Inveterate Womanizer

Jesse's mind was a blur. This was impossible, but there was no denying the pull of his breasts and the unfamiliar distribution of weight across his previously ripped body. He looked down and inspected his hands, with soft feminine fingers ending in long manicured nails. He knelt.

Carla lifted her fingers from her sopping pussy, raised them to Jesse's full lips, and smeared her juices like gloss before plunging her fingers into his mouth. "You like?" she asked. He nodded compliantly. "Want more?" Nod. "Good." Carla roughly pushed her kneeling victim's head backward and straddled his face. "Let's put those lips and tongue I gave you to good use. If you get me off good, I'll change you back without making you lick my ass." After a moment's pause, Carla felt the familiar sensation of a long and powerful tongue lapping at her pussy. She purred and ground her face harder onto Jesse's mouth. He was no stranger to a woman's snatch (as he liked to call it) and mustered all of his concentration to lick and suckle her like his life depended on it. Which it did, he thought.

It didn't take much to get the already aroused Carla to cum. She grabbed Jesse's neck and pulled his head even harder into her groin, convulsing and moaning, flooding Jesse's face and mouth. When she finally stopped trembling, she pushed Jesse's head away. She leaned over and took in the sight of her cream coating his face and then kissed him roughly grinding her lips back and forth. "You're right -- I do taste wonderful." Carla turned her back on him and walked a few steps away. "But you made me cum way too fast. I barely had any chance to enjoy that talented tongue. You know what that means." She bent over, hands against the wall and wiggled her butt at him. Jesse started to get up to walk to her, but she snapped, "Crawl."

Anger, fear, and humiliation consumed Jesse as he shuffled on his hands and knees to where Carla was bent over. "What are you waiting for?" she said sternly. Unlike pussy, Jesse had never eaten ass and was not sure what to do. He tentatively swished his tongue back and forth between her butt cheeks. "Are you fucking kidding me?" she said, and grabbed the back of Jesse's head, pushing his face into her crack. "Lick!" Carla felt the tip of his tongue touch the opening of her ass and she smiled. "That's it, good girl." Hearing himself called "girl" made Jesse flinch but he quickly recovered and continued his exploration with his tongue. After a minute Carla said over her shoulder between grunts of pleasure, "Not bad. A few years of practice and you might be really good at this." Jesse hoped she was kidding; Carla knew she wasn't remotely.

After a few more minutes, Carla impatiently ground her ass against his face and growled, "Deeper, goddamnit. I gave you that glorious tongue, now use it." Instantly, Carla felt Jesse's tongue push further into her anus. "Yessssss," she hissed. "That's it." It wasn't that she found analingus all that pleasurable; it was just the rush of knowing that she was making a helpless guy, his manhood and identity stolen, stick his tongue up her ass at her command. She slipped two fingers into her pussy and started furiously finger-fucking herself while Jesse struggled to get more and more of his tongue inside her. With her other hand she reached behind and grabbed Jesse's long braid and tugged hard. "Don't ... you ... dare ... stop," she panted.

Carla made no attempt to muffle the guttural howl when she climaxed. Her knees buckled and she leaned herself back against Jesse's face, which forced his tongue even deeper. This made Carla laugh. When at last her orgasm had passed. She calmly stood up, stepped back into her skirt, smoothed any wrinkles, and walked past the still kneeling Jesse. "Now what?" he asked, panic in his voice.

Without turning around, Carla said, "Now, if you hurry, you may still be able to catch some of your teammates in the showers. I've heard basketball players like tall girls. They'll love you." She opened the gym door and walked out, leaving Jesse -- a very tall, gorgeous, naked woman -- sobbing behind the gymnasium bleachers.

* * * * * * * *

"You've made such incredible progress, Mariel. I would have saved my mother a lot of aggravation if I had been as attentive and diligent as you." Mariel blushed at Lena's praise. At the beginning of Mariel's apprenticeship, Lena would never have mentioned her own mother, because of the violent nature with which Mariel had lost hers. But as the two women grew closer, Lena felt comfortable describing the ways that her mother had taught her the art of witchcraft when she was a young girl, to make the process less intimidating for Mariel. Lena's mom had demanded focus and concentration at all times, which was not easy for young Lena, but at which Mariel excelled. More important than concentration, though, was respect: respect for the teacher and respect for magic itself.

