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Disclaimer- This incantation contains thaumaturgical elements that are distinctly not sanctioned under the fifteen codices of magical intent. If transformation terrorizes you or if eroticism makes you queasy than it is highly suggested that you leave this for the trained professionals. (This is a work of pornographic fiction. Please do not read if it would be illegal for you to do so.)

Room 304

Ruben had never cared all that much for magic. His father had supposedly been a thaumaturge of some considerable skill, but that hadn't stopped him from disappearing one day in a poof of smoke. (That was how Ruben liked to imagine it at least. He was only three years old at the time, and his mother didn't like to talk about it.) His schooling had been fairly normal, except that his grades were all sub-par save for that particular field of wizardry that he tried to avoid.

He wanted to be a doctor, a lawyer, an executive; anything really, so long as he didn't have to end up like his aberrant father; however, as it turns out, getting into a university was much more difficult than he expected. While he had been scraping by, the others in his class were pulling down straight A's and becoming members of Mensa, or so it seemed after he'd been rejected from his four rather humble collegiate choices. So eventually, with a heavy resignation, he applied to the Alfred P. Magus Academy of Thaumaturgical Study and was accepted immediately because his detestably lauded father had gone there so many years ago.

Sullenly, he'd talked to his over-excited advisers and councilors, but despite their insistence that he enroll as an evoker, he decided to stay undeclared for as long as possible; that way he got to attend some of the more mundane classes taught as well. He enjoyed the scant few "History of Magic" survey courses that he got to attend. Even after his first full year of study, he'd not made many friends. Most people seemed interested only in what he knew about his father, which, in all honesty was next to nothing, except possibly that he had a mustache at one time or another.

This first term of his second year was getting particularly difficult though. He'd managed to get by before by just flicking around the blunt old wand his mother had found in the attic and half heartedly chanting incantations, but now things were turning out more difficult. TRN 203 - Applied Transmutation was devastatingly difficult, and had forced him to do the one thing that he had avoided all of this time: ask for help. The star pupil of his class was Amelia Burnst, and he had admittedly blown her off last year claiming that he didn't need her help. She always seemed to be watching him in that particularly feminine way, and he had the nagging suspicion that she wanted to work with him to study more than just magic. She didn't rub it in when he dragged himself up to ask for her help, in fact she seemed almost overly eager, like they were going to be going out to dinner and a movie instead of spending hours testing diagrams.

She wasn't unattractive, with her slightly frizzy dark brown hair and hazel eyes, but she was kind of a know-it-all and the only things she seemed interested in talking about were the latest breakthroughs in magical theory; a topic that bored Ruben to tears. But, she was definitely studious, and he needed all the help he could get, so he told her to meet him at room 304 of the Hex Research Building at six o' clock.

As usual, she was precisely on time.

"Are you sure we're allowed to be in this room?" she dispensed with formal greetings, hand still on the brass knob of the door as she looked at the old dusty desks and ancient table that served as a lectern in front. "This doesn't look like a place they want people studying in . . ." She said disapprovingly as she saw the book cases around the edges of the room, all stocked with old leather-bound mouldering tomes.

"Don't worry about it," Ruben sighed. "I've used this place like a hundred times before and it's been fine." This was going to be a long evening. "I mean, look at this place. They obviously haven't used it in years. There's dust in the corners so thick that even the janitor must have abandoned this place ages ago. And if they wanted students to stay out they'd probably at least lock the door."

"I'm more worried about _why_they abandoned it," Amelia curled a finger in her shoulder length hair as she thought. "You really should be more careful. This room could have something wrong with it. It might have a CMZ, or even a ley line running through it like the one they have in the School of Conjuration."

"I think if they knew this was a concentrated magic zone they wouldn't just leave it here. At the very least they'd have to tape a sign to the door or something. So can we just get started? We have until Monday to produce a 'stable cosmetic alteration.'" He adopted the haughty nasal tone of their professor. "And I honestly have no clue what I'm doing here." Ruben shrugged as she looked at him with evident exasperation. As far as his lack of interest in magic went, he believed that honesty was the best policy.

"Alright . . . " she looked around nervously as she walked into the room, footsteps echoing in the silence. "Did you bring your books at least?"

