-headed, human beauty, and a graduate student for the Thaumaturgy department, she had to be at least 2 years older, probably 3. But who could resist Brock? He knew someone who might be able to. Perhaps.


"Indeed Vincent, I shall be pleased to assist you in your research of the mythologies of Northern Europe." proclaimed the golden creature sitting on the bunk next to him.

"Please, call me Vince, and I do appreciate it. Mythology has become a lot more complicated recently; with magic and magical races returning to the Earth, it's hard to determine what stories are fable and which are history." It was true; after the Celestial Conjunction, Vince had immediately reread 'A Midsummer Night's Dream', wondering how much Shakespeare really knew.

The tall Valkyrie sitting next to him smiled sheepishly, and dragged her sandal-clad foot on the floor. "Well, many of the legends about Valhalla, are....perhaps...a bit embellished. You see Vincent, my ancient cousins, they did indeed spirit away warriors off of the battlefield, and....well...we used our healing magics to make them whole again, so that we might bear them off to the Land of Fairy, not so much because we appreciated their valor, but rather because we were just so very, very horny." That made sense, Vince thought.

"It was a perfect opportunity; after the carnage of battle, we were able to abduct the men we craved without anyone being alarmed, instead those that saw us thought we represented some heavenly reward."

"Hah! Sounds like a heavenly reward to me! This helps a lot, Valerie. My term paper should be much more persuasive now." For her part, Valerie batted her golden eyelashes; eyes blue as a frozen gem gazed mischeviously at him. Sitting this close to her really got his juices flowing; the Valkyries combined the best traits of California beach-bunnies with female fitness models, and the fact that he was about eye-level with boobs the size of honeydew melons didn't escape his notice either. It was surely his imagination, but through the fabric of her white tank-top, he thought he could see the indentations of erect nipples gradually poking through. He gulped audibly, while his heart raced.

"S-so, your squad will be performing at the half-time show during the Championship game tonight?" Vince asked, changing the subject.

"Indeed! We shall inspire the warriors of Madison University against the opposing force of Hillsborough college, it promises to be an epic battle!" She squeezed her hands together in girlish glee.

"Alright I'll....I'll try to make it. And....I guess I'll let you uh....get back to your football player boyfriend, or whoever he is." Vince mumbled.

"Oh no Vincent, I am not like most of my sisters. Truthfully, brutish and brainless thugs do not appeal to me. I prefer.....warriors of the mind, you might say. Someone to engage my intellect, as well as my loins." Surely she would notice the deep blush engulfing his face. He stood, looking sheepish and uncertain. Yikes she was hot! Well over 6 feet tall, and like many of her race, Valerie had a firm physique of toned musculature which did nothing to detract from the ripe femininity embodied in her jiggling tits, and her wide, womanly hips; which were enhanced more than concealed by her denim cut-offs. Did she like him as more than a friend? Why didn't she make a move?

"Well then, until later Vincent."

"Y-yeah, later."

And Valerie was gone, back to her floor.

Vince still was uncertain. The Fae were supposed to be unrepentent, irrepressible sluts. Their lewd behavior was an affront to human decency, and the wet dream of repressed, teenage boys. Why would Valerie talk to him so often unless she had some interest? He hadn't mentioned her yet to the rest of his nerd-squad, knowing the jealous reaction he would get. Did she mean what she said about not liking jocks? Why then, did she not make a move? Everyone he knew that had encounters with the Races of Fairy confirmed that they all seemed driven by a maniacal sexual instinct, they didn't even need to know the name of a man they found attractive. Any time a guy could get a Fae alone in his room, it was a guaranteed score. Of course, you didn't even need to get them alone, sometimes. Naturally, no bachelor party was complete without one.

"What's wrong with me? I must be the only guy on campus that got a Fae alone in my room without sex." Was this some sort of female mind game? Maybe, but nonetheless, Vince knew he should focus on his term paper.


Life on Earth was more complicated than Valerie suspected. She walked slowly down the hallway, by the lounge on the way to her own room. The buxom Valkyrie had learned the hard way that human emotions were confusing, often treacherous. She knew that she had to be careful when trying to attract a man.

She really was bored with slack-jawed jocks, and had been for many years. How then to pursue the men that truly piqued her interest? Ask any Fae, whether she's an elf, pixie, mermaid, or whatever how to attract a man, and the answer will be simple; all a Fae has to do is rip open her blouse, baring her breasts for the man she fancies. Then hurl yourself at him, pinning him against the wall, and so there is no room for doubt, thrust your hand down the front of his pants and find something to caress. The more thoughtful ones will remind you to kiss him deeply, and thrust your tongue into his mouth. Often times, this was enough. But this Valkyrie had been burned before.

It was her senior year of High school, and Valerie had her eye on the local Chess-team captain. He was dazzlingly brilliant, the thoughtfulness of his ideas and the depths of his passions caused Valerie to melt with lust. He was a skinny one, but few men were as tall and fit as the Maidens of Valhalla, and she didn't think it would be a problem.

After winning the county championship, She decided to reward him. His parents were away, so she hauled him into their bedroom, ripping off his pants as she went, amidst his shocked protests. She cast him upon the bed, tearing open her own shirt to thrust her ample bosoms into the warm light. He looked like a deer in headlights as she tackled him like a lioness in heat. Lost in her own lust, she scarcely noticed his protests at all, and he couldn't have stopped her anyway. Pinned beneath the tender gold of her pumping hips, he lasted longer than she expected, but still blew his load inside her quicker than she might have liked. Still, she enjoyed herself and was ready for another bout, until he shrank away from her.

Apparently, not all men liked to be ravished through brute force. Her lover felt diminished, less a man from the way she forced herself upon him. He wanted to be seduced, not dominated. Perhaps not all men felt this way, but Valerie would have to be more careful. Back with Vincent, her fairy nature told her to rip off her top, thrust boobs into his face, and pin him to his bed, that she might have her way with him. How she yearned to feel his long-repressed cock surging mightily inside her womanly folds! How sh- no. She wouldn't risk it. There was much she did not yet understand about human emotions. Until she gained a clearer knowledge, she shouldn't be so bold with her lusts. Besides, Vincent was a man; did not his loins burn each day with lust? Why has he never so much as caressed her sleek legs? If he craved her, why did he not try to accidentally grasp her breasts? He must be intimidated.

Almost reflexively, Valerie put a hand to her crotch, groaning with desire as she felt her folds moisten with her arousal. How long before she would feel Vincent's cock invading her inner sanctum? Her other hand rubbed an erect nipple. How long must she wait before his lips would tease her womanly globes? Panting, she grit her teeth, and turned around. And for a moment, she was a hair's-breadth away from storming back into his room, taking hold of him, and forcing Vincent to assuage her fairy lusts whether he wished it or not. But no; if there was one thing she had learned while on Earth, it was to delay gratification. She needed a plan, yes. She was smart enough; and she would use all her abilities to ensure that by the end of the week, she would feel sweet Vincent inside her womanhood, shooting hot gouts of his seed deep into her cunt.

She passed by the lounge on her way to the stairs and saw a red-headed human woman, sitting at a chair in the lounge, apparently asleep. Must have been pulling an all-nighter in preparation for some exam. A gust of wind from the air-conditioner propelled one of her papers in front of Valerie, and as she swiped it away...

"Hold! This....These are notes for a Minor Wish spell!" Her clear blue eyes lit up. The Valkyries could cast spells as easily as any elf, but generally her race focused on martial pursuits, rather than the finer points of magical theory. Few of her kind had access to magic of this power, and among the humans, by law only graduate students in Thaumaturgy were permitted to experiment with potent Wish magic. She could use this! There was a Xerox machine downstairs! She'd copy the page, replace it, and the slumbering human would never know! Giggling softly she scampered away, she could almost feel Vincent's cock even now!


