The Dragon Witch and the Princess CH. 1

Story by Silent Soul Ken on SoFurry

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A retelling of an old classic tale, where Young Aurora is taken by the witch and raised to become the new mistress of evil. But what method does Maleficent use to achieve this goal? Comments are more than welcome.


The Dragon Witch and the Princess

Written by Silent Soul Ken

Idea inspired by Once and Again

Beta'd by Slicerness

Chapter 1

To Corrupt

7 years had passed since the 'death' of Aurora and Maleficent. The kingdom the princess had left was in shambles, the King and Queen having grown stressed and fat with grief while the fairies spent those years recovering their powers and helping govern the land as best they could with their limited knowledge of business and politics.

7 years, and in that time Aurora grew under Maleficent's careful care, the sorceress went as far as transform some of her minions to better serve her budding princess. She had visited the girl in her quarters from time to time and she able to approach the girl, ever so agonizingly closer, as her own magical powers grew and the fairies protection faded as the girl got older. Aurora was young, but bright and curious, asking questions without fear of being reprimanded or scolded. Though Maleficent would scold her for calling her 'mother'; she did not need the title nor the burden it brought upon her. Not because Aurora wasn't her daughter, but because her plans required the girl to be something else.

Also with every passing year of Aurora's birth Maleficent moved the girl's quarters closer and closer to her own. In a few more months it would be Aurora's 8th birthday, and Maleficent was sure she would be able to touch her soon. Even so, she wouldn't put the girl's quarters directly across from her own just yet, caution would be needed for the dark fairy. With the rabble's spell still upon Aurora Maleficent couldn't make any deliberate moves, or risk damaging herself. However, today she would test how the spell reacted with her potions; for Maleficent had come up with a brilliant theory that should cement the beginning of Aurora's transformation. She walked down to Aurora's room where the girl would be, it was quite a walk, but in 2 years she would be nothing more than a few steps away.

Before long she was in front of the familiar door, which she opened without preamble and entered. Aurora was sitting down, her gaze on one of the nannies as they played a game.

Maleficent walked to a wall and watched them quietly she had no desire to participate in these childish games, but it was necessary for her princess to be well educated and to open her mind to learning.

No princess raised in her castle would be an empty headed dreamer who sat around and looked pretty waiting for a prince. Granted Aurora didn't exactly have a choice in the beauty department, so even if she wanted to look ugly magic itself would make her look her absolute best at all times.

She wondered upon what exactly powered this Blessing, as Aurora herself wouldn't have reserves large enough as a child, untrained at that, to keep it active at all times. Maleficent would find the cause later as she looked at her young princess' current attire. Aurora wore a black dress that was made of smooth silk, it was light and short enough that the girl could move quickly if she wanted to.

Maleficent watched her quietly, giving a small smile of pleasure, as Aurora loudly solved what animals they were and when they were finished she walked forward toward her princess. Aurora paused then turned to Maleficent, she smiled wildly, showing perfectly even and beautiful white teeth as she gazed at the green skinned, black robed sorceress who raised her like her own daughter. "Mommy!" She said in her excitement standing up, only to stop as she then realized what she had said as Maleficent scowled, narrowing her eyes.

"We have talked of this my dear, do not call me that." Maleficent said evenly remembering to keep her temper in check. She was still a child, it would be hard for her to remember Maleficent's orders.

"I-I'm sorry Maleficent." She said, looking down ashamed Maleficent stared at her shrewdly then relaxed.

"It's quite alright my dear," Maleficent said she then lowered herself till she was sitting on the chair on the small table Aurora had. "How are you?" She asked.

Aurora looked up at her with those big blue eyes of hers. "I'm good... well actually I'm really excited!" Aurora said as she all but bounced on her chair.

"Oh, why is that my dear?" Maleficent asked, though she knew the answer already.

"My birthday is in a few months!" Maleficent smiled and she reached for Aurora, slowly she didn't want to risk the protection spell repelling her. Maleficent was relieved when her hand touching the Aurora's golden head gently the sorceress cheered to herself as she rubbed the girls head without severe pain, though there was a faint tingling sensation.