"What do you mean at least?" Ruben rolled his eyes. "Yeah, I've got my stuff right here." He pulled his dog-eared work books and wand out of his messenger bag. As a child, when he thought of a wand, the image that came to mind was something like a conductor's baton, thin, light, and delicate. The old wand that he used currently was nothing of the sort and shared more similarities to a belaying pin, being carved of time-worn thick dark mahogany with a hefty rounded handle and blunt point that was barely thinner than the base. As much as he despised the thing, it certainly did feel like it was his now after a year of use, almost like it was a part of him. He could feel the steady power thrumming within it as he lifted it out of his bag.

"Okay, well, let's get started then. Remember that we need to preface this with the Agenestrian Conjoinment." Her voice took on an officious tone as she pulled out her pristinely written notes and gleaming ivory wand with its heavy looking solid base.

"Yeah, got it." Ruben's own work looked like hastily scrawled chicken scratch in comparison, but it didn't bother him . . . much. The written diagrams and verses were just to help you remember what to do anyways. This one was simple enough, all the first years had to learn it. It was basically the thing that made uneven alteration possible. If you tried to give yourself an eagle's eyes without using this precaution you'd run into a whole host of problems, blood-type, size constraint, chakra misalignment, etc . . . But old Aganester had figured out a way to tell reason and logic not to bother, and made everything operate on the same magical principles.

Amelia helped him a few times, even though he assured her that he'd done this part before. She told him to adjust his wand grip, corrected a few slurred syllables in his chanting, and even went so far as to tell him to stand up and straighten his back. He would have just walked out, but he needed to pass this class, and doubted that any other university would be willing to give him a full scholarship.

In the space of about fifteen minutes (only about five for Amelia, but she spent the rest of it staring down at Ruben like some kind of academic vulture) they both had competed their conjoinments. The air around them hung tight with the feeling of magic keeping logic at bay.

"Okay, now," Amelia leafed through the chapter they were on. "Have you decided what you wanted to incant?"

"Uhh, not really . . ." Ruben trailed off. He'd given it some thought, and there were some interesting things. Magical tattoos were so passe, but some of the other things looked kind of interesting. He eyeballed the pages detailing feline characteristics with some interest, but the incantations were pages and pages . . .

"Really? You had to have heard the professor on Thursday's lecture. There's all kinds of things you could try," she raised her palms up with something approaching exasperation.

" . . . What looks easy?" Ruben squinted down at her book. "What about this? 'Alteration of skin tone and texture?' That doesn't sound too bad. He began skimming through the spell, muttering. The air of the old room seemed to fairly crackle with eager energy as he glanced over the transmutation.

"Hey! You need to copy it down yourself first before you read it! We don't want anything to go wrong or we'll probably have to start all over again." She reached down to grab her book away from him and her hand bumped against the end of his smooth polished wand as a strange arcing jolt of energy passed into her.

"Oh, uhhh, sorry." Ruben looked up at Amelia as she held her hands up in front of her face wide eyed. Her skin had darkened to a deep inky black, and more than that, taken on a faint glossy sheen as well. "I really didn't mean to do that, I was just . . ."

"Are you kidding me!?" she pushed her hands towards him roughly. "You did this without even copying the incantation. That's incredible! Hmmm," she leafed through the book with her new thin fingered black smooth hands. "You didn't get it quite right, it doesn't mention anything about being quite so smooth and glossy looking . . . but still, you're so talented. I wish I had half the ability you do. . ."

"No way," Ruben protested, glad that she hadn't immediately burst out of the room to sic the dean on him. "You get like straight A's. All of the professors love you, and you know your going to get a job in the conclave after this," he sighed. He might have talent, but that was probably just thanks to his absent father . . . "You could absolutely do the same thing but I bet it'd actually work as intended.

"I can't. Really. Watch, if I even try to begin the invocation," Amelia shook her head and lisfted her ivory wand and looked at the page.

"Oh really? Have you ever tried?" Ruben raised an eyebrow quizzically.

"Honestly, yes!" She shook her hand and muttered as she furrowed her brow, scanning through a different ritual. The air in the old classroom seemed to pulse as she attempted the impromptu spell. "See, I can't do . . . uhhh. Oh, I . . ." Amelia's voice trembled as she looked up. Ruben's head cocked to the side quizzically, ears twitching as they pulled out into points, outsides coated in a thin frosting of black fuzz while the insides were full of fluffy white.

