A Familiar’s Touch

Story by Wolf With Pen on SoFurry

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A young witch struggles against bullies and tormenters at The Salem Institute for the magically gifted until she finally discovers a way to get even. By creating her own familiar! But binding a creature with a mind of its own to you always comes with a risk, and in order to make the spell work she is forced to use her oldest friend, a stuffed lion named Achilles. Will the lion familiar be her salvation or something much more? You will have to read to find out! ;]

All characters are my own, please ask before using.

All comments and criticisms welcome. If you like it say so! I tend to continue stories that my readers enjoy.


"A Familiar's Touch"


Jenna fought back a sniffle as she padded down the carpet clad hall. No. She would not let her classmates she her cry. She wouldn't give that bitch the satisfaction. She stopped at the heavy wooden door that opened to the sophomore dorms and pushed as the heavy portal swung wide. Several of her class mates turned and froze in horror as she stepped through the door.

The entire top of Jenna's head was covered in a mass of wriggling snakes that had once been her hair until a hex had transformed it. The snakes bust into a hive of activity hissing and spiting at the shocked group of girls. Several of them screamed and backed away as Jenna fought back tears again and stomped up to her room. The snakes thrashed and suck at anyone she passed as people pressed themselves against either side of the halls giving her a wide berth until she reached her dorm.

She felt marginally better as she closed the door to her room until she saw herself in her dresser mirror as the tears finally came. She sobbed for a few minutes quietly as she could until they ran out before wiping her eyes and clearing her throat. The lump in her stomach seemed to settle a bit as she marched over to a rickety bookshelf in the corner of the room. It was a cast off like much of the rest of her furniture, and its shelves were quite bowed under a mountain of books. Only magic keep it upright as Jenna selected a very old and battered spell encyclopedia before tossing it onto her bed.

The witch then crawled up onto her tiny mattress as she crossed her legs and opened the book as her eyes began scanning its pages looking for a cure for her current predicament. The lump in her stomach turned red and hot as the face of her tormentor floated into her head. Kathrin Fairdale, bane of her existence and heiress to the legendary Fairdale wizard family. The blond haired big chested bombshell had hated her guts since almost the first week of school, and she had the gall to be smart and talented rather than dumb and ditsy like she should be. It simply wasn't fair that one person should have it all!

To make it all worse, the very reason Jenna was even able to attend the school at all was because of the Fairdale family. She was a recipient of the Fairdale fund. A merit biased scholarship for prospective students who wouldn't be able to afford Salem otherwise, and Jenna certainly qualified. She had lost her mother at a very young age, leaving only her father, Dan, to care for her. He ran a charter fishing business in Florida which had seen better days since his wife's death and made nowhere near enough to send his daughter to such an expensive school. Once Kathrin Fairdale, found out that little tidbit she had been positively unbearable going so far order Jenna around in front of others "just to get her moneys worth."

Jenna angrily flipped through pages as she seethed. It would have been ok if Kathrin was bad at magic or no one liked her, but that didn't seem to be the case. Everyone seemed to love the blond haired witch. Even friends of Jenna's who saw what Kathrin did to her were a little mystified as to why the usually nice girl was so mean to their friend. Jenna didn't understand and didn't really care at this point as she at last found a cure and promptly threw the book across the room. She shook with anger imagining the face of the blue eyed bitch laughing at her situation as she rummaged through a drawer and at last found a pair of scissors. With a shaky hand she brought them to her head and promptly began to cut. The snakes didn't like it but as the clippers touched them they froze. Soon as they were cut away the scaly things turned back into her thick brown strands of hair as she slowly scalped herself.

When she finally finished most of her hair was butchered, as she stared at her reflection. She then began to take careful slower cuts until she had a passable pixy cut. It wasn't in style and ruined what she had always though was one of her better features, but it was better than a head covered in snakes. Jenna walked over to her bad and flopped down on it making it creak, too exhaust by her ordeal to do anything else. As she leaned back a big fluffy paw fell over her face as she opened her eyes. She quickly batted it away before grabbing the creature it was attached to and plopping him down on top of her chest.

