FSE

Furry search engine

formerly SoFurry search engine

Gwen looked up though the dusty window of the abandoned warehouse at the blood red full moon then down at her watch. Two minutes to midnight. That left precious little time for her to act as she glanced over the gigantic chalk rune circle she had drawn on the bare concrete floor. The small statured mare slowly walked around it as her hoofsteps echoed throughout the building. Anticipation began to build in her belly as her eyes traveled over the carefully drawn lines. Tonight her life would change.

The world had never been kind to Gwen. Given up as a foal by her junky of a mother, she spent her entire childhood in an orphanage with the rest of the unwanteds. The other kids in school were just as mean to her as life had been. They teased the mare incessantly for being small and the distinctive bright white stripe that ran from the tip of her nose all the way down her back and through her tail. Skunk-mare they had called her, and name had stuck all though her schooling.

Puberty had been as mean to her as everything else and she had remained as thin as a rail with no bust to speak of. While the other mares were shacking up with every warm body they could lasso she was left alone. Male eyes passed right over her like she didn't even exist, but after tonight that would all change. A paw crept down to her bare sex to find it slightly moist as a finger traced the delicate rune tattoo that was inked there. It encircled her cunty and was still a bit sore but she was sure that the carefully chosen marks would do the deed. They just had to.

She glanced at her watch again as the hands moved to midnight as she took it off her wrist and placed it on the ground. It was now or never. Strange words began to pore from her lips as the air seemed to grow thick and heavy. Her fingers plunged into the wetness between her legs as the mare began to masturbate while she kept chanting. Her voice began to echo and hang in the air as the young mare felt something. The hairs on the nape of her neck were standing up as something like static popped and fizzed around her. The fingers in her cunt suddenly felt better as she began to move them faster, her hips swaying with her rhythm.

Juices hot and slick slid down her thighs and onto the floor, but instead of pooling they began to stretch toward the chalk circle. Gwen didn't even have to remember the words anymore. It seemed her tongue was acting on its own as she pressed another finger inside her eager sex. Fingering herself had never been this good! It filled her up with heat till she was ready to burst as she drew closer and closer to the end.

The chalk lines were glowing now as more power swirled through the air and she could feel It like kisses on her over heated skin. All she could think of was her raw NEED as her nipples grew so hard they hurt. Gwen nearly bit her tongue when she felt her sex clench and roil hungrily around her fingers. Never a squitter until now, the first lance of her mare nectar went almost six feet landing square in the center of the circle and she keep on cumming. The little mare had never experienced anything like this. A full body, earth shaking, soul crunching cum that would not end. How she remained standing she didn't know as her eyes rolled back and her body jerked and shuttered for nearly three minutes.

The cool floor at last woke up and she tried to shake off a wave of dizziness. Her head was so full of endorphins that it was hard to think straight as she rolled on too her hands and knees. A rich deep chuckle sliced through the air and over her fur as she jerked and turned to see a figure sitting on a high backed chair in the middle of where she had drawn her circle. He crossed, one leg over the other with a hand on his chin as his red eyes seemed to stare right though Gwen. He then started to laugh and clap as the mare stood there too stunned to move. Some part of her had never believed that this would work. That part had believed that her efforts here would fail like the rest of her life, yet hear he was, Afroranous, demon lord of lust.

"Such an impressive summoning, little one. I have not seen and tasted such for many many a year. It piqued my interest enough to bless you with my presence. Pray that I did not do so in vain."

His words seemed to brush over her skin like the lightest of caresses as she brazenly ogled the demon. Black shod hooves bigger than any she had ever seen capped the ends of his goat like legs. Thick and corded with muscle they seemed to bulge with power stretching the fine dark red fur covering them. At his waist he turned human, or something resembling human. Eight abs like bricks lined his flat stomach as they leg upward to a wide chiseled chest. There was a light dusting of hair between his two thick pecks and his arms, massive and vascular they matched the rest of him.