"What? Did something happen or . . ." His hands reached up atop his head where she was looking and he felt the thinning skin of his ears pull out further as he rubbed his fingers over the tantalizingly soft coat of fuzz. This was actually pretty cool, and he grinned as he fidgeted with his changed ears. Under his fingertips they began to tremble and twitch, he could feel the muscles developing ay their bases as Amelia stared aghast.

"I told you! See, it's not just me. So . . . uhhh, I guess we're finished?" Ruben yanked on his long pointed ear, wincing as he proved that they were genuine while Amelia looked down at her glossy black hands.

"I don't know, I didn't think it would be so easy," she began with unusual enthusiasm. For her there was really nothing magical about magic. She just studied it like any other set of principles, but this: It felt more like she had willed it to happen and it just did, and that was more empowering than all of the studying she had ever done before. "I'm not sure if this is going to last until Monday or not . . . Let's see," she brandished her wand and tried to replicate the previous effects.

"Hey, you were the one who said we should be careful," Ruben protested uneasily. He felt the hot oily feel of magic seeping into him and it made him shiver. It was odd to admit it, but it felt amazing, buzzing around inside his body with a reassuringly powerful hum as the air of the room seemed to be delightfully charged.

"Well, we still have to prove that _we_did this, so I just want to be sure," she grinned as she watched his hair begin to blaze into a bright yellow color as it slowly and almost imperceptibly shifted into soft and downy fur.

"Agh, well try it on yourself! Jeeze, isn't this what girls dream of? Give yourself a boob-job or something." He never expected her to be quite this gung-ho with magic, that was generally his shtick. He ran his fingers through the fur on top of his head and groaned a little as his ears flickered while he felt little pleasurable sparks of static pop against his skull.

"Oh is that what you think all girls want? God you're shallow." She poked him sharply in the collarbone with her polished wand. "I bet you think we all dress in bikinis and have pillow fights at slumber parties as well."

"Hey, it was just a joke! Come on, lighten up." Ruben shrugged and smiled sheepishly as he felt a strange warmth begin to sink into his chest. "Huh, I feel strange like . . ." He looked down and his eyes snapped wide open. "Wha . . . What did you do?" Ruben stared at the bulging flesh under his tightening shirt.

"Well, you seemed to be so interested in breasts that I thought I might give you some first hand experience," she leaned in, bookish demeanor dissolving as she seemingly became able to shape magic using her sheer force of will. "Come on, You have to be curious." She reached in and palmed each warm swelling mound in her black smooth hands as the white fabric of his shirt strained. "Don't you just want to touch them, feel them swelling all warm and hot?" she crooned. The black slickness crept up her arms with an oily heat as she kneaded his budding breasts together.

"I uhhh," he moaned as Amelia pulled his hands next to her own and pressed in gently. "It does feel . . . really nice." His body tensed as he felt his nipples press taut against their thin cloth prison, swelling and pressing out until, with a straining rip of cloth, his shirt burst open and revealed his new supple feminine mounds completely covered in a smooth glossy yellow skin with a white patch that ran in between them. He had always been curious about what it would feel like to have breasts . . . and now that he had a taste he couldn't deny that he wanted more.

"See? Who's a good little kitty?" Amelia rubbed a finger under his chin as he began to purr, chest heaving. "Just look at that nice yellow skin creeping down your sides, making you so nice and slender, but this isn't right is it?" she pouted with her lips coyly.

"Mmm. How is this so easy? It's almost like I'm just willing it to happen and . . ." He moaned out as she teased his navel, and his own hands rubbed over his slimming belly, making the sleek shiny smoothness seep over his still human flesh.

"Who cares! I know you like it; feeling your naughty little body slim down into something sleek like that. Hmmm, just like the slutty little kitty you are." She leaned in against him voice vibrating through his body.

"Wow, heh," Ruben panted. "You're really into this aren't you?" He tried to tease, but it came out as more emphatic as he arched his back. It felt amazing, and as much as he wanted to play it cool, his desire to change more was slowly rising. His thoughts fixated on a supple curvaceous body; not just anyone's, but something that was very much his own, and decidedly feline. His wistful thinking fueled the changes as he altered himself more and more.

"Oh yes I am," The shimmering darkness crept up her arms all the way to her elbows. "And I can see that you are too," her slithy hand slipped down to the tented crotch of his pants, grasping around and squeezing his rock hard member though his khaki pants. Her breath huffed against his shoulder, sliding down past his breasts as she knelt before him.

