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"A-ANIKEEEEE~ IT'S SO W-WAAAARM~!"

"What's happening to you Nagaharu? Fight it you can't let something like this overco-"

"AGGH L-LOOK AWAY ANIIIIKIII I'M GONNA OOOOH SHIT SHIT FUUUUUUUCK!"

Michitaka didn't know how to react to the sight in front of him. They had been losing members left and right at school and finally he took notice, sending his second in command to see what was up while he took care of the rumble with the North school's gang. He really didn't expect much past maybe one of the locals tattling on them to the principal, and he had been in contact with Nagaharu the whole time. The worst he had found some loser cosplayers pretending to be witches all around their so called "queen" some ugly chick from class 3-E. For some reason she was lounging about one of their hang out spots and talked an awful lot of shit to Nagaharu up until he doused her in beer and threw her out of the Bijuu Brawlers Breakroom.

The problems started after that, his words slurring on the phone as his breathing became noticeably labored. When he collapsed and started screaming, Michitaka went crazy, decimating his rivals and running back to find Nagaharu on the ground, in pain he thought before seeing his face in a conflicted, growing smile. He was burning up when Michitaka grabbed him, though thankfully Naga's parent's place was only a block away, though he couldn't help but find it weird how much lighter Naga felt by the time they got to his front door. There was always a stylish look to Nagaharu, the albino pretty boy surrounded by girls when he wasn't out there fighting and despite his elite looks, he was never scared of a bit of blood. "Red compliments my looks," he'd usually say when a girl fussed over his bloody school uniform or a fresh bruise. Despite all that he was still clearly masculine, so Michitaka knew something was up when he let him down onto a bed and couldn't help but feel his heart flutter when Naga moaned his name in a rising voice.

Michitaka was never the brightest as his grades could attest, but it didn't take long to tell what was happening as Naga thrashed on his bed, his clothing turning looser, flinging off with a few kicks as his usually toned bod was noticeably plumper, rounder, the sight mesmerizing even as their boxers tore in half from the rising curve of their hips. To put it bluntly, Nagaharu was turning into a girl, a really cute one. This wasn't a problem he could punch in the face, leaving the tanned bruiser helpless as his second in command humped the mattress, moaning as their cock looked less and less impressive with every thrust. Suddenly Michitaka was very aware of the lump in his pants and very much uncomfortable watching his friend essentially fuck their dick away.

"Um, maybe I should give you some space till it's over. We can figure this out aft-"

"NOOOO~! P-Please An-NIIIIIKIIII~! I NEED YOU TO, t-to, to staaAAAAAYYY~!"

Every word dripped with need as he stared up with puppy dog eyes, buttons bursting from his uniform top as one hand groped his rising breasts, the other palming his crotch as he looked Michitaka in the eyes. There was a great messy splatter below as they screamed, their voice rising to a keening squeal as their fingers went from rubbing to thrusting, a final squeak leaving her spent as she moaned out, "Miiiiichiiii~..."

"Uh, I'll go make some tea and then we can um... er..."

Shit she was cute, and she was making those eyes at him that would make any man want to- No no no! What was he thinking?! This was his second in command, he was not about to fall for his best bro in the world even if he was now unbelievably hot. Like porn mag cover material. Shit he was thinking like that again. Just make the tea make the tea make the-

He was able to calm down a bit as the kettle whistled, brewing it strong as he sheepishly gave a glass to her, the exhausted girl perking up immediately after the first few sips.

"Mmm thanks Michiiii~!"

His cheeks were burning red, Michitaka trying to ignore how exposed she was even if he really wanted to take a peek.

"H-How do you feel Nagaharu? That sounded pretty intense."

For a second she seemed confused, puffing out her cheeks as if she was annoyed.

"Nagaharu? Who's that? My name is, it's..."

A look of horror crossed her face as all the seductive, playful air vanished.

"Wh-What was I about to say? Shit this thing's messing with my mind Aniki! Urgh just thinking about it makes me feel all... mmm~ b-bubbly and horny and-"

Michitaka clapped his hands, erasing that glaze of love pooling down Naga's eyes.