"Truly wonderful," Maleficent said, only for her eyebrows to crease minutely as the tingled turned to a very light burning sensation. She calmly raised her hand from the girls head and hid it under her sleeve. "Now I've already showered you with many gifts but on your birthday I'll give you one that I think you'll enjoy immensely." Maleficent said, planting the seed of curiosity in her.

"Oooh what is Maleficent?" Aurora asked as she grabbed Maleficent's cloak and tugged it, "Tell me, tell me, tellmetellmetellmetellmetellme." She pleaded.

Maleficent gently disengaged the girl and smiled. "You shall see young one, be patient." She patiently said. She then looked out the window to see the sun was starting to set. "It's nearly time for supper, come Aurora."

Aurora pouted slightly, but was grateful she wasn't punished. She'd grown too excited and acted bratty. Maleficent must have been in a good mood. Whatever the reason, she was happy for it as she followed after her... guardian? Caretaker?

-A Month Later-

Maleficent was in the library, her finger on a book as she looked up the various potion recipes. She had a good stock of ingredients and was able to supply the 'magical infusion' at a regular basis. She was mainly searching for things that would amuse the girl while she readied the more serious potions. Aurora was also in the library, reading up a story of a knight who struggled to gain recognition.

Aurora, meanwhile, looked at Maleficent over her story and closed her book, getting up to grab another, this one somewhat bigger than the previous one, containing information about wildlife. When she took a seat again it was closer to the other resident of the library. Not a few seconds later her head popped up to see Maleficent still engrossed in her book.

She closed that book and went to get another and she sat down at a table leg. Again opening it and looking inside only to peek out a few seconds later. Maleficent's eyes were still glued to the tome.

Maleficent found one potion that would be amusing, it would give the drinker an unusually squeaky voice.

'This will do nicely, I might even brew extra and order a few of the minions to drink it. It would highlight and bring attention to the-hmm?' It was then she felt something pressing against her side. She looked down to see Aurora's head resting on her midriff reading a book. Maleficent opened her mouth to say something but closed it and went back to reading. There was something... good about the scenario.

The two read in silence, Aurora making it halfway through her book on magical plants before she set it down and nuzzled into Maleficent's robes. Maleficent felt her heart thump in her chest in response. She then closed her book and Aurora pulled away, frightful of a rebuke, but Maleficent only patted her head gently and stood up, heading back to her quarters.

-2 Months Later-

Maleficent walked down to the dining hall where Aurora and her Nannies were singing 'Happy birthday'. Despite all her attempts Maleficent couldn't give the Nannies a shred of musical talent. The only thing that made it bearable was the fact that Aurora was singing, and her, literally, magical voice cut through their off-tone voices like a hot knife through butter.

Maleficent waited till the final note was sung and looked at the cake. It was a standard cake, not too large but not tiny either. More importantly, it was suitable for a humans to eat, she remembered turning her last cook into a rat to be fed to the serpents in the dungeon for giving Aurora 'Roasted beetles with bits of batwings' the current cook was doing well... for now.

Maleficent walked forward and she smiled as Aurora turned to her, a wide happy grin spreading on her face at the mere sight of her. "Congratulations my dear, you are now 8 years old." Aurora smiled proudly, remaining silent in wait. "And now... your present." Maleficent declared as she reached into her robe and retrieved a potion bottle with an orange liquid inside.

Aurora took it, the bottle fitting into her small hands rather easily, "What is it?" She asked, wide eyes filled with curiosity.

"This is a magic potion, it will grant you a gift for you to use as you see fit. There are oh so many different kinds of potions, but I picked this one out especially for you, for this occasion." Maleficent revealed.

Aurora smiled, feeling even happier her guardian had picked something out specifically for her from what was apparently such a large list. She pulled off the cork and drunk it all in one swig, smacking her lips after to gauge the taste. It was minty, but not to such a strong degree it was unpleasant, and there was a very subtle bit of spice in the back of her throat as she swallowed. That spice blossomed and began to heat up inside of her and she opened her mouth to belch out a small gout of flame.

"Huh? I can burp fire?" She blurted, smoke wafting up from her mouth.

Maleficent smiled. "If you concentrate hard you can breathe fire like a mighty dragon." She revealed.

Aurora looked at her with dawning realization before she closed her eyes and concentrated. She focused on the little ball of heat she could still feel in the back of her throat before she opened her mouth and exhaled. A cone of fire bellowed forth and just caught the rear of one of her nannies, who proceeded to run around with it's butt on fire screaming loudly.

