Damian chuckled as his girlfriend tugged him along down the sidewalk, shaking his head a few times as she gave him a few harder tugs. The panther knew that she was excited; hell, for that matter, he was just as eager for their little 'adventure' today. But that didn't mean that he wasn't going to tease her.

"Heh, you think that Danielle is really going to go through with this?"

"Damian, you know she is. She's the one that came up with the idea."

"Really?"

He arched an eyebrow, and after a second, his collie girlfriend blushed.

"Okay, fine, it was my idea. But she loved it, really!"

"Shy little Danielle?"

"Hon, if you think that she's that shy when she's alone..."

"Heh, I know, I know. You've told me some stories, Genevieve."

"Come on, you know I hate that name."

"Not to mention it's hard to say when - GAH!"

The panther grunted as he was suddenly yanked forward, his head trapped in her arms as she ground her knuckles against his head.

"I give, I give!"

"Uh uh, you started talking about that. In public."

He groaned as her knuckles dragged back and forth across his head, grumbling as he got a powerful noogie. As soon as it started, he didn't bother struggling. There was little point, not against her, and - when they got there - not against Danielle.

Oh, it wasn't because he was weak or anything along those lines. For that matter, he was probably the strongest of the three of them, physically. He, uh, just didn't want to push anybody with magical powers, and both Jen - as she preferred - and Danielle were very, very strong in that particular arena.

He endured the noogie for half a minute before she finally let him go, and pulled a small comb out of his pocket as they kept walking.

"So, what exactly do you guys have planned? You never told me."

"Nope. And I won't."

She smiled over her shoulder.

"After all, why should I spoil the surprise?"

"Heh, fair enough."

They walked in silence after he finished fixing his hair, pushing it back down into place and tucking the comb back into his pocket. He didn't think she needed further teasing, and he doubted he'd get away with something as small as a noogie next time. Even if magic wasn't something that Jen really used in public, he knew she'd find some trick that she could make work on him.

It didn't take long to get to Danielle's house, and as soon as Jen knocked on the door, the smaller lemur opened it. Her pink and white patterned fur was surprisingly well groomed...and exposed...

Blushing a bit as he realized that their friend had opened the door with only a bathrobe on, Damian tried to turn around to give her a little privacy, but Jen had an iron grip on his arm. He groaned as she dragged him in, looking at Danielle in apology. Yet...

Yet despite her normally shy behavior, she didn't look away. If anything, the lemur actually smiled wider, even if her cheeks did burn just a little bit.

As the door locked behind him - a promise that something interesting was about to happen - Jen finally let go of him. He rubbed the sore spot on his upper arm as he looked around for any sort of clue as to what was going on.

There wasn't much to see. The living room was fairly sparse, with only a large couch in the center and a few little prepared spell ingredients on the table in front of it. He didn't recognize any of the components, but he didn't expect to. The only knowledge he had of magic was what little bits they shared with him, and that wasn't all that much.

There wasn't even a spellbook, which surprised him. He walked around the couch as the girls started gossiping with one another, and came to a sudden halt.

"Uh...Uh, Danielle?"

"Uh, yes?"

"Why are there...so many sex toys over here?"

"Um, well, Jen thought - and I...well..."

He turned around, and groaned as he saw the familiar look in his girlfriend's eyes. The collie's lips were pulled back in the most mischievous smirk one could imagine, and she was already reaching down for the base of her shirt.

"Sex magic again?"

"Well, not...not quite."

"What else could it be? This is almost exactly like when you invited us over for -"

He went falling back on the couch as Jen raised one hand, falling on his back almost immediately. Yep, it was almost exactly like that time when the pair of them were experimenting with sex magic, and told him that they needed an orgy to summon the necessary energy. He still didn't know if they were telling him the truth back then, or if they'd just wanted a threesome.

The shirtless girls walked over to him, standing on either side of the couch, and as much as he blushed, the panther could already feel his cock coming to life as a result. It immediately started tenting the front of his pants, and Jen's little chuckle only encouraged it to keep getting bigger.

"So, uh...if it's not sex magic, what are we doing?"