Ruben closed his eyes and moaned as she brushed against his member while he moaned out. His jaws stretched forwards, his nose turning up and becoming pink and wet as it panted at the end of his cat-like muzzle. He licked across his lengthening canines with his flat rough tongue as white patches of fur grew in around his eyes and as they fluttered open they were revealed to have brilliant gleaming topaz irises. Ruben had a strange disembodied sensation, as it felt like he could see the changes taking place, and his psyche urged them on as his face became a beaming feline visage.

"It's like it's just happening when I want it to," he murmured, placing his hand on Amelia's auburn tresses. But they had set up the conjoinment, so it wasn't like this was going to hurt them . . . and even if it was, it just felt too good to stop, like his body was expressing his inner-most desires in his sleek and mercurial physical form. "I can see you have a thing for cats too," he rubbed the blackness showing under the neck of her blouse, hand stroking against the perfectly smooth dark flesh.

"No, not for me," she huffed against him as she unbuttoned his fly and breathed in heavily against his straining drawers. "That would be too predictable. I want to be something more exotic, smooth, sleek and strong." Amelia raised the blunt tip of her wand up and began rubbing it up and down the taut bulge of his maleness, making him groan out in pleasure as she pressed in harder and tighter with each stroke.

Ruben shivered. He felt so hot as his body warped and twisted delightfully. It felt like this was something he'd always wanted, becoming so smooth and sleek, bright yellow seeping down his tightening belly as it worked down towards his hips. He could see the darkness crawling up from her shoulders as her neck started thickening, growing wider while it bulged with supple blackness. "N . . . not a cat huh?" he panted. She ground the side of her wand even harder against him, eliciting a cute little gasp. "Then what?" he managed to groan out. This was so surreal, but it was amazing. The tingling feeling of his body changing was electric, like the very room was charged with pleasure as he became more curvaceous, more desirable.

"Oh, I don't know," Amelia joined the kneading of her wand with her other hand, grinning as a dark spot of pre soaked into his undergarments. "Something massive, but graceful," her words rang through his mind, sounding more and more appealing as the sensation around his cock changed, the rubbing so tight that it should have hurt, but it didn't; it just felt better and better in a new strange way. "Smooth and predatory with a certain aquatic grace." She said with a wistful sigh as her clothes seemed to pull tighter and tighter against her breasts as she arched her back in pleasure. All the while she kept pressing in against his erection with that strange changing sensation of deliciously intense pressure.

He wanted to feel the pulsing thrum of magic in that wand, but even closer than it was. He wanted to engulf that buzzing potential energy, and his body began twisting to match his idle thoughts. What a bizarre idea: becoming what you want to be instead of being limited by the arbitrary preconditions of your mortal coil. Ruben thought about Amelia's choice of words, and they appealed to him, but he still had the underpinning urge to be a svelte feline, but different, more smooth, more sleek. "I know what I want to be too . . ." his mind wandered, lost in a wash of pleasure.

"You know what you want hmmm, you naughty little boy," she replied with a throaty rumble. "Then I'm going to help you. That's what you want isn't it? Just tell me that's what you're aching for. To change, to become what you always wanted to be, to release those hidden little secret wants and needs," her voice took on a rhythm all of its own as she clenched and squeezed around his cock with each syllable. With each hard wrenching compression, Ruben felt his member light up, sensations becoming more and more concentrated as her hand slid down and grabbed his testes; hard. She was much more persuasive when she wasn't being bookish, not that Ruben needed any persuading at this point.

"Oh lord . . . I think I can get behind that," was all he could pant out as he tossed his head backwards and moaned, pink nostrils huffing. It felt so good; impossibly so as she began to scrape against the tip of his malleable member with the blunt base of her pure white ivory wand. His balls clenched and writhed, tightening and pulling back as she squashed them up against his body.

"What a good little girl," she peeled down the elastic band of his drawers in a long drawn out motion. He gasped at what he saw as he glanced down. The bright yellow of his supple belly had crawled down just past his hips, changing everything to smooth glistening curves. His member was miniscule and Agatha massaged the hot wet goldenrod tip with her smooth white wand. Her other hand squeezed around what used to be his balls, but had tightened back into two taut bulges in his crotch that made Ruben moan in bliss as she rubbed over them. It felt so good. Better than he had ever imagined anything could be, and this was just so right, fitting with his changing self image better than his old pallid maleness ever could have.