"Wonderfully done my child!" Maleficent congratulated, impressed her princess had gotten it down in a single try.

Aurora opened her eyes and smiled, pleased to pieces that she had made Maleficent proud.

"I'll give you another potion next week, but if you feel like you want another one earlier tell me, my dear." Maleficent said almost warmly.

"Ok!" Aurora said brightly before she went to play with her new fire breath.

'Now to see how long before the spell purges the potions effects...' Maleficent thought as she turned on her heel and went to her lab to brew up some more potions.

-10 Minutes Later-

Maleficent panted lightly, she was currently nude, her robe gone, revealing large breasts, a thin waist, and wide flared hips that were accentuated by her large posterior. Between her legs was a penis and scrotum, items that belonged to men, yet were firmly attached to her groin in spite of this. This 'form' was created by fusing her staff with her body, and served many different purposes. Her dick was 12 inches long while her balls were the size of grapefruits, capable of producing a sizable payload.

Currently, the dark green length was covered by a rubbery sleeve. These male parts were the source of the 'magical infusion' the sperm that came out was filled with raw magical power. The sleeve was an item of her own design used to capture the semen for relatively easy holding until she needed it; which was never very long, as fresh cum was always the best to use as the magic within rapidly bled out of it.

She knew the potion she'd give Aurora wouldn't last very long. Any attempt to alter her body in any way, even harmless, was purged by the Protection spells anchored upon her in short order. The more powerful the spell or potion, the longer the changes lasted. Years ago Maleficent had tried to give Aurora bat wings as a test, using both a spell and a potion to do it on two separate occasions.

The spell had ended badly, rebounding and hitting her. She was very thankful it was a harmless Transforming spell. The potion on the other hand, had worked just fine, though it only stuck for about four and a half minutes. But, when she used fresher (thus more magically powerful) ingredients in the potion the time had increased, almost doubled actually.

With that in mind, Maleficent had theorized that if she truly wanted to make her potions as powerful as they could be for Aurora, she would need to effectively add pure power to them. This would allow the potion to resist the purge longer so the effects would stick for longer. She huffed gently as she felt the orgasm building up inside of her when the door rang with knocks.

Maleficent turned, giving a silent curse, "Who disturbs me?" She said with dark tones.

"Maleficent it's me Aurora, umm... I can't breathe fire anymore." She said somberly from the door, her voice muffled, but Maleficent could hear her well enough. Maleficent kept one hand stroking her organ while the other snatched the timer off a nearby table.

'10 minutes... so infusion does make it last longer. I'll need more a lot more.' She bit her lip as she felt her cock throb, bulging bigger.

"Maleficent... are you alright?" Aurora asked.

"Y-Yes dear I'm just mmmm..." Maleficent moaned. "Mmmmaking a new potion for you." She recovered.

"Ooooh can I come in and-" She started to ask, voice quickening with excitement.

"No!" Maleficent said loudly before she gritted her teeth as a throaty groan signaling her release as her balls clenched up and began sending cum down her cock and into the condom. "No my dear... I cannot be disturbed now, please go to your room tomorrow I'll give you another present when it's finished brewing."

"Oh... um... okay." Aurora sounded sad but Maleficent was too focused on the aftershocks to reassure the princess she wasn't upset as she felt her cock spurt out it's final load. Maleficent gave a sigh of relief she pulled off the rubbery container and looked it over; enough for 2 potions. It was a good session, noticeably above her regular output. She must have been backed up.

She sniffed and began to work.

-6 Months and 10 Days Later-

Aurora hummed gently as she flew through the air using her new swan wings sprouting from her shoulder blades. Ever since her birthday Maleficent had been giving her various potions to drink. Two, sometimes three times a week, every week. She had grown wings, had her skin turned to scales, had grown breasts, breathed fire, became muscular, had turned her skin to stone, had her butt made bigger, her breasts had grown, she was made taller, had gotten a long tongue, had her butt made bigger, and on and on they went.