The demon's face was angelic and prefect with high sharp cheekbones and a supple mouth. Only his eyes ruined the heavenly façade. His searing gaze banished any thoughts of kindness or mercy and seemed to burn right through you. He had a pair of obsidian black ram horns curved around the sides of his head coming to rest on either side of his chin. His hair was also raven black and long falling down his back. Gwen couldn't stop herself from staring at his body as her pussy clenched again.

It got worse when he uncrossed his legs. The mare gave a whimper of desire as she stared at the demons package. Equine in shape with a flat tipped head, it must have been a bit over a foot long with the tip dangling off the edge of the chair. Ebony colored like his horns and hooves, it had sheen like it had been oiled and a thick webbing of veins that ran down the shaft. It gave her shivers thinking about what it would feel like to have all that inside of her.

"Your offer?" he asked coldly, shaking her out of her funk.

"I offer you a soul bathed in pain, spite, and jealousy. Give me power so I may sow lust among all others," she said. His eyes narrowed for a moment before his lips moved utter one single syllable.

"No."

Gwen shook anger boiling through her. All of this effort to summon him here just so he could mock her by refusing her just like everyone else?! How dare he!

"You have a delicious looking soul little mare but the power that you desire requires more than that."

"My virginity then," she said as the demon's eyes widened. "When you bless me with power you will be my first." Her statement had Afroranous on his feet as he moved closer. Gwen shivered in fear and arousal as he stood in front of her and his fingers dipped slowly to collect some of the juices that decorated her thighs. His body was so warm she could feel his heat just by standing next to him and it was all so could do to keep from throwing herself at him as he tasted his fingers.

A grow of pleasure slipped from his lips as he looked back down at her with renewed interest, his cock twitching just a bit against his muscled thigh.

"So rare that a follower comes to me pure and whole," he said staring down. "I have not tasted a virgin soul in over a thousand years," he murmured.

"Then I offer it up to you my lord Afroranous," Gwen said quickly. "You shall have my soul and my body, but grant me power and beauty beyond all others."

"We have an accord," he said with a smile as he held out his hand and she placed her paw in his. As soon as she touched his skin she felt something jump between them as his eyes seemed to flare. His hand was suddenly on her chin as he bent slightly to bring his mouth to hers. The demon's tongue dived inside her mouth as she was kissed like she never had been before. He seemed to pour fire into her as her body arched against his, grinding her hungry sex against his crotch. His hands roamed her body as she felt a pulling sensation deep within her chest.

Gwen felt something start to move upward from deep in her core. It was an alien feeling as Afroranous seemed to suck harder almost bruising her mouth. She felt the thing slip fleetingly past her lips her lips as Afroranous growled breaking the kiss. Gwen fell back a bit terrified as the demon roared his whole body bulging with power. Every muscle in his impressive from seemed to flex and grow slightly in a sizzling display. Veins popped as he shook seemingly reveling in himself as he looked down at Gwen.

Sweat covered his body and the mare couldn't take her eyes away as she watched his mighty cock began to rise, growing thicker and longer. Perhaps a foot and a half, it was already dripping pre as Gwen felt a sudden emptiness fill her. The demon had taken a part of her and the void inside made all of her hungers somehow greater. It had her almost drooling as he laughed high and cruel.

"Feeling empty little one? Mortals tell me that without a soul nothing ever quite feels the same. Nothing ever quite satisfies, but no one ever complains about the reward. Come little one. Let me state the burning in you."

Gwen didn't have to be told twice. Her body was quickly against his grinding mindlessly against a cock so hot it practically sizzled against her skin. Like steel wrapped in velvet she felt his thickness part her folds as it ground against her clit. It felt so good she could barely think as he chuckled. She felt his hand on the top her head as he pulled her away while he grabbed his cock with his free hand. He put the flat equine tip of his cock right in front of her face as her muzzle moved forward, but he held her just out of reach as she wimped again, fingers digging into her sex.

"We must prepare your body little mare. Wouldn't want you to break now would we?" he whispered as he released her and she dove forward. Her lips could barely encompass his crown as she began to suck eagerly, receiving a thick wad of pre for her efforts. She quickly began to tongue his slit as more of the silky fluid flowed down her throat. It seemed to fill a bit of the hole in the mare as her body suddenly felt better all over. She barely had time to enjoy the feeling before Afroranous thrust forward burying more of his cock inside her.