"So what do you think of my new look, Achilles? It's been a while since I've had hair shorter than yours," she said to the stuffed lion as she ran a paw through his mane. He smiled back at her like he always did as she let out a small sigh. Achilles had been her bed partner and confidant since she was four years old and he held a special place in her heart. He was the last gift her mother had given her and the only piece of that time with her mother after she had died in a house fire. She and Achilles often had these rather one sided conversations which made her feel quite silly but always did seem to cheer her up.

The threadbare stuffed animal had been through a lot with her, but few times had been as stormy as this. She though idly about possible revenge plots to get back at Kathrin. The problem as always hinged on power. Raw magical power to be precise. Kathrin in addition to being quite smart was also quite magically powerfully. Magic aptitude only ran through about three percent of the population and only about half of that three percent was powerful enough to actually practice any serious magic.

Jenna was sadly on the lower end of the scale when it came to power. A clever witch of wizard could do a lot of a little bit if they used it smartly and carefully but that could only carry you so far. The spell Kathrin had hit her with today had been quite a piece of work. It would have taken Jenna at least an hour and careful preparation to cast it. Kathrin only had to wave her fingertips. A witch or wizard's power usually grew as their use and understanding of magic deepened, and Jenna could certainly do more now that when she had started, but her wellspring of magic hadn't really grown much.

There were ways to increase ones raw magical power but few that were both effective and safe. Jenna had spent many a night thinking and studying on a subject until about four months ago she had literally stumbled onto a possible solution for her problem. She had been walking through the library when a malevolent spell tied her shoelaces together while she walked making her fall face forward into a bookshelf nearly as old as the castle itself. A high cold familiar laugh sounded behind her as a number of heavy books fell all around her.

Fuming she brushed herself off and untied her shoes before beginning to put everything back on the shelf. The last book had caught her eye as she picked it up and read its title, _Machina of the Familiar._The book was written by a Polish witch a little over four hundred years ago about the creation and usefulness of a summoned familiar. The term had been unfamiliar to the witch and piqued her interest. She immediately checked the book out and set about reading it ravenously. What she found was fascinating.

Familiars were a magically summoned creature and reflection of a witch or wizard's will cast into a physical form. They could vanish and reappear anywhere their master was and even make themselves invisible to those around them. Familiars were also never really in "one" place always being half way between one plane and the next. This gave them some very particular properties. Unlike a spell which required a constant flow of energy from the caster, familiars fed off of the energies naturally present in the other realms they excised in as well as the natural emissions from the user they were bound too.

Jenna learned in her studies on familiars that magic was just one of a spectrum of natural energies that a human released. While these other energies might not be observable in our realm, they had an impact in others, including many of the ones that the familiar excised in. Because of this, familiars were like energy prisms. According to her research, they could take almost any energy emitted by the person they were tethered too and absorb it. Even more fascinating was the fact that a familiar could act like a giant magical battery and feed that stored magical energy back into its host. The idea of a walking talking magical reservoir that no one else could even see unless she willed it made the young witch giddy. Jenna had good grades despite the rather piddling amount of raw power she had access to. It forced her to work smarter, and be ruthlessly efficient with what magic she had. The possibilities of what she could do with an almost inexhaustible supply made her head spin.

The young witch had double and triple checked the school rules on magical aids, and nowhere did it prohibit the creation of a familiar. It could help her in everything from everyday class work to putting the screws to Kathrin and seemed like the best way to make herself in a more powerful witch. Over the last year she had even had managed to collect all the supplies needed to cast the spell, but something held her back. Familiars had a mind and will all their own. Binding yourself with one meant relinquishing any privacy you had over your thoughts as they could feel and sense what their master was thinking at all times. In the materials she had read, a user's interaction with their familiar varied greatly. Some were treated like tools and nothing more. Other accounts showed that the master and there familiar were remarkably close. The creatures also tended to reflect the personalities and desires of their creators at the moment of summoning, though the book was a bit vague about this.