"Focus. If something could turn you into a chick, it can turn you back. Now tell me what happened so we can get your dick back bro."

Naga could feel the cuteness throbbing in the back of his head the closer Michi-kun er, aniki got, though he fought it for his boyfrie-

"There was nothing there! Just that witch hiki bi- lady who I kicked out of our hiding spo- hideout. Even if she's ugly as shit, all of her bit- ergh lovely ladies felt me up and it felt, i-it felt..."

She made a sighing sound, her nipples noticeably erect as Michitaka averted his eyes, starting to form a picture.

"How many girls were around her?"

"Mmm~ I think like eight of them or something like that. Oooh c-could you move back a bi-"

"Did any of them seem familiar to you? Like deja vu you can't say why type of way?"

"...actually yeah a few of them felt like nngh f-fellow club... member?"

It was rare for Naga to get something slower than Michi but she had an understandable handicap as she had to fight the growing certainty that this was her boyfriend even if a part of her knew that was wrong. It didn't help how dashing he looked as he wrapped athletic bandages around his knuckles, ready to go.

"Alright, lets kick that witch bitch's ass and get you back. C'mon Naga I need my number two!"

He felt cocky, sure that given how long it took for Naga to change, he'd have more than enough time to pound her ass into ground beef and force her to change all his subordinates back before anything she did had an effect. He shook his hands out feeling a slight cramp, neither noticing his hands starting to shrink behind his usual knuckle cracks. It never occurred to them just how the spell worked and they just assumed all those girls touching Nagaharu was just cause they were clearly horny for such a strong guy. At least they were slow to spread, his palms still broad as he waited for Naga to get dressed. It was a bit awkward in such long pants even with the belt tied up past her waist, but she could walk, tying her own bandages around ready for a brawl. It made her feel excited to think of getting in a catfight and giving her boyfriend a show~.

"Kay ready! Lets go kick some butt!"

They walked quick, Michitaka focused on getting this dealt with asap, not liking the look in Nagaharu's eyes the longer she stared at him. Her heart was beating, their goal fading in and out of priority as she felt so many new desires. She wanted to hug his arm, hop on his back, just get close to her wonderful boyfriend, but she had to stay focused since this was an important fight. Though every time she tried to remember why it was important the fuzzies hit her stomach and head. At least her pants were getting easier to walk in, the legs merging as they folded upwards from the men's uniform to the girl's, pleating in line as her loose socks crawled up into calf length stockings, the burst buttons from her top forming on the opposite side, a school blouse covering her curves snugly. She just felt so warm next to her Michi, she had to look her best. The bandages on her fingers looked silly, though thankfully they crawled upwards, turning into blue ribbons to tie her top together, the rest cupping her chest as she huffed out, "Why're you not looking at me? What's wrong Michi-kun?"

"C'mon Naga, stop messing around. We gotta stop this before you-"

He was stunned by her new look, though she went huffy again, poking a finger in his chest, the nail digging into one of his nipples as it puckered under her press. Michi barely held back the moan, not wanting to be weird around his "bro" and passing off the rising sensation in his chest to just the regular feeling of a cute girl being near as the tan prickles of flesh spread into a wider circle.

"Before I what?! I don't get why we have to see some ugly girl when you have your girlfriend right here! And stop calling me Naga it's Nacchan! Why are you being so weird?"

She kept accenting her words with pokes, spearing his other nipple as Michitaka tried to keep his dick squeezed between his thighs, a few coos leaving him the more she pressed against his now erect nipples, sweat lightly dotting his skin all around.

"D-Don't you remember who you are dude? You like girls! You don't like me like that!"

They were almost to their clubhouse and something about what he said bothered Nacchan. She was sure he was her boyfriend, yet it didn't sound wrong when he said she liked girls. Didn't she always like them? But she still liked Michi... Michitaka was about done with this weird shit. He felt hot and horny, and he couldn't help the weird twitches in his lips as he tried not to moan, his cotton shirt scratching against his nipples aggressively. Rather than respond he ran ahead and busted down the door to their clubhouse, surprised to see no one there. Nacchan was annoyed with being brushed off and pounced on his back.