It had taken around a month but Aurora grew comfortable requesting specific potions from Maleficent, who was always willing to hear her out and usually agreed, though sometimes lack of ingredients was an issue if she requested the same potions too many times in a row. The growing princess loved all the potions and wished she could have more, but Maleficent said the process took a while and even then the secret ingredient could not be mass produced, and needed to be manually acquired with care. Aurora wondered if maybe she could help her.

She paused as the thought passed through her mind before smiling widely and flying off to where Maleficent would be, on the way to her lab. She zoomed through the halls with practiced ease having grown wings several times now of all the types - bat and swan wings were her favorites.

She saw Maleficent readying to open the door.

"Maleficent!" She shouted, causing the sorceress to pause and turned slowly to her as she hovered then landed, grinning up at her.

"What is it Aurora? I'm going to-"

"I know, I was wondering if maybe I could help you with that!" Aurora offered eagerly.

Maleficent was surprised, genuinely.

"Excuse me?" She said.

"I want to help with the potion making!" Aurora said.

Maleficent was silent thinking on the matter. 'This girl will one day be my symbol... however she will also be the vessel for my seed... In the end the sooner she learns the easier it will be in the long run.' Maleficent looked at her carefully as she made her decision.

"Come." She declared as she turned and opened the door fully.

Aurora had just crossed the threshold into the lab when she cried out, mostly in surprise, and tipped forward.

Maleficent was on her instantly, making sure she was okay, "Child what-?" But she was answered as the wings suddenly turned black and began to turn into dust that vanished from sight.

"Awww..." Aurora said when she recovered, "I really liked those wings, and they stayed for quite a bit too." She pouted.

Maleficent looked at her calculatingly. "Really child... That's interesting. Well I suppose we should begin then." Maleficent waved her staff and the door closed. She then raised it up and her robes fluttered then vanished, revealing her nude form. Aurora gaped at the curves on Maleficent's body; she had yet to see the sorceress in the nude. She had to stop herself from walking around to admire her but her eyes roamed on the black armored legs, and the armor-like piece around her bust. It was then that Aurora was aware of her own minute bust and she looked down, blushing, a sudden surge of self-consciousness gripping her. She certainly knew which potions she was asking for once they got whatever the secret ingredient was...

Maleficent felt strange, being nude with the girl before her was... distracting. But she focused and her staff glowed then began to melt and sank into her skin. She shuddered at this part of the transformation. Her skin bulged, her breasts even swelling up briefly then it continued down, inflating her ass then pushing forward. Maleficent leaned back on a table and she gave a low groan as suddenly her cock and balls sprouted up, slick with juices. She panted while Aurora gaped.

"A-Aren't those... boy parts?" She asked.

"Yes..." Maleficent said slowly. The transformation, despite looking simple, rearranged her magical pathways quite a bit. She usually needed a moment to just stand still and let things settle.

"...Are you a boy?" Aurora asked carefully.

Maleficent laughed. "No this is... a transformation like the potions, but different. I will explain it another time in more detail, I'm sure you would find it very interesting. For now, let's start with the secret ingredient." Maleficent said as she reached over and snatched a box off the table, popping it open to reveal condoms of all different colors.

"Is there any color you prefer, dear?" Maleficent offered, holding out the box.

Aurora stepped forward and picked up one of the tiny round things. They looked like the round pastries the chefs would make, only smaller. She quickly decided upon one, picking it up and holding it for Maleficent to take. A tiny blush made it's way onto her cheeks. "It's my favourite color."

Maleficent placed down the box and took the offered rubber tube, smirking just so as she noticed it was a very familiar emerald green. "You have good taste, my princess." She purred, patting the girl's head affectionately. She put the condom on making sure that it was secure. "Now then we begin with making it erect or hard." Maleficent said calmly.

Aurora looked to see the cock was currently limp, she knew what erect meant and it was anything but that. "How do we do that?" She asked, curious to see the motion.

"There are many ways but we'll use the most basic, stroking." Maleficent answered before her fingers glided down she began jerking the length. Aurora watched. Amazed as Maleficent's dick began to twitch then slowly stand at attention.

"Let me do it!" Aurora said excitedly.

Maleficent paused and eventually removed her own hand, allowing Aurora reached up with her own small hands. Aurora repeated the motion, her eyes on the length, however she quickly found she needed to use both hands as the length grew bigger than her hand's could wrap around. She didn't see Maleficent's somewhat red face nor did she hear the shuddering gasps.

