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Adrian and his wife June were researchers with an academy back in the city, their task was to study and catalog phenomena in and around the deepest reaches of the forest; long considered magical by local communities.

It was believed the location was fae-touched, a place where the walls between the normal world and the fae world were thin. For the most part their work was simple and quiet, they took samples of flowers they had never seen anywhere else, studied books they had brought with them. It was peaceful and suited the pair just fine, all they needed was each-other anyway.

That changed though one fateful morning when they heard screams. They discovered a young woman being attacked by a pack of feral wolves. Adrian was helpless to do anything to help her. The small framed ram, who had never held a weapon in his life, would just be considered another meal by the wolves. But, thankfully, his wife was with him.

June was a badger, bigger and stronger than him and there wasn't much she was afraid of. She rushed in, giving one of the four-legged canines a swift kick to the ribs and batting another away with one of her thick arms. The pack backed off to lick their wounds and the couple rushed the girl back to their home, seeing to her injuries.

Once she was cleaned up and her wounds were dressed, Adrian couldn't help but think the girl was pretty cute, in a sweet, innocent way. She was a gopher, simply dressed, at least for what remained of her clothes, she didn't look to be more than nineteen or twenty at most.

The next morning Adrian was watching over her while June was out foraging and doing their field work. They had set up a cot for her by the hearth and the ram was thumbing through a book at her bedside when her eyes fluttered open and she began to rise.

The ram put a hand down on her shoulder, gently indicating for her to remain in bed.

"Careful, you were in rough shape when me and my wife found you. We had to stitch some of your wounds, you should remain in bed until they are healed." he instructed. "How are you feeling?" "Groggy..." the gopher said.

Adrian chuckled. "That's normal, we gave you a philter for the pain."

The sheep rose from his chair beside her bed, moving over the fireplace where a pot was hung above a smoldering fire. He began scooping some of the contents of the pot into a wooden bowl, bringing it back to her.

"Here." he said, taking a spoonful out, holding it towards her.

"What is it?" the gopher asked, eyeing the substance.

"Vegetable stew, freshly made." he answered.

The gopher took a bite, her face lighting up just a little when she tasted it, giving him a buck toothed smile.

"It's very good, did your wife make it?"

Adrian chuckled again and shook his head.

"Oh no, she prefers eggs for breakfast, I made it myself." he fed her another bite. "So, what is your name?" "Amelia." the gopher said, before taking the bite.

"Nice to meet you Amelia, I'm Adrian. My wife's name is June."

"Th-thank you for rescuing me, Adrian." Amelia said, her eyes fixed on Adrian with a longing twinkle that the ram just took for gratitude.

"Oh it was June who did all the rescuing." Adrian explained as he continued to feed her. "I just tended to your wounds. So, what were you doing out there?" "I was traveling, I'm from a village on the other side of the forest." Amelia told him. "As I was making my way to the city, I decided to cut straight across." "All on your own?" Adrian asked with a look of concern. "That's quite dangerous."

Amelia blushed, looking a little ashamed. "Yes... I suppose I know that now. I'm sorry I had to inconvenience you." "Oh, it's no problem at all, we're just glad you're safe now." the sheep said in a gentle tone. "Is your business in the city urgent?" Amelia shook her head. "Not at all, I was just going to see some relatives who live there." "Well, if you don't mind putting it off a little while, some colleagues from the academy make deliveries to us every few months, next time they come around they could take you with them back to the city. I'd hate to send you out there alone again." "Oh, that wouldn't be too much of a bother, I hope." Amelia said.

"Of course not, we hardly get any company out here, it will be nice to have someone else around for a little while." Adrian explained, flashing her a friendly smile.

"Thank you, you're very kind." Amelia reached out, touching Adrian's hand gently as she stared into his eyes.

...

The following days went by without much incident, June would go out to forage and do their rounds in the field for their research and Adrian would stay with Amelia to help nurse her back to health.