Ruben moved his own arms downwards as Amelia slid hers back mischievously, hands rubbing over her own sleek body. He started to rub between the cleft taut bulges of his new crotch with a rubbery tensile scraping soon made all the more slick and sensitive by the remnants of his male pre. Looking down as he explored himself, he could see something pushing out at the back of her blouse as she groaned, a sharp something that tented the fabric, pulling it tighter and tighter before the whole garment ripped apart with a wrenching tear, revealing her smooth black back, complete with what looked like a thick curved ebony fin protruding with a graceful arc from between her shoulders. Her supple breasts were revealed, pure white and perfectly rounded, contained by the pure white patch that ran all the way from her chin down to where her dress obscured her changing legs.

Amelia tore off the remains of her shredded blouse before she leaned in and nuzzled against his flat crotch next to his gently rubbing fingertips. Rubin gasped, the feeling was incredibly intense, making his muscles twitch as his body lit up in pleasure. He wrapped one of his hands around her head as she licked past his other fingers at the smooth yellow bulge of his crotch, slowly pressing forward with her broadening tongue, sinking into his flesh as his digits slid against the golden feminine folds that welled out on either side, leading up to where his member receded, crowning the new organ with his new pulsing clitoris.

Ruben began to purr, rubbing his rough pink tongue over his feline lips. "Oh, god yes. Hmmm, let's change more," his voice growled out as he rubbed over the side of her head. Her face was widening slightly as perfect blackness seeped up her cheeks. Amelia moaned out, panting through her mouth as her tongue drilled deeper into his forming female passage while he rubbed over her nose as it slowly flattened out, nostrils spreading out to either side of the lustrous end of her short forming cetacian muzzle.

Ruben could feel her teeth sharpening into short points as she spread her jaws impossibly wide and her fleshy pink tongue swelled broader, pressing between his forked fingers as it stretched him tortuously wide. Her hair began to dissolve as his hand clenched at her head in bliss, seeping back into her glossy pliant flesh while she lapped and nibbled, occasionally scraping across his clit before plunging back into his fresh new vagina. White patches formed a stark contrast to the growing pitch blackness around her hungry cetacian eyes. His fingers stretched wide, taut flesh quivering as he gritted his teeth while she groaned and ravished his amazingly sensitive insides, making him shiver and mewl out in bliss while he saw her ears slowly slide back against her head, leaving only small indentations in her perfect jet skin.

As Ruben's hands rubbed over her ebony skin and across his new brilliantly sensitive pussy lips, his digits grew more adroit, and amazingly sensitive as darkness seemed to seep from her rubbery flesh into them. They became longer, more slender and so much sexier in his own estimation as he teased around the top of her head, so nice and animal, perfectly curvacious. The fingers below himself pressed into his flesh around the edges of the tongue, becoming slick and slim as he moaned and changed himself further.

He couldn't help but be curious, rubbing his hands all over her whale-like face, feeling her nostrils clench and twitch at his prodding as the dark smoothness on his arms limbs seeped up to his elbows while his limbs began to lengthen slightly. Her tongue took on a strange rasping sensation, smooth but with an odd dragging grip that made his hips lurch with every hot lash as his new long slender digits pulled and squeezed at himself around her thick animal tongue.

Ah, he finally understood as he saw the white rings of smooth skin finish forming around her deep dark eyes, where he had initially thought that she wanted to be a sleek sexy shark of some sort, she was now definitely a svelte strong orca, and it fit her odd bookish and yet very forward personality so well. He began to hear something thump against the thick wooden floor as he bent down and rubbed a finger down the tip of the surprisingly solid fin protruding from her back, eliciting a rumble of bliss that shook through both of their bodies. Ruben looked up, surprised to see a long thick twin fluked tail slapping against the floor behind her as it swelled out longer from under her dress. The garment's waist stretched out tighter and tighter until it split down a seam and revealed her beautifully rounded thighs and hips.

Her breath was coming in hot pants as she began to pump her pink fleshy tongue in and out of his quivering yellow flesh with an increasingly tortuous rhythm, but he couldn't take his eyes off of that deliciously thick tail. The dark suppleness crept further up his arms, fading into that brilliant yellow when it neared his shoulders as he thought about what it would be like to feel something like that writhing mass that twitched behind her, not exactly the same, but something all his own. He drew his glistening hand away from his clenching female entrance and reached behind him, circling around his lower back with a slick black finger as his flesh became sensitive and malleable.

