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Rupert groaned and fell onto the bed, not really paying attention that Melborne was underneath of him and almost causing him to be crushed by the tall and somewhat depressed Anthro horse. "Woah there buddy!" Melborne rolled out of the way, laying on the other side of the bed. Rupert looked up at the ceiling, focusing on nothing, just staring at the Dorm room ceiling as if it was one of the most interesting things out there. Melborne poked at Rupert's side trying to get him to talk or say anything, It was no use really.

"Aww come on there buddy, old pal. Talk to Jolly old Melborne what's wrong?" Melborne gave a smile and rupert looked at him with his eyes cast downward and a frown on his face, he looked ready to cry. The pair of them still couldn't get over the fact that Melborne could actually be seen now and not only that he could actually interact with the physical world, despite it having been a month since somehow Melborne had seemed to regain his corpialty. Rupert secretly enjoyed it, it was nice to actually not seem crazy and have to whisper to himself. Granted it now meant that Rupert was avoided by many people. Rupert had been worried that when Melborne was discovered He would be killed or worse and it wasn't due to lack of trying that he was still here. Apparently despite Melborne having somehow regained some of his power he was still soul bound to Rupert, which meant if he died Rupert would die. Some of the University board has thought this a fair trade and in fact thought that Rupert was a demon himself, they still couldn't figure out how Rupert had soul bound with a demon. Thankfully The Dean had considered that if nothing else this could be a good learning experience and made an exception for the pair of Rupert and Melborne to be considered one student. Melborne went to the same classes as Rupert, just like before people had figured out about Melborne.

Things should have been great and they kind of were. Melborne had been more than happy to be noticed even if it was mostly to play pranks on some of the poor students that went to this school, but it also meant that Rupert was avoided by most of the students, Even Hugo had avoided him. Rupert hadn't seen him since shortly after the party when Melborne had somehow reappeared after being missing for a few days. He couldn't remember what had happened to him, but he was overly excited to finally be able to use some of his magic a bit more. Mostly the fact he could use his trademark magic which was kind of cool if Rupert was being honest.

Maybe it was the fact that Rupert had started developing feelings for Melborne more and more, but he felt sad and confused. Lately he wasn't sure what to feel. It wasn't only that he had started having other thoughts that made him question many things.. Things he wasn't sure he could even open up to Melborne about. He just felt lonely and

confused. He felt angry at himself for feeling that way. He couldn't just expect to mope around all day and get things done that wasn't going to help anybody was it?

"I'm just not feeling too good is all. I think i got a stomach ache or something" Rupert didn't look at Melborne who was lying on the bed next to Rupert. Melborne blew out a breath of Annoyance. "Ruby i know you better then that, come on and talk to me~" Melborne poked at Rupert's stomach with a clawed hand and Rupert slapped his hand away a bit harder than necessary.

"Ouch, that hurt" Melborne whined playfully blowing at his hand as if he had just burned it, but Rupert only rolled his eyes and went back to staring at the ceiling. Melborne sighed and snuggled close next to Rupert's body. Despite him having a physical body now, he was still the same height. Rupert had thought that maybe it was because he hadn't regained all of his magic, but Melborne rather sheepishly had admitted this was his full height, a whole 4 feet give or take an inch or two. Rupert actually didn't mind the somewhat smaller Demon and deep down he was actually kind of glad that Melborne still looked like Melborne, his thick thighs and wide hips looked like thick pudding that had started to overlap it's container with his belly lightly resting atop of his thick and meaty thighs and even now when Rupert looked him over he couldn't help but blush deeply at the sight.

Melborne continued to huddle close to Rupert's body, trying to fill him with warmth from his body as it spread across his own body and filled Rupert with a warm fuzzy feeling that made Rupert unable to help but relax his tense muscles.

"Feeling a little better?" Melborne looked up at Rupert who despite the sour look on his face gave a small nod before wrapping his arms around the smaller Being. "Well good, now we're going to talk about what's wrong, you've been acting a bit weird the past few days, I haven't been able to get you to say much of anything, remember how bad you had wished you could talk to me in public?"