She seemed so content; Valerie's roommate, an exceptionally busty forest nymph sprawled naked upon her bed, body entwined with that of her latest lover, some nameless human she met at a night-club. Even as the pair slumbered, it was clear that the boy's cock was still embedded in the nymph's ass, and a pair of pink panties hung from the lazily spinning ceiling fan. A box of condoms lay on the floor, but none of the units had been unwrapped, Fae hated birth-control.

The Maiden of Valhalla grumbled as she beheld the lurid scene, frustrated that so many men were intimidated by her mighty stature. Well, that's the way it had always been, but no more! Now she...well....was she sure she knew what she was doing? Wishes often backfired, and her original plan, to wish that Vincent became consumed with lust for her could lead to serious consequences. By altering his mind, he might no longer be the man she craved, defeating the whole purpose of wishing. Maybe...maybe she shouldn't tamper with him this way. Instead, she performed the incantation, and wished merely that Vincent should find the sort of woman he'd always wanted. If he truly had no interest in her, maybe this was best. After the sparkling motes of light faded away from the spell, Valerie produced her favorite dildo, burying it to the hilt inside her pussy as she fell asleep, whispering Vincent's name.


What was he going to do? Maybe he should just talk to Valerie, that could be embarrasing; she probably was playing some kind of weird, jealousy-inducing game with him, if she was interested at all. Vince took a walk to clear his head and...hey....wait a sec....there she is, that grad student....passed out on the lounge table...and is that what I think it is? It is! It's a Minor Wish spell! Just laying out here! He'd have to get a degree in Thaumaturgy before anyone would let him get his hands on something like this! It was only a minor wish; it wouldn't bring about World Peace or make him immortal, but it would be enough to have some fun with. Grinning at his good fortune, he ran downstairs to the Xerox machine before the grad student could wake up.

Minutes later, Vince was having second thoughts. Was it fair to turn someone into a sex-slave for your own pleasure? No, no, no....he was as red-blooded as the next guy, but he wouldn't be able to live with himself if he did that to her. No, this whole thing was a bad idea. He sat on his bunk bed as he finished the incantation, and he decided.....well.

"I wish to become whatever would make Valerie happy." A few sparkling motes of light appeared in the air, a sure sign of a successful casting, but Vince didn't feel any different. Which worried and confused him. Maybe the spell's a dud. It's just a bunch of hastily scribbled notes. Probably nothing special.


He was done with his paper, so Vincent decided to spend a bit of time browsing in the University Bookstore. Shirts, mugs, backpacks, all with the Madison U. logo caught his eye, but he had enough of those. Hmm....what's on the magazine rack....the usual Cosmo, Maxim, and....hold on...up there on the top shelf, yeah! There were the 'adult' magazines.

Hah! here we go again; once again Playboy was having a 'Human's only' issue, it was as if the new editorial staff felt the need to remind the public that human women were still glamorous and attractive. But as Vince glanced at the cover, he saw that the auburn-haired beauty preening and strutting had a faint, radiant sheen in her hair. Vince was sure that she had magically-augmented herself. Probably a magical perm, and while her breasts were within the range of normal human anatomy, what model didn't get herself magically firmed these days? The woman was human, but Vince was sure that she'd found a spell to boost herself a cup size or two. The temptation to augment oneself was irresistable to a growing majority of women. It was so much easier than the messy, agonizing, surgical boob-jobs of the old porn stars.

Oh look...someone left open a Penthouse. Their staff had no such illusions; the public craved the glossy, perfected bodies of the fae, and most skin mags delivered. A few new ones had sprung up over the years featuring nothing but the exaggerated anatomy of the fairy creatures that had joined American civilization. On more than one occassion, Vince had surreptitiously purchased a few issues of Spryte, featuring only pixie porn stars.

Hoping no one would notice, he couldn't help but take a glimpse inside at....ahh....there she was. A silver-haired elf baring all on page 20. She was known as Tatianna Tits, of the 4th Phane of the Leanan-Sidhe, and one of many fae that had plunged gleefully into the sordid world of adult entertainment. Though Tatianna was among the most famous. She seemed born for porn, and all accounts indicated that she planned on flaunting her impossible breasts for centuries to come. She was also one of the few porn-queens that regularly dated her fans.

Like all elves, she had pointed, upswept ears, and her delicate facial features looked as though they had been painted on with a calligraphy brush. Her gargantuan globes were only a little smaller than full-size Halloween pumpkins, with glossy skin the color of liquid alabaster, and Vince couldn't help but gulp. He felt blood rushing behind his ears, and to other places as well.

As if to complete her mystique of audacious sexuality, Tatianna had a large tattoo on her back, depicting a human woman ripping open her shirt as though to entice some man. That was when the tingling began.

Vince's vision blurred for a moment and he began to feel woozy.....disconnected....It felt like....well, the same as when your leg falls asleep from lack of blood, but all over his body. And then, as quickly as it had begun, the sensation was over, heralded by a throaty moan. And a new sensation.

Vince was cold, strangely if...his jaw dropped. No wonder he was so cold, he wasn't wearing his clothes! All he saw was a pink string bikini covering massive, buoyant boobs, sleek legs with the lithesome perfection of a Greek statue, and delicate hands with painted nails. He....He felt a thick mane of lustrous hair falling across his back. Silvery hair. Vince was a woman! What in... Other people had begun to stare in slack-jawed amazement; he wasn't sure if anyone saw his....his....transformation, or if they assumed that this gorgeous babe materialized out of thin air.

He tried to stammer out some apology, some explanation.

"Who's ready to score?" He shouted in a distinctly female voice. Wait....that's not what he wanted to say, why did he do that? A fumbling, awestruck sophomore with blond hair approached Vince.

"Y-you....I know you....I mean, I've seen you magazines..." stammered the sophomore.

Vince wanted to tell him he was mistaken, that this was just some weird magical mishap. His lips moved; "I think you've jacked-off to me long enough fanboy." said the female voice coming from Vince's lips. Which were now covered with glossy lipstick. He reached up and felt pointed ears, saw the impossible, gigantic boobs, the silky-soft skin, and he knew. I've become....I've turned into Tatianna Tits!

"Maybe it's time you tried out the real thing, instead of blowing your load on magazines." Said Tatianna, as she moved closer to the boy. No! This isn't what Vince wanted! He didn't like men! Gritting his teeth he prepared to take control of himself, and explain the situation. He'd say this was a mistake, he'd say none of this is what it looks like. He'd say that he had to get out of here.

"What's a girl gotta do to get a cock in her pussy around here!" She shouted. NO! That didn't come out right at all! This....this was... impossible, wasn't it?

Rough hands grasped at the mammoth mammaries before them, tweaking and teasing at the jutting nipples, barely held in check by the flimsy bikini, which soon was yanked away. Tatianna threw back her head and moaned with pleasure, her pussy moistening with the stimulation.

Desperately, Vince tried to think. Why was he acting this way? Even in a woman's body, there was no reason for him to like men! Well....he didn't, but Tatianna Tits, Elven Porn-Goddess did. Tatianna was a total slut. And he had become her. Was he a prisoner? A prisoner in his own body? Frantically, Vince tried to run away, escaping this situation.

Tatianna laughed musically, swaying her chest to watch her awesome juggs jiggle naked in the air. The pumpkin-sized globes wobbled with a fleshy grandeur far superior to the false, silicon tits of the 20th century, Tatianna was all real! And Tatianna had no use for clothing. The bikini was gone, and her nude form glistened with voluptuous splendour.