"Wow, you're healing remarkably fast." Adrian said, as he was removing Amelia's bandages to re-dress her wounds.

It had only been about four days, but it was difficult to tell she had been injured at all. "I don't think you will be needing bandages anymore." "Well, I had a very good doctor." Amelia said in a sweet tone.

Adrian chuckled. "Perhaps, but I don't know if I am that good." he said.

The ram began to wonder to himself if it was perhaps something she ate, perhaps one of the local ingredients had some kind of healing effect? He would have to make a note to research that possibility.

"You know... I'm really grateful for everything you have done for me." Amelia said, sitting up straight on the edge of the bed, looking at Adrian with her beautiful amber eyes.

Adrian shook his head. "It was really no trouble at all, we're ju-"

"No." Amelia cut him off. "You deserve a reward for your kindness." She put a hand on his chest.

Slowly she began to trail her hand down, over his flat tummy until she reached his crotch, giving him a gentle squeeze through his pants.

The sheep jolted upright, knocking the chair he was in over as he backed away from her. He looked at her with a flustered and panicked expression, but she just looked back at him confused.

"What's wrong? Am I not pretty?" she asked.

Adrian shook his head. "N-no, you're very pretty." he said, flustered. "But I'm married-" Amelia stood up, cutting Adrian off with a sudden kiss. For a moment the ram opened his mouth, letting it happen as his tongue intermingled with hers, before suddenly snapping to his senses and pushing her away.

"I don't know about the customs of your village, but where I come from marriage is sacred." He stammered out. "I only do those sorts of things with June... look let's just... let's just forget this ever happened, okay?" he said, rushing out of the room before Amelia could respond.

Breathing heavily, Adrian looked down at himself... and the tent in his pants.

...

The awkward situation was thankfully never repeated, but it certainly wasn't forgotten.

As much as he tried, it was impossible to avoid the gopher in the small confines of their cabin and she would always give Adrian a flirtatious look when June wasn't around. Adrian just did his best to chalk it up to cultural differences, not that he was going to ask her and find out.

But... that face.

The ram always felt pent up just from a flirty glance, but he did not dare tell his wife why he was so much more frisky in bed than usual. Not that she was complaining, the badger had always been the more insatiable of the two so it was a welcome change of pace.

These distracting thoughts were probably why he didn't notice it at first. But over the next two weeks, the ram found himself having more and more difficulty to satisfy June during their nightly bouts of love-making. It took longer and longer for him to push her towards orgasm.

"Stop. Stop!" June demanded, as Adrian was thrusting within her one night. It had finally become impossible to ignore.

Adrian slowed to a stop, looking at her in the dim candlelight.

"What's wrong, honey?" he asked.

He knew what was wrong, but his pride as a man was closely linked to his abilities in bed, especially for a scrawny guy like him, it was hard to admit something was amiss.

"I can't even feel it anymore." she said, sounding a little frustrated. "Pull out, let me see something." Blushing and embarrassed, Adrian withdrew his cock from her depths, before the larger badger got up onto her knees.

"Stand up." she beckoned, as she began to inspect her husband's genitals in a very clinical way.

"Is... is something wrong?" Adrian asked nervously.

"It's smaller." she stated bluntly, not mincing words about it.

"What? N-no way." Adrian said, exasperated, reaching down to feel his own cock.

But of course, she was right, he knew she was right the moment she said it. It had been gradual but both of them had known something was off for about a week now, neither had suspected something like this, but it was obvious in hindsight... Of course both of them knew that living in a place supposedly rife with magic, they were exposing themselves to the possibility of all sorts of ailments and side effects. Though, Adrian sure wished it wasn't such an embarrassing issue.

There was only one course of action the couple could take. Noses deep in books they began to scour every text they had on magical ailments, curses, poisons, whatever they could. But it was a slow process and in the meantime, the effects only made themselves worse and more pronounced. His cock wasn't just shrinking, so was his waist. That fat seemed to move onto his hips, giving him an hourglass figure and a feminine gait to his walk.