"C'mon Michi pay attention to me!"

Though she was light, her contact gave her weight an added heft, Michi unable to hold back his own moan as an inch slid off his body, bulging out instead at his chest, tiny lumps denting the fabric as his cock poked out the front of his pants.

She nestled her face into his hair, loving the smell of his sweaty sporty head as her feet moved closer to the ground. Michitaka was feeling dizzy, gasping as his body felt semisolid, the broadness of his shoulders reducing, his height pushing out inch by inch straight into his oversized nipples as small breasts sent him on the edge of ecstasy. Now his thoughts were dizzy, the temptation of how close Nacchan lived on his mind as the thought of them spending the rest of their day on her bed grew all the more appealing as his chest swelled up a size. But his pride wasn't that easy to overcome.

"N-No Nacchan! That bitch disrespected my girl! You think I'd just let her get away with bullying my number one in life?!"

Something sounded off about that, but it felt right, a shiver running through him as he felt her breath on his neck, his hair turning silkier though the style remained the same. If anything his horniness was another impetus to deal with this as fast as he could, that anyone would make his perfect, sweet Nacchan cry was unacceptable to him. It seemed his altered memories were contagious, much like her femininity as Nacchan sighed, smiling despite the overdone annoyance.

"Fine! I'll let you do this for me once, but promise me you won't go too far."

He gave his coolest smile in response, pulling her close and whispering, "I'll always go far for my number on-MMPH! MMMMGH Mmmmmm~!"

She couldn't help herself, Michi just too cool as she kissed him, pulling on his shoulders for easier access. Ever the perfect gentleman, his height decided to remove the hassle as his spine quivered at the touch of her hand, slotting into a nice arch as he moaned in a sultry alto, the lump in his throat swallowed at some point as it bathed in both their saliva, his chest throbbing. Even how he kissed was changing to match her, his lips plumper, his nose less in the way as Nacchan moved her hand to his cock, ready to show him a-

GWRRBLE  GWRBBLE

"AHHH~!"

Michi had lost control, cum spilling freely down his thighs from his hot cock, another three inches arching inwards as his breasts surged to massive mammaries. Under the tightness of his shirt it felt like he was being roughly groped, moaning as he struggled to pull his top out from under his belt, groaning as more and more of himself seemed to be pouring out in ropy spurts before finally freeing his chest from his shirt's erotic torture. The pure force of his breast's emergence had nearly sent Nacchan to the ground, their makeout session ended prematurely, though she was happy to see her Michi's cock still rock hard even if the moment was ruined. He looked so cute panting in the afternoon light, her reflection shining in his growing eyes as his eyelashes framed her image like a shrine. Neither seemed to find it odd that Michikata now sported a large pair of tits atop a still male body, the magic editing and mystifying every thought trying to escape their horny minds.

"My my they're even bigger than I last remembered. Aww your nipples are so cute Mi-chiii~ Chan!"

He knew something wasn't right, but was helpless to stop her as she felt up a breast from under his shirt, his jaw popping into place with a moan as another orgasm ransacked his balls, his abs trembling as they began to soften.

"Ooh that was a cute sound you made. Could I touch it directly?"

Her touch was addictive, the new couple considering this normal through the lens of magic as he lifted his shirt, presenting his left breast to Nacchan as she dug a finger into the plump, perky flesh. A few minutes ago Michi had towered over her, but with one more release and surge of growth, he barely had an edge over her, a centimeter or two taller as his muscles compacted from a male bodybuilder to a more sporty girl's physique. His abs were still toned and hard, but it was under a layer of appealing fat giving it a smoothness that Nacchan found very sexy.

"Mmm~ N-Nacchan would you like to HHMP w-would you like to-"

"FOUND YOU ASSHOLES! HAHA FINALLY YOU DELINQUENTS CAN ALL PAY!"