A security guard approached her from behind. "Excuse me miss, I know you're an elf and all, but we have laws concerning indecent-"

"YOUR COCK! MY CUNT! NOOWWW!!" Howled Tatianna, as she pulled down the denim pants concealing the blond kid's erection. '

"Now look here, missy, you can't just go around baring yer tits in public like-" But a gaze from Tatianna silenced him. She craned her neck and fixed the guard with her golden eyes, staring hard at him. The rent-a-cop felt something. When the elf woman looked at him, it was as though something snapped inside. A tidal wave of lust boiled up from the core of his being. Gone were laws, rules, and the needs of an orderly society. The elf had connected magically with the animal instinct within him. Now, nothing else in the universe existed except his throbbing cock, and the sweet pussy lips moist with nectar before him.

The guard wept happily as he buried his member within the female folds. A great burden had been lifted; his lust-clouded mind no longer gave thought to what his superiors, collegues, or his wife would think. He was free! Free to empty himself within the sweet cunt churning around his manhood. Blond-boy found soft lips and expert tongue encircling his hardening shaft of manmeat with a predatory speed. Tatianna Tits knew just how to tantalize him, prolonging his arousal as she stoked the fires of lust to a sensual inferno. Both men grasped frantically at her hanging boobs, the security guard all the more excited from his vantage point, seeing the lurid tattoo of a human woman exposing herself which was etched onto the elf's back.

Tatianna was an expert; she was interested in sexual magics even before the Conjunction, but now that she was free to roam the Earth, she had mastered many sorceries to enhance the experience. She ensured that the man in her pussy and the man in her mouth both came at the same time, and the Porn-Goddess eagerly slurped down the blond-boy's rich elixir as it spurted past her tongue, while wiggling her hips in delight as the older man filled her womb with his fertile reward.

In seconds, these men were of no more use to her, so Tatianna turned her attention to the rest of the bookstore. There were two women, one was a student worker, and the other was an older woman from the surrounding community. They stared in shock, uncertain what to do. But hard glances from the golden eyes of Tatianna broke their will, and unlocked the primal lust within both women. Moaning with pleasure, both of them began fingering themselves desperately, as the elf tore down their moral and rational inhibitions with her magical glare.

Tatianna examined the younger student worker. The brunette was barely a B-cup! Shameful in this day and age! Grasping the girl angrily, the elf forced an erect, golden nipple into her mouth, and in seconds, a creamy sluice of rich, enchanted milk began to flow into the human. The taste was exquisite, and the scrawny human moaned with delight, as she felt her own breasts tingling, bulging with magic. In seconds, the girl's sweater blossomed outwards as rounded spheres grew rapidly into E-cup bastions of wobbling titflesh. The front of the sweater darkened, as the girl's own milk came in full force.

While the human suckled her, The elf chanted another incantation, one that would make the changes permanent. After growing up with breasts barely as large as a peach, it seemed fitting that she should spend the rest of her life with melon-sized, constantly lactating mammaries. The girl sooned collapsed in joy, lifting up her sweater and milking her new boobs in wonder.

Grabbing a pink magic marker from aisle 4, Tatianna went around the bookstore, inscribing arcane runes upon the walls and floor, chanting all the while. Soon, the results of her efforts became apparent; a few seconds later two dark-haired freshmen and a blond, senior girl entered through the front, believing that they would buy supplies for class. Instead, the three were overwhelmed by a monomaniacal sexual frenzy, howling with desire while clutching their genitals. Clothing was soon shed, and an erotic sandwhich resulted, one boy thrusting himself into the girl's grateful pussy from the front, balanced by the other boy impaling her ass on his rigid rod from behind. The blond was soon covered with lovebites as she implored her paramours to continue indefinitely. Tatianna twittered with delight.

Soon, it was apparent that anyone entering the bookstore would become overwhelmed with a mating instinct more powerful than most humans could resist. A hulking, black athlete entered, unaware of what awaited him. Screaming with passion as the spell took hold, he tackled the 40-ish female clerk behind the counter. She was a little older, but she had a cunt, and that was what he needed. Even if the woman could have resisted him, she could not have resisted the fiery yearning that blazed within her own loins as the student happily penetrated her. The elf nodded happily, realizing that while this was not what the humans expected to happen to them, the tears of joy streaking down everyone's faces made it worthwhile.

In minutes, perhaps 10 couples filled the bookstore, writhing in the throes of irresistable sexual instinct. In the back, there were some threesomes laying upon piles of spilled textbooks. The jiggling, naked form of Tatianna stalked towards the store's exit. Well, there was more to see, and as long as she was in a college town, she might as well enjoy herself.

They tried to be careful; the administration of Madison University had been made well aware of the fact that iron was highly toxic to people of Fairy extraction. The metal disrupted magical resonances, and in large enough quantities it could prove fatal. Their commitment to diversity compelled the administrators to create a Fae-friendly campus, but sometimes accidents happen.

Such as now, on the door handle. They had covered the iron with a layer of paint, but with many students grasping the handle innumerable times every day, the layer wore off. Tatianna grit her teeth as the cold iron touched her skin. It stung a bit, but should not do her any lasting harm since- "YYEEAAAAAAH!"

Tatianna's body began to shimmer and glow! The air rippled with magical resonance! Soon, the figure blurred, and changed.....

"NH-HAH!!" He was back! Vince was himself again! He was fully clothed, with no trace of sexual fluids on his person. He panted for a few moments, disoriented by the rapid transformation. It must have been the iron on the door handle; it must have broken the spell he was under. Wow! For about 10 minutes, he really was Tatianna Tits! The longer the spell lasted, the more complete the change. He had her thoughts, her beliefs, her memories! At the end, he didn't remember anything about being anyone else. Amazing! What could have caused it? Was it...was it that Wish spell last night? Probably not, his wish had nothing to do with transforming into a porn star, but that was the last time he'd been exposed to any noticeable magic. Well, it was over with now. He suspected that no one had been paying enough attention to him to recognize him before the unexpected transformation, and probably they wouldn't remember anything except the inexplicable appearance of Tatianna Tits, Elven Queen of Porn.

He glanced at the entwined bodies pleasuring each other in the bookstore; soon enough someone would call 911, and they'd send over the Emergency Medical/Magical Technicians, who would break the spell. At least, they'd try to. Tatianna's porn magic was clever indeed, and Vince wondered if some of her enchantments might resist dispelling. No, surely not. A bit of cold iron could unravel fairy magic. Couldn't it? Vince believed so, and whatever spell had been placed on him was clearly gone now. Well, there may be a few magical pregnancies, but no one got hurt at least. Ah well, off to class then.


Well, Vince's report in History class had gone well enough, but still that transformation was bothering him; maybe he should stop by Health services to be sure that whatever spell zapped him didn't leave any lasting effects. Hmm...maybe he was just being paranoid; the spell was broken after all. And besides, he didn't want to miss Professor Lily's class. Vince was a History major, but he decided to take an Environmental studies course to fulfill his science requirements.

And he was glad he did; Dr. Lily was one of the first Fae to complete a degree program in higher education, and only a miniscule handfull had entered the natural sciences. She was a rare gem, and the administrators of Madison University were happy to snatch her up. Of course, the rumors were that she was just as libidinous, if not moreso as the most sex-starved nymphs. Her classes were predominantly filled with male students, all of whom practically seethed with desire as the erudite forest nymph jiggled into class. She seemed to always wear blouses that were several sizes too small; the vast grandeur of her perky bosom strained constantly against the confining cloth.