Mariel had no problem respecting magic. Unlike a witch that learns her craft from an early age, Mariel was an adult -- albeit she looked 5 years younger than her 25 years -- when she learned of her unnurtured powers. She had much yet to learn, but she already understood that wielding even the tiniest bit of magic could have profound consequences. She never again wanted to experience an abuse of magic like the one she endured, so she treated her gift as precious, wondrous, and perilous. That was the perfect mindset, Lena told her, for exploring her abilities. Mariel had to pinch herself from time to time, to remind herself that magic was real. Lena often told her, "Mariel, you've only seen a tiny glimpse of what you are capable of."

That was about to change.

Lena usually kept training sessions very light-hearted, letting Mariel bask in the wonder and joy of it all. Lena didn't let on that tonight's session was going to be very different. "Come, sit, facing me." In the back room of the jewelry shop, Mariel dragged a chair over to face Lena. "We're going to do a bit of a mind exercise. Expand your horizons a little." Lena offered her two hands to Mariel, who reached out and held them firmly. "Breathe," Lena instructed.

They performed a deep breathing ritual they'd practiced before to clear their minds. When Lena felt they were both at ease, she said, "I want you to form a picture in your mind. Think about the people and places and things in your life, past, present and future. Focus on what you love."

Mariel relaxed her mind and let images flow into her mind's eye: her sisters; her parents; school and her classmates; the sweet customers at the store; Lena and Brad; a husband and children and a happy home; busy days and relaxing nights. She smiled. Lena could feel the warmth emanating from her apprentice.

"That's a lot of love," Lena quipped. "I can feel it."

"Me too," replied Mariel with a sigh.

"Now, hold those images, but now imagine your magic flowing through them all."

Mariel paused, then visualized a paintbrush dabbing magic across the images in her mind, which were instantly illuminated in rich vibrant colors, glowing warmly and pulsing with energy: her sisters, safe and happy; her parents at peace and bursting with pride for their daughters; deep, long-lasting friendships; abundance without waste, contentment without avarice; the touch of a loving man. She started to blush as she started to feel how tender and exciting the touch was.

"Open your eyes, Mariel." Her eyes fluttered open and she gasped. The colors and iridescence from her vision had enveloped the room, the furniture, even Lena and her.

"It's beautiful," Mariel whispered.

"It's magic," Lena replied. "Your magic."

"I don't understand."

"You've connected with your magic."

"But, before ..."

"Before you were practicing magic. You applied it like a tool, learning its feel, how to guide it to accomplish a task." Mariel thought about her last two years of training. She had learned spells to bestow magical properties upon pieces of jewelry under Lena's watchful eye. She had created potions to heal small wounds or, when consumed would enhance focus or ward off bad dreams. Lena had shared everyday helpful magic that would help Mariel find her misplaced car keys or style her hair if she was running late. "You never abused it, never tried to do more than was needed with magic. You showed respect and restraint."

"And now?"

Lena smiled broadly, "Now you have entered a whole new world of possibilities and responsibilities. From the day you learned of your powers up until this moment you have accepted your magic as a tool to do good." Lena's eyes scanned the glowing room, bristling with energy. "Today, magic has likewise accepted you as a tool for good." Lena paused and watched. This was a turning point in the life of a mature witch, a rite of passage. Would the vastness of magic overwhelm Mariel? Would self-doubt or insecurity or painful memories derail her at this critical moment?

Mariel closed her eyes again and tipped her head back as if she was basking in midday sunlight. The colors in the room began to pulse and change, dancing in intricate patterns and rhythms. Lena sighed contentedly. Mariel had joined an ancient and powerful sisterhood. She was a witch.

With a sigh of her own, Mariel opened her eyes and released Lena's hands. The colors coalesced into a silent whirlwind that swirled above Mariel's head before enveloping her and, with a burst of pure white light, disappeared.

"Wow," Mariel whispered, beaming.

"Right?"

"It's amazing."

"No, you're amazing. This was your birthright. A few years later and through a rocky path, but you've arrived to claim it. You've completed the rite of passage for a new witch."

"I'm a witch, now?" Lena nodded. Mariel threw her arms around Lena and hugged her tight. "How can I ever thank you?"

Lena tenderly kissed her cheek. "Be happy. Take care of those you love. Let magic work through you as much as you work through it. Do good."