The demon gave the mare no time to adjust as he quickly began thrusting in and out of the mare's muzzle stretching her throat with his girth. Gwen who had no practice at deep throating could barely keep from gagging as the demon's pre kept flowing in an almost steady stream. The mare was too busy to notice as the warmth in her body began to pool in certain areas. Her nipples grew hot and seemed to ache as they grew slightly larger and more sensitive. The mounds under them also started to grow, pushing outward giving Gwen a noticeable chest.

Her hips began to widen just a bit as her ass filled out, giving the mare a bit of curve while her legs stretched subtly longer. The more Afroranous thrusted into her mouth, the easier it seemed to be to take his full girth. Gwen's gag reflex seemed to fade away as she began to work him harder. The lust demon responded grabbing her hand with both hands and cramming almost every last inch into her waiting mouth. All she could do was moan around his cock as his speed increased, and so did the steady stream of pre.

Soon Gwen's ass and chest had grown to the point that you could call her curvy as her body stretched a bit taller. Her normally course and rough coat was now looking quite sleek and shiny while her mane and tail grew lengthened. Nothing however was more distracting that her drooling sex which seemed to have swollen to almost double its normal size. Gwen's clit had grown thick and proud stretching her sex upward as four fingers plunged frantically in and out of her honey pot.

"Are you ready little mare for your first taste of real power?" Afroranous growled as his cock seemed to flare deep in Gwen's throat. She tried to answer but his orgasm cut her off as thick cream poured into her belly. Part of that needy void inside her was suddenly filled as demonic energy flooded her body.

Her chest suddenly grew two whole cup sizes, nipples thickening again as her ass filled out in a most glorious fashion. Any scrap of fat left on her frame was burnt away leaving nothing but toned muscle as her legs and spine stretched a bit longer. A torrent of sticky mare lust gushed out onto the floor as her sex clenched harder than ever before as she sucked harder at the demons thick horsecock.

Every inch of her, from her polished black hooves to the tip of her mane felt incredible as Afroranous began to pull out of her muzzle. He stepped back as she shakily stood slowly experiencing her new body for the first time. She could feel the demon's power rippling through her like a second pulse. Sounds and sensations seemed louder and much clearer now and as she began to stroke her own body, discovering that every inch of her seemed to be an erogenous zone.

It got even better as her paws cupped her now sizable tits as her body shuttered. She was now squarely in the above average category for a mare and they felt amazing. Afroranous snapped his fingers as the ground in front of her cracked and shuttered as a huge mirror silently rose from the floor. Gwen nearly fell over as she stared in shock at her reflection.

A nubile sex pot of a mare stated back at her as she looked on. A perfectly shaped and perky set of tits finished her chest as her paws wandered slowly over them. A flat stomach tapered down to a thin and trim waist before her hips flared outward giving her that perfect hourglass shape. Even her legs looked amazing, long and lean as she took a step or two. Her body in motion looked even better as she saw the reflection of the demon leering at her his cock hard and throbbing again. An errant finger flicked over her nippel as she moaned still staring at him. A lance of her nectar was squeezed out of her sex as she realized that she was still horny and hungrier than ever.

"And that was just a taste," he whispered as he stepped close placing hands on her and slowly turning her to face the mirror. She watched her reflection as his powerful fingers began to roam her new form drawing nickers and moans as she felt his maleness press hard up against her small of her back. His fingers dipped into her sex as he brought him to her mouth making her taste herself as she licked them clean, hungry for anything he might do to her.

"Are you ready for more?" he asked teasingly. Her body squirmed against his as the thought of more of his power inside her nearly sent her over the edge. She felt and watched as he slipped in behind her sliding his thick cock through her barely parted thighs. Every inch seemed to stroke her sex as it passed as he held her up on the tips of her hooves. He had to bend just a bit as he began rubbing his cock against her slick opening as Gwen felt her pussy ripple and clench again.

"Mmm that's enough," he said as he pulled back before raising a paw and pointing to the mirror. "Bend."