Machina of the Familiar also made much to do about the selection of the anchor used to create such a creature. The anchor was the physical item used to actually summon the creature and became for lack of a better word the familiars "body". Any item would work, but the choice of item would greatly shape the familiar's form and personality. The author strongly suggested that any practitioner wishing to summon one be very selective in choosing an anchor and pick something that had a personal link to the caster so the familiar would bond more deeply. This had stumped Jenna and put a halt to her plans for nearly a month as she pondered on what to use.

"Well what are your thoughts on the matter Achilles? Any idea about what I should use?" she said as she propped the stuffed lion up. Her hand made him nod his head as she giggled and squinted at back at him. "A female lion? How utterly ridiculous! You only want some feline eye candy handing around for you to ogle and feed that ravenous male libido of yours. I'm almost hurt!" said Jenna tossing him to the other side of the bed. "Why, I should use a male lion instead just so you don't have anything to gawk at. How would you like that hmm? Why he may even kick you out of your spot in my bed-"

A thought seemed to strike Jenna like a thunderbolt as she stopped her eyes locked on Achilles. He was prefect anchor. The lion was one of the most precious things she owned and the idea simply felt right in a way she almost couldn't describe. Filled with a sudden urgency she grabbed him up and placed him in the middle of her floor as she tore open a drawer and began pulling out supplies.

The moon was up and full by the time Jenna finished as she ignored her rumbling stomach. Nearly every inch of her small room was covered in lightly shimmering runes and there in the middle of them all sat Achilles. Jenna's heart was pounding, and her hands were shaking as she sat down on a clear spot on the floor across from the doll as she pressed her hands to the floor and pushed some of her magic in to the spell. She felt it as it was practically ripped out of her hands as the runes all around her lit up.

Far more power than she expected rushed out of her as the hungry spell gobbled up more and more. It felt as if she had just run a marathon as her body sagged and the glow from the ruins reached a crescendo before they began to fade. The lights in Jenna's ceiling flicked back on as the rune markings slowly vanished as she was left staring at her blankly at her stuffed lion. Her hands balled into fists as she tried to understand what went wrong. She slowly stood up and turned towards the open book on her bed as she moved to consult it again when something large moved right behind her.

She whirled throwing out her hands ready to hex the intruded six ways from Sunday when they came to an abrupt stop on an exceedingly firm and fur covered chest. Jenna promptly screamed for half a second before a large velvety paw closed over her lips and a body pressed up against hers. She would half fallen had his other arm not wrapped around the small of her back and held her upright as his muzzle moved to within a hairs breath of her lips.

She should have been screaming her guts out but wasn't as he gently held her while his eyes bored right into hers. His molten gold pools along with the paw at her mouth seemed to silence her completely as she felt and heard him purr before his lips slowly parted.

"Do you know how long I have wanted to do this?" he asked in a deep baritone that made Jenna shiver as the paw over her mouth moved to cup the back of her head before drawing her in for a scalding kiss. Jenna had been kissed before but until now she hadn't be aware that everyone else had been doing it wrong. The cat's powerful tongue felt as if it were a mile long as it danced playfully around her all while those golden eyes never left hers. She found her hands tighten on his chest as she tried to push away from his body and pull herself closer at the same time.

He finally broke the kiss giving Jenna a moment to recover before releasing her as the shaky legged student sat down heavily on the her bed.

"Oh god, oh god! You're real! I did it!" said Jenna quickly as she stared at her newly minted familiar.

"Yes you did," he said coy smile on his face as Jenna tried to drink him all in. She had expected something more suited for a children's cartoon rather than the front stage of a Chippendales.