'W-What is going on? I feel... strange.' Indeed her heart was thumping in her chest and for some reason she felt her prick grow harder than normal. She could feel it stand erect at 13 inches, her balls also swelled, and she felt stronger for some reason. Her abdomen fluttered as she tried to keep her gasping breaths hidden from Aurora. She then felt it, the building pressure of an orgasm. 'S-So quick? How, it takes-!' But her mind went blank as she gave a growling grunt, her cock jerking slightly in Aurora's small hands as it began to shoot.

Aurora watched it all, fascinated by the action, as the dark green length spurt out large spurts of cum. Maleficent shot glob after glob of cum, seemingly endlessly. When it was finally over the sorceress was left gasping for breath, her body covered in a sheen of sweat. Her eyes rolled in their sockets for a few moments before she regained control of herself and looked down at Aurora, who was holding up the condom with significant effort, preventing it's weight from causing it to slide right off her.

Again Maleficent was genuinely shocked, the rubber was full to bursting; it was the size of her balls!

'That's enough for 7 potions!' She looked at Aurora and a desire welled up inside of her. She then stood up and looked away, holding out her hand.

"Very good my dear, this... is the secret ingredient an infusion of magic... my magic." She said.

"Wow, all that... stuff?" Aurora said.

"It goes by many names, sperm, cum, and semen are the most common, but there are plenty more. Mine is special it's purpose is... I'll tell you when you're older, now please leave me, I must prepare the potions." Aurora pouted.

"But I wanted to help!" She stomped the ground childishly.

"And you have immensely, believe me my child. This is easily twice as much material as I normally produce. Before you go, is there any potion you would like to have first?" Maleficent said, stroking the girls cheek. Aurora lost her pout and blushed.

"T-the potion that makes my chest bigger." She said.

Maleficent smiled. "Very well my princess, run along and I'll have it brewed shortly." She instructed.

Aurora walked out of the lab, her head lowered to hide her crimson cheeks while Maleficent started brewing.

-An Hour Later-

Maleficent sighed as she finished the final potion. During the entire session she couldn't get Aurora's hands around her length out of her mind. She needed to unwind. She put the last 6 away and grabbed the first one. She summoned her robe but didn't remove her staff, she didn't mind walking around with her male parts, it felt quite natural after this long. She walked out and saw one of her minions walking around snorting.

"You," She said the minion turned to see the vial floating in front of it. It grabbed it, snorting again. "Take that to the princess immediately." The minion saluted and was off.

Maleficent watched it go then she walked down the hall to a dead end. She looked at the wall to the left and her robes vanished again. Her semi-hard dick began to glow and the wall shone purple then began to fade away, revealing an entrance. She walked forward and the wall reappeared the moment she was through.

She walked down the spiral stairs, her cock bouncing side to side while her balls gently slapped her legs. She then came to a lighted entry way and stepped forth. Light surrounded her from the walls and ceilings where the various prisoner fairies that she had amassed in secret over the years lay. The majority of them were on special collars that prevented them from using spells to free themselves or shrink themselves. She looked around, an evil smile on her face. They were sleeping, their wings keeping them afloat now shining with bright light.

"Good evening my lovelies." She said aloud, causing them all to snap awake as their collars buzzed, most flying as far away as their chains would allow to stay away from the deadly dark fairy. "It's been a while since I've let you service me hasn't it? Let's see, who shall I use for today?" She asked whimsically as she walked forward, her eyes roaming over the various fairies, all modified in different ways. Her cock was quickly at full mast, ready to be used.

She looked at one fairy that had large breasts so large that she couldn't fly, trapped on the ground. She licked her lips as her eyes set on that one. It squeaked and pressed itself against the wall it's rear showing, giving Maleficent a view of it's cunt, which was dripping wet.

"Mmm you're tasty." She said, then she turned her head to see another fairy, this one had an equal amount of bust and butt. Her bust was bigger than Maleficent's but her butt was a few inches short. Maleficent put a hand on her own rear wondering, in a moment of vanity, if it could be bigger. She then turned back to the fairy, "You haven't had it in a while either have you?" She said seductively as she walked forward in a slow saunter.