The mare jumped to it as she placed both paws on the surface of the mirror and slowly bent at the waist. She crossed her shapely legs as her eyes stared hungrily as his approaching reflection till she felt a hand on her ass. Another found her opening as two fingers spread her wide. Afroranous wasted little time giving her rump one last squeeze before grabbing his cock and pressing the tip to her swollen mound. There was no getting around his size as she let out a gasp. Gods he was so big! She felt it as he began to push and then push harder as he started to spread her virgin sex.

"Oh how long has it been!" he roared as Gwen felt a sharp pain and he entered her. He had barely gotten past his tip and the mare was already shaking. He pressed in harder trying to force more of himself inside her as she struggled not to cry out in pain. She knew that your first time hurt but no virgin should ever have to put up with something this big.

She was about to fall when she felt his hands on either side of her waist and heard his high pitched laugh.

"Not as magical as you thought your first time would be?" asked the demon as he chuckled. "Let's see what we can do about that then!"

Gwen was almost in too much pain to hear him when she felt his shaft quiver inside her. A wad of his thick pre-cum oozed out of his cock and suddenly she was fine. The pain was gone as if it had never been. It made her churn around him as she was suddenly able to enjoy all of his thick girth as her back arched and her eyes dilated.

"M-m-more!" she begged in a mindless needy tone as the demon began to laugh again hard and fast as his hips went to work. With the first thrust the glass around Gwen's palms cracked as she was pressed harder into the mirror. It was just like before when her lips were wrapped tight around his rod but so much better. Even more power began to rush into her core as she grew so hot the sweat on her skin quickly turned to steam.

The demon wasn't driving her towards climax like she had heard so many of her peers talk about, she was already there. In what seemed like a never ending cascade of gushing explosions her body griped and clenched around his cock as if it never wanted him to leave. She noticed with a shock her irises were glowing red as she felt the weight atop her chest grow. Her nipples began to lengthen and thicken, as one paw found them. She gave one a pinch as she screamed and decorated the ground below them with her sticky fluids.

The mounds under them began to grow as she quickly outsized all but the chestiest mares as her breasts swelled outward. They heaved and shook as the demon kept pounding away laughing as he did as one of his hands gave her firm pair a rough squeeze.

"How about I give you something to mark out joyous union," he whispered into her ear as he ran his tongue up the back of her neck. She nickered suddenly as a hot burning sensation lanced though the pink buds atop her chest as a pair of heavy silver rings appeared through her nipples. Afroranous gave one of them a tug drawing Gwen's back tight before releasing her as Gwen felt the weight of the rings. While only about the size of a quarter, each one seemed to weigh several pounds, providing a constant tugging sensation that constantly stimulated the mare and felt amazing. She somehow knew that her nipples would never go soft again as he pressed her forward grinding her chest against the cool surface of the mirror.

The demon's thick rod continued to stretch the mare's insides as his fingers began to toy with her sex. As he found her clit a jolt of power passed between them that forced the breath from her lungs. Her pleasure bud twitched and suddenly grew to the size of a grape as another silver ring formed piercing it. With each thrust the ring jerked back and forth pulling on her clit making the mare cum even harder as she saw spots in front of her eyes.

Time seemed to lose its meaning as her rough breeding continued. One after another orgasms broke over her till she couldn't tell up from down. The only constant was the demons huge cock pistoning in and out of her. He seemed to relish her deflowering as his hands constantly moved over her body teasing and toying till at last he decided to finish. Gwen felt it as his thick tip suddenly flared deep within her stretching her even further and locking him inside her body.

A molten eruption burst forth as his scalding cum filled her empowering the mare further as his demonic energies flowed into the hole within her. Her entire form seemed to ripple and stretch as dark magic coursed through her veins. Her shapely body was quickly transformed again as her legs grew longer, her hips grew wider, and her muscles grew tight and toned.

Afroranous' climax at last began to wind down as he began to soften. His cockhead slipped from her passage with a wet pop as he looked on his new creation. He could feel the strain from forcing so much of his magic into the mare and could already tell that this mortal was one of his finest creations.

