The outside world was almost sickeningly beautiful after the unending darkness of the dungeon below, and the green sorceress, one of four noble questors, let herself appreciate the way the sun glimmered off of the rolling grass, the thin-stemmed daisies that were poking their heads out of the soft earth, the beads of dew hanging onto each and every inch of the morning-blessed earth -
Her thoughtfulness was interrupted by a uniquely grating voice. "Isn't it nice to be out of that fucking awful dungeon! Aah, finally, god!' The yellow valkyrie stretched out her arms, taking a deep breath of fresh air, soaking in the sun, and for a golden moment, the sorceress thought she was finally going to shut up. Perhaps - yes - her mouth was staying closed – just this one time -
"You know, this reminds me of this date I went on with this guy once. It was so dreary where he took me, and I stepped in a puddle. It was so gross. He definitely didn't get a second date, although he was a decent kisser. Do you know how hard it is to find guys who will actually put their tongue in your mouth?"
"No," the sorceress seethed, frustration almost at its boiling point. "No, I don't."
Twelve days. Twelve days they'd been stuck underground. Twelve days of fighting enemies, finding treasure, losing treasure - and the entire time, instead of the mystical bond one was supposed to get with 'sisters in arms', the sorceress had had to put up with the dark-skinned valkyrie's unending chatter. How could somebody be so strong and fearless in battle, and so horrifically brainless in everything else? Hell, the valkyrie had talked about sucking dick while spearing a zombie through the chest.
"-I mean, it helps that I'm hot as hell." The valkyrie gave her ass an affectionate pat. The sorceress noted with some bitter satisfaction that it jiggled, although she had a faint sense that asses were supposed to. "I guess you probably don't have a lot of experience with like, fucking and stuff, huh?"
The sorceress sighed. "I don't particularly care." What was the point of dates and romance? The sex part she could get her head around. Even the kissing she supposed she could understand - but for the valkyrie, there seemed to be some point to it. Some search for romance. She couldn't cease her endless prattle for long enough to realize that maybe sex for the sheer point of sex - and without telling everybody exactly how many notches there were on her belt - was completely fine.
"Pfft, good thing too. Your tits sag too much. They make you look like a cow. I mean, there are guys who like that kind of thing, but in my experience, they're usually really douchey -"
"You - what - what did you just say?" the sorceress spluttered, adjusting her green top with a sudden bout of self-consciousness. Her tits - her breasts, thank you - were perfectly fine. It wasn't her fault they liked to spill out of her top, and she was of the opinion that it looked good - and - and who was the valkyrie to talk? "Did you just call me a cow?"
"Uh, yeah? I mean, like, no offense or anything. If I really wanted to offend you, I'd make fun of your poofy skunk hair -"
"That's it! I have - officially - had enough of you!" The sorceress raised her wand, and the valkyrie took a startled step back.
"Uh - what are you doing?" The valkyrie laughed nervously, flicking a black braid off of her shoulder. "I was just, like, shooting my mouth off. You don't need to get all, like, serious about it, you know? It's not a big deal."
Not a big deal. Not a big deal. She couldn't decide whether to laugh, cry, or just yell a lot. She decided to go with Option Four. She was going to make it a big deal. For lack of a better word.
She pointed her wand at the Valkyrie. "You're the cow, you empty-headed, prattling, careless windbag!" The wand glowed a sickly green, and a bolt of emerald energy shot out of its tip, hitting the valkyrie in the center of her chest and sending her flying. She hit the ground with a thunk, and the sorceress strode over, boot-heels tearing up earth, until she was standing over her enemy. So much for that sisterly bond.
The valkyrie stared up at her, eyebrows raised. "Was that supposed to do something other than hit me a bit? I think you're getting tired, grandma." She levered herself up onto her elbows, shaking out her hair. "Well, did you get it out of your system? Because I have somewhere to be."
The sorceress just shrugged and grinned, stepping back a little bit. "Sure. Let's go with that."
The valkyrie dusted herself off, getting to her feet - then eyed the sorceress with sudden distrust. "...What did you do?"
"Mmm." The sorceress shrugged, adjusting her high collar, then smiled wickedly. "It's not a big deal.
The valkyrie's constant smile dropped, and the sorceress suppressed her urge to gloat. That, alone, was a victory.