"Yeah, i do..." Rupert held onto Melborne tighter, he used to be embarrassed doing this, but lately it had become easier to use Melborne as his own personal Stress ball/ Plush animal. Melborne didn't seem to mind, as of late Melborne didn't seem to mind much of anything. In fact he seemed to encourage it. Rupert had started trusting Melborne more and more as of late despite the warnings from Students and Professors alike about the manipulative danger of Demons. After all there had been very few sightings of Demons for the past thousand years. Rupert couldn't help but open up to Melborne though, it probably didn't help he was almost certain he had fallen in love with Melborne. A fact

that he seemed well aware of and despite playfully warning him about the dangers of getting close to him, He did little else to keep Rupert away. It only confused Rupert more. Was he supposed to keep away from him? How could he do that when they were "Roommates" and the fact Melborne seemed to encourage Rupert's growing feelings towards him. Maybe it had something to do with regaining his power, after all Melborne was a demon of lust and he gained more power by having other demons and such well Lust after him. It Reminded Rupert of Melborne's latent talent, The class of magic he was most adept in.

"I just feel more confused than ever, Talking to you about some things has made me rethink some things. Mainly about myself, everything is still so confusing, Why was i the one to add up with a demon soul bound to him or the fact that really thinking about how much magic can do has me thinking... About stuff I haven't really allowed myself time to think about.

Melborne gently placed a finger on Rupert's lips and looked at him with a serious look. His black pupils that filled his entire eyes, looking at him with a concerned look. "Rupert, i have to be honest with you... I... I've been able to read your mind for over a week now"

Rupert looked at him with shocked eyes, he tried to sit up and get off the bed, But Melborne gently held him there. A surprising amount of strength in the rather small demon. "Wha... why didn't you tell me" Rupert looked a bit fearful and ready to cry, but Melborne was showing a surprising amount of compassion and concern, gently stroking his cheek.

"Why do you think i've been using the Nickname Ruby for ya hmmmm?" Rupert hadn't really thought about that, but it made a bit more sense to him when he thought about it now. He could feel his cheeks turning bright red and he felt both embarrassed and afraid. He had been thinking a lot over the past few weeks, mostly thoughts he had kept deep down during his life. Afraid to open up about them and having kept them deep down so long he had figured it was a hopeless endeavor, But now knowing that magic was a real thing... He wanted to explore parts of himself he was still unsure about.

"Are you going to make fun of me or tell anybody..." Rupert could feel tears welling up in his eyes, he struggled to keep them down, but he could feel warm tears slowly falling down his face.

"Rupert... I may be heartless, but i'm not "Heartless" You get what i'm saying? I actually

was thinking of letting you try something later rather than sooner, but i'm thinking that maybe we could try it now? After all Classes are done for the day, and i'd love to see you less grumpy, you look nice when you smile you know~" Melborne's voice had a texture of oil along with his speech being like that of a snakes as he gently leaned in close to Rupert's ears, whispering before he gently placed a hand against Rupert's chest.

"I ummm" Rupert couldn't help but blush deeply, feeling his Cheeks growing hot. He didn't know what to say and he didn't try to say anything. He didn't know what Melborne meant until he felt something tingling against his breasts and he squeaked in surprise. "M-melborne no..." Rupert could feel a hint of fear creeping up his throat but he could also feel something deep inside of him growing. He had to bite the bottom of his lip though as he felt the muscles in his chest growing thicker and heavier, his normally Flat chest gaining mass and texture as it pushed outward now. His breasts felt itchy and hot as they grew larger and more defined, he could feel his t-shirt lifting up a bit and he stood up, trying to keep his shirt down to no avail.