She made it known that the School was lucky that she chose to wear clothing at all, indeed; many Fae prefer to simply strut around in the buff whenever they can get away with it. And Vincent was not alone as he stared with furtive determination at the precious space on her chest, where the buttons of her blouse strained relentlessly, acres of warm cleavage visible. Lily had been reported to fly into rages whenever anyone suggested that she consider underwear. No, he wouldn't be missing that class.

Ah, he was back on his own floor, and...look; there was Derek, returning to the room they shared. Thoughts of the luscious forest nymph clouded his thoughts as he waved and greeted his roommate.

"I WANT YOUR COCK!!" Vince yelled in a sweetly female voice. Derek turned around, his eyes widening. What the...Why did...what was going on? He didn't mean to say that, and....and...why did Vince suddenly feel so....topheavy?

Vince was wearing a flimsy, white, button-down blouse concealing a vast boobscape made up by two globes only a little larger than volleyballs. Her vest and skirt were a bright, forest-green, and the slender perfection of her olive-tan legs had no need of stockings; even as her breasts had no use for a bra. Oh NO!!! Impossible!!! He....Vince was a woman? AGAIN!? He stopped short in fright, and a wisp of emerald-green hair brushed in front of his eyes. couldn't be... In the hallway by the rooms a mirror had been placed for convenience, and the mirror didn't lie.

Vincent Thompson had spontaneously transformed into Professor Lily; the forest nymph biology teacher! The same, heart-shaped face, eyes of deepest green, with an almost asiatic sweep to her features. Alright, this has to stop; Maybe Derek could help, Vince would calmly, and rationally explain the situation.

"I've come for your seed, Derek." said Professor Lily breathily, sashaying down the hall towards him, deliberately swaying her ample hips.

"M-my seed?" mumbled the scrawny nerd.

"The Fae require the infusion of fresh genes to go on living, Derek. We need human genes." A delicate finger unbuttoned the top of her blouse. NO! NO!! NO!!! This was NOT going to happen! Vince was going to take control of himself immediately. He reached deep inside, mustering every ounce of willpower, determined not to become trapped in his own body as he was before, He would NOT have sex with Derek! Never!! And he would tell him so NOW!!!

"I'm not leaving until I feel your cock inside me." Declared the lusty Fae, licking her lips. Okay....Vince was catching on....once again, HE didn't want any such thing, But Lily, a horny nymph that exploited her students in order to procreate with them did. It was his fantasy! It was clear to him now! The spell afflicting him was not broken, it was just....suppressed. With a rude shock, it became clear that every time he had a sexual fantasy, he would become whatever woman he lusted after! And, naturally, all the women in Vince's fantasies had a fiery craving for nerdy intellectuals. Next time, he'd have to fantasize about lesbian exhibitionists. But was it too late? It looked as though he would remain in this form until he touched a piece of iron to suppress the fairy magic.

Lily wrapped her arms around Derek, giggling girlishly as she thrust her tongue luridly into his gaping mouth. Fumbling with the keys, the dorm room was unlocked in record speed. This one's seed would give her many, clever offspring! Half-fae children to fill the Earth. It was Lily's grand design; she took it upon herself to singlehandedly save the dying Fae from extinction. Her smooth hands reached down inside the jeans and grasped Derek's rising cock, gripping it in her impatience to begin the mating.

Lily's mating dance was more than just seduction, her trembling tits and gyrating hips did more than merely excite the frustrated libido of her student/mate, the dance was in reality part of another spell, a complicated fertility incantation. If Derek had been cognizant of anything besides the small buttons popping and ripping away from the nymph's blouse, had he been able to focus on anything besides the bulging expanse of boob gradually revealing itself before him, he would have noticed what the animals were doing outside the window. A pair of cardinals fluttered around each other, both suddenly compelled to begin their own courtship ritual. On an overhanging branch, two squirrels tackled each other; this time of year they should have been worried about gathering nuts, but the aura of fertility magic overcame their normal instincts and brought them to a mating frenzy several months before their usual time. Anyone able to tear their gaze away from the tanned bosoms rising into view would have also noticed several couples of dragonflies, hovering outside the window, mounting each other. But as Lily raised her skirt, revealing her disdain for the very idea of underwear, Derek was oblivious to the outside world.

Well, Derek was indeed glad that he'd signed up for Professor Lily's class. As a computer science major, he had virtually no interest in environmental biology, but all his friends insisted that it was well worth it. He was beginning to understand why. And finally, came the precious moment when the nymph's breasts came into view. Olive-tan, gravity-defiant, bowling balls of female splendour. The throbbing lips of her twat dripped with the honeysuckle juices of her arousal as their groins collided together. From his howling yelp, Lily knew that her magic had succeeded in canceling Derek's intellect, just as she had suspended the normal instinct of the animals outside. Humans were much more agreeable once you got their minds out of the way.

Yes! The boy snarled and threw Lily onto the bed, overcome with the urge to procreate. Lily's eyes noticed something, something she would have to be mindful of; the beds in the dorm had frames that could be stacked together on top of each other for convenience, they were made of iron, and she noticed a small, iron screw right beside the bed. She would have to be extra cautious in avoiding it; even a small amount of iron interfered with fairy sorcery.

While anything but a blushing virgin, every rut stirred her blood almost as much as her first on Earth. The boy thrusting himself inside her moist folds had unleashed years of sexual frustrations; a lifetime of pent-up lusts he was now able to vent inside the quivering cunt enveloping his member, as the pair relentlessly drove each other to orgiastic frenzy.

She lived for this; the nymph was far older than her youthful visage appeared to be, and she knew that she had no desire for the normal stability of the mated pair; in order to proliferate her race, she knew she needed to bed as many young studs as possible. She yearned to be pinned down by a virile young stallion, to breed her and fill her with the spurting warmth of his eager sperm. And that was what she had found. Her dainty feet curled and tickled the muscles of Derek's pumping ass as she adjusted her open thighs to be as receptive as possible to the thrusts of her student/stud.

The boy's hands kneaded and fondled the yielding mountains of fairy boobflesh that loomed before him. She giggled beneath the kisses he lavished upon her rosy nipples, realizing with a start that her mate had never gotten this far with a girl before. His trembling, fawning lust brought a trill of pleasure from her ripe lips. She relished the desperate desire of frustrated nerd-types. And as her drooling slit and writhing legs entwined with Derek, she was able to bond with him empathically, to the extent that she felt his yearnings, and shared his joy at their glorious mating. The frenzied delight he felt, as he raised himself up, tightly grasping her breasts, as he slowly and deliberately ejaculated inside the inviting depths of her inner sanctum. She had told him that she wanted his seed, and he gladly obliged. His thighs seemed to hurry the sperm onward, propelling his manly gift in the moistness between her thighs with a throaty howl.


They just didn't understand. That's why Lily had to be relatively clandestine in her exploits with her studs. The administration STILL insisted that it was somehow unethical for a professor to breed with her own students. So she would have to be discrete. And that was the problem; she had a spell that would multiply Derek's libido; giving him a monstrous sex-drive with an enhanced cock to match. She fingered his now flacced dick with a still-smouldering hunger. Her idea of a good weekend was to lure one of her students home with her, where she would use her fertility magic to turn the boy into a slavering stud-slave; to pound her pussy for 48 hours straight, bathing her womanhood in hot jizm. But the risk of discovery was too great!