Gwen straightened slowly chest heaving as she stared at herself in the mirror, a look of rapture on her face. Perfection stared back at her as she straightened further. She was taller than she had been before. Model height is what she would have called it, but she was far curvier that any beanpole who make a living on the catwalk. Her body had an athletic tautness to it like a fitness models as she ran a paw over a flat six pack. Her legs and arms were beefy too but still very much feminine as he she turned and looked her body over.

She cupped her voluminous bosom as she stared. The sliver rings though each nipple contrasted heavily with her midnight black fur as she held each breast up. Each one was impressively firm and perfectly rounded. They were a bit bigger than what some may have found attractive, but Gwen was immediately in love with them. Her ass, once boney and flat was now perfect and heart shaped. A paw ran over her firm flanks as she turned slowly feeling the ever present heat in her loins grow a bit hotter. She felt her clit throb as she noted the ever present tug of the ring that ran through it. Much like her nipples she doubted if the oversized thing would ever cease to be swollen and sensitive.

The mare could tell that her body would never truly be sated now. She doubted males as impressive as Afroranous existed in the mortal realm and the idea of losing that glorious cock seemed to make her ache, but as she stared into the mirror at herself none of that mattered. Never again would anyone make fun of her looks. Till the day she died she would always be the most beautiful creature in the room.

Gwen raised one paw and flexed it as she watched raw magic crackle and coalesce in her palm. She then slammed it into the mirror watching as the entire thing shattered, the pieces turning to dust, as knowledge of how to manipulate Afroranous' donated power filled her mind. The thought of what she might do with all that power made her wet again as she slowly turned on hand tracing over the lines of the tattoo that ringed her mound.

She moved slowly towards him in a manner that would display all of what he had given her as her arms slowly wrapped around the demon's wide shoulders.

"My lord Afroranous, I wish for more! Show me you true power and fill me with your might!" He laughed slowly as he roughly groped her, watching as she shuttered.

"Do you not think I know what you want little mare? All that taste my power hunger for more just as you do now. Why should I bless you with my full presence or give you more power that you have now?" Her hand gently reached down to stroke his limp member as she used a bit of her newfound power to prime him.

"I wish to see you at your best my lord. Do you not wish to enjoy your creation more fully?" She pushed a bit more power into his cock as it throbbed and swelled before his hand came out of nowhere striking her face. It sent her to the ground with a hard thud as pain blossomed at the site of the blow. Had she still been normal it would have broken every bone in her face. The mare tasted blood but even now she could feel the cut in her mouth healing as she stared up at the demon.

"Foolish little girl! There is nothing you possess that I don't already have. I am the lord of lust! There is nothing your body could give me that I haven't experienced thousands of times over."

The air around Gwen crackled with magic as she threw as much power at Afroranous as she could muster. The blast caught the demon lord unaware sending him flying across the warehouse to slam into the opposite wall as he brought down half of it with him burring him under it.

"I thought I summoned a demon lord, not some weak imp," spat Gwen as she stood up. "How pathetic that you call yourself a lord when you're afraid to even fuck your followers. My body craves a real man not the weak thing that stands before me!"

Rocks and debris went flying as the place the spot where the demon landed exploded. The air in the building grew hot enough to scald as magic arched and sparked everywhere. Gwen tried to stop her knees from shaking as she stared at the risen demon lord while his eyes blazed with hellfire. In the blink of an eye he was across the room with a hand wrapped around her neck as he lifted her from the floor. She felt most the power that had filled her drain away as he gave a leering stare.

"What I give I can take little mortal. Not that your pathetic little power could ever harm me. Still it good that you are hungry. You shall have what you ask for, even if it ruins you," he said with a grin as he tossed her back to the floor. Gwen could only gasp for air as she felt Afroranous' power fill the room to busting. The demon lord broadened his stance as he curled his arms in toward his chest as his muscles flexed and the energy around them seemed to ripple.