"That...that I think...Jen should -"

"Oh ho, no, Danielle. If you want it as bad as me, then you better tell him. After all, it's your spell."

Hers? Then it's probably some kind of transformation.

That made things a bit better. After all, that was something else they'd tried, at least once. The whole idea of being with different bodies but the same person was kinda kinky, and he knew that Jen had availed herself of that 'service' more than once. He half-wondered if there were times when she'd actually had it done on him while he slept; wouldn't have surprised him, with the kinky girl.

He glanced up at the lemur, and couldn't help but smile at her nervous face. She was so shy sometimes. Reaching out a hand, he squeezed hers gently.

"Go on. You can tell me."

"W-well..."

Danielle looked past him at Jen again. Getting a nod, she sighed.

"Well, Jen had this idea, and after she told me...well, I thought it sounded fun...I mean, really fun...and I got all the stuff together for it..."

He nodded, encouraging her.

"It's, um, a spell designed to change your...sex..."

The panther's eyebrows nearly flew off of his head, and he tried to sit up. A quick gesture from Jen knocked him right back down, though, and he grunted as he landed flat on his back once more.

"Okay, so...what, you're going to make me a girl? Why?"

"So you can get a better idea of how to tease one."

He whipped his head back to the collie, only to get a smile in return. At least she wasn't being serious, then.

"I thought I was doing pretty good."

"Oh, you are."

He grinned as Jen slid onto the couch, straddling his waist as she leaned over him. With those breasts in his face, he quickly rose the rest of the way to erection, and he leaned in to kiss her nipples gently.

"Mmmm."

"Yes, you're good...but there's always room for improvement, isn't there?"

"Heh, so I get a free lesson in how to make you scream?"

She patted his head.

"Heh, see? Not so bad, is it?"

"Not at all. Sign me up."

Kissing her as she leaned in, Damian looked past his girlfriend at the third member of their impromptu kissing session. The lemur was bright red, but as he looked down, he could see that she was just as excited as the two of them were. A bathrobe didn't hide much, and panties hid even less, when a girl was looking forward to a good time.

He chuckled as he finally broke the kiss, and Jen finally let him sit up. He looked back and forth between them, cocking his head to the side.

"So, how does this work?"

"Well, it's, uh, pretty simple. But it works best if you're...you're naked."

"Well, you two are already half-naked. Seems like I should join the party."

Still chuckling to himself, the panther reached down and yanked his shirt over his head. He could feel the eyes of both females on him as he dragged it off and threw it away, and after he chucked his shoes in the same direction, he started working on his pants.

I swear, if either of them were cats, they'd be purring right now.

His pants slipped off of his hips in record time as he undid his belt, and he swore that he'd felt the tingle of some magic helping him out. Not that it mattered, as both girls got up and stood at opposite sides of the couch. The panther sprawled out, letting his legs spread as he laid his arms over the top of it. What little nerves he had about the whole thing he hid, putting as big a smile on his face as he could.

"Alright...I think I'm ready."

"Okay. Um, hold still for me, and this will be over...quickly...I think."

"Danielle, come on. You know this spell works. I mean, don't you - mmph!"

It took every bit of willpower that Damian had to not burst out laughing when the lemur sealed his girlfriend's lips shut. It had barely taken a pointed finger and a burst of dust in the air, but it had completely taken away Jen's ability to talk. For that matter, it had actually made her muzzle completely smooth, without lips or anything. The blushing lemur covered her face.

"That was a long time ago, and I was still learning! Oh god, oh god, that was so...so..."

"Hey, hey, Danielle."

He waved his hands, getting her attention.

"It's fine. It's fine. You know how Jen likes to joke."

"Yes...yes, I do."

"It's fine. She didn't mean anything."

"She didn't, I know. It's just...embarrassing."

"I know. Heh. So, uh, could you give her a mouth again? There's things we both like to do with it that's kinda hard without lips and a tongue."

The lemur nodded, waving her hand. The restoration was even quicker than the removal, and the collie rubbed her face a few times. She did stay quiet, however, as the lemur walked over to the table and picked up the ingredients.

"Alright...let's get started."