How she yearned to magically augment her male students! To dismantle their foolish moral and ethical inhibitions and unleash the mating instinct civilization tended to supress. But her best spells were usually permanent, and it woud raise too many questions. Her rosy lips encircled Derek's limp manhood as he snored contentedly. But despite her best efforts, 4 orgasms proved more than the boy could handle; she simply couldn't get his overtaxed body to respond. Unless she used her new spell. It just wasn't fair to her! Always sneaking around, luring students into her office under false pretenses. She deserved better! She deserved at least one household stud! As long she didn't go overboard, she could probably cover her tracks and keep her career. Yes, Lily had enjoyed Derek's performance. While certainly not the most muscular of men, the nerd had a keen intellect, which Lily wanted for her own brood of magical children. She wanted a boy at home with her! To fill her cunt whenever she wished! She deserved at least that much, didn't she?

Taking a deep breath, Lily prepared the incantations that would turn mild-mannered, occassionally peeping-tom Derek, into a raging sex-fiend. He would live to impregnate her with half-human offspring. But that's when the touch came. That's when the small screw began rolling from where it was beneath the bed to where Lily sat on her knees before naked, unconscious Derek. Brief contact with iron didn't do any real damage, but even in trace amounts the metal was an irritant, and Lily frowned with annoyance as she felt the sting of the object against her bare, fairy skin. frowning, she-

"NEAYAAA-HAAAH!!!" Lily's body shimmered and wavered! Sparkles of magical energy filled the air as her shape blurred....twisted....morphed....

"GEAAAH!! *PANT*!!" He was...He was himself! Vince was on his knees, but he was just as he had been before, wearing his previous clothes. No trace of his illicit coupling remained. Wow! He'd never heard of anything like this! Everything, down to his very thoughts had been completely altered! Just as he had become in body and soul Tatianna Tits, seconds ago he had truly been Professor Lily. All her thoughts, feelings, and lusts had filled his mind! Now at least, he had his answer. The magic was suppresed, but it would return every time he had a sexual fantasy about any woman! He would become her until he touched iron again!

Worse, Professor Lily, and likely any fae would naturally shy away from iron, and he had no control over himself after the change! Until he found a way to break this spell forever, he had to find- AHA! Simple. He took the iron screw, and worked feverishly over the next few minutes to tie the screw to a leather string he could hang around his neck! Now, he would be safe! And if anything did go wrong, he hoped he would be fantasizing about lesbians.

"NNNhmm..." moaned Derek. "You're never going to believe who was just here, man..." he said lazily.

"You'd be surprised what I'd believe these days." Vince replied.


"Buncha posers, think they're so high and mighty, just 'cause they've got fairy cheerleaders." Mumbled Butch Tanner. Well no more, Hillsborough University wasn't about to lose the Championship to the Madison Magicians; and he'd paid good money for the keys to the locker room for the much-vaunted Valkyrie squad of cheerleaders that M.U. was so proud of. The friendly competition between their two schools was about to become...well....hilarious!

"Can't wait...*SNICKER*....when the crowd sees this!" he had a brief window of opportunity, and he snuck into the locker room, with a nondescript aerisol can. He popped the cap, and left it up high, where it immediately began to spray a fine mist all over the entire room. The potion inside the can would make the half-time show veeeerrry interesting! When the fae girls came in to get dressed, they would all be exposed!

"HAHA! No one'll get hurt, but they'll be talkin' about it fer years!"


Well, Vince knew he should go to Health services, but the iron screw around his neck would protect him. He smiled confidently, and prepared to leave so he could make the game and watch Valerie in the half-time show; he said he'd be there, and he needed to leave now. He had no worries; the entire female swimteam practicing topless in front of him wouldn't trigger the magic now! A parade of naked nymphs during the school's 'Fae Pride' day wouldn't threaten him. Still, he tried not to dwell on such thoughts.

Sadly, Vince was unable to persuade any of his buddies to accompany him; most of them had little appreciation for football, prefering Star Trek, and Dungeons&Dragons to most organized athletics. Derek in particular, for obvious reasons could scarcely marshall the stamina to get dressed, much less go to a game. Even the enticement of watching the golden flesh of the Valkyrie cheerleaders was not enough to persuade them, Jason merely held aloft the crystal ball from Walmart and chuckled mischeviously when Vince asked him.

Well, to be honest, Vince wasn't much different. He'd never really had any noticeable athletic talent, and he still felt a bit guilty about spying on the Valkyries during their shower. Nonetheless, he too was more enthralled by cerebral entertainment. So.....the first half of the game didn't interest him a great deal. He sat in the far, upper left corner of the Fae-friendly aluminum benches in the stadium as the game dragged on.

The Madison Magicians were down 14-21, as the Hillsborough Vikings arrogantly strutted across the field, and congratulated each other on their performance. Vince didn't really care; he'd brought along some textbooks to go over in preparation for his mythology test next week. The minutes dragged on...and on...Vince, totally focused, and largely isolated in a remote corner of the stadium managed to filter out the dull roar of the crowds for the most part.

"Hmm...lesse....need to go over the gods of Ancient Egypt...." He closed his eyes and tried to recall the details from memory. "Hmm.....Osiris.....father of Horus.....uuhm...each Pharoah became the manifestation of Horus while alive.....mmm....then each one became the manifestation of Osiris after death...hmm, actually I don't quite understand that very well." He scratched his head, then scanned his textbook again.

"The next one I have to the Early dynasties she was represented as a lioness...later on as some sort of humanoid cat-woman. Hmm...if there was magic in existence back then, you have to wonder how much of that was real history. her cult city of Bubastis, there was an annual festival in which the worshippers would get drunk and have free sex all night. Hah! who knew going to church would be such fun! and cat-women all night, that sounds like a....a....oh no.." He felt it. In his pants, an erection! The thought of cat-women and free sex awakened his libido and....oh no....there was the magic! Surrounding him! But, it didn't matter; he could resist the magic; the iron screw he had hung around his neck would disrupt any spells affecting his person! Still, his hand blurred....shimmered....and his body trembled as the magic struggled to transform Vince into his own sexual fantasy!

"No...worries...YAH! I-I'm tw-twitchin all over...the m-magic is trying to ch-ch-change me...but I...."


WHAT! NO!! As Vince's body shook, the knot he'd made on the flimsy piece of leather had come loose! The iron screw tumbled down beneath his seat. "NOO!!!"


"I AM IN RUT!" snarled a feminine voice that carried with it an undercurrent of feral menace. "TIME....TO FIND A MATE!!" snarled Vince, except that he wasn't Vince anymore. Had he any control over his own motor functions, he would have gulped in fright, feeling his new body. There was the almost familiar weight of gigantic breasts swaying from his/her torso was different; the center of gravity on this body was low...strangely low...

This new outburst got the attention of the surrounding spectators a few seats away, and as they turned to face the disturbance, as jaws dropped, eyes widened, and cocks hardened.


Whether in the 10th or 21st centuries, the Valkyries were doing what they did best; rousing human warriors to greater feats of strength and valor. Their routines had done just that, during the beginning of the game, but now the floor was theirs. Ignoring the tingling burn in the front of their uniform tops, the statuesque Valkyries began a complicated and well-rehearsed routine of leaping, swaying, and prancing all to the tune of Wild Thing, over the loud speakers.

Valerie felt an unusual weightiness on her chest, but continued to thrust her pom-poms and smile broadly regardless. The Valkyries; with their magical, feathery wings were capable of maneuvers that no merely human cheerleaders could match; aside from hurling one another into the air, the flaxen-haired fae girls could flutter their wings and remain in flight, creating ample opportunites for a whole new spectrum of formations. Well, flaxen-haired except for the team leader, Helena. Most of her race were golden of hair and body, but a small percentage of Valkyries had silvery platinum hair, and pale skin with the appearance of silvery glitter.