* * * * * * * *

Her playtime with the basketball player had given Carla a fun idea. Gyms were a great place to meet men and she was sure she could find a satisfying target for her magical conquests there. She spent a few days dropping by a gym near the business section of town, frequented by young up-and-coming business types and more than a few women, under-dressed and over-done, who were trying to catch the eye of a well-toned man or woman. Trying to seduce any of these boys with beauty was a non-starter; even if she was the most attractive woman in the place, which she could become with a wave of her wand, there were so many other women there that she'd be competing for attention. She would never debase herself like that.

So, on her first trip to the gym she arrived, no makeup and hair in a ponytail, with inexpensive gym wear and well-worn lifting gloves. She was ripped from head to toe, muscles that would be the envy of any bodybuilder, male or female. The glamour dollies could try and attract attention, but when she walked in, every eye in the place was on her. Now, she just needed to have the patience to select the most satisfying man whose life and masculinity she could rob forever.

On her second trip, a couple of serious weightlifters struck up a conversation with her. She found them supremely dull at first until they started mouthing off about the "chicks in slutty clothes" who pranced around the gym, taking up space. They liked Carla; she was a serious athlete like them. Carla liked them; she saw a challenge.

She'd never tried a threesome, as in turning two men at the same time. But when Todd, the taller and more bulked-up of the two started complaining about how he wished he could find a girl like Carla who liked men -- Carla made it clear she liked women, barely stifling a giggle as she said it -- who wasn't all skinny and shallow, an idea formed in her devious mind. The deal was sealed when Roy, shorter and more sinewy, told Todd that someday he'd find the perfect girl like he had a few years ago, after which he'd rave on about how wonderful his marriage was.

If she could pull this off, it was going to be delicious.

Carla made a point of asking them to meet her at the gym for a double workout ninety minutes before the gym closed. She wanted them alone at closing time, and if they were worn out from lifting, they'd be easier to manage. When she was sure there were no men left in the gym, Carla declared the workout over, and wished the two men a good night. She headed to the lady's locker room and they retired to the men's. Carla quickly grabbed her wand from her gym bag and then snuck into the men's lockers. She heard Todd and Roy chatting in the communal shower. Perfect. She undressed, then strode into the shower doorway and said, "Hello, boys."

They were both startled. Roy, the confident married man, stood looking at Carla with his junk on full display, while Todd tried to cover his private parts with his hands. She walked right into the shower between the two of them, a sly smile on her face. "Todd, I've been giving a lot of thought to your situation. You want a woman who is serious about her body and who will appreciate the work you put in on yours. Well, honey, today is your lucky day."

Carla quickly waved her wand around Roy's head several times and uttered the spell. "What the fuck ..." was all he could get out before the changes began. At first, Roy's sleek muscles began to swell, vascularization rippling through his skin, which had turned a perfectly uniform golden brown. Biceps, triceps, quads, glutes -- everything expanded to where he was more jacked than Todd, who was spellbound watching the miraculous morphing of his lifting buddy.

"How ..."

"Shhh," replied Carla. Roy had become nearly a caricature of an over-zealous body-builder. "Watch." Todd gasped as Roy began to shrink, quickly losing six, seven, ten inches of height. He remained in perfect proportion, but he was now a petite version of himself. Then his cock began to vanish, melting back into his body, leaving a bare virgin pussy in its place. White-blonde hair sprouted from his head in a tight ponytail. His pecs were still huge and ripped but had become unmistakably feminine, with huge aureoles and thimble-sized nipples. "I present your perfect woman."

When Roy could move again, he looked down and inspected his bigger-but-smaller arms, hands, chest. He was in shock. Todd was also staring at the new Roy. After a moment Todd stammered, "How did ... What did you do?"

"I gave you what you want, stud. Your perfect woman. Ripped. Gorgeous. Feisty. She's gonna be a handful but you're more than man enough." For now, she thought to herself. "Look at her. She WANTS you to look at her. Why else would she work so hard to bulk up, to sculpt every curve of her hard glistening body. Those arms. Those tits." She paused and whispered in Todd's ear. "That ass. Oh my god, that ass. I would worship that ass with my tongue for hours, but I can see you have a better idea." Carla's description of Roy was lulling Todd into a lust-filled trance. His erection stood perpendicular to the ground and Carla could see it throbbing with his heartbeat. "If I liked men, I'd want this for myself," she said, briefly cupping his balls and letting her hand wander slowly up his shaft. "But she wants it more. Just look at her."