He was no stranger to the rituals of magic, considering that he was dating a witch and occasionally bedding another. The panther kept completely still, letting Danielle draw patterns on his body with powders and paints. It left little dots on parts of his fur, and other parts looked like some tribal pattern that had gone completely out of control.

The biggest concentration of patterns were around his chest and towards his hips. He glanced down when she wasn't working on his face, and watched as tendrils of green and black surrounded his chest, wrapping around his nipples like a shibari bondage set. He swore that he could feel some level of constriction there, but he did his best to ignore it.

Further down, a similar feeling started building as the lemur drew little circles and knots around the base of his cock and balls. It was weird feeling, but he went with it, trying not to think of how it would feel if she just brought her hand up a little higher...

By the time she was done, he was at full mast, throbbing and twitching, and his nipples stuck out of his fur by a large degree. Resisting the urge to reach out and touch himself, he squeezed his fingers into the top of the couch and glanced between the witches. They were both drenched down below, and the smell wasn't helping him one bit.

"So, uh...what now?"

Danielle lifted her hands, holding them in what he recognized as the Transformer's Marionette pose.

"Oh boy..."

As her hands moved, they started glowing with a blue and red light. At first, the blue was the predominant color, but the more she danced her fingers, the stronger the red light became. Damian watched in fascination for almost half a minute before he felt the first effect, and looked down at his body.

The lines around his chest had started glowing with the same red color as were on her hands. It was a potent glow that lit up his face, but more importantly, red streaks were running from the lines down to his nipples. Each little line felt like it was a finger stroking closer and closer towards that little nub in the center, and as the lemur danced her fingers around, he felt like it was getting tugged, as well.

But that was nothing compared to the first sensation when the lines reached his nipple. As soon as they made contact, he gasped, feeling as though someone had their fingers around it and pinching, squeezing it. He blushed as his cock immediately jumped upwards, throbbing at the sensation, and Jen's little chuckle only made his face burn hotter.

"What's the matter? Never had your breasts grown before?"

"Mmmph. Nope. You?"

"Are you insinuating something, honey? We could always make this a more permanent spell?"

"You'd never - ah - do that...you'd lose this."

He gestured towards his cock, and his girlfriend laughed. Much as she might enjoy today, he was pretty sure that she wouldn't want to lose it. Not after all the fun she had with it on a near-daily basis.

He couldn't focus on his amusement for long, though. As Danielle kept plucking her invisible magic strings, it felt like his nipples were being tugged on again and again, pulled further and further out. Each lift of her fingers was another tug, another twinge of pleasure that ran through his body, and each one was stronger than the last. The panther thrust his chest forward, unable to stop himself as the witch suddenly lifted both her hands, a swell of energy dragging him along.

The red light flared at his chest as Danielle clenched her hands together, and Damian watched as his pecs suddenly swelled, bouncing forward in a way that he'd never seen off of the internet. The sudden growth of breasts where, previously, there'd only been flat muscle shocked him, and aroused him at the same time.

His hands started coming up to touch them, but they froze in mid-motion. He groaned in annoyance, but Jen shook her head.

"Ah ah ah. You don't get to touch them until after the spell...and after we're done with you."

"You..."

He groaned as the spell pushed further through him, the lines along his body lighting up like a Christmas tree. Pressure shoved in around his shoulders, narrowing his build and making it more feminine, and the feeling continued down his sides. His chest stayed a bit wider to support his new, if small, breasts, but his stomach slipped inwards, narrowing towards the waist. He watched the lightshow, unable to look away as the red began to take over the hip and crotch lines.

Immediately, he knew that they weren't kidding about making him completely female. His throbbing shaft started pulling in right off the bat, and he could feel each inch coming off as his length was pulled inwards. He could almost fool himself that it was just going soft, but it was too rigid, too strong - and his insides too empty - for him to keep believing it for long.

His toes curled in the carpet as it kept sliding further and further inwards. As the inches came off, he saw that his balls began to shrink as well, pulling up and inwards in short order. They dragged in towards his crotch, and he shivered at the shriveling feeling that came with it. It was almost disturbing, but the strange sensation of opening up down there more than made up for it.

Kinda wish I had a mirror for this...