"Hey!" Maleficent paused to see a bright blue fairy glaring at her. Maleficent looked at it, the fairy had rather large endowments... at least large on her body. Maleficent turned and her cock glowed and the fairy was pulled from it's position on the wall down to Maleficent.

Maleficent looked the fairy over, it was quite small, about the size of a child, just slightly larger than Aurora actually, a thought that caused her cock to bulge and begin aching even more with need. "Hey!" the fairy said again, annoyed, but Maleficent herself was growing irritated. She looked at the fairies surrounding her who were glancing fearfully at the younger fairy.

"So then you want to appease me?" Maleficent said as she walked forward and jerked her hips forward, her cock poking the fairy's nose.

It looked at it the wildly twitching length nervously and tried to back away.

"L-listen..." It said weakly.

"Silence!" Maleficent grabbed it's small head and forced her cock into the fairy's mouth. The fairy's jaw stretched and it could feel the 14 inch prick sliding into its throat, it's nose pressed into Maleficent's pelvis in short order. It began beating it's fists weakly against her armored legs.

"Mmm quite the throat, but I think you could take more." She said cruelly as she held up her hand. A fairy suddenly glided from the walls into Maleficent's hand. It was one of the smaller ones, so it fit nicely into her palm. The witch held her close and kissed fairy's cheek gently.

The fairy gasped and moaned as it's light dimmed. Maleficent released her and she growled as she felt the fairy's magic become hers. She cackled as her cock and balls suddenly swelled.

The blue fairy between her legs gagged as the cock suddenly became 22 inches long and as thick as Maleficent's arm! Her balls also expanded, swelling to match the size of the fairy's head.

"Delicious magical power!" Maleficent crowed. She released the tiny creature in her hand, which flew back the wall instantly. Maleficent grabbed the fairy's head and began the brutal throat fucking, her cock bulging out of its neck. It's mouth stretched wide while tears slid from it's eyes.

The other fairy's watched in fear and shame for they were aroused by their cruel captor's ferocity and sexual endowments. Some were nuzzling each other, kissing and licking each other.

"Still yourselves!" They stopped as Maleficent glared at them. "Those who desire, come with no fear. You will service your master!" She said coldly and resumed her brutal throat fucking. The fairies that wanted to be appeased gathered around Maleficent, numbering around 20 while the others hung back and watched, utterly shame faced as their hands gently played with their privates.

Maleficent was back in her normal state, cruel, powerful, and beautiful. She could feel it, the first wave of orgasm building and she slammed it in, her hips hitting the blue fairy's face painfully as it sobbed silently, wishing it had never spoken. Maleficent's dark seed filled It's stomach, bloating it out like a balloon, bigger and bigger until it was even bigger than the fairy itself.

Satisfied with this, Maleficent pulled out, dick spraying one last batch of thick goo that covered the blue fairy's entire face before her orgasm finally ended. Eager for more, she turned to the next fairy, it had a green aura and a large rear that it was shaking whorishly.

Maleficent raised her hand and one of the fairies on the wall zipped to her hand again. She kissed it's cheek and the fairy moaned as it's magical power was sucked out. Maleficent decided to direct this one and she focused it all onto her cock, boosting it up to a monstrous 39 inches, the cock now thicker than her arm by a factor of three. "This naughty one must take her punishment!" Maleficent said, cocking her hips back as her cock began to glow.

The green fairy let out a surprised sound as it was picked up and pulled through the air. Maleficent, with perfect timing and aim, thrust forward with a jerk, her enormous cock sinking into the big ass cheeks and straight into the fairies cunt.

The fairy squealed with pleasure, panting hotly and doing its best to thrust back, causing several delicious parts of its body to jiggle arousingly. Maleficent seized the rear with glee and began to pound it in while the other fairies rubbed their bodies against hers, hoping to get some attention. It didn't take long for Maleficent to unload into the fairy, it's womb bloating outward in seconds before she pulled her dick out, jerking it lightly to fire a few more spurts of cum onto the satisfied fairy's large ass. Then another Fairy pushed that one aside, this one more Maleficent-sized. It opened it's mouth, which stretched wider and wider, it's tongue lolling out before it began to move with a modicum of intelligence, unlike most of the mindless fucktoys around it.