With a flourishing twist and tight thrust, she drew her massive tongue back with a sloppy squelch, leaving his sopping smooth hot crotch throbbing behind her, eagerly pulsing for more. "I see you looking," she grinned up at him, running her pink tongue over her glossy black animal lips. "I know what you want." She grabbed her smooth polished wand with one hand while her other reached between his legs and joined his own fingers kneading at the supple flesh of his lower back behind him. She brought the bulbous base of the wand up and rubbed it against his lithesome pussy lips, rolling it gently against them.

"Yes. I think at this point its pretty obvious," Ruben was done with subtlety, or perhaps he had abandoned it a long time ago. His whole body felt like it was charged with a tenuous electrical passion that rose up in the pit of his stomach. "I want to be a sultry little kitty . . ." his words were stopped short as she slid the slickened handle of her wand against his tight flesh and it slowly sank inside of him. She teased it this way and that as his balmy passage clenched around it. At the same time his hips squirmed in bliss as his hand behind him teased out a bulge of flesh from his backside: a wide twitching growth that Amelia mercilessly squeezed and rubbed as it began to push out.

His breath came out in halting gasps as the initial coldness of the wand began to warm up while it was wiggled and teased deeper inside of him with broad stirring strokes. Ruben could feel the tingle of magic seeping into his body like a benediction, and as the wand sank deeper his tail began to push out, kneaded and encouraged by his gentle caresses and Amelia's rough tight squeezing. His rough pink tongue ran over his chops as he purred, one hand groping absentmindedly at his heaving breasts, fingertips teasing over his wide hard yellow skinned nipples while his other coaxed his tail out further.

"There we go, ohhhh. Look at how lovely you are." She nuzzled against his thigh amorously. "Just feel those muscles form as it stretches out longer and thicker." Her hand squeezed around the thick yellow base and then ran back along the blunt length, clenching at the black bulbous tip. The feeling made Ruben yowl out in animal bliss. It was more sensitive than he had imagined possible, and the tip reflected his pleasure, swelling into a thick rounded glossy black protuberance that began to sway behind him as his pussy clenched desperately around the smooth ivory wand that she twisted inside of him.

The pleasure just didn't stop, and his tail grew longer and longer, matching his growing lusty desires, easily longer than he was tall, and still swelling out further. It moved around with a ponderous grace, seemingly defying gravity as his supple muscles controlled the hefty mass like it was nothing. As Amelia twisted the wand deeper, he felt a jolt of something well up inside of him, a concentrated burst of thaumaturgical energy that blasted forth from the wand as he clenched around it. His flesh seemed to hum as the ivory rod lit up his hot clenching insides. His whole body was suffused with an unbelievable jolt of power as he screamed out in bliss, tail wrenching out to its full impressive length behind him as she slowly pulled back her wand, rounded base sliding out of him with a wet pop.

The ivory wand no longer seemed to buzz with magic like it had before, but Ruben felt filled to the brim with virile energy. Amelia shrugged as she looked down at the now seemingly inert wand before she let it drop from her hand and slide to the floor with a clattering clunk.

"That. Was. Amazing." Ruben panted, looking down at the coyly grinning face of his classmate with the stark white spots around her dark beaming eyes.

"Was? Do you think we're finished?" She lept up at him with a playful pounce, knocking the both of them to the floor in a twisting tumble of smooth skin and supple curves as their tails entwined. As they slowly stopped rolling, Amelia sat up, legs splayed to the sides as she leaned towards the supple yellow cat that was Ruben. His ear's perked up as she grabbed one of his legs and slowly levered off his shoe from his still human foot. The bright yellow of his waist was darkening to that deep supple blackness as it crept down his thighs. "Were not done yet, and besides, I still expect you to return the favor." Her wide mouth turned up in a smile as she wrenched off his other shoe and pressed her own feet forwards towards the stunned sitting feline.

"Well, then it looks like we'll have to just keep going doesn't it?" Ruben purred, feeling perfectly at home in this new form. He didn't know why he'd never considered doing this earlier if it was so easy and felt so absolutely . . . right. He popped off her simple flat shoes and yanked off the long blue socks under them. Her unpainted toes wriggled as the glossy darkness seeped down her leg, causing her thighs to lengthen slightly just as his own were, muscles clenching and tightening in the most wondrous massage imaginable as the changes crept down past their knees.