Helena tossed Valerie in the air, and she was about to begin flying about just as they had rehearsed, but...but the heaviness! Sure enough, her tender globes of boob, once no larger than honey-dew melons were creeping outwards, inflating and expanding at an ever more noticeable rate! Why...if this kept up...her girls would be the size of basketballs in 30 seconds! She gulped, but nonetheless struggled to continue even with the increasing burden of gravity.


It was the smell more than the growling that alerted Butch. Just as he was finishing up his Gatorade in the locker during Half-time, it began. If it had been only his eyes that deceived him, he might have ignored it. If he had heard the sound, and nothing else, it would have meant nothing. But seeing her, hearing her, and smelling that curious scent confirmed the reality.

There, slinking in the door was....a woman. Well, something like a woman. The creature was a pure sex-kitten, in every sense of the word. Her face was vulpine and feral, yet at the same time temptingly gorgeous. Her ears were pointed, but she was not like the elves that Butch had seen earlier; for their were tiny tufts of fur at the edges. Like the rest of her. The lean muscles of the woman-creature moved gracefully beneath supple skin covered with a fine layer of downy fur, the sharp contrast between the reddish and black areas created the distinct impression stripes?

Growling savagely, the creature-woman rose, revealing the full splendour of six, jiggling, rosy-tipped breasts; each easily the size of a bowling ball. Lightly clawed fingers ran up and down this awesome rack, while the snarl of passion that escaped her red lips seemed suddenly anything but hostile. With a swirl of her reddish hair, the cat-woman turned her back, and ass to Butch. She raised her hips, flexing the steely muscles of her tight ass, displaying plainly the engorged lips of a sopping cunt below a swishing, catty tail. But the smell!

It was a dirty, animal scent. The kind of sweaty musk that one used deodorant to conceal. And yet....there was more...the burned in his blood! Butch could feel his pulse racing as the scent entered him! It was her cunt. Bending over, he sniffed the air, detecting that savage, animal aroma exuding from her moistening twat. It was chemical communication; the scent of instinctive lust, clouding his consciousness with the yearning for sexual release.

"Hey Butch, what about those cheerleaders? Ya think-" But that was when the others noticed her, when Butch's teammates detected the scent. There was no need for words, no need for sound at all beyond the creature's throaty growls of animal lust. The scent was enough; from the way their bodies reponded, from the throbbing that soon overtook the loins of all the football players, the message was clear: This magical creature was ripe and ready for mating. She was a bitch in heat, and she needed strong, virile males to fill her cunt with seed, that she might fulfill the savage demand for procreation that burned in her blood.

The cat-woman arched her back in front of the gathering males, displaying proudly her full rack of feminine breasts, waving them from side to side as if her prospective mates needed reassurance of her fertility. With a graceful leap, she alighted on one of the polished wooden benches in the locker room, on all fours that she might bear her shapely ass before them. With widened eyes, the athletes could see her swollen netherlips, dripping with pungent juices, as they throbbed before them. The odor was overpowering! Unable to restrain himself, Butch bent over like the dog that he was and licked the moist cunt arrayed before him. The tangy flavor augmented the fires of lust that racked him as magical pheromones propelled him, and the rest of the boys to heights of libidinous frenzy mere mortals could scarcely imagine.

The she-beast screeched at this wet intrustion, as her pussy throbbed ever more intensely while she raised up her shapely posterior even higher. Those experienced with cats would know that when one swished her tail as this creature was doing, it was a sign of nervousness, or distress. Indeed, the mewling wail the cat-woman issued after that also bespoke of her discomfort. The poor creature was suffering; her lust so powerful that she would be unable to rest unless a man could fill her womb with offspring. They knew that she needed many, many men. Many cocks in order to be absolutely certain that one of them could successfully impregnate her. A locker room full of college football players seemed like a good place to start.


"The show must go on," Valerie told herself. As she twirled and danced for the stadium spectators, all the while attempting to maintain her confidence. It was her tits. She had never been dissatisfied with them; almost none of the Valkyries were, and yet some malicious spell had set the entire team to blossoming as though puberty had come again.

She smiled, but feared that the firm, six-pack ab muscles exposed by her tank-top might yet become obscured as boobflesh expanded beyond the melons they had once been. And that self-same tank-top grew ever tighter against her chest as she flung her pom-poms.

For their part, the crowd oow-ed and ahh-ed, not yet aware that the cheerleaders were in distress. They were mesmerized by the whirling curtains of blond hair, the deeply tanned skin sprinkled with what appeared to be golden glitter, melded with the robust power of statuesque musculature. Gradually, Valerie could feel the already over-taxed material of her white and gold top beginning to strain; the fabric hadn't been customized for the greater demands of fairy anatomy! It wasn't nearly elastic enough to accomodate the prodigious mammaries of nearly all fae. They'd made such great gains in winning acceptance, but sadly, the popping and ripping fabric barely covering Valerie's golden globes had clearly been manufactured for human use.

Helena, the silvery Valkyrie and team leader did the splits after a high leap, and her now pumpkin-sized whoppers created a noticeable rip in the front! Her smile faded; if they continued the routine, in mere moments the clothing would fail them! Helena had no idea how far the spell (whatever it might be) would go! Maybe....maybe they should seek help.

"W-We might be in trouble!" she stammered, her frightened posture breaking the harmony of the practiced routine. But Valerie leaped (quite literally) to the rescue.

"Nonsense! Nudity is when we're at our best!" She proclaimed in the midst of a slithering maneuver wherein she caressed her own sleekly muscled legs. "So what if we show more skin? Go with it, remember your Fae Lust! Like we practiced! Imagine all the men in the stands storming the field! Imagine them ripping away our clothes! Imagine 10,000 cocks waiting to enter your pussy!" She shouted triumphantly, jiggling her own massive mammaries inspite of the protesting groans of the fabric.

That brought moans of delight from her team-mates, as 22 valkyries and 1 elf surrendured to their fairy instinct, their bodies responding with erect nipples and moist twats. Their pulses accelerated, and a new sense of purpose energized the confused girls. They would give the most seductive show imaginable, compelling every male in the stands to explode with lust, whereupon they would tackle them there on the field. This new hope put fire in the eyes of the valkyries, and alluring jiggles in their every movement. The Lust had taken them now, and their performance was all the more powerful since they truly believed in their ability to provoke an orgy from the audience. Cynthia and Sheila, the only human girls on the team didn't have Fae Lust, but they followed along and tried their best to look slutty.


The creature had named herself Bubastis. She didn't intend to cause any harm; she only sought to relieve the fanatical urges that boiled in her cunt. She needed to mate. She needed to feel offspring kicking inside her womb. Everything else was secondary. But nonetheless, the men would be of little use if they all killed each other fighting over her. One of them had entered her from behind, his cock surging strong and firm inside the core of her being, but she wanted more. Bubastis noted that the fertility magic that created her was growing stronger; each of her rosy nipples on each of her six breasts was now tipped with a ivory droplet of warm milk.

With a snarl, she squeezed her middle right boob, sending a powerful spurt of milk into the mouth of a hunky athlete hitting one of his teammates, as the males fought over who should be able to impregnate her. Why didn't they understand! Bubastis wanted all of them! Every man could fill her cunt with his seed! But her milk distracted several of the combative men, and while they waited for the chance to stretch her hungry pussy with their manly rods, they could partake of the dribbling bounty that poured freely from her bosom.

Well, she couldn't really blame them, the pheromones in her scent, the rut-musk that announced her readiness to breed had overcome them. That was often a problem with humans; they seemed lustful enough at first, but so often they needed a push to get their minds out of the way, so that they might breed freely. That was why she needed the musky scent that exuded from her YAH! Ahh....yes, the first one was finished. Bubastis contracted her inner muscles; her body seemed almost to devour the spurting gift that the human had provided.