Maleficent remembered this one. and she grabbed it's head and was stuffing her cock into it's eagerly awaiting maw with no hesitation. This fairy was modified for the greatest level of oral sex possible. The massive inches slid down inside it's throat while Maleficent's balls pressed it's chin. The fairy didn't gag, and it's tongue began to slither around her cock wrapping around it and squeezing hard. Maleficent chuckled as another fairy flew to her, this one as big as her breast, which it happened to latch onto, grinding it's little pussy against her nipple. Her breasts weren't super sensitive, but the stimulation was enough that her cock got even harder.

The fairy's tongue licked and wrapped around her cock. When it reached her bulbous head it began to tickle and manipulate the sensitive glands, eager to receive the hot thick cum it wanted.

Maleficent could feel the orgasm coming and she held up her hand. The second another 'battery' fairy was in her hand she kissed it and sucked out it's magic. With an orgasmic sigh the Fairy went limp and fluttered to the ground, writhing weakly. This time Maleficent sent all the rather potent and powerful magic into her balls. The giant pale green testicles wriggled then expanded violently, becoming distinctly bigger, so large that she had to spread her legs and they hung down, stretching the scrotum with their heavy weight.

"And now receive your reward!" Maleficent said darkly and she slammed in all the cock she could muster and her balls erupted squeezing out all the cum stored inside of them. The fairy cried tears of joy as cum flooded into her stomach filling it within seconds. Maleficent pulled out her cock. It glowed as it reared into the air, still shooting large blobs of cum everywhere while the fairy fell back rubbing its stomach, pleased with it's reward. The other fairies were covered in a deluge of cum. The ones waiting shuddered as their Master's hot spooge fell on them only making them more excited while the ones that hung back scooped up the cum and either stuffed it in their cunts or into their mouths licking it greedily. Maleficent looked around, she still had their magic for about 40 minutes. She needed something to really go off.

-Aurora's Room-

Aurora looked in the mirror at herself. She was currently under the effects of the potion that gave her boobs and she turned from side to side looking at herself. Her chest was large, not as large as Maleficent's but on her body it looked like they were. Maleficent was so beautiful and her body so... enchanting. Aurora also wanted to be beautiful and enchanting to Maleficent. She wanted Maleficent to look at her body and smile, telling her how beautiful she was. Aurora felt her heart thumping, she felt strange, hot, when she thought of Maleficent's form with the boy parts. She was wondering if she was getting a fever, she went to her bed and wriggled as best she could under the sheets and eventually fell asleep her thighs still squirming.

-Maleficent's Hidden Dungeon, 40 minutes later-

Maleficent groaned as she shot her load into the fairy's mouth, it's cheeks bulging before it fell off her cock, which sprung up as it shot seed into the air and even onto her. Around her the 20 violated fairies lay with gaping assholes and pussies leaking globs of cum onto the ground. The other fairies were properly riled now, licking, kissing, sucking and, in the case of those that had them, fucking with great veiny pricks.

She sighed, she had run out of stolen magic but she was still hungry with lust. Her cock, now back to it's 14 inch length, throbbed angrily at her for denying it the pussy it wanted. Her balls, also back to their original size, were bloating with excess sperm waiting to release. Maleficent thought of Aurora and knew one day she would be at the end of her magnificent length but now she wasn't ready.

Her cock throbbed, _'Well now who should I-Oh ho ho ho... I know just who to go to.'_Maleficent turned, walking to a door that lead to a rather special prisoner. It opened as she neared, showing a dark hall. She walked through the hall and came to a supposed dead end. However she knew better and her cock glowed with power. A door materializing before her, she put her hand on it and the door wobbled then melted away. She walked inside to see her 'special' prisoner.

Fairy Queen Ophelia, or to be more accurate former Fairy Queen Ophelia; Maleficent had captured said Queen when she was expanding her territory.

Ophelia had stood defiant before her, with her long red hair, her large perky bust, her shapely bottom, and her dress that hung around her chest tightly. The two met and quickly battled each other. It was a difficult and long battle one that she would remember forever. She came out the victor and offered the defeated Queen a place by her side, an offer she was scolded for. So she imprisoned her and began a new battle; Impregnating the fairy queen.