"If that's what you want I'll have to find a thong and a poll," he said suddenly as his stomach rippled and a paw slid sensuously down his eight hard abs to rest just above his groin. Jenna's brain seemed to short circuit as she realized that her smoking hot familiar was also exceedingly nude. Blood rushed into her cheeks and she fought not to slobber of over the hottest piece of man-flesh she had ever seen.

Half her brain was screaming at her that she shouldn't find something with fur, claws, and a tail so down right attractive, but the other half couldn't stop starting at the huge lion standing in her bed room. An invisible force seemed to draw her gaze south as her south as her eyes widened at the sight of Achilles' dangly bits. Her face went scarlet as she discovered that there was nothing "bity" about him as she unsuccessfully tried to pull them away.

He laughed as he moved forward and his paw brushed across her face causing her to jump again as he leaned down.

"I would think after all these years you would be more talkative. You never had a problem before. "

"You- you're really him aren't you. You're really Achilles."

"In the, ah, flesh," he said as he slid onto the bed with a sinuous grace. Jenna had a brief moment of mortification as she realized that her stuffed animal had been listening attentively to her all these years.

"Of course I have," he said as she felt his muscled body begin to warp around hers and his lips kiss lightly on the back of her neck. "And now I can finally, talk, back," he said as he sentmarked Jenna, nuzzling her cheek.

"I just didn't expect you to be so...

"So what?" he asked as his body moved closer.

"Lifelike," she said as his head moved in front of hers. He eased her back flat onto the bed following her down, his face inches from her own.

"I am the way you made me," he said suddenly. "Created to service your every need," he said in a smoldering voice that had Jenna panting and a bit damp as he wrapped more of himself around her. "And I know exactly what it is you need most right now," he said as his paws began to move over her body.

"w-what is that?"

"A good night's rest," he said gently kissing her cheek as he pulled a sheet over them both. Jenna shivered suddenly as she felt the heat from his body wash over hers as he snuggled in close. Her mind had been thinking something far different than a bedtime cuddle as she heard the lion's breathing slow. Tiredness suddenly washed over as she remembered the hour and felt just how much the spell had taken away from. She seemed to sink into the big furred body next to her as his slow breathing relaxed and claimed her until she could no longer keep her eyes open.

Jenna woke groggy and fuzzy headed as her eyes slowly opened and stared out into her room. Her head was pounding as it often did the day after a big spell in a kind of magical residue induced hangover. She closed her eyes against the light creeping in through her window as she wished for her headache to go away. Luckily it was a Saturday so she could sleep in late till it passed.

There was the lightest of touches against the back of her head as the pain suddenly eased and she breathed a sigh of relief.

"You're welcome," said a deep purring voice right next to her ear as her heart skipped a beat. Jenna was suddenly very aware of the large firm furred body spooned up against her back. There was far too much fur on skin contact for her to have been wearing any of the clothing she had on last night. Fur slid against almost every delicate part of her as she felt his breath against her neck and both of his large paws as they gently cupped both her breasts.

Jenna could feel Achilles' limp cock pressed against her thigh as her nipples grew hard enough to dent his palms. He let out a long slow purr that reverberated through her body as she felt his paws flex. It made parts of her tighten as a broad tongue slid up the back of her neck.

"A- Achilles!"

"Yes?" he purred before giving her another lick further down her back.

"W- why am I naked?"

"You never sleep in your clothes," he said before giving her another rough stroke with his tongue. Her back arched as she tried to maintain a coherent train of thought while she wondered how he had managed to strip her out of her clothes without even waking her. A dirty thought streaked through her head about what else he might be able to do with those dexterous hands as she felt him give her pert breasts another light squeeze before flicking the velvet pads of his fingers over her nipples.

It made her squirm as she felt him swell against her thigh, while the heat in her middle continued to mount.

"Achilles w-we shouldn't do this," said Jenna quickly as his big paws continued to toy with her.

"Why not?" asked the cat as on paw began to move south.

"I made you to help with magic not just as some kind of..."