As it was, he could only watch as his hips widened slightly, and his cock kept pulling further and further in. He squirmed in place, the sensation of his shaft disappearing almost like a reverse blowjob, where the base of the shaft was swallowed up before the head, and it was slowly being consumed from the wrong end.

With more than half of it gone, he swore that a breath of air hit something that hadn't been there before. His paralyzed arms tried to move between his legs to feel for it, but they were too stuck. He groaned in frustration.

"Can't I just -"

"Nope. But I can tell you what's going on."

Jen kneeled down beside him, taking his hand as she looked between his legs. Damian shuddered, then gasped as he felt a hot puff of air against an opening...an opening that was most definitely not his ass.

"Was that -"

"Yep. You've got a pussy. Or the start of one, anyway. It's still opening up a little bit."

"How...how's it look?"

"Heh, like a pussy. They're not that different from each other, honey."

He groaned. Maybe they weren't to her, but he had always thought that they looked very different from one another. Was his tight or open? Was it pulled close together, or did he have visible lips? He didn't know, and the more that he thought about it, the more curious he got on the subject.

But they kept him paralyzed as the change continued, his new body taking his cock further and further in. He didn't know how long it took - but wouldn't have been surprised at five minutes - but eventually his shaft almost completely disappeared. The only remnant of it was the head, and that was covered by a small little hood at the top of his new pussy.

Jen reached under the couch and surprised him with a pair of stockings, black and sheer. As his legs changed, even staining his toes with some sort of polish, she dragged them up his legs. The fur smoothed down easily for it, and he shivered at the strange, smooth, tight feeling of the stockings caressing his legs.

So, this must be why the ladies wear them when we don't ask.

He felt a little moisture running out of his sex, or...well, her sex, Damian supposed, considering the full shift. It didn't take long for Jen to notice it either, and the collie chuckled at him.

"Look at you, already getting wet. This a fantasy of yours?"

"Well, um, it wasn't."

"But now?"

"...Let's just say I wouldn't be opposed to this in the future."

His girlfriend chuckled, and he just managed to catch a little smile from Danielle out of the corner of his eyes as she brought her hands down. Experimentally, he tried moving his arms, and they responded. They didn't go to his chest or his crotch, though; when he, no, she tried, they froze a few inches away.

Instead, the pantheress reached up towards her throat, feeling it. It was slightly narrower, and as she spoke, she realized her voice had changed, making even that more feminine.

"So, um...how long does this last?"

"Heh, I don't actually know. Danielle?"

The lemur seemed to have a hard time pulling her fingers away from her robe - or was it her underwear, Damian wondered - but she eventually managed to fold her hands together in front of her. Must have been fighting temptation as badly as the feline was.

"It'll...it'll last for forty eight hours, or until I release the spell. That should give us p-plenty of time."

"Heh, that's perfect for me. What do you think, Damian, honey?"

"I think...I think we can have a lot of fun. But could I ask a favor, Jen?"

"I'm not letting your hands go."

"Not that. Just, uh..."

Damian leaned in, whispering to her girlfriend. It didn't take long for Jen's eyes to light up, and when she explained the idea, Danielle's did the same.

Ten minutes later, they were gathered in Danielle's bedroom, with all the sex toys brought along with them. The pantheress laid back on their host's bed, and smiled up at the two lovely ladies in her life.

Jen looked as lovely as always, now almost completely naked. The collie had ditched her pants and her underwear, and wore only two things. A pair of glasses, and a pair of orange stockings that ran almost all the way up to her hips. Her red and white fur was shown off at its most magnificent, and she stood with all her cocky confidence as she winked at him from the foot of the bed.

Danielle, on the other hand, had gone through a massive transformation of her own. Her pink and white fur was groomed - probably with magic - to a point of sheer shininess, and wore a pair of stockings that were attached via a small belt buckle to her waist. She was as wet, if not more so, than Jen, and the lemur looked at...at her with a great deal of lust in her eyes.

"Mmm, I thought you'd...you'd look good as a female...but I didn't think it'd be this good."