Late one night, June put a hand on Adrian's shoulder. When that didn't get his attention, she practically had to drag him back and pull his muzzle from his book.

"Honey, I know you're working hard on the issue, but... I need release, my fingers aren't going to cut it any more." she calmly explained.

Adrian blushed. "Of course dear..." he said, accompanying her to bed.

Of course, if her fingers weren't going to cut it, his certainly weren't going to either. As for his cock, well, at this point it was actually no bigger than his pinky finger. That left only one real option as he dropped between her legs and brought his muzzle up to her sex.

He wasn't quite sure how long he was down there, teasing her folds, suckling her clit, pushing his tongue within her depths. Doing everything he can to make her cum. But it was a long time and eventually June pushed him away.

"That's enough." she said, trying to hide the frustration in her tone. "Thanks for trying..." Adrian just nodded and wiped his lips. He had done his best, but June was in the middle of mating season and the ram didn't have the equipment to satisfy her when she was like this.

The days stretched by, Adrian buried in his books while June's trips into the woods to forage would push later and later into the evening, not that he really noticed. Amelia would leave to join June out there too, leaving him in the cabin with just himself and his research.

The longer Adrian went without finding a single lead only made him worry more. That worry turned into a full blown panic when he awoke one morning to find his horns had fallen off, he was practically indistinguishable from a ewe now!

What alarmed him more was June's reaction... or, rather, lack thereof. He had been too engrossed in his research to notice how her interest had waned, he realized he couldn't even remember the last time she joined him in the search for a cure. He couldn't pinpoint when she had become apathetic, but it had to be some time after Amelia had begun accompanying her during field work.

June's indifference at the loss of his horns hit him like a brick and when he watched the pair leave the cabin together, the pieces began to come together in his mind. A possibility he hadn't even considered until now. As he shoved aside medical tomes and alchemical texts, he eventually found what he was looking for. Several volumes detailing various fae creatures.

He began to scour the volumes as the hours passed. Morning turned to afternoon. Afternoon turned to evening. The sun had set; June and Amelia still hadn't returned. Finally, on the candlelit pages, Adrian's worst fears were realized.

It... that thing that had taken refuge in his home. The monster that had snuck past their watchful eye. The devil hiding in plain sight. That creature... It was a shape-shifter.

Given the nature of this monstrosity, there was little in the way of local folklore pertaining to it. No one had ever seen the true form of its species, if one even existed. But what was known, was their pattern.

A shape-shifter derives its power from seduction, strengthening its magical abilities by preying on others. Sustaining itself through actions of sexual immorality, and once sufficiently strong enough, it could even shift the form of others to suit its tastes.

And once a victim willingly falls under their grasp, there was no turning back.

What was the motive behind their remorseless actions? Was it simply in their nature to be evil and they were acting on instinct? Or was there some greater motive and conspiracy behind it all?

No two accounts seemed to agree on the answer.

But one theory in particular worried Adrian most of all.

As with all living creatures, the shape-shifter's had the inherent desire to reproduce. And given their sparse numbers and lack of consistent form, it was logical to conclude that their relationship with their victims was more than just parasitic. It was symbiotic.

In other words, the gradual changes had a purpose. The victim was being prepared to bear its offspring.

Adrian was breathing heavily as he closed the book. It had all but confirmed it. Amelia was no traveler, she was a fae creature, a dangerous, predatory one. since she hadn't eaten them yet, it was obvious she had other plans. He needed to warn June, they were both in danger.

At that moment as he turned to look, Adrian noticed the front door of the cabin was open. Had it been left open this whole time? Or had he somehow missed hearing someone open it? As he was contemplating this, a heavy hand grabbed his shoulder from behind causing Adrian to nearly leap straight out from his woolen fur. He twisted, just to see his wife behind him.

"J-June! Amelia isn't who she says she is, she is the one doing this to me, look!" he gestured to the open book.