Gwen could feel it as floor under her body warmed and Afroranous' face seemed to fix in a grimace. A few drops of blood began to trickle from his forehead as he grunted and his black horns pushed further out of his head as they slowly thickened. The demon again spread his legs wider as he seemed to strain harder as veins popped all over his body. The mare heard a rumbling from below as cracks spider webbed out from his black hooves. A red light seemed to glow up through the cracks as Afroranous seemed to flex harder and Gwen felt the power around them swirl and flow into him.

He let out a fierce roar as the muscles in his calves and thighs exploded, nearly doubling in size. Rope like veins lined his sculpted lower body feeding his heaving muscles as he roared again and his upper body bulged with power. Like his legs, his upper body nearly doubled in size as his human like skin took on a redder shade. The demon roared, his voice shaking the whole building as Gwen saw him stretch taller passing seven feet. His muscles withered like snakes under his skin if he so much as moved an inch and his musk was so thick Gwen could barely breathe.

Her eyes were suddenly locked on his still limp equine cock as it twitched against his thigh. With his new size and height the massive thing looked only slightly less impressive as it slowly began to rise. He was leering at her again as his hand wrapped around as much of his cock as he could grip before he began thrusting into it. In a few strokes his tip flared hugely as if he was going to cum when the demon again roared.

Instead of cumming his cock swelled forcing his fingers apart as it added almost another half foot in length. His flare simply kept growing till his flat tip was the size of a grapefruit, as an unnaturally heavy flow of pre ran from his gaping slit. His shaft grew to until it would have taken both his hands to wrap all the way around it as the pair between his legs swelled to match.

"You wanted me at my best and you shall have it!" growled Afroranous as he raised a glowing hand and the concrete beneath Gwen came alive. It conformed to the shape of her back as she was lifted to waist level as thick tendrils sprouted out of the ground and wrapped around her middle, legs and arms. Soon, her ass was lifted up as her legs were spread lewdly apart exposing her sex as the demon strode closer. Her hands were bound tightly behind her back as he bent slowly and gave her sopping cunt a wet slurp. The demon lord then rose flopping his nearly two foot horse cock onto Gwen's belly as it drooled onto her chest.

She could feel that his cum was now even more potent than before as she shivered in anticipation. Everything was going perfectly.

"It has been ages since I have blessed anyone with my full power mortal. You should count yourself lucky," he said as he grabbed his cock and pressed the tip against her pussy. It was simply too big to fit, but bound as she was the mare couldn't move an inch. As he pressed harder he began to forcibly spread her as she fought not to whimper. She almost cried out when she felt him jerk as a thick jet of his precum was pumped into her passage. Almost instantly her sex quivered and thickened, her mound bulging outward as the entrance to her cunt grew to accommodate him.

As soon as she felt him enter the pain was back again as he kept thrusting. Each time he could go no further, his cock would shoot more precum as the mare's hungry body absorbed it allowing her to stretch and take a bit more of him. His initial thrust seemed to last for ages until he was at last sheathed within her. Gwen could see the bulge of his cock through her belly but despite the pain craved even more. She soon knew what the cruel demon was doing. He had already given her a body which would never be fully stated, and now no cock would ever truly fill her again save his. Given enough time she knew that she would gladly let him drag her body down to his realm just so she could feel this again. Tears began to run down her face as she realized the nature of his "gifts" and her eventual fate.

Afroranous noticed as he laughed cruel and high as he pulled back before thrusting forward again making her scream with pleasure.

"Did you think that I would take your insult without punishment mortal? Never again after I am done will your body have a moment of rest. It will ache and hunger until you beg me to make it stop but no relief will come from me. This is the last time anything will ever make your body feel good and I wish for you to remember it!"

He began to thrust harder, muscles staining as the force of Gwen's climax nearly made her pass out. His fucking was rattling her teeth yet her body withstood it and cried out for more. She had expected treachery from the demon. The stories all said that Afroranous turned all who accepted his gifts into his willing broken slaves eventually as they gave away more and more of themselves to the demon lord for power or pleasure. Already she knew that she would do anything he asked of her, just to feel his touch a moment longer. But Gwen had expected all of this and had a plan.

Focusing as hard as she could the mare began to chant an incantation that she had memorized long before she had summoned the lust lord. The words were different from the tongue used to call him. It was a holy tongue created to fight demons like Afroranous. The demon looked down in surprise as her words reached his ears and began to laugh again as he increased his pace.