Melborne smiled and floated beside the changing tall horse, grazing his hand against Rupert's stomach which made Rupert let out an unintentional giggle. His body felt very sensitive and he couldn't help but try futility to cover up his growing chest, until he heard what sounded like a pop as he felt his Thin stomach start to grow bigger and bigger. He could slowly feel himself relaxing a bit and actually enjoying the sensation.

"Melborne.. This i didn't want this." Rupert's words were a bit unconvincing and Melborne couldn't help but give a small laugh before he gently pushed the Horse back onto the bed, the bed making a rather heavy creaking noise not common usually. A moment later He grunted heavily as he felt his belly growing thicker and thicker.. And POP, there went one of the buttons on his jeans flying out of the small bedroom and into the small living room outside his door. His breasts were still growing and they had turned about as big as Watermelons and were still growing thick and heavy and he could feel himself breathing heavily in anticipation. He was starting to enjoy the process especially as Melborne laid beside his head, staring at him with a straight gaze, Rupert could feel his tongue hanging out like a dog's and it felt like the inside of his heavy was hazy, but it was also clear and calm. Something he was enjoying.

Melborne began to gently stroke at Rupert's head, almost like he was lulling a baby to sleep. "Now there there, just relax and be a good girl. Despite the haziness of his mind, Rupert could feel tears of joy fall down his face, but he nodded and let Melborne do his magic. That word made everything feel ok, Something he hadn't opened up about in a

long time or even thought about for that matter. Despite his growing breasts making his T-Shirt into a sort of crop top and his Growing belly pushing up his shirt all the more, Rupert could feel himself give a content sigh. The tingling has grown into more of a hum all over his body, he could feel the hairs all over his body standing on end. He couldn't help but pant heavily now almost whining as he felt his hips growing thicker and wider straining heavily against the jeans he had on. It was growing a bit painful and Melborne chuckled before playfully tugging against Rupert's pants which had started to gain tears and rips in them.

"Hehe I never thought you'd be the kind to enjoy being so thick~ Guess I must be rubbing off on you hmmmm?" Melborne poked and prodded at his friend's growing body, feeling off the soft and thick fat that had started to pound on him. Rupert could only nod Sheepishly too lost in the feeling to do much else. Rupert was biting against his bottom lip hard as he felt something at the top of his head starting to grow, His mane was becoming longer and fuller and he could feel it start to fall down his back to just a bit below his shoulder blades.

He swung his head playfully around, feeling his Long mane fall against his face and spitting out a few hairs. He was going to have to get used to that. Melborne chanted under his breath and a moment later, Rupert couldn't help but yelp in pain as he felt something down there starting to change. He had almost forgotten about that part, He wasn't sure how but he could feel it now. Slowly he felt his Long cock as it seemed to burn and tingle with a ferocity that caused Rupert to almost jump off the bed, causing the jeans he was wearing to finally give up the losing battle they had with his Growing waist causing shreds of Fabric to go flying everywhere, he grunted heavily before letting his tongue laying out the side of his mouth. His whole body felt like it was on fire, it was almost the feeling when you took a hot bath and your body slowly grew used to the heat. It had become a feeling that caused Rupert to relax as he laid against the bed. Despite his Thick thighs and wide hips causing his pants to explode, his underwear thankfully had been saved though they had started to ride up a bit more than he would have liked. They felt more like a pair of ill fitting panties and less like a pair of boxer briefs. He couldn't help but giggle, growing more and more happy with the changes his body was going through.

Even though his voice sounded a bit different now, His voice sounded more pitched. It was perfect he felt so happy he could cry, but there would be time for that later, he felt like somebody had just given him the best birthday present he could ask for. He couldn't remember a time he had been more happy. Despite lying there half naked. In nothing but what looked like a torn crop top and a simple pair of undies. His mind returned to the

burning feeling down there and he couldn't help but touch a hand down there feeling almost nothing. His Long cock had started to shrink inside of himself seeming to be swallowed up by his thick and large belly. His stomach now overlapped over top of where his steadily shrinking man parts had been. He felt a weight in his stomach that he guessed was the last bit of his manhood vanishing inside of him. His balls soon followed suit and for a moment he was afraid they were going to pop before the feeling went away.