The spell began to take effect, slowly enough that the valkyrie didn't notice. Her breasts began to expand, swelling underneath the loose cloth of her shirt.
"You're just trying to scare me," the valkyrie blustered, still ignorant of what her body was doing right underneath her nose. "Well, our quest is over, so I'm walking away. Besides, who needs you?" She turned her back and crossed her arms with a harrumph, clearly expecting the sorceress to walk away first.
Then, the valkyrie looked down at herself with horror, finally noticing the slow but steady swell of her breasts. "...Are you serious?" She laughed. "You're giving me bigger boobs? That's all you're doing?"
"Oh, I wouldn't say that."
"Seriously. What are you doing?"
"Take a wild guess."
The valkyrie turned back to the sorceress, hand on her hip and trying to ignore her breasts as they swung underneath her shirt. They were heavy enough to sag, now, and the valkyrie shifted, crossing her arm underneath her tits, trying to prop them up. “I’m sure you think you’re hilarious,” she said with a sniff. “But I’m not rising to the bait.”
“Uh-huh.” The sorceress watched the valkyrie’s face with a wicked smile. The valkyrie was trying so hard to ignore the growth, biting her lip as a flush grew on her face. The sorceress could see her nipples pressing against the once-loose yellow fabric of her top, which was now stretched tight, trying to keep the burgeoning flesh inside.
The valkyrie fanned her face, trying to cool herself down. “Is – is it hot out here? Haa – I almost preferred the dungeon, come to think of it – Stop looking at me like that!”
The loop of her top around her neck finally snapped loose, and she shrieked, grabbing at it and holding it up. Her nipples were massive now, areolas leaving darker circles underneath the sheer yellow.
“Like what?” the sorceress teased. “You look fine to me. More than fine, actually.”
“I do not look fine! I look so off-balance – look, you’ve proved your point, can’t you just put me back to normal now?”
“Why? You look much healther now. Nice and plump.”
“They hurt! Do you have to deal with this all the time?”
“Of course not. I don’t have nipples that make me look like a whore.”
The Valkyrie flushed indignantly at that. “It- it’s not my fault they do that!” She moved her hands to cover them – and the top flopped down over her hands, exposing her cleavage. She glared down at her breasts. “Stupid things. What do I have to do to make you stop it?”
“Hmm… Beg, and I’ll think about it.”
“Oh, you’ll think about it, will you?”
“Yep! I promise to think about it.”
The Valkyrie narrowed her eyes. “I hate you.”
“Didn’t we establish this?”
“Fine,” the Valkyrie spat. “Please, please, please can you return me to normal?”
“For what given quantity of normal?”
She spluttered. “Really? Really? Now is when you’re going to be a bloody scientist about this? I –“ The fabric of her top, which had been making a noble attempt, finally gave up the ghost and expired with a ripping sound. Her breasts fell loose, the last scraps of the fabric held rather uselessly against her nipples by her hands. She dropped them with an unimpressed look.
The sorceress held back her giggle. This was going splendidly.
“Yeah, laugh all you want. I’m deeply considering cutting off your head.”
“It won’t stop the spell.”
“No, but it will be incredibly cathartic.”
The sorceress just smirked – and the Valkyrie followed the sorceress’s eyes down to her own torso – “What are those and what are they doing on my body?”
“Extra nipples. You know, you can never have too much of a good thing –“
“NIPPLES DO NOT QUALIFY!”
The sorceress just shrugged – then unable to hold back any longer, started laughing out loud. “Be careful who you call a cow, you bitch!”
“Oh, is that what this is about? Really? You’re really that petty?”
“Yes and no. Actually, yes. One hundred percent.”
The valkyrie huffed, then tugged at the extra nipples. The sorceress blinked. "Are... are you trying to pull them off?"
"Well, what do you suggest I do - Ow!"
"Anything but that?"
The valkyrie rolled her eyes and kept tugging - and a moan burst from her lips, her face suddenly glowing bright red. "N-never mind, that won't work."
"Sh-shut up." Despite her insistence, the valkyrie's hands ended up wandering up to her exposed breasts, brushing over her engorged nipples with a look of dazed fascination. They hadn't stopped growing either, and the flesh below her new nipples below was swelling as well, giving her eight new breasts in total. "I - Y-you can put me back to normal later, right?"