Damian smiled, spreading her legs a bit further as she leaned back. Even now, after the transformation, she could still feel her own juices running down her legs. It was like having an inner faucet that wouldn't shut off, her own moisture making it harder and harder to ignore how horny she was. And she'd thought that an erection had been annoying; at least that didn't make her legs all wet.

The lovely ladies joined her on the bed, and Damian shivered as two hands started rubbing up her body. They were softer, somehow, than they normally were. The very tips of claws flicked over her legs, drawing little lines through her dark stockings up towards her knees, and then further and further up. It took everything she had not to moan as those points rubbed up between her thighs, getting higher and higher towards something that needed attention so badly. She scooted her hips forward, hoping for the best.

But no, both Jen and Danielle drew a little circle around her needy sex, and continued up her hips and stomach. Biting her lip, Damian looked between them for any sign of mercy.

There was none. The two girls giggled and smirked between themselves as they drew little lines up towards the pantheress' breasts, even going so far as to draw circles around her nipples. Damian thrust her chest forward, trying to push the contact, but the girls were too experienced. They knew what they were doing, and no matter how hard she tried, the feline couldn't trick them.

They pushed her further and further back, until her head was resting against the headboard of the bed. Damian's heart was pounding, beating a mile a minute as the girls leaned in. A wet, broad tongue and a slightly dryer, normal one flicked over the sides of her breasts, and again, Damian moaned. Her toes curled against the bed, and she reached out, trying to grab their heads.

Magic stopped her, leaving her helpless as more and more teasing licks rained down on her, lips and tongues flicking nearer and nearer her more sensitive spots. Her nipples rose up, getting harder, getting bigger, until they were unmistakable amidst her fur. Her thighs were soaked, and she trembled, wanting so much to take herself over the edge, but neither of the girls seemed willing to help.

Even when those hands reached down, rubbing her thighs, teasing her with fingers so close to her sex, there was nothing she could do. All she could do was ride it out, her body getting hotter, hotter, wetter, wetter, as the minutes went by.

The pantheress thought she was going to lose her mind when the two witches suddenly pulled back, and whimpered heavily.

"Please..."

"Please?"

Jen leaned in, licking her on the cheek.

"Please what, honey?"

"Please...don't stop...I need...I need more."

"Oh, don't worry."

The pair of them pulled several toys up, including a small pair of beginner's clamps and a vibrator wand.

"You'll get more."

Damian hadn't thought she could blush any more, but she managed it, her cheeks burning as Jen leaned in, holding one clamp open side so that it could fit over her right nipple. The cool metal sent a shiver through her, and as the pressure suddenly came down, she gasped at the feeling. It was a mix of slight pain with a whole new stimulation, and she pushed her chest forward instinctively.

"Mmm, you like that?"

She nodded as the chain connecting the clamps laid against her chest, beating against her as she shivered. The collie rubbed the other clamp against her left nipple, teasing her with the sheer chill of the metal, and the soft 'teeth' of it just waiting to dig in. Her whole body was on fire, and she -

"AHHHH!"

She moaned louder than she ever remembered doing before, her back arching and her head falling back as the vibrator wand slipped between her legs. The sensation of that buzzing right there, right against her most sensitive spot, left her spasming and blushing and twitching like a madwoman.

Collapsing back against the headboard as the second clamp was attached, the pantheress shivered and twitched as her body continued to have miniature orgasms for almost a minute after that first big one, her legs feeling paralyzed by a more natural exhaustion. She swore that she was sitting in a puddle of her own juices as the wand kept teasing her, rubbing at her sex and her clit and...everything, down there.

It took her an embarrassing amount of time to look up, smiling at the girls. Their own grins were closer to smirks, even shy little Danielle, as she lifted herself up again.

"That...that..."

"Heh, good, huh?"

"Is that what an orgasm is like for you all the time?"

"Well, not all the time. It needs a good bit of build-up. But we can do that a little easier than guys can."

"Yeah, I, uh, I noticed."

She blushed, rubbing the back of her head, only to suddenly bite her lip again as Danielle nudged the wand into a new angle. It was driving her nuts, and it made it so hard to talk.