"Sex toy?" he purred as his fingers found Jenna's sex. "I would love nothing more than to be used in any way you wished," he said as one large finger traced her entrance collecting the dew there before grinding slowly over her clit. She fought not to moan as he tweaked her nipples and pressed just the tip of his finger inside her. Jenna suddenly remembered a particular chapter from Machina of the Familiar in which the author had gone into almost graphic detail about the tireless nature of the familiar. So long as they were in close proximity and feeding off their host, they had an almost endless supply of energy and stamina at their disposal.

"Mmmm perhaps we could find some way to test the limits of that theory," he whispered softly as he nipped lightly along her neck. Jenna's body seemed to burn at the thought as she felt something fuzzy and soft brush her entrance while his fingers continued to play with her. She soon realized it was his tail as he began to drag it in long slow strokes across her sex while his fingers held it ever so slightly parted.

By the third stroke Jenna was fighting not to buck her hips as her sex slowly grew wetter and wetter. The lion continued to carefully work his mistress into a fine sexual froth until at last she let out a low needy whimper as her hands darted towards her throbbing pussy. Achilles chose that moment to plunge a single thick digit deeper in to her as she cried out and her body began to convulse. He stirred her gently as she clenched around him and Jenna was suddenly glad her walls were spelled to be sound proof.

He made a curling motion with the one finger inside her while his thumb assaulted the pleasure bud at the top of her folds, not letting her body come down from its sexual high. She felt her hands beating against his muscled sides as he held her close. A satisfied male sound came from his lips as she felt that throaty purr rumble through her body and she at last seemed to peek. The rest of her climax blew out like a candle as her sweat covered body grew still.

His arms seemed to warp her back her back up pulling her back into the warm bed they had never left as Jenna started to doze, and he purred like a giant house cat still wrapped around her. She finally came awake fully almost an hour later as she jerked upright and began pulling herself free of her all too comfortable fur clad shackles. He let her go with a disappointed growl as she stood up right and tried to regain her bearings.

Her legs still a bit wobbly, Jenna stared for a moment as Achilles leaned artfully on his elbow exposing his whole body in profile as she sucked breath in through her teeth. He looked even bigger now that he had the previous night with even greater definition and vascularity as he slowly slipped from the bed and stood in front of her.

"You're bigger," said Jenna as he pressed into her personal space again.

"I've fed," he said smiling. "Proximity to you feeds me slowly, but when you experience states of extreme emotion, elation, or... ecstasy more energy flows in and is reflected by my current form. Plus, you like big," he said as he slowly flexed one arm. Jenna was quickly realizing that she did indeed like big as she imagined an even larger more muscular Achilles. His eyes were suddenly locked on hers as his paws found her waist and he pushed himself flush with her body.

"You only need to continue to feed me if that is what you wish," he said in an almost hungry voice that seemed to make Jenna's loins ache again.

"Perhaps we should take it a bit slower," she said not fully believing her own words as he gave her a quick peck on the forehead.

"Hmmm, if that is what you want," he said. "We could always try a bit of magic. It is what I was made for." Jenna slowly nodded remembering her original intention in making Achilles into a familiar in the first place.

"So my theory, will it work? Can you route your stored energies back through me to power my magic?" asked Jenna.

"I think so," said Achilles slowly as he stared at her. He then crossed his arms and closed his eyes as the lines on his brow deepened. "Do you feel anything?" he asked opening his eyes after a long moment as Jenna shook her head. He closed them again as she watched him grit his teeth as his tail thrashed back and forth. This time the young witch felt something. It felt like standing next to a warm fire as she felt it suffuse her as she stretched out her fingers towards her bed.

Using a simpler incantation then she normally would, Jenna raised her arm as he bed slowly lifted off the ground. She held it there as she felt the spell draw on her power noting that while it did feel a bit easier, it was not the effortless experience she had expected.