Melborne grinned waiting for Rupert to see what he thought. "Go ahead and give it a feel you know you want to~" Rupert looked sheepishly before slowly reaching a hand inside of his underwear, giving a high pitched squeal of surprise as he felt the small slit down there, It was really like magic. He couldn't feel any trace of his cock and balls that had been there. In its place was a small slit that it took a lot of willpower on his end not to play and touch with. Part of him was scared that if he played with it too much, he would realize this was simply a dream and he'd wake up quicker if he realized this. A voice in his head though told him this was real. He was what he had always wanted to be. A beautiful if a bit thick girl.

"We're not done yet, i can't have it be said that you weren't pleased with the results" Melborne chanted something and Rupert could feel the backside of his grow heavier much more plump as his butt cheeks expanded and grew out to form a well rounded Ass that would have made a supermodel green with envy. He couldn't help but wiggle it around, his tail looking tiny in comparison. He was nearly bouncing up and down the floor, making the floor underneath of him thud before Melborne squished his cheeks together to calm him down.

"Hehe now calm down, if you keep that up you might end up causing the whole place to come crashing down, butter ball." Melborne had one of the widest grins Rupert, no Ruby had seen on him in a long time. Ruby? He no she liked the name because it made her feel more... Her?

Ruby blushed and placed her hands on her face out of embarrassment. She couldn't help but feel giddy all over and a little bit shy. "S-Sorry i'm just really excited and happy is all, I feel.."

"Like your true self, you seem really happy, happier than I'd seen you in a long time. I like it, Your face really isn't meant for being so sad" Melborne couldn't help but rub a paw back and forth on the top of Rupert's head causing the Now large horse to give a small whinny of pleasure pushing her head against the rubs.

"Geez you're such a submissive little thing, i kind of like it though~" Melborne floated over towards Ruby's butt and gave it a good slap causing his massive ass to jiggle and slosh like jello, causing her to rub it and glare at Melborne. "Owww"

"I can't believe you always wanted to be such a big girl, I think it suits you.. Tho owwwww" Ruby belly bumped Melborne causing him to be smothered in between Ruby's breasts and the bed, he wriggled feebly before tickling at her belly causing the Big girl to squeal and roll off of Melborne who was breathing heavily.

"I guess i'll need to watch out for you, hmmm looks like you're not such a small one anymore."

"Nope you better watch it or else~" Ruby patted her butt playfully and Melborne stuck his tongue out at her before she grabbed at him squeezing him tightly in a bear hug. "Ahh get off of me!" Melborne whined, but it made Ruby only hug him all the tighter and eventually he stopped struggling to break free. "No you're going to take my hugs and like them" Ruby hugged him tighter nuzzling the top of his head, trying her best to avoid the two curled ram horns on top of his head. She finally released her grip a bit and looked at Melborne with a wide smile, she really did seem a lot prettier when she smiled, honestly Melborne could feel something there he had tried to ignore love. He wanted to kiss Ruby right there, but he wasn't sure that was the best thing. Ruby took the initiative though and gently kissed him on the lips, Melborne could feel his small body being smothered by Ruby's thick and warm breasts and he couldn't help but let out an intentional purr from his throat before he returned the kiss, taking the time to hold both sides of her face with his own paws as he continued to kiss against her own mouth before pulling away after what felt like hours to him.

Ruby's cheeks were plump and she couldn't help but feel them rub a bit against her muzzle, she didn't mind though. She was already enjoying being so big and feeling so pretty she wanted to do nothing more than to run out onto campus and show off. She hadn't felt so Open and happy before, when she thought about it. The thought of going outside though and the possible negative response made her pause a bit though. "Melborne.. Th" Melborne placed a ginger claw against her lips, giving a seductive smile.

"Ru.. Ruby, you don't have to say anything hehe, I don't mind helping you. Not when you're giving me such great eye candy after all~" Melborne teased her, and Ruby pouted playfully sticking her tongue against Melborne, who couldn't help but laugh.