"What's the matter? Enjoying yourself more than planned?"
"Leave me alone! You're the one doing this to me!" The valkyrie bit her lip, tears of frustration springing to her eyes even as she flushed even redder and her fingers moved over the stretched flesh of her juggernaut tits. They were sagging almost down to her bellybutton now, although the slowly-growing breasts underneath them were pushing them up again. The sorceress could see the valkyrie's legs trembling slightly under the weight.
"I suppose I am." She shrugged. "But we might as well see the spell through to the end, right?"
"You had a single spell put together for this? I thought you were just, y'know, pulling stuff out of your ass." The valkyrie tottered, but stayed standing - probably out of pure stubbornness.
The sorceress stroked her chin in consideration. Then she tapped her wand against her thigh, and sent a burst of wind towards the unsteady valkyrie. Just as she thought, the gust of wind sent her toppling onto her ass, tits jiggling. The other six sets had grown enough to be visible now, the bottom set pressing against her thighs.
"You're being mean," the valkyrie protested, pushing out her bottom lip.
"You started it."
The valkyrie tried to get to her feet, but only succeeded in rolling onto her sensitive tits, and cried out in a mix of pleasure and pain as her nipples were rubbed into the dirt. She managed to roll onto her side, but her thighs were starting to swell now, faded stretchmarks elongating over her dark skin. Even with the new torture, though, she couldn't keep her hands off her nipples, moans now falling unhindered from her lips. “I’m…Mmm…”
The sorceress moved back a little, sitting on a rock. This had turned out more erotic than she’d planned, and she slid her free hand between her legs, putting a little bit of pressure on her clit. “You look good. For a cow.”
On cue, at the valkyrie’s next squeeze of her nipples, a trickle of thin milk ran from them and down the side of her breasts. She gasped, shuddering with a new kind of pleasure – then as it sank in, she yanked her hands away in horror. “N-no – make them stop doing that!”
“They’re doing that on their own. Or at least, the spell is.” The sorceress put her wand down on the grass to make her point. “I just put it in motion.”
The milk started running of its own accord, leaving streams of dampness behind as it ran down her breasts. The Valkyrie squirmed, but all eight of her breasts were swelling with milk instead of fat now, and her attempt to get to her feet just left her heaving and moaning, tits too heavy to lift. “I – please –“
“Please what?” The Valkyrie just moaned, and the sorceress pushed her underwear aside, pushing a finger into her wet cunt. “I can’t hear you.”
“Don’t torture me like this! I want you to touch me, please –“
The sorceress shrugged. “No can do.” She made a point of leaning back on the rock, giving the pained Valkyrie a close up view of her masturbation. “I’m quite happy touching myself, and watching you writhe in pain.”
The Valkyrie kicked her legs against the earth, digging furrows into the earth. Her ass and thighs began to slowly expand to match her new sets of tits, and the belt of her skirt started to bite into her flesh. She mewled, trying to reach down and tear it off, but her arms were too short to reach over the mass of flesh. “H-hurts…”
“Yeah, I’m sure it fucking does.”
The belt squeezed at her waist, thighs growing larger and larger underneath until even the kicking of the valkyrie’s feet slowed to a stop, muscles outweighed by the sheer amount of flesh. Her boots tore in half, shins thickening as well, but that wasn’t what the sorceress was interested. What held her attention was the growing mass of the valkyrie’s ass-cheeks behind her legs. She’d jiggled before – now her ass had waves in it when it moved, like an ocean.
The sorceress yanked down the collar of her dress, her own large breasts spilling out, and twirled one of her nipples between her fingers. Just imagining how sensitive the Valkyrie must be by now…
The Valkyrie tried to move again, but she couldn’t even bring her chubby arm to her nipples anymore. Each movement pressed her breasts together and got the sensitive flesh rubbing against itself, and the sorceress could see her struggling for words that wouldn’t come.
“Don’t worry,” the sorceress comforted, with no shortage of sadism. “You’ll get some comfort soon.” Below her shoulders, at the second set of breasts that she’d inflicted on her hapless – but annoying – victim, a pair of nubs appeared, rising like lumps from the valkyrie’s ribcage. They grew longer and longer, sprouting smaller nubs even before they’d finished growing. The Valkyrie flailed, trying to tear at them, but their growth refused to acknowledge her effects. They reached elbow length, jointed, then curved down into a pair of arms, long and slender.