"It's a bit easier but not too much," said Jenna a bit disappointed as she turned back towards her familiar. Achilles paw darted forward and grabbed her free hand and it was if a breaker had been suddenly thrown. A wave of magic power crashes into Jenna that made her short hair stand on end as the power of her spell suddenly quintupled. Her bed took off like a rocket smashing into her celling with a loud 'BANG' as the frame broke. She ended the spell with a jerk of her hand as it slammed into the floor all while Achilles continued to pump more magic into her than Jenna had ever felt in her life.

It was hard to breathe and even harder think as she was rocked by the power high. The world around her felt suddenly malleable in a way she had never felt before. With barely a thought she was spitting out a spell that mended her bed that would have normally taken 5 minutes and some chalk. Giddy and buzzed she watched as the pieces snapped back together as Achilles opened his eyes to watch.

"Fuck I didn't- ohhhhh- know that all this magic would- unhhhhh- feel this fucking GOOD! It must need physical c-contact!" she nearly shouted as her familiar smiled. He then grabbed her other hand as the flow doubled and Jenna nearly collapsed. She had heard that people often had strong reactions to an overload of magic but this was positively orgasmic! She was reminded of earlier when the lion had been working his own magic on her in bed but stretched out and in a constant wave.

"OH GODS YES!" she panted as Achilles licked his lips and she saw his whole body flex. The blast that hit her would have blown her off her feet had he not been holding on to both her hands. Jenna's inner thighs were suddenly sticky with her juices as she felt her sex clench and her nipples grow so hard they hurt. More than that though she could feel an intense stretching throughout her body as more and more magic was pumped into her. She saw Achilles eyes widen as the stretched feeling increased then ease as the flow of magic seemed to stop as his paws slipped off hers.

He stepped back with an almost surprised look on his face as Jenna stood on her own and stared back at him. Her lion looked a hair smaller than he had just moments before. A bit less pumped and chiseled, and perhaps just a whisker shorter but by no means homely. He seemed to look more like the size he had been when she first summoned him.

"You shrank," said Jenna in a breathy but slightly disappointed voice.

"And you grew," he said pointing towards a mirror in the corner of the room as she slowly turned. Jenna's eyes nearly felt out of her head as she gawked at her reflection. She had always maintained a trim and lithe figure and would never be called unattractive but now she was officially hot. Her reflection was the same, but simply better in a number of noticeable ways.

The little bit of fluff that long hours of sedentary study had put on her stomach and thighs had been burnt away as he ran a hand down her flat belly. Six faint abs peeked through just a bit if she stood straight which seemed to be easier now as her posture seemed to have improved. There was also an athletic healthy glow to her body now that had been absent before. Long hours in the library had left her skin a bit pale but now it supported a healthy tan. The muscles in her legs and arms where much firmer with a hint of definition and even her ass was a bit more shapely and well-rounded. Everything looked as if Jenna had spent several hard months in a gym save the most noticeable change.

She had never been a chesty girl with barely more than an A cup to decorate her chest, but her pair appeared to have grown almost two cup sizes giving her a very welcome boost in size. Achilles had to fight not to drool as she slowly hefted her new assets. Jenna was a bit surprised by their weight as she noted that her nipples also seemed larger.

"Wow," she said slowly turning back to Achilles. "I look amazing! Did you do this on purpose?"

"I wish I could say I did mistress but I think it was only a side effect. I think that your body absorbs more magic from me it reacts the same way mine does when I feed."

"I didn't think that absorbing magic would be so... er...."

"Sensual?" quipped the lion with a sly grin.

"Yeah. And the way it feels..." she said trailing off as her body shivered. The magic in seemed to churn and pulse almost as if it wanted to be used and the urge to do that was growing steadily by the minute.

"I think the sensation from the magic is due to its source. It was carnal in nature when I absorbed it so when I gave it back as magic it-"

"Kept a bit of its original nature," said Jenna as she turned back to look at the mirror.

"And if we were to enjoy ourselves a bit more, I could feed again much... more... thoroughly," he said accentuating each word with a feather light kiss on Jenna's shoulders as his thick arms wrapped around her slim waist.