They turned, Nacchan's face completely flushed but Michi's turned furious, recognizing the bitch taunting them from his girlfriend's description. She was gangly, tall in all the wrong places, lopsided in others and sporting a face so smug it was just asking for a punch. It didn't matter that she had a posse of girls around her, they all looked soft as hell and her smugness kept feeding his anger. Hell he'd do the bitch one better, pulling out his switchblade and ready to attack only for her to flick a cheap looking stick at him, freezing him in place. With a demeaning tutt tutt from her tongue, she waved again, the switchblade in his hands turning to plastic, the handle extending as it all became sky blue, the blade itself folding inside to an array, spinning into a portable fan as she laughed at the delinquent's confusion.

"Aww why so angry? And here I decided to cool things down between us."

"YOU STUPID BITCH! LET ME G-"

Another wave of her wand shut him up as she inspected his body, whistling at the changes done already.

"Oh you stupid delinquents, butting heads like bulls, unable to appreciate my beauty. This whole school stunk of unchecked masculinity and I knew just the solution. First the students, then the staff, then who knows, maybe I'll turn the whole town with my magic!"

"What did we even do to you?!" Nacchan was scared, her Michi never once stopped in his tracks like this and his expression was darkening to blind rage, never a good thing.

"What did you do?! Do you know how hard it is to focus and study when hordes of muscled men are constantly flaunting their stupid bodies all across the school? It's never quiet in the library, I can always smell the stench of you filthy animals distracting me! Well-"

She flicked her wand at Michi's pants triumphantly.

"NO MORE DISTRACTIONS!"

Michi's face screwed up, panting and gasping, confused at the feelings as the witch stepped closer. She traced lines around his pants, the black denim parting, flapping open in the wind as a girl's skirt, a perfect match for Nacchan's.

"What are you-"

Another wave froze the former second in command as she smiled, tapping his shirt, his jacket splitting into threads that left his shirt free to her alterations, a line splitting down the middle as buttons formed and immediately struggled to contain his chest, the tight squeeze clearly affecting him as his cock flipped the skirt up near the front, his body dripping with sweat and trembling from the building sensations.

"Aww what a cute thing you have there. I bet it'll feel amazing going in. You would like that wouldn't you you slutty temptress?! Here I'll let you respond to the sensations and nothing else, now if you don't mind."

Her wand moved him like a puppet, his fingers daintily grabbing his skirt to show off his cock, bulging at the limits of his boxers as she moved her wand to the tip and gave it a small tap.

"OHHHHH~ H-HWAAAA KYAAAA~!"

Michi couldn't help himself, squealing and moaning as he felt something enter his cock, an empty space swelling his shaft as it stabbed inside between his hips and winched them apart as whatever hadn't blasted out his cock before was pouring from his tip, the orgasm one consistent, building pleasure. She tapped his thighs next, grinning as his boxers were pulling tighter to his junk, squeezing it as they turned to black sports underwear. His moans were roaring out, spurred on by the swelling of his thighs, thick fat and hard muscle squeezing his tightened balls as the underwear worked his cock, rubbing all sides as the latex longed to flatten, Michan screaming as he could feel his cock start to slide into the gap between his thighs.

He somehow stayed upright through it all, though his knees trembled, knocking together as his legs angled inwards. Clear fluids were escaping from the sides of the latex, his mewling cries gaining an added huskiness as he could feel his own cock stir up his insides, his massive manhood too much to stuff inside a gap so small, yet it kept finding new ways to push in, moving around as it stabbed deeper into his parting muscle. His eyes shut tight, his skull straining to hold onto something, gasping as he felt his inverting cock scrape against his prostate at halfway inside, fucking that organ as well as more squeezed into his body. Stars were twirling around his head, drool was pooling on his clavicle and his ass was being pounded from the inside, his body realizing it needed more room as the cheeks swelled and thickened.

The witch found the delinquent's ear shattering screams of self fuckery to be adorable, almost like an alley cat, the mangy muscled woman he had become a fitting comparison as she tapped either side of his head, two flaps of hair popping up like cat ears as she moved her wand to the receding lump between his thighs. She loved this part, relishing every moment as her victims succumbed to the fairer, sex, all that muscle and masculinity unable to resist the call to sisterhood as she forced it in with her wand. Micchan had lost track of how many times he had cum, only knowing that the next one would be a doozy as his thick, juicy ass pulled the shorts even tighter, his cock barely even an inch and squirting away whatever length was left. The edge of the wand dug into his urethra, splitting it, drilling the mushy flesh until something popped, Micchan yowling in utter ecstasy as something rocketed inwards, her dripping pussy squirting out the remains of her cock as she groaned in the aftershocks of her first female orgasm.