"Hmmm, these don't seem quite right do they," Ruben pulled at her toes teasingly with his adroit black fingertips.

"No, not at all," Amelia simpered as she tugged and pulled at his own stubby toes. "I guess we'll just have to change that now won't we?" Her strong smooth black skinned hands grasped the ends of his feet kneading his toes together even as the changes cascaded down his calves, pulling them out longer and more shapely as the darkness reached his feet with a blissful surge of tingling sensation.

It was hard to tell who was copying who as they rubbed and kneaded, massaging the flesh of their lover's feet as their bones began to crack and realign while they lengthened out and broadened. Their skin took on its rightful glossy darkness that faded to a sharp clean white along their soles. It felt so good, as their legs were languorously stretched out further, their feet being smoothly pulled out to impossibly long and sleek proportions that only served to better accentuate their beautiful dainty tautness. As the changes at last reached the very ends of their bodies, dark hands rubbed roughly over wriggling toes as they were melded together into dark perfect flesh, leaving a beautifully rounded end to their new appendages.

"There we go. Isn't that nice?" she stroked a finger along his smooth white sole as Ruben purred out a sultry grown of pleasure.

"Oh, lord yes," Ruben hissed out as he teased the sensitive little cleft at the end of Amelia's new foot. "But now," he pulled himself forwards onto his hands and knees. "Weren't you saying something about payback?" He licked his chops with his raspy pink tongue as he leaned down between her bared legs, panting along with his cold feline nose.

"I think I remember something about that but . . ." she was interrupted by Ruben's rough tongue sliding coyly across her bone white clit which sent shivers up her spine, reverberating to the tip of her two finned tail. The soft downy fur on his cheeks rubbed against her legs as he pressed in further, large feline ears flickering as her hands grasped around his head gingerly. He could smell her potent female lust, and he purred as his tongue parted her snowy white labia, stroking all the way up past her twitching button of flesh that crowned it.

The fluked fins at the end of Amelia's tail lashed about the room, brushing against the old table in the front that served as a lectern as Ruben's textured tongue spread her wider and wider with very purposeful tense strokes. She could feel his hot breath pant out against her as he purred and nibbled at her clit, amazingly long tail bending about behind him with rope-like ease as the broad bulbous black end waved lazily in the air.

She couldn't help but gasp out and moan a low rumbling ululation of bliss as Ruben changed tack, pumping his hot pink tongue inside of her ivory folds as she clenched and contracted around him. A thin stream of slippery clear lust leaked from her teased and scraped femininity as he ravished her. Building up with furious intensity, Ruben grinned a Cheshire grin as he felt her dexterous and strong hands pull his head in tighter as he plumbed her balmy depths with wild abandon, bringing her to the edge of climax before pausing and pulling back with a coy raise of his dark eyebrow atop the white spots surrounding his beautiful golden eyes.

"Oh, did you think you were going somewhere without me?" he intoned slyly as she caught her heaving breath. "How rude. But I think I've got a better idea on how to finish this." His tail stretched out behind him purposefully, sliding along the floor and rolling his dark broad smooth wand towards him. He shivered as his new appendage rubbed against the floor, it was amazingly sensitive, letting him feel the smooth grain of the wood with an intensity that sent a shiver up his spine while he wrapped his hand around the familiar buzz of magic that emanated from the large blunt polished wooden rod.

"I'll admit, I learned this from you." He suckled on the rounded base of his wand seductively, keeping his amber eyes fixed on her own staring dark orbs as he then reversed the rod and lapped at the other end. "But I think I can improve on your methods." Ruben bent forward taking the moistened base of the wand and letting it rest against her taut labia, twirling it slightly in his fingers, making Amelia groan in pleasure as she felt it slide over her slick hot folds.

"Oh, ah, Ruben I want . . . I want to," she panted out as he pressed in with increasing pressure, spreading her white sopping pussy lips wide.

"Shhhh, I know. I do too." The sleek black fingers of Ruben's other hand stroked up and down the outside of her labia, making effervescent pleasure bubble up inside of her as the wand slowly sunk into Amelia's depths, spreading her deliciously wide as she could also feel the thrumming buzz of the magic reverberating through her while she clenched and squeezed at it.