But she was still in heat! Yes....a strong, dark-skinned human had entered her, while his comrades suckled on her teats. One of the others grasped her firm and toned leg, caressing it, rubbing his beefy cock against the thin layer of downy fur that covered much of her body. She was annoyed; she wanted him to blow his load inside her pussy! Not on her legs! It was lucky that her breastmilk would make the humans even more lustfully virile.

"What'n the Blue-Blazes is goin' on over....over....*unnngn*" Yes, there was the Coach, about to interfere in the mating process! But luckily, her rut-musk had pushed aside his mind, while multiplying his libido. Bubastis smiled, her fangs gleaming in the flourescent light as the coach began to undress.

The minutes passed far too quickly for her. Yes...10....12....14....Ahh! In time, the lusty cat-woman lost track both of her own orgasms, and the number of partners that had emptied themselves inside her eager womb. Soon, there were more men lying exhausted on the ground, than there were to service her. So she wrapped arms and legs around one of the few standing males, raking her nails across his back as he impaled her cunt. Her furry tail slithered around her mate's legs, finally settling to tease his balls as his cock surged into her, occasionally tickling his ass. And every time, not a drop of jizm escaped her wet folds. Hungrily, her body devoured every drop of seed like a starving tigress on the prowl. She knew now that if ever she would become pregnant, she would be already. Yet still, her body was in rut; overcome with mating instinct. At first, she forced the men to ravish her that she might bear offspring, but now her efforts were for her own pleasure alone.


They moved like never before. The fae girls were lost in the throes of their natural sexual instinct, all but ignoring their expanding, ballooning bustlines. They had reached an altered state of mind, having accepted the lust that banishes all reason, all logic. A column of golden asses shook and wiggled before the crowd, the Valkyries making lurid grinding movements while slapping their own shapely rumps. Whereas before, none of them had breasts below a D-cup, now every pair of wobbling whoppers were greater than volleyballs in size, the letters of Madison University soon became distorted with each quivering leap of growth. Soon, it would be easy to forget that the girls ever had shoulders, as bosoms grew to dominate each torso.

There was no doubt that Valerie had saved them. Through her leadership, they were giving a stellar performance, much to the chagrin of the wives and mothers in the stands, who couldn't help but notice the aroused members of husband and son alike. This prank was supposed to shatter their resolve in a tide of humiliation, but the squad used their breast growth, incorporated it into their motions, and for all anyone knew, this was all part of the show. Twirling, leaping legs taut with toned muscle would soon slicken, as the trails of girl-cum from hungry pussies drooled down each thigh, from desires born of fairy instinct. Even the two human girls, without Fae Lust, became so in tuned with their partners that they could almost feel it; they could almost feel the wanton lewdness that gave the Fae their well-deserved infamy. And these humans were by no means unaffected by the boob-spell that had afflicted the others; their own uniform tops were no less in danger. From tremulous globes a little larger than the diameter of a frisbee, to mountains of mammary nearly as large as standard beach-balls, the breasts of the team, at long last, were ready, as the ripping...and popping began.


She was ready. Bubastis slinked away from the sweat of the locker room, her own desire sated, her own offspring growing inside her womb. Her rut-musk had at last abated, allowing her male partners the chance to finally sleep, free from her demanding ministrations. With deft agility, she slipped into the boiler room. The place was secluded; normally off-limits to most people, thus the perfect place to hide out and gestate her young. She would have to be careful; there were iron pipes and furnaces here, but the magical cat-woman stayed well away from them, huddled in the corner while she waited for her body to begin its work.

Yes! There it was! The first flutterings in her belly; The Quickening had begun. Being a creature created from fertility magic, Bubastis was not limited by the laws of normal biology. The tightness in her lightly-furred belly grew in seconds to a noticeable lump, as her pulse quickened amidst her labored breathing. Howling with passion, the first true burst of growth began. Months of maturation occured in mere minutes as the cat-woman massaged her expanding belly as it inflated with the jerky leaps of a balloon being blown up. Each growth spurt elicited yet another snarling yelp, as trimesters passed in moments.

The delicate, reddish-orange hair both on her head and lightly covering her flesh became matted with sweat by the time her breasts reasserted themselves. The bowling ball-sized orbs tightened and became erect. Much milk would be needed for her growing brood. The kicking began as she thrashed upon the floor, bucking her hips against the rhythmic thumping of the strong young inside her womb, testing their abilities and fighting for freedom. Quickened pregnancies tended to be surprisingly pleasurable, and those few women that had experienced them were surprised to discover that the birthing pangs actually felt erotic, as Bubastis would soon discover.

Her delicate, clawed fingers caressed the swelling dome of her belly, easily larger than a beachball, as she attempted to calm the restless offspring struggling to be born. With each quiver, more dribbles of breastmilk careened in ivory rivulets down her engorged teats. was her time!

The intensity of the sensations tended to blur coherent thought, as the magical cat-woman birthed her brood in the mechanical darkness of the boiler room, oh yes....she had many young....7 so far, and with a smile crossing her lips, the creature felt the stirrings of yet more...


The timing was perfect; amazingly the gold and white tops of the cheerleading squad held out until nearly the end of their act, well almost the end. There was no doubt that the prankster had done them a favor; as they saw it. The audience saw a vast spectrum of perfect mammaries; glistening golden in the harsh stadium lights, nipples thursting proudly upwards while the team completed their routine with a dramatic, flourishing pose. But there was a problem. Valerie had been wrong. The men did not rush the field.

Rather, there were several moments of shocked outrage, as women hid the eyes of their children, and swatted husbands and sons alike with rolled up newspapers as the men began fondling their shafts in frustrated longing. But not one of them ran down to the field to ravish the cheerleaders!

But the lust that had built to a fever-pitch would not be denied; if there were no cocks available to the girls, then their lust would feed upon itself. And the valkyries tackled each other. Skirts were raised and the ruined remnants of tops were discarded as tongues licked, hands fondled, and teeth nibbled. The team mates dove between each other's thighs, desperate for the gratification their Fae Lust demanded.

Valerie tackled Helena, driving the team-leader's face into her sopping wet pussy, while wrapping her legs around the other girl's head and shoulders. There was movement behind her, as Lucinalae, or Lucy as the elf preferred to be called, wrapped arms around Valerie, pinching her nipples with one hand, while the other dove luridly into the Valkyrie's ass.

Cynthia stood there confused for a moment, until three of her team-mates surrounded her. The girl was human, she did not have the irrational, magical libido of the Fae. So she would have to be taken by force. The redhead was pinned to the ground, the shattered remnants of her top were removed, allowing her tits, now basketbal size, to swing free, even as a valkyrie buried Cynthia's face in the golden-haired bush surrounding her crotch. But Cynthia could not struggle, because another girl was straddling her chest, kneading, tugging, nibbling at her new boobs. Finally, a third had parted the human's legs, and Cynthia cried out as her panties were torn from her, that the third valkyrie might lavish love-bites upon the nub above her naked slit, then plunge her tongue as deeply as possible into the girl's moist depths.

Soon, Cynthia could do nothing but lie there quivering, as her team-mates forced her into orgasm. The Fae at her crotch smiled happily, the human was a squirter! Girl-cum splattered the Fae's face as Cynthia cut loose with a mighty female ejaculation.

Sheila only wanted to be accepted. She had always been desperate for approval, and now she saw her chance! She could read the writing on the wall; she knew there was no escaping her fellow cheerleaders. Quickly, she fell to ground, removing her panties in record time. The auburn-haired human girl had breasts bared (about canteloupe size) and legs spread to accomodate the hungry Fae that surrounded her. She couldn't spurt like Cynthia, but she hoped that allowing her team-mates to ravish her would boost her popularity a notch or two. She was enveloped like chum in a sea of golden sharks.