Jen must have taken that as permission to take it further. Suddenly dragged by hands and magic onto all fours, Damian could only look forward as Danielle spread her legs, showing off her own sex. It was so, so tight looking, her lower 'lips' forming a sort of canal to guide his eyes straight to the pleasure spots. So different to Jen; she always opened up, showing herself off right from the start.

And they said that they all look similar. Ha!

She wondered if she was supposed to be giving Danielle a little thank you, but felt that that didn't quite match up to the plan as she knew it. And as she felt her legs getting pulled apart, her tail lifted over her back, she realized she was right.

And she wasn't out of blushes yet, as she felt something rubbing under her tail instead of against her pussy. Her eyes went wide, and she tried - and failed - to look over her shoulder.

"What...what's going on?"

"Oh, I just figured you'd like to feel how I felt last Thursday."

"Thurs...Thursday?"

Her eyes widened even further as she remembered that. Not just a hard fuck in doggy style, but -

A soft yelp slipped past her lips as a wet bead slowly started pushing past her rim. The pantheress clenched at the blankets, her body still twitching, her pussy still dripping down her legs despite the new thing.

"B-beads?"

"Yep."

"How big?"

"Oh, I'd say the big one's about two inches."

That wasn't too bad. She'd had something like that a few weeks back, when they were trying a role reversal. It might be a bit of a stretch, but -

"AH!"

She gasped as the second one slid in. It couldn't have been that much bigger than the first, but it was definitely bigger feeling than she remembered. Maybe...maybe she'd been tightened up when she'd been transformed?

If that was the case, this could be much more difficult.

Bead after bead teased her, sliding in, and then popping out when her girlfriend needed to stretch her open a little bit more. The soft tugs were driving her nuts, the stretching better than she expected. Had the witches done something with her feminine body? She didn't remember liking it this much before, and she certainly didn't have the part that would have made it fun for a man. What was -

"Ooooh."

She shivered as the second to last bead slipped in with a pop, and she felt the biggest one rubbing against her hole. Her pussy was drenched, and as she stared straight ahead, watching Danielle rubbing herself, she could see that the lemur was enjoying the show just as much. The formerly shy witch was fingering herself like mad, spreading her tight little slit open to fit three fingers inside, and positively pounding herself.

Damian smiled at the show, only to gasp again at the sensation of something warm, and thick, and HARD pressing between her legs.

"You...I see you...brought the strap-on..."

"Mmm, didn't think I would be passing this up, did you?"

"Kind of..."

"Well, you were wrong."

The shaft hardly needed the warming lube as it pushed against her sex, the pantheress actually lifting her hips a bit to make the angle better. It pushed against her, and then slowly started sliding in. Slow, only because Jen was holding her hips, and keeping her from pushing back.

Either she hadn't gotten a hymen, or Jen was incredibly gentle, because Damian felt no pain as the shaft slid deeper and deeper. The only thing she felt was pleasure, her body clamping down on that shaft as it went further in. Every time that it bumped her in a new way, she clenched, and every time she clenched, she was all too aware of how big it was, and how many beads she had inside of her.

Shivering as the collie pressed close, she felt pressure on both her ass and her sex, and realized that Jen was going to sheath both the strap-on and the final bead inside of her at the same time. Whimpering half in anticipation, half in utter excitement, the feline spoke up.

"You...you sure they'll fit?"

"Heh, it fit in you before, didn't it?"

"Well..."

"Don't worry. You'll love it."

And with a single hard thrust, one that shoved the feline across the bed and left her kissing Danielle's sex, Jen impaled her.

The sensation was almost indescribable. Both of her holes were stretched to their limits, and her senses were drowned out with the smell and taste of sex. Damian's eyes rolled back in her head, and she came again, hard enough to knock herself unconscious as she yowled in climax.

Jen looked down at her unconscious...girlfriend, she supposed she should call Damian at the moment. She chuckled to herself, shaking her head as she adjusted the strap-on.

"Light-weight."

"I-is she okay?"

"Yeah, she's fine. Just not used to this."

"Well...maybe we should -"

"Keep going? Good idea."

"N-not...what I had in mind..."

"But you like it?"

The blush on Danielle's cheeks was all she needed to see to keep going.

The End