The Valkyrie tested them out first. They listened to her commands, and she brushed them over her new additions with a spaced-out glaze in her eyes. She tried to reach down between her legs, but even the new arms weren’t long enough –
- and then, suddenly, they took on a life of their own. One of the hands reached to her third set of breasts, and gave it a hard slap.
The hand just slapped her again, leaving a violent red mark behind. The valkyrie’s lip quivered, but the enchanted hands took no notice – both of them went to her heavy top set of breasts, and squeezed her engorged nipples roughly between finger and thumb. A spout of milk gushed forth, and the valkyrie’s scream of agony morphed into a panting sigh of pleasure and relief. She was so preoccupied that she didn’t notice another set of nubs below the new arms, and another, until all of them had sprouted into arms.
The lowest set of arms reached behind the Valkyrie, then slapped her ass with a ‘crack’ that echoed through the air. “Nng! Stop that!”
“Clearly they think you need punishing,” the sorceress drawled. The hand gave her enough another spank, and another. With each crack of flesh-on-flesh, the Valkyrie gave another cry, and the sorceress thrust her fingers a little harder between her sopping lips. Then the Valkyrie’s cry turned into a scream of horror. The venturing hand probed her asshole, then with little warning, thrust two fingers into the tight ring of muscle.
“No, no no no! Not there, please –“
“Why do you keep thinking your pleasure matters?”
The fingers yanked themselves out of the valkyrie’s ass, then just as quickly pushed themselves back in, fucking the Valkyrie’s asshole with violent vigour. The top two pairs of hands roved up and down her breasts, milking them when they felt like it, sometimes just leaving clawmarks and bruises on the new tender flesh. As the sorceress watched, one of them pinched at the skin at the side of the valkyrie’s breasts, squeezing until the blood vessels below were broken and turning the skin blue.
“This is too much, you’ve gotta stop –“
One of the hands slapped over the valkyrie’s mouth. The hand at her ass added another finger, and while her scream was muffled, the tears springing to her eyes said enough.
The sorceress moved her other hand to the clit. She was so close – she was going to cum to this, watching the little cow get what she deserved. But it wasn’t quite enough.
She picked up the wand she’d left on the grass, and began to conjure something to make the valkyrie’s life even more miserable. “How does this look?” she taunted, as she crafted a massive cock in mid-air. For extra fun, she’d based it on one of the ogres they’d fought. It swung, disembodied, between them, and the Valkyrie tried to squeal, but the hand covering her mouth stuffed its fingers between her lips.
The sorceress used the wand to guide the disembodied cock towards the trapped Valkyrie. “So which hole do you want it in?” she asked with a grin. “Your ass, or your mouth?”
“You’re right,” the sorceress mused. “It’s a shame to waste those beautiful breasts.”
The hand pulled out of the valkyrie’s mouth, grabbing her chin and stopping her from pulling her head away. Another of them, almost as an afterthought, plucked the valkyrie’s crown from her black braids, throwing it away. Then the massive cock moved perpendicular to her set of massive breasts, and thrust between them. Each thrust sent its head deep into her mouth, tits jiggling with amazing force.
The best part for the sorceress, however, were the sounds. The Valkyrie had given up any pretense of not enjoying herself, and instead she was happily slobbering all over the cock that was stretching her lips so widely open. Her own hands – too stubby and short to do much else – pushed at her top set of breasts, seeking more of the addictive sensation of being used as the ogre-cock mashed between them.
“That’ll do,” gasped the sorceress. She could feel herself soaking through the skirt she was still sitting on. Clutching her wand, she made a gesture, and the summoned dick moved to the valkyrie’s stretched ass.
The hand moved to one of her ass-cheeks, pulling her open, and slicked up with her own saliva, the ogre-cock slammed into the valkyrie’s hole. The tremor shook the valkyrie’s entire body, all eight breasts shaking, and the sorceress could see the bulge the massive cock created in its victim’s stomach. “Aah! It’s s-so big, please, god it hurts, it hurts, I need more…”
A pair of the possessed hands grabbed hold of her top set of breasts, twisting them around and forcing one of her oversized nipples between her thick, red lips. The Valkyrie didn’t think twice before suckling on it, moaning as her own breast milk filled her mouth. It dribbled out of the corner of her lips, leaving a thick, milky trail down her cheek. The milk flowing from the rest of her nipples soaked into the ground below her, turning the grassy hill to mud under her writhing body.