"What are you up to little mare? You think you little spell will protect you? I own your soul."

"Until I take it back!" mouthed the mare as her spell completed and the lines of the tattoo surrounding Gwen's stretched sex began to glow. Afroranous had noted the tattoo earlier but his eyes had simply glossed over it. Now, as he stared his eyes went wide as he saw the rune circle inked onto the mare's flesh. The runes glowed and shifted as he tried to pull out only to find that his cock was suck, buried to the hilt inside the horse beneath him.

"WHAT MORTAL WHAT TRICKERY IS THIS!" he roared as she began to chant again and he felt his flare swelling further as the desire to cum grew. His eyes darted to the tattoo again as he begin to make since of it. It was a sealing ring designed to bottle demonic energy within a container in order to drain and even kill demons like himself. Somehow the mare had converted her body into a living receptacle which in all his years he had never seen or heard of. Both creatures moaned as the belly of the demon's cock bulged wide as his over-sized balls began forcing cum into his shaft.

"FOUL WHORE! YOU THINK YOU CAN JUST STEAL A DEMON LORD'S POWER?!?!" he shouted in a voice that made the giant room vibrate. The air next to his body seemed to shimmer as the split hooved creature roared again. The ground beneath them seemed to shatter as more of the fiery red light bled up through the cracks in the ground and lit the entire building. His muscles flexed and engorged further as he tried to hold himself back but all his mighty strength did nothing as the mare's magic formed a tight seal around his cock.

He let loose an angry bellow as the mare screamed beneath him as power flooded her body again. I was far more than the paltry sum her had given her during their first two rounds. She greedily guzzled it down as she only to feel even more rush into her as another bust exploded inside her. The constant flow of demonic energy had the mare in a state of rapture as Afroranous thrashed and roared trying to pull his cock free of her body. She could feel his power strengthening her and stretching her body as tore her arms free from her binding as just as the demon's cock belched another thick wad of cum inside her.

Her body flexed as more demon energy was forced into her muscles taking her from tight and toned to decidedly muscular. The six pack on her belly flexed and rippled as it slowly shifted to eight hard abdominals. Her breasts quickly swelled again taking her to porn star size as her nipples thickened and lengthened. The rings that pierced them seemed to grow with them becoming thicker and heavier as the rest of her body continued to blossom.

Muscle began to pile onto the mare as she was stretched taller. Her legs swelled with power as her quads and calves thickened as her hoovers began to grow larger. She felt another wave of power rush into her back and upper body as her hungry sex rippled around the demon's thick rod. A panicked expression appeared on Afroranous' face as he felt the flow of his power into the mortal beneath him increase. He could feel it begin to tax his body as the mare greedily soaked up more and more of his energy.

Gwen cried out in bliss as she felt him explode inside her again and two small points began to push out of head. She flexed her new found magical might as the tendrils that bound her exploded into dust. The empowered mare surged upward tackling the demon lord and driving him into the floor as hellfire flashed in her eyes. She laughed as more tentacles burst from beneath them binding his arms and legs spread eagle as she began to grind and gyrate on top of him.

"Look at the mighty demon! Tricked by a lowly mortal, who will have ALL his power!" she shouted in his face as he snarled up at her. She flexed her arms above her head as she poured more power in to the spell and felt the flow of power into her nearly double. Afroranous thrashed and roared, spittle flying from his mouth as he felt his balls began clenching forcing even more cum into the mare.

Gwen's horns stretched upward and thickened as they curved towards the back of her head. The horse's arms and shoulders thickened and grew as he biceps bulged almost as large as the male beneath her and her back grew feathered with striated muscle. She felt some of the power begin to swirl around her groin as her swollen clit suddenly plumped and lengthened. The mare practically growled as her paw warped around her rapidly swelling love bud as she began to stroke it as she stared down at the trapped demon beneath her. He had a pained expression on his face as Gwen watched his skin began to lose color while his muscles began to lose size and definition.