He carefully pushed one of his long legs between her own, pressing up slightly and helping to roll her on her side as he too leaned back on one arm, tail arced up and twitching in anticipation as he pushed himself closer to her hot gleaming body. Grasping the end of the wand in one skillful hand, he could feel her insides pull and twist at the base firmly lodged inside of her. With a deep breath, he lowered himself until the protruding rounded end of the polished mahogany pressed into his hot yellow folds and he let it sink into him, making his insides writhe and twitch with wild passion as he mewled out a shrill feline note of ecstasy.

Ruben sank down until their cunts were pressed tightly together, his slick yellow labial lips grinding against her own as they both began to buck and rock their hips, long smooth skinned tails sliding against the floor around them while every jerk from one made the wand twitch and wriggle, tortuously teasing the other with its stiff delightful pressure. Ruben raised an arm up, stroking one of his wide yellow nipples and mashing against the soft plump flesh below it as he closed his eyes and just breathed, feeling the sensation of the twisting jerking rod pushing into him as he rocked harder against her warm smooth flesh.

Their bodies were twisted together into a knot of pleasure, thighs squeezing against each other and long sinuous tails occasionally brushing past one another above them, entwining briefly and then pulling apart with a wave of tingling sensation. The wand began to thrum and vibrate within them, building up a feeling of bubbling lust as their inner passages squeezed needfully around it. Ruben's breath came out in short heaving pants and Amelia moaned with every twitching jostling sensation as the wand suddenly heated up. It twitched and jerked of its own accord, shaking against their writhing hot passages before it suddenly burst within them with a sudden flow of white hot magical power.

The feeling of the magic coursing through his veins was too much to handle, and Ruben's eyes dilated and his pink nose puffed as he threw his head back and yowled while his snatch began to wildly clench and undulate of its own accord, jerking the wand in little tugging fits. Amelia bellowed out her own note of bliss as the delicious hot energy seeped into her and the wand twitched and tickled her insides to that delicious point of climax as she slammed towards the sultry cat, grinding their clits together as they both began to come, tugging at the stiff smooth heat of the wand in a passionate duet as their clear molten feminine lust leaked out and dripped down their smooth perfect skin.

Time seemed to creep to a standstill as they pumped and ground against each other, amazing bodies clenching and squeezing with seemingly endless stamina; their jerking need echoing through the wand and egging the other on to new heights of bliss as they rocked in the throes of glorious orgasm. The entire room seemed to disappear, lost in a haze of female pleasure as their sleek smooth forms were joined amazingly as one in a pleasured ethereal realm.

But eventually, the wand began to cool as their quivering lust slowly died down into the embers of pleasant afterglow. Ruben pulled back, extricating himself with sinuous grace, sighing out as the end of his wand slipped from his exhausted femininity. He smiled as he reached back and pulled the other end from Amelia's sodden snatch with a slight pop.

"Well, that was . . ." his tongue licked up at his cute pink nose.

"Amazing?" Amelia pitched in. "I think so. We're definitely ready for Monday now," she said with a mischievous grin.

"Well, if we're going to be doing transmutation all term, I might just stay this way," he winked back at her. "And I might enroll in transmutation next term as well . . ." he insinuated as he looked down at his wand. He couldn't feel the familiar hum of magic emanating from it, but it was still oddly present, like it was just under his fingertips, resonating inside of him.

"Hmm, I like that plan as well," Amelia pitched in, pushing herself to her feet as her twin fluked tail drifted about behind her. "We might need a small change in wardrobe though," she chuckled as she saw their discarded clothes strewn about the room.

Ruben's head cocked to the side as if considering something before he dropped the inert wand to the ground and concentrated on a particular conjuration, ears twitching in focus as spectral bands wrapped around his neck and torso, slowly solidifying as he focused, becoming a taut black sheer fabric that nestled his new breasts, and a thin collar clasped firmly around his neck. "It seems like there were some beneficial side effects . . ."

Agatha's eyes widened with curiosity as she raised a slim black hand and muttered a simple incantation that she had learned as a child. A tickling wind brushed past the room, cleaning up the dark spots on the floor and the slickness left on their legs before gently tossing their discarded clothes and wands into their book bags. "I think I could get used to this . . ." she grinned up at him.

"I think we already are," he hugged himself against her tightly, running a smooth finger along the curve of her dorsal fin before they both grabbed their things and headed out the door, strutting proudly towards the stairs as the janitor down the hall took off his hat and scratched his head.

It had been a long time since he had seen anything that strange come out of room 304.