It was done then. Bubastis had finished birthing a total of 12 offspring. The hungry cubs had suckled her relentlessly, magically maturing many years in only minutes, unrestricted as they all were by the laws of the mundane universe. Hmm.....10 females, 2 males. That was fitting; one male could impregnate many females. Her cat-children would have quite a struggle ahead of them, surviving and breeding in this modern world. Though Bubastis was confident.

She lay there in repose, her offspring's growth had stabilized, and they all slinked away to grow, and learn, and mature. She had fulfilled her purpose; between lovers and offspring, her 6 teats had been thoroughly drained of milk. And at last the fires between her legs had been extinguished. Wait...what's that noise?

Butch had found her! He was exhausted beyond belief, but beautful cat-girl was alone! He would have her all to himself! It was amazing that he still possessed an erection, but as long as he did, he wasn't going to waste the opportunity. There she was...

Butch grasped the creature, hauling her to her feet, as he prepared to enter her. Bubastis was sated, and frankly didn't care if the human desired her, though her own lust was only a trickle of what it once was. She might as well lie back and enjoy the feeling of a raging cock surging inside her again.

"Oh no! NO!"

But it was too late, Butch slammed the cat-woman against one of the iron pipes to better enable his cock to penetrate her. With a shrieking howl, she scratched and pushed him away as she felt the sting of the iron!

"Dude....I must'a had too many Budweisers last night..." said Butch as he rubbed his eyes.

Vince ran frantically out the room before anyone could get a good glimpse of him.


At the very least, the scandal was tempered by victory. Madison University would receive heaps of scorn and criticism, since it took 10 minutes before anyone arrived to drag the slutty cheerleaders off the field. Nonetheless, when the game continued, much of the crowd's outrage was forgotten.

It was as though all the fight had left the Hillsborough Vikings, they were sluggish, slow, and clearly exhausted. Whatever happened in the locker room had somehow sapped the entire team of its vigor. Even the coach refused to stand and shout orders, merely watching from a chair and drifting in and out of sleep. Every pass they missed, the Madison Magicians got the better of them during every play. The Quarterback slipped by the opponents with unnatural ease. Not of course, because the Magicians were so much better, merely because their opponents were so much worse.


When Valerie finally caught up with Vince, walking back to the dorm after the game, she was somewhat disconcerted by the many, many pieces of iron that dangled from his person. Heavy chains were around his neck, and he seemed to be wearing a bracelet with odd bits of iron fragments. Such a person must have a serious fear of the Fae, magic in general, or both.

"Vincent, Did yo-"

"Valerie! You've gotta help me! I'm cursed!"

"What? Cursed?" The Valkyrie fluttered and landed next to Vince, barely dressed in a button down shirt, and nothing else. Vince struggled to speak while averting his eyes. She placed a sympathetic hand on his shoulder.

"Yeah, I've been thinking about it, and it must have something to do with a wish I made last night."

"Eh? A wish, you say?"

"Yeah, it was the darndest thing; this girl, she's a grad student, and she fell asleep in the lounge on my floor, and she had some notes for a Minor Wish spell, and I sorta...."

"Xeroxed it." Both of them said simultaneously.

"Oh dear Vincent, Tell me what you wished for!"

" I just....I wished to become whatever would make you happy."

"And I wished for you to find whatever woman you most desire."

"Two spells of the same type on the same target," mumbled Vince.

"Synergy," replied Valerie. "The magic became unstable, and both wishes were granted at the same time in an unpredictable way.

"That makes sense; all day I've been transforming....transforming into whatever sort of woman would make me happy." he groaned. "Spells of this magnitude aren't easy to break, either."

"I assume that is the reason why human law restricts Wish spells to graduate students in Thaumaturgy. I hope you haven't caused any trouble, dear Vincent."

"Well....there's this girl who works in the bookstore that will probably be lactating for the rest of her life without magical suppressants...and.." he dragged his foot on the ground sheepishly. "And I sort of accidentally spawned a new race of magical cat-people. There's no telling what impact they'll have once they start breeding." Valerie giggled.

"It certainly sounds as though you enjoyed yourself!"

"You'd be surprised. And...I...I'm flattered....really....was there...something else you wanted to tell me?" his eyes began to dilate.

"Yes Vincent," A button popped away from the shirt, revealing the golden watermelons and the vast cleavage between. "I've been struggling to find a way to handle my lust, my fiery lust...for you.."

"M-me? But...then...why didn't you..."

"Why didn't I impale myself upon your cock and bury your face in my bosom? I was afraid of intimidating you, but I don't think I can hold out much longer, sweet Vincent." Her finger trailed across his chest, downwards towards his crotch.

"It's in my nature, Vincent. Try to understand, we Fae just don't have the ability to supress our sexual impulses the way humans do, at least not for very long. I think I'm about to ravish you, Vincent. I'm no longer able to control myself, I can only hope your male pride will not be wounded." She stepped into his path, blocking him while placing her hands upon his shoulders.

"M-m-my Pride? I....I think my pride will be fine, but...but this curse I'm under...."

"Yes, your curse..." and with that, her right hand grasped and lifted off the heavy chains, ignoring the pain from the iron's touch, while her left tugged and pulled off the bracelet!

"H-hey what are you doing! Unless I've got iron touching me, the magic will....will..."Valerie smiled as Vince began to blur, change, and shimmer. "Will make horny..." replied a female voice.

It was a bit disconcerting, making love to yourself, but Valerie was more flattered than disturbed. Because it meant that Vincent was fantasizing about her! Well, a version of her with a massive, 10-inch cock above a moist pussy. The pair coupled savagely, and the cock-Valerie plunged herself to the hilt in the inviting warmth before her. The pair began flapping their wings in tandem, it was amazing that they could remain aloft. The wings were too small to support a human in flight, but even as her breasts defied the laws of gravity, so too did her wings defy the principles of aerodynamics.

"If you can still *SCHLUCK* hear me....Vincent..." breathed Valerie in between the lurid strokes of the golden cock as it reamed her dripping snatch. "Listen...I can... *SCHLUCK* show you...something else....*SCHLUCK* about Valkyries." She grabbed the cock-Valerie's lips and placed them upon her bright nipples. The milk that rushed into cock-Valerie's throat was a jolt of electric bliss sprinkled with wild honey. The rich, nourishing lactation set off a surge of vitality inside Vince's transformed body! She moaned with surprised glee.

The golden cock swelled larger, prouder, stretching the cunt that hosted it to its upper limits. Vince had never felt such powerful vigor as when drinking from the engorged teats of a Valkyrie! "You see, Vincent....if you can...*SCHLUCK* Still hear me...The strength that you feel is..*SCHLUCK* crucial. This is how we *SHLLLP* captured warriors....for our...*SCHLUCK* for our pleasure....*SLULLK*....mortally wounded men...*SCHLUCK* No use...until *SLLYNK* We revive them....*SCHLUCK* This way..." A wound through the chest couldn't have stopped Vince now! And as his/her body burned with raw power, so too was her libido magnified.

"And while you are in this body..." She grasped cock-Valerie's right boob, and began suckling as well. As the pair floated higher, and higher on magical wings above the campus of Madison University, they almost didn't notice the celebratory fireworks blasting over the field, rejoicing over the school's Championship status after their athletic victory.

Someday, she'd help Vincent with this curse. Someday.

Others may tell tales of Madison University if they wish.

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