Todd's eyes met Roy's, which were wide with shock and fear. But Todd's baser instincts kicked in and he misread it as a look of amazement at his prodigious cock. He took a step toward Roy; the movement snapped Roy out of his fog momentarily, and he walked up to Carla and Todd and barked -- in a very high-pitched squeaky voice that belied his pumped-up physique. "You two, just back off and stay the fuck away ..."

"See? Feisty. But that's what makes it fun." Carla leaned in and hissed conspiratorially, "Take her! That body should be all yours. She's a strong powerful woman, but you're a stronger, more powerful man." Todd advanced on Roy, who lunged at Todd, trying to push him backward. As strong as he was, he was a good 120 pounds smaller; he might as well have been pushing against a wall. Todd grabbed an arm and pulled him close. "Dude, what the fuck are you doing," Roy cried out.

"Are you going to let her talk back like that?" Carla goaded. In response, Todd held both of his quarry's arms at his side and kissed him, hard, on the mouth. Roy struggled and bit Todd's lip. In a rage, Todd pushed him hard backwards, and pinned him against the shower wall. "That's it, baby, show her who's in charge here." Todd's cock was pressed against Roy's chiseled abs. Todd pushed harder against him, each ridge of Roy's abs stimulating Todd's aching cockhead.

"What are you waiting for, stud? Show her what you've got." Todd looked over his shoulder and saw Carla pinching a nipple with her left hand while rubbing her clit with her right. "I'm getting so hot watching you." Todd loved an audience. When he lifted, he lapped up the adoring looks of his fellow gym-goers as he lifted and flexed. But he'd never had a woman shamelessly getting herself off watching him. He loved it and was going to put on a show. He looked back at Roy, thinking about his next move. Carla helpfully reminded him, "C'mon baby, an ass that round is begging to be pounded."

Todd liked the idea. He grabbed Roy by the waist and spun him around, bent him over and grabbed him by the wrists, pinning them to the wall. Todd thrust forward several times, but Roy wildly squirmed to avoid his dick. "Look at her tease you with that luscious butt. What a wanton slut!" Roy was enraged, but Todd's resolve redoubled. Todd used his knees to push Roy's legs apart.

At last, his cock found its target. Todd's cockhead socketed into Roy's pussy, which was dry but for sweat and water from the shower. It didn't matter. Todd engaged his thighs and core, and thrust. Hard. His cock slid grudgingly into Roy's slit. The absence of lubrication was slightly irritating, but he was not deterred.

Roy was stunned by the new sensation. In the most remote corner of his brain he could imagine it could, under wildly different circumstances, be pleasurable. But his primary thought was that he was being raped by his best friend and he could do nothing about it. He feverishly tried to fight back, but Todd's strength was overwhelming him. He began to tire. Carla could see that and she moaned in pleasure. She crossed the shower floor and stood watching Todd plowing her latest masterpiece. Todd looked down at her and smiled proudly. Carla found herself a bit surprised at the pleasure Todd was experiencing by being able to exert power over another helpless human being. She could definitely relate.

The telltale facial expression of a man about to explode crossed Todd's face. Carla laid a hand on his shoulder. "Wouldn't you like to drop your load somewhere else, stud?" To ensure Todd got the message, Carla dipped two fingers into her pussy, then placed them at the entrance to Roy's asshole before thrusting them in, eliciting a weak cry of pain. Todd's face lit up. "Like I said before, an ass that round is begging to be pounded."

Todd pulled out of Roy's slit and quickly placed his cockhead between Roy's exaggerated butt cheeks. Carla looked Todd in the eyes, gave him a sexy wink, and spread Roy's cheeks to give Todd easy access. It took four hard thrusts to bury his cock in Roy's ass, each thrust resulting in an increasingly weak and beaten scream. "So ... fucking ... tight," he panted, over and over.

It didn't take long. With one last push, Todd's cock pulsed and shot his sperm deep inside his former lifting partner. He kept thrusting until it hurt. When he was sure he was drained, he stepped back and savored the sensation of Roy's canal releasing its grip on him. Roy collapsed onto his side, softly weeping.

Carla walked back across the shower, clapping in admiration. "Great show, Todd. You were awesome. I knew you'd know what to do with the right woman." She picked up the wand where she'd left it and held it behind her back.