"Perhaps we could test the limits of his from and see how much I could hold, hmmm..." he said whisper soft in her ear as she moaned at the thought of an even bigger and buffer familiar. "After that perhaps we can see just how much magic your body can hold, or maybe just do both at once..." he said in a near purr as his paw roughly palmed Jenna's now sopping lips as she squirmed in his arms.

"So you just want to fuck for as long as we can to test out your theory?

"Mmmm... that is the gist of it," he said as she felt his rapidly hardening endowment pressed between into the cleft of her ass.

"You make a strong, nghhhhh, argument," she panted as she turned her head and her lips caught his. He slipped a finger inside her mid kiss as she tried to gasp around his tongue. She had but the briefest moment to capture her breath before he spun her around and both his paws found her ass. The lion lifted her as she squealed in delight. Jenna quickly found herself flat on her back on top of her bed with her ass just barely hanging off the edge.

She felt Achilles hot breath wash over her lower lips an instant before she felt his tongue. Jenna only had the pleasure of being eaten out once by a rather reluctant male partner once before. While she had enjoyed the experience the memory was quickly put to shame as her lion opened his jaws and sent his powerful tongue plunging deep inside her. She couldn't stop moving as his talented muscle did tricks within her. Curling, twisting, stroking, it was everywhere at once as he lapped up her juices hungrily while her while he wound her body up like a spring.

Jenna finally popped with a yowl that would have made any cat proud as she came harder than ever right into the lion's waiting mouth. Achilles let out a muffled but happy growl as he began to feed off his mistresses' orgasm. Far more powerful that the one earlier that morning, it nearly drove Jenna of the bed as the lions powerful arms held her tight, one wrapped around each thigh. His body shuddered as he suddenly grew thickening everywhere as Jenna felt his grip tighten.

She watched in amazement as his paws seemed to grow while his already thick arms bulged with power as his head rose an inch or two. He then lifted his head, chin slick with her cum as he licked his lips as his pecks and shoulders seemed to swell while his figure grew harder and more defined. He stood slowly, giving her a full good look letting his cock bobbed in front of him. It was already more than twice the size of any of her previous lovers as she watched it twitch throb and grow just a bit longer. He had no crown to speak of, only a thick spear shaped tip made for piercing, but his entire shaft was covered in enticing looking nubbles clearly designed to pleasure.

Jenna did not have to wait long to find out how they would feel as he suddenly thrust forward grinding his shaft against her sex. She felt each and every bump as he moved over her clit making her shiver and pant. Soon, his cock was coated in a mixture of his pre and her fluids as he leaned over her placing his great big paws on either side of her head. He stared into her eyes as she felt his tip begin to press into her folds as he suddenly stopped

"What is your command, mistress?" he asked in a voice tight with need.

"Fuck me silly you beast," growled Jenna as a feral grin crossed his face and his hips moved in sudden sinuous motion. Nearly half of the lion was suddenly buried inside her as they both moaned together. Before she could even recover he was pulling back out before ramming himself back home as her pussy withered around him. There was an edge of pain due to his girth but every thrust seemed to feel better than the last as he stretched her wide. The blunted barbs on his cock hit every single nerve on their way in and again on their way out as Jenna howled loud enough to wake the dead.

Achilles had barely managed to work three quarters of himself inside her when she came sharp and sudden. If she thought his earlier efforts before had felt good this time they were downright explosive. Soon the sheets beneath her were soaked as the edges of her world went fuzzy and soft. Her cunt clenched again and again around its thick intruder as she felt his mouth and teeth around one of her breast while she came harder than she thought possible. Her fingernails dug into Achilles' thighs deep enough to draw blood as her lion above herroared and begin to feed.