"Really? Well, we better do something about this." June said, her tone concerningly indifferent despite his accusation. She gripped Adrian tightly, leading him back towards their bedroom.

"We have to be careful! She could be dangerous!" Adrian said, frantic.

"Don't worry. I can handle her." June reassured him, pushing the sheep forward into his bedroom. Inside, Amelia was seated on the edge of the bed, where ropes were tied to each of the four bedposts.

Adrian cocked his head, trying to make sense of things. Why was she even in their bedroom? Why were there ropes?

... and why is June still pushing him further into the room... closer to the bed and Amelia.

"Ah, the guest of honor arrives." Amelia announces, standing up and getting out of the way as June manhandles a struggling Adrian, forcing him onto the bed.

"June!?" Adrian exclaimed.

As the pair bound his wrists and ankles, leaving him spread eagle on the bed, his heart sunk. There was only one explanation, she was under Amelia's thrall. But, that would mean... He looked up at his wife, tears in his eyes. "How? Why?"

"Sorry honey... a girl has needs." June calmly explained as she tightened the rope that served to bind one of Adrian's ankles. "You just didn't measure up anymore." "Seducing your wife was... surprisingly easy." Amelia said, her voice deepening mid-sentence as her form twisted and shifted.

Gone was the cute little gopher girl and in her place was the exact opposite, a tall, muscular cougar. Her adorable buck-teeth replaced with a mouth full of sharpened fangs, her once harmless appearance now replaced with something dangerous, more befitting the creature's true nature.

One thing however remained the same, she was still stunningly attractive, accentuated by her apparent nudity, it seems her clothes were just as false as her original appearance, one thing however stood out... her massive, throbbing, cock.

"I suppose it shouldn't have been too much of a shock. It's the middle of mating season for badgers, I should have known cock was the only thing on her mind... shame about yours." she grinned mockingly.

"My heat... it was unbearable." June said as she used her claws to rip away Adrian's clothes, leaving him naked and helpless on the bed. "I couldn't stay inside looking at books, I needed some kind of release. Any kind." "I found her in a clearing, desperately trying to get herself off, hiding away from how pathetic her husband was becoming." Amelia taunted, as she began slowly stroking her erect member. "She didn't know it was me when I appeared in this form, I was just another traveler, one who had been lured in by her arousing scent. You should have seen the shame on her face, she asked me not to tell anyone before begging me to fuck her. I didn't even have to suggest it." June was casually stripping from her clothes. She bent over the foot of the bed, resting her head down on Adrian's lap, looking up into her husband's eyes. The sheep watched in horror as Amelia stepped behind his wife, unceremoniously driving that thick cock into her. She began pumping her hips back and forth, not even bothering with foreplay, just treating June as an object for her sick pleasure. Even as she began to fuck the badger wildly, her hips slapping into June's ass, the fae creature's attention was fixed solely on Adrian.

"I don't even want her." Amelia said in a cold tone. "I want you. You are special, we could be something special." Adrian shook his head. "I know what you are... you're just a parasite who wants a place to incubate your young!" "Parasite? Is reproduction not the goal of all creatures? I'm no more a parasite than your parents are! We're all just following our instincts, but some species dress it up as love... and I love you. The way you cared for me, it sustained me, it was like the sweetest honey. All I wanted was more of your love. But you rejected me! All for some foolish loyalty to this bitch." Amelia swatted June right on the ass, it wasn't a kinky spank, but a hard strike out of anger. June seemed to enjoy the mistreatment though... or, she was incapable of reacting negatively at the very least.

"Even though she wouldn't do the same for you..."

Adrian winced, the words stung like a dagger to the chest.

"Go on June, tell him, tell him what you would have done when you found out his changes were permanent." Amelia said.

"Mmf... I would have left him... I can't be with someone who doesn't have a real cock." she admitted between lustful moans. Suddenly, her body began to tense up, she grabbed the sheets beneath them in her tightened fists, her eyes squeezing shut. She was having an orgasm, one that was harder than she ever had in weeks, months even!