"Melborne i know you didn't just do this for yourself... I really mean it thank you, I never was able to think about things i wanted until you, even coming to this school, but now i.. I think i might have found out some things about myself along with maybe being able to share it with somebody?" Ruby looked at Melborne hopefully, who's turn it was to look away shyly.

"Ruby...Do you really want that, you know what i am? I'm a demon some creature that's evil and cruel and tricks people and..." Ruby took the time to squeeze on of Melborne's hand, her thick fingers easily covering up the small Demon's hands before she looked at him with a look of both determination and convection. "N... Melborne you're my friend and.. Maybe something more if you want? I can't even begin to repay you for something like this."

"It's no big deal, not really that hard for somebody like me to do a little bit of transformation magic, after all it is my speciality, How else do you think I've become such a great demon of lust in hell hmmm?"

"Honestly i didn't really think about it until you mentioned it to me since you regained some of your powers, honestly it's a bit exciting. You could look however you want and I bet you could..

"Have anybody i desire?, Hehe you would think so. It doesn't change the fact that I'm not like most Demon's if you didn't get that from the time you spent with me." Melborne seemed uncharastically sad, he rubbed at the ends of one of his horn's as if for comfort and Ruby couldn't help but squeeze one of his hands, rubbing the top of his hand gently as if to encourage him. He took this as a sign and kept talking.

"Honestly despite my status as a symbol of lust, I never had anybody I could say I was close to. Having the ability to read people's desires even other demon's seemed like it could be something great, but I could never actually Grant my own desires.. To be with somebody that liked well me" Melborne looked away, feeling a bit embarrassed opening up this way to somebody, He felt almost like Ruby never being able to talk about how he truly felt with really anybody. He had spent the centuries he had been alive, simply fulfilling others' own deep desires, changing to whatever they wished of him, even changing his own form to give them pleasure beyond their greatest dreams. They would enjoy it, but he had never gained anything from it. There had been a few customers he felt a connection to as more than simple patrons, but they seemed to be more in love with his actual abilities than his actual personality. While most Demons spent time

bribing one another, Melborne hated the fact he had to do this to survive in the dog eat dog world of Hell, but he didn't have much of a choice. He had thought many times about leaving Hell and finding his place in one of the seven other realms that resided in the universe, that was a feeble hope though with the barrier that surrounded the Realm of Hell making travel to and from almost impossible. Granted there were supposed holes in the barrier that allowed one to move away from the Realm of hell for periods of time, but they were unstable and most demons that had somehow managed to escape wind up dying soon after returning or being killed by issues with the teleportation.

"The thing is with you, you've seemed attracted to me, Isn't that saying a lot huh? I guess we're two of an odd pair huh? I... this is all sorts of fucked up isn't it? I guess you caught me though, I.. I think I'm falling in love with you. If it wasn't obvious already" Ruby giggled and squeezed onto Melborne tightly giving him lots of kisses across his forehead and causing the Demon to make some playful gagging noises.

"Well i mean you're not the only one, it's not like i don't have some sort of feelings for you as well, i don't think i did much of a good job hiding it though. I think I had a lot on my mind though, all of this has been really hard, But.. I'm glad that I met you. I was upset at first, but.. Honestly i wouldn't take things back" Ruby smiled brightly at Melborne closing her eyes and he couldn't help but feel his chest pounding inside.

"Ruby... w-would you.. Oh man why do you make it so hard to talk..." Melborne sat on Ruby's lap and she gently rubbed the top of his head. It was really amazing how much more confident she felt. It was a huge relief she still wasn't sure how people would take her like this, but she figured she really didn't care right now. The only thing on her mind was about Melborne.