The ogre-cock thrust harder and harder into her ass, and then it tensed, the balls hanging underneath the thick shaft contracting as it shot a load into the valkyrie’s ass. Her stomach, barely visible under her low-hanging tits, started to expand like a balloon, filling up with cum. It didn’t stop until her tummy bulged out from underneath her breasts, tight as a drum. Even when the cock yanked out of her ass and the cum flooded out of her, her stomach stayed full and round, matching her thick thighs and tits.
The sorceress summoned the ogre cock over to her, and spread her legs wide, still teasing her own clit. Inch by inch, she pulled the summoned dick into her, stretching herself out while gazing at the valkyrie’s wrecked and distorted body. The shaft was leaving a bulge in her stomach, too, but she was okay with that – she touched the distortion at her bellybutton, caressing the cock through her skin, then used her wand to beckon it further and further into her. “More, more, more…” Her clit was so sensitive she could barely touch it anymore, but she kept torturing herself with it.
“Now fuck me properly,” she demanded. The disembodied cock obeyed, pulling almost all the way out of her and then thrusting hard back into her cunt. She threw her head back, almost screaming with pleasure as the friction grew, cock stretching her out - her fingers stimulated her clit and finally, her orgasm hit her. White light filled her vision, and for a moment, she was drifting on a pure cloud of pleasure, riding out her climax.
Her eyes cleared slowly, and she guided the cock out of her pussy with her wand, hands trembling slightly. She slid onto the ground, trying to catch her breath as she stared at the bloated body of the valkyrie. So much for the proud warrior woman! She didn't look nearly so strong or graceful with eight massive tits and a gaping, cum-filled cavern of an asshole. I probably didn't even need you at all, the sorceress gloated. "Do you think any of your lovers would want to fuck you like this?" she taunted, voice still breathless and filled with vestigial heat.
The still-roaming hands pulled the nipple free of the valkyrie’s suckling mouth with a pop, squirting thick breast-milk onto her dark face, and the Valkyrie stared up at the sorceress, eyes wide and thoughtful. "Mmmhhh I want them to..." she murmured, clearly fantasizing about it.
The sorceress chuckled. The valkyrie's pupils were pinpricks in her eyes, the whites bloodshot. "Are you high on your own breastmilk?"
"Do you want to be fucked again?"
The valkyrie nodded desperately, hair dragging in the mud. She was still inflating, albeit slowly, her thighs and stomach and arms all getting fatter and fatter with each second that passed. Her cheeks and face were puffing up as well, her lips broad in her face.
“I’ll consider it,” the sorceress mused. She got to her feet and walked over to the mass of flesh, then lifted a high-heeled foot, placing it on the valkyrie’s bloated stomach and pressing down. “You have to beg for it. So that I know exactly what you want,” she taunted.
The Valkyrie stared up at her, eyes glassy. “Please, please can…” she stuttered, words slurring together as they fell from her overfull lips. “I want it again, pretty please, I’ll be good.”
“Want what?” She pressed her heel a little harder against the woman’s swollen stomach, leaving an indent in the skin.
The Valkyrie moaned desperately, trying to twitch her erect clit up towards the sorceress’s foot. “I want to get my cunny fucked, please please please… I need to be full and stuffed and stretched out I need it, please mistress…”
The sorceress pretended to consider, then fluttered her eyelashes down at her victim. “Well…If you’re sure…”
“Yes, I’m sure, please please please, I’m begging you…”
The sorceress took a step back and brought the conjured cock forward to the valkyrie again, trailing green sparks behind it. She let it thrust over the valkyrie’s wet lips first, rubbing against her clit and eliciting more desperate sounds of pleasure from her, then the head of the ogre cock nestled against the valkyrie’s as of yet unopened slit.
“Mmm…” The sorceress though for a moment. “You have to moo like a cow before it’ll fuck you.”
“Wh-what?” The Valkyrie eyed her torturer with a desperate look, tears welling in her eyes.
“You heard me.”
“You can do it,” the sorceress crooned encouragingly.