Adrian shook his head, looking away from his wifes display of pleasure at the hands of Amelia.

"That's not her speaking, that's you!" he accused the shapeshifter, tears streaming down his face. He wasn't willing to believe June could ever be so callous.

"Believe what you want." Amelia said, giving a few final thrusts into June before slowly withdrawing her cum-covered cock. "But with a tiny pecker like that, no woman will ever want you... but I still want you... and soon, nobody will be between you and I." Adrian didn't have very long to ponder that statement, before June crawled further up onto the bed, straddling his face, she hovered her cum-filled pussy inches above him, sticky jizz leaking out and dropping down onto him. He could feel the bed shift from something heavy, as the shapeshifting cougar joined them on it.

"It's time, give yourself to me, all of you." Amelia spoke in a low, soothing voice, her words directed at June this time. Adrian couldn't see what was happening. He couldn't quite make out the sounds either... groans? Gulps? Was June fellating her? But it didn't sound like June was the one with her mouth full... The mystery was soon solved as June was lifted away from him, her legs pulled up into the air and, to Adrian's horror, the rest of her was crammed down the cougar's throat. June for her part, wasn't struggling, despite facing her doom. In fact the way she was moving, it was like she was trying to propel herself further down the feline's throat to eagerly get inside Amelia's gut.

"No!" The sheep screamed out. "Let her go! I'll submit! I'll do whatever you want!" he cried, but Amelia ignored him. He could only watch in terror as his wife was pulled further in.

June's head must be in the stomach by now, as the gut began to bulge where she was being deposited, the bulge growing larger as more of her exited the esophagus and entered the cougar's gut. Amelia's stomach grew to obscene size as only June's feet remained outside her maw. Adrian didn't want to believe it, but deep down he knew this sight was the last he was ever going to see of his wife, as her paws were pulled into mouth and the jaws closed shut. One final swallow sent it all down, the bulge of her legs sliding fluidly down the cougar's body, until it joined her massive gut.

Adrian was in tears. "Let her out! Please!" he begged.

"I don't think so. A willing meal like this is too good to give up, even for you, my beloved." Amelia said. "But don't worry, she isn't gone. Her soul will be a part of me... forever." the cougar said in a dark, threatening tone, the implication of her words shaking Adrian to his core. "Her body however..." Suddenly, before Adrian's eyes, Amelia's bloated gut began to shrink while the cougar had a look of almost orgasmic bliss on her face, until she had a flat, toned belly once again as she released something between a satisfied sigh and a moan of pleasure.

Despair filled Adrian as he witnessed his wife's helpless body, digested in just a few moments by this monster. Tears soaking the fur on his face. She was gone... no, worse. She was trapped. Trapped inside the monster who had just killed her, forever.

"Now... are you ready to submit to me?" The cougar growled, crawling on top of Adrian, cock bobbing up and down, leaking pre into his wool.

Adrian shook his head. "No! I won't be reduced to breeding stock! Not after what you did! You're just going to have to eat me too!" he cried out.

"So eager to join her..." Amelia teased. She wasn't entirely wrong, if June's soul was part of her, then that would be the only way for them to be together again.

"But Adrian... I don't need your submission to make you my breeding stock. Not anymore. Your lustful thoughts and one little kiss were all I needed to change your body... Your wife gave me so, so much more until there was nothing left to give. I have all the power I need to finish the job" The cougar gloated, grabbing Adrian by the ankles, cutting away the rope with her claws before folding the sheep in half, pushing his hooves towards his head.

Adrian tried to struggle and kick, but it was all in vain, she was far stronger than he was. As she pressed her cock up against his virgin tailhole, there was nothing he could do, he was helpless to stop her. Her hips drove forward, cock still lubricated by June's pussy.

The sheep cried out, squirming, trying instinctively to get away, but he wasn't going anywhere. Inch after inch of girthy cock pushed into him, claiming his backdoor virginity. She was not gentle, she did not take things slow and as a result... it hurt.