"Seems like you're quite the messy girl. Here, this'll clean you up. Welcome to the fold sister."

This was it, the head delinquent conquered, the school finally ready to be hers. Oh how she longed for this, second guessing herself for even trying to use magic, but it was so so worth it now that she was getting everything she ever wanted. She knew that girls were different than boys and from the strength of her screams, that dumb boy's head had definitely been screwed into oblivion as she lifted her stunning spells.

"Yes! Now I'll just get those stragglers left from your group and make the spell broader so it affects all men instead of just delinquents! Oh I can't wait to hear their helpless cries, their desperate moans. I'll keep some of the mental changes clear till the end for the weaker ones, oh how I'll bask in theiGHJLKJL AGGGGFHHF!"

Her gloating was cut off by the sound of her jaw breaking, a Mary Jane shoe kicking her onto the ground before slamming the heel into her wand holding arm.

"Fucking bitch! Hiki weirdo! Think you can just do what you want?!"

She tried to let out a half gurgled, "Waaaaiiii-" but was kicked hard in her diaphragm Micchan fully feral as she pummeled the witch with her plastic fan, knocking her teeth out while Nacchan begged for her to stop.

"Micchan p-please you said you wouldn't go too far!"

Micchan looked back at her girlfriend before grabbing the fallen wand, glaring down at the witch who started this all.

"Now you've made my girl upset AGAIN! Bitch!"

She accented the bitch with a stabbing motion, cracking the flimsy magic stick in two against the idiot chuuni bitch who had the gall to think she could make her Nacchan upset without consequences. She kicked the groaning witch as all her magic returned to the earth, going through her first before the wand fell to the side as just ordinary wood, Micchan stomping at the gap between her thighs until to the witch's horror, there was something there to stomp.

"LIKE THAT PERV?! I'LL FUCKING KILL YOU YOU SHITTY-"

"PLEASE MICCHAN STOP!"

Micchan stopped at the hug of her girlfriend, spitting on the weirdo who kept claiming he was a warlock and trying to hit on Nacchan earlier.

"Try to force ANYTHING on my darling princess again and the Gangster Gyaru's will chop your fucking dick off you bottom feeding SHIT!"

The warlock was in shock, reeling from pain, wondering why it hurt so much between their legs before screaming at the bruised thing between their pudgy thighs.

"No mahh breathts! Mah thithterhooodth. Giiiff ith acck!"

Nacchan had to hold back her girlfriend even harder, Micchan hearing the breasts line and thinking he was still trying to be a creep.

"J-Just go before she sends you to the hospital! And don't be a creep ever again please!" The shocked warlock crawled out of the Gangster Gyaru Guild, whining through cracked teeth and bruised ribs as they quickly faded from the two's mind as they turned to each other.

"I'm sorry Nacchan, I just can't stand to see you hurt."

"Aww it's fine Micchan. Honestly seeing how heated you got over him made me feel a little hot..."

The other delinquents were rising from their stupor, remembering themselves as the only all girls delinquent group in the city, no longer under the sway of any magic brainwashing as they turned to one another confused. Of course there were still other guys in the group that hadn't been affected by the spell, but all it took was a touch and as some of them made plans to hook up with guys they'd soon remember as besties in the group, it'd be a few days before the other Bijuu Brawlers were all Gyarued up. It seemed like becoming girls didn't magically vanish away their crassness as they started trading dirty jokes, moving into the clubhouse only to stop in a cold sweat at the glares from the toughest bitch in town and her girlfriend the sexiest in the prefecture, half naked and about to get it on. She had a lot of aggression to get out, and had no more patience left.

"GET THE FUCK OUT!"

"S-SORRY ANEKI!"

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