"Would you maybe want to um... be more than friends, i think i want to get to know you a bit more. Well even more than we do now. I guess i'm saying that.. I might be falling in love. It's a weird concept to somebody who can live for thousands of years, especially the way my culture is. Lets just say that Love isn't really looked upon favorably, don't get me wrong there are couples and marriages but they are usually more for social standing than any form of companionship. And..." Ruby kissed Melborne once again and he followed her wet and eager mouth with his own.

"You talk too much, I accept your dating request" She laid there for a moment, an awkward silence between the pair of them as they thought of what else to say. "You know this is something i wanted for a long time, after i started realizing you aren't as big and bad as you claimed."

Melborne snorted out laughter. "Pfff what's that supposed to mean, i am a big bad guy. Do you think otherwise? He teased playfully before pushing against the large and wide horse girl in front of him, she pretended to fall over lying on the bed. "Ooof i guess i should get to learn that, It wouldn't do me any good to underestimate you huh?

"Nope not at all" Melborne couldn't help but Let out a purr as he sunk a bit against His new girlfriend's fat belly and thick breasts, taking the time to nuzzle through the thin fabric of her Makeshift Crop top, she didn't fight against his snuggles, but held him close to the top of her, unable to help herself as she wrapped her thick thighs against him, trapping him in a cocoon of warmth and fat. It was a bit of a struggle to get used to all of this bulk, but she figured given time she'd be able to get used to it.

Melborne didn't seem to mind and that was a big sense of encouragement for her. Melborne moved up towards Ruby's face and took the time to gently boop her nose causing her to wiggle her nose. "Did that make you feel better?"

"Yes. Yes it did" Melborne took the time to wrap himself up in a better position, it was still pretty early in the day only being a bit after four, but ruby didn't mind taking a small nap. She felt a lot more relaxed then she had in a long time. It was like she had a huge weight release itself from on top of her and more then made itself known in her gut and breasts. "Some of this felt so sudden, no that wasn't true these feelings had been bubbling up for a while and now that she had achieved what she wanted she couldn't be any happier.

Melborne managed to wiggle himself up more of Ruby's body, managing to plop his head on top of Ruby's breasts before sighing contently, Ruby wrapped her arms around the small Demon and he closed his eyes, as both of the warmth from their bodies radiate against each other.

"Soo Ruby do you plan to show off your body to everyone, or do you think you need more time to show it off?"

Ruby thought to herself for a minute, despite the great pleasure and happiness she felt from her new body that reflected her true self more she still felt a small sense of uneasiness about being fully open with herself. While she thought she shouldn't care what other people thought about her, part of her was worried about that very thing. "Honestly, i'm not sure... I want to be open with myself everywhere, but i'm also a bit worried. Maybe I need a little bit of time, I'd like to stay like this whenever we home

alone though and maybe I could start buying some more clothes for when I'm able to be open though?"

Melborne didn't seem to reprimand, instead giving a small but accepting smile. Rubbing her shoulder softly, causing Ruby to shiver with pleasure. "I'm here for you whatever you decide, but being honest i think you're a perfect girl~" Melborne gave a flirty smile and Ruby could feel tears of joy in her eyes before Melborne huddled close to her face.

"No crying though ok, you're too pretty to be doing that. I'd hate to see that face so sad. I can't have my Girlfriend being so moody, what kind of person would people think I am huh?"

Ruby laughed and wiped at the tears in her eyes, with a rough rub of a thick arm. "Hehe alright, i'll try not to cry." She went for another Kiss and Melborne seemed to sense it taking the time to meet her lips halfway, using his forked tongue to touch and rub at all the crevices of her wet and open mouth.

"I love you toots~" Melborne purred out the words closing his eyes as he felt His girlfriend's chest rise and fall softly, her warm fat wrapping around him like some blanket.

"And i love you too, Bad boy" Ruby booped at Melbornes nose and closed her eyes, Her thick thighs almost touching the ends of the small bed. She thought she might have to do something about a new bed, but for now all she wanted to do was lay here with her new Boyfriend and maybe get something to eat, she thought as she heard her stomach grumble. Transformation took a lot of a person.