But this wasn't like she was with June, where she seemed completely disinterested with the badger. No, the look on her face was very different as she stared down at Adrian. A wicked smile, a cruel glint in her eyes, this was deliberate.

"Submit." she demanded. "I can make this feel amazing for you, I can bring you to new heights of pleasure." she promised.

Adrian shook his head as she began to rock her hips, sliding her cock in and out of his ass.

"Still?" Amelia asked, picking up speed, the bed creaking with each thrust, masked partially by Adrian's groans of discomfort. "It's just you and me, you belong to me either way, you're going to carry our young either way, why not enjoy it? What are you even resisting for?" "J-june..." Adrian weakly mewled out.

"Heh, so loyal, you would spite me simply for her memory? Shame she wasn't willing to return the favor." Amelia taunted, giving several especially hard thrusts. "She chose to submit to me, she knew her place, even if it was just to be turned into fuel for our mating spell." Adrian groaned and squirmed in pain and discomfort as his poor ass was abused. "Y-you manipulated her..." he accused.

"Did I now?" Amelia said, suddenly stopping and staring Adrian in the face. "You'd like to believe that wouldn't you? But no, none of this would have happened if your marriage wasn't set to fail from the start. All I took from you was one kiss and you gave me enough power to turn you into my plaything. And her...all I did was show her my dick and she put up no resistance. The truth is, my control over others is limited. I only made it this far because the two of you let me." Adrian was in a flurry of emotions. Guilt, despair, betrayal. He didn't know what to think, what to believe.

"I know, you wanted to fuck me." Amelia continued. "And if you had just admitted it, I would have gladly given myself to you. But you were a fool. Blindly loyal to your slut of a wife even though you never had what it takes to satisfy her, even before I reduced your prick to its actual worth. Don't worry, you'll serve a much better purpose now then you ever did for her. You know what I'm talking about, right?" "No..." Adrian managed to whimper.

A few final, hard thrusts. "Here it comes! Here comes our baby!" she cried out, with delight in her voice.

What she was saying shouldn't be possible, as hot cum flooded his bowels, leaving him feeling bloated and full. He was still a man, even if he couldn't perform as one, he didn't have a womb, he shouldn't be able to get pregnant! But he knew that none of that mattered, magic didn't care what was possible.

In that moment, during her climax, Adrian was blindsided by his own orgasm. Was it a side effect of the magic currently pouring into him? Or had he been ignoring the pleasure that was building up inside this whole time? He didn't know, but he came to pathetic, whimpering mewls. His tiny, useless prick not even producing a visible drop of semen, as though to tell him that Amelia was the only way he could ever have a child of his own... It was over, Adrian lay there in the afterglow as Amelia withdrew her cock. He felt heavy, stuffed full... she had cum a lot but... this wasn't right, this didn't feel right. He leaned his head up and saw it, his belly.

"H-how? How is this even possible? How could you do this to me?" he exclaimed, utterly shocked.

"I'm very potent, my dear but it's not quite what you think." Amelia said with a giggle, rubbing his round belly. "Your body has simply been adjusted to house our child. Wouldn't want them to get cramped in there, would we?" Adrian was in shock. "I look fit to burst!" he yelled out, noting that he easily looked eight or even nine months along.

This earned another giggle from the shapeshifter. "Don't be ridiculous, dear. Gestation of my kind takes almost two years." The sheep's eyes went wide. He was going to have to carry this for two whole years? Was it going to get bigger? Was he just going to be her plaything that entire time?

The cougar snuggled up to him. "Just give in to me." she said in a soft, nurturing voice. "All the pain and despair will melt away, you'll forget all about the betrayals and hardships. Why suffer needlessly? You know you want it." Adrian couldn't deny he was tempted. What was the point anymore? But at the same time, a part of him still wanted to resist, just to continue to spite her.

"So, what will it be? Submission? Or futile resistance?" She whispered straight into his ear.

The sheep trembled, opening his mouth, ready to give her his final answer...