"YESSSS! More! MORE!" she hissed as she saw the effect her spell was having on her former tormenter as she continued to grow. Her clit began to shift and change as the tip suddenly broadened, flaring into a wide spade shaped tip as sticky pre began to gush from his slit. There was a sudden new burning sensation in her groin as her new found cock was pushed upward as a pump pair of balls formed just below it. Afroranous was rapidly shrinking as he approached the size he had been when he first appeared. With each fresh volley of cum he fired into the mare's cunt he grew that much smaller. And for every pound he lost the mare grew that much thicker and stronger. Her body continued to stretch taller as the tips of her thick curving horns reached the back of her head.

Gwen was overjoyed at the sensations emanating from her new found horsecock as she viciously stoked herself, arm pumping and flexing as her paw flew up and down its growing length. It was the fastest growing part of her body as Afroranous continued to pale and shrink. As it eclipsed the foot mark Gwen's cock suddenly went off in the first male orgasm of her life. Her rapidly growing balls emptied their contents into her shaft as it flared and thickened stretching a few more inches in the process as thick horse cum erupted from her tip like champagne from a bottle, steaming forth across the room.

With every burst, her shaft stretched her fingers wider until her fingertips no longer touched while her balls continued to grow and churn. The stallion cocked mare continued cuming, each spurt thicker than the last while Afroranous continued to grow thinner and weaker. Muscle slipped off his frame as more of his bones became visible. He began to pant and wheeze as his skin grew deathly pale. Even his balls seemed to shrivel as they pumped one last load into Gwen as she shuddered and stopped growing.

Her cock bobbed in front of her, hard as iron, with the tip even with her now even larger breasts. He cock ring had grown to match her titanic endowment which now stood just better than two feet. It looped through the lower part of her meaty flare as cum dripped off its silver surface and onto Afroranous' chest. She smiled with sharp teeth around her cock as her eyes burned with the same fire that the demon's had once held as his lips parted and he croaked out a single word.

"Mercy..."

"Mercy? You ask for mercy after what you meant to do to me. Now when I hold all the cards you beg this lowly human for your life. Why ever should I indulge you. What is to keep me from drinking down the very last of you?" she asked as her sex clenched around the demon cock still embedded in her. The demon lord's face twisted into a terrible grimace as he remained silent as the mares laughter echoed throughout the room.

"Perhaps if you had something I wanted, something I didn't already have I might agree to spare your worthless life," said Gwen as Afroranous' eyes widened. "A certain soul perhaps?" she said leaning closer. A low growl spilled from his lips as the demon suddenly looked as he would throw up. His throat suddenly bulged as he opened his mouth. A ball of blue swirling light the size of an apple appeared on his tongue before it floated into Gwen's palm. The mare admired it for a moment before pressing it to her lips as it quickly slipped inside her.

The empty feeling inside here suddenly vanished as red flames in her eyes dimmed and turned blue. She flexed her paws feeling even stronger than before and complete somehow she stood on her powerful legs as Afroranous' limp and shriveled member fell out of her. The horse stepped back as she raised a hand and a fiery circle appeared around the crippled demon.

"We will meet again one day whore and I shall take back what belongs to me," he croaked as flames rose around his body before Gwen blew him a kiss.

"Untill that day then," said the mare as the flames rose up then vanished leaving bare concrete in their wake.

"Now then," said Gwen as she tensed her body and concentrated feeling the horns atop her head began to slide back into her skull. She started to think about shrinking down to a size less noticeable than he current six and a half foot height but thought better of it as she snapped her fingers. The mare was suddenly clothed in a very tight and revealing red dress that showed off her every curve and swell of her massively muscled body as he patted the large bulge at her groin. She, or perhaps it should be Shi now, had some things that would take getting use to, but the new and improved mare doubted that the world world would give hir anymore problems as shi thought about what to do first.

The faces of several of her former tormenters floated into her head as a bit of red bled into her eyes. Gwen's massive cock throbbed as paw stroked it through hir dress making it tent up. The new and much and improved mare thought of the fun shi was going to have as shi walked to the exit then out the door, hooves leaving fresh horseshoe shaped burn marks on the concrete as shi went.