It was hard for Achilles to process the amount of energy that bust forth from his mistress as he began to gorge himself. Rope like veins flared feeding hulking muscle groups as the lions body began to grow again. The eight abs that lined his stomach bulged becoming bricklike as his shoulders grew wider. His arms swelled to massive proportions the peaks of his biceps splitting as his pecks put on even more mass while the individual muscle striations grew visible. Achilles' back and traps grew mountainous as his legs thickened till they were nearly the size of Jenna's waist and the part of him inside the girl began to grow like the rest of him.

Her climax had already peaked when she felt his cock begin to thicken inside her as his tip pushed even deeper into her passage. It set off aftershocks throughout her body as her lion lapped that energy up too. His massive paws suddenly wrapped around her back as he stood upright, now a hair over seven feet tall, and began to fuck her in earnest. She held on like a leaf in a storm to his chest as his arms flexed and pumped hammering a cock that was now more equine than feline sized in and out of her.

Jenna wasn't completely sure how her familiar hadn't simply spit her in half by now and chalked it up to something inherent in his magical nature she felt her groin slap against his, sealing considerably more than a foot of steely lion cock inside her. It brought her again, a bit more muted this time, as she felt his heavy grapefruit sized balls slap her ass at the end of each stroke. Her lion, now a paragon of masculinity, began to shake as even more energy flowed into him swelling him even further as Jenna watched.

Wild thoughts swirled through the witch's head as his thrusts slowed while he tried to control his growing body. Her hands pressed against his chest could feel the roiling magic trapped just underneath his skin straining to get out. The expression on his face was cross of pained and pleasured as he fought to go on as his entire form trembled with the effort.

"Jenna I can hold no more," he gasped as she felt his cock buck and twitch so deep within her, and that was all the warning the witch got before her familiar erupted inside of her. It felt as if a literal bomb went off within Jenna's dorm room as a concussion of air blew the glass out of her window and sent everything flying wildly about. The pair stood in the center of it all as if in the eye of the storm untouched, with magic so thick in the air that it sizzled like electricity sparking around them. Achilles' golden eyes were aglow as he roared, his body pumping round after round of scaling lion cream deep within his mistress. Jenna threw her head back letting lose an echoing cry, her own eyes now glowing as torrents of magic and cum were forced inside her.

Jenna felt like a water balloon being forced wider as more and more magic filled her. Like before it began to have an effect on her body as her back and legs lengthened and she shot to an even six feet. The young witch's soon began to take on a distantly Amazonian visage as more and more magic filled her up. Powerful thighs warped around the lion's middle as her passage rippled and clenched even more forcefully around Achilles' still spurting rod. Every muscle in Jenna's body grew till her own abs and arms were chiseled and beautiful, her whole body growing thick and strong. She flexed reveling in her new feminine power as her hips and shoulders and ass grew more muscled and widened while her middle stayed thin giving her a jaw dropping hourglass shape. Her breasts grew and grew, until each was perfectly rounded and nearly the size of her head, yet each stared as perky as ever while cum continued to gush out of her stretched sex.

All the while magic continued to fill her making her fell powerful enough to move mountains or reduce them to ruble. So much power filled her that her dark hair began to slowly lighten, becoming bleached by the uncontrollable magic currents spiraling inside her. Jenna's pupils turned a sudden brilliant gold matching her kitty cats own as she at last felt the flow abate as Achilles held her still both of them panting. Snow white hair covered her head as she stared back at her lion, happier than she had ever been in her life, as she stood in the middle of her broken and destroyed room.

Immediately she knew she would never be matched so long as she had Achilles by her side. Never again would anyone have the power to threaten or bully her. That part of her life was now over, and with that knowledge came a kind of confidant self-assurance that she had never before possessed as she smiled at her creation. Together nothing could stop them.

"Someone will have heard that I think," he said with a cheshire like grin. "They will send someone to check."

"Good," said Jenna, now no longer the least bit concerned about her own modestly. "Maybe when they do they will get a nice view of you taking me from behind."

"Your wish is my command," said Achilles as their lips met and the heat stared to rise in both the pair all over again.