The Valkyrie sniffled. “M…Moo…Moo…”
The heavy shaft pushed slowly into the yellow valkyrie’s cunt, and her pussy-lips made a wet sound as they parted, welcoming the girthy length inside of her. The insides of her pussy were a bright pink in contrast to the rest of her dark skin, and the green-hued cock slid deeper and deeper into here, making yet another bulge in her already rotund stomach.
“Moo!” The Valkyrie had just replaced her gasps with moos now, as she cried out desperately, and the sorceress lifted her wand one last time as the shaft slid balls deep into the valkyrie’s slick hole. The green sparks showered over the Valkyrie in the throes of pleasure, and one of her enchanted hands slid down to pleasure her ignored and aching clit. The others returned to squeezing and milking her breasts, and the creamy milk left a mess all over her legs and stomach and face, leaving her looking like the receiving end of a massive orgy. It wasn’t that far off, honestly.
As the green sparks settled, however, a new set of changes started to take effect. The valkyrie’s lips, already poofy, started to push forward, taking her face with it. She was too occupied with moaning at each thrust to notice, and as the green sparks slid down her throat, her vocalizations turned from human attempts to moo into proper moos, indistinguishable from any other cow in a farmer’s field.
The green sparks settled at her tailbone, above the gape of her ruined asshole, and something started to bulge underneath the skin. At the next hard thrust from the disembodied cock, however, a tail sprouted free of the skin, waving in the air and then wrapping tightly around one of her lower breasts. Another rush of milk burst from her nipple, and she mooed again contently. Her feet, still scrabbling desperately at the ground, started to harden and turn black – a few moments later, they were hooves, scratching furrows in the ground.
The sorceress grinned in satisfaction. It was time for the final touch – the short coat of fur that was starting to spread up from the edge of the valkyrie’s new hooves over her legs like a rolling wave of white. Here and there, black spots showed up, and it reached her sets of breasts, rolling up and down them and leaving her nipples untouched. They crowned her full and trembling tits, little dots of pink against the new white-and-black tapestry.
The cock began to twitch, and the sorceress smirked, moving to stand next to the Valkyrie’s head as the conjured ogre dick got closer and closer to its second orgasm. The Valkyrie was still desperately mooing below her, and the sorceress nudged her head with one of her feet. “Do you want it to cum inside you?”
The Valkyrie, now almost completely cow and staring up at the sorceress with bovine eyes, just nodded desperately again. “Moo!”
“Even if it pops you? You’re a pretty full girl. All chubby and round and inflated.”
The cow just nodded again.
“Really?” The sorceress grinned. “Well, as you wish.”
The ogre cock drove deep into the valkyrie’s cunt, and twitched as it flooded her with cum once again, this time splashing into her womb. The cum filled her up even more, and the sorceress watched with glee as the cow got bigger and bigger –
Finally, the cock melted into a green ectoplasmic goo, its job done. That too pushed into the cow’s pussy, stretching her skin almost to the breaking point. The stretch marks on her stomach and breasts were so distended and long that they looked like zebra stripes, even almost completely hidden as they were under the white and black cow fur, and the sorceress could see the drunken desire finally start to be replaced by panic as the Valkyrie started to realize what it meant.
“Regret calling me a cow yet?”
“Regret being a fucking irritating chatterbox?”
“Moo!” The sound managed to hold more desperation than words ever could have.
The sorceress bent down until her nose was almost at the Valkyrie cow’s. “Regret pissing off somebody who knows magic?”
The sorceress took one step back, then another, until she was back at the rock she’d been conducting her symphony of torture from. Then she waited.
The end came quickly, which would have been a mercy if it hadn’t taken so long to get there. There was a shaking from the valkyrie’s enormous tits and stomach, a scream of pain – and then a pop which left the sorceress’s ears ringing. The Valkyrie exploded, and scraps of flesh and drops of blood drifting down onto the previously-idyllic grass were all that were left of the bane of the sorceress’s existence.
The sorceress wiped a stray drop of blood from her cheek. Then with a careful grace, she got to her feet, adjusting her clothing and stretching out her arms.
“Bitch shouldn’t have sassed me,” was her last comment. Then she walked off, free of both the dungeon and her waste-of-space companion. Still, she’d almost miss her.
…That was a blatant lie. Ah well.