It was a battle that she was, to her irritation, losing. The queen had some sort of spell on her that Maleficent neither knew the mechanics of or how to break. Her only option was to fill her with as much seed as possible to hopefully overpower the spell. However even Maleficent's absorption had limits and the Queen's own magical power was enormous.

But as Maleficent's own strength grew so did her absorption limits. The Queen though always made her hit her limits and she had to stop absorbing. Her patience was thinning, the child given to her by the queen would be the most powerful being on earth... though a child by her little princess would also be equal in power. She could feel her prick harden even more at the thought but reminded herself the child wasn't ready, but the queen was... if she would let her spell fall.

Maleficent looked at the Queen; she was permanently nude, her arms held up and her legs drawn apart by chains, her red hair dangling long and somewhat unkempt. Maleficent walked forward and stroked the hair away from the Queen's eyes. The Queen was kept alive with her magic and the occasional meal that Maleficent would give her. Maleficent looked at her, "You know my dear this would be so much easier if you would just release your spell, join me and bear my child." Maleficent said softly almost cooing.

Ophelia raised her head, glaring at Maleficent with contempt. "Never, not until you give up your evil ways and realize the power of love and justice!"

Maleficent frowned, she raised her hands and the chains around the arms slacked lowering her down. "My dear I simply have no time for this, so I'll get right down to business."

Maleficent walked forward and kissed the Queen's cheek and began absorbing the magic. Her body wriggled and she pulled away slightly, one could see the stream of magic flowing into her mouth before sticking herself back on, kissing even harder. Ophelia moaned loudly, her body shuddering as Maleficent's hand grabbed her large breast and squeezed it. The green skinned sorceress could feel her body altering the magic flooding inside of her, she needed to direct it.

Her arms and legs began to bulge, her breasts swelled, her cock grew, her butt expanded and her balls ballooned. She was getting taller as well and her physical strength was rising, allowing her to carry the python between her legs and the small boulders below that. She pulled away, she hadn't absorbed her limit but she was sure this would be enough. Maleficent stood a near 7 foot tall, lean, busty, bottom heavy, and hung. Her cock stood a massive 30 inches, while her balls hung down to her knees, her horns were larger as well and her armored arms and legs looked intimidating. Maleficent looked at herself, her cock was a dark green length that throbbed powerfully and her body was muscular, not exactly her tastes but when you needed to lift up nearly 15 pounds of cock meat and 20 pounds of combined sperm factories... it came in handy.

"Your magic is still as powerful as it was so long ago and now I shall use it to sow my seed in you!" And with that her cock glowed and Ophelia was lifted into the air as Maleficent slammed her down.

Ophelia gasped and she could feel the cock bulge out of her skin, she could even see it as well! Maleficent used her magic to raise and lower Ophelia she was coursing with power. She even began to thrust up in time, her eyes glowing as she did. Ophelia moaned and panted as pleasure engulfed her. Maleficent's cock, as large and painful as it was, was also amazingly enjoyable. Ophelia hated that, that this dark fairy could entice her so, if it wasn't for her belief's she would've been with Maleficent long ago.

Maleficent inhaled the Queen's scent, her eyes following the large bouncing bosom. She opened her mouth and her tongue snaked out, forked like a serpent's, licking her bosom teasingly.

Ophelia cried out, nearly damning her persistence. "Stop teasing Maleficent!"

Maleficent smiled and she leaned forward, her mouth closing around the large dark areola and nibbling the titflesh gently. Maleficent couldn't lie, Ophelia made her blood boil and her senses go wild. She raised her hands and the chains vanished, letting Ophelia fall onto Maleficent's cock. Maleficent grunted as she felt the orgasm building up inside and she grabbed Ophelia's legs and pulled her down, thrusting up viciously.

Ophelia cried with orgasmic bliss as she felt the jet of hot cum flooding her womb and even spilling into her ovaries which began to swell, bloating with sperm. Maleficent felt her cock bulge and contract as cum down it's length into Ophelia's greedy snatch.

It wasn't long till Ophelia's bloated stomach touched Maleficent's muscular one. As Maleficent finally was emptied of her cum she stood there still holding up Ophelia and she looked at the Queens bloated form with triumph. Maleficent sent out a feeler checking to see if Ophelia was impregnated she found to her dismay that the Queen was still devoid of a fertilized egg. That would soon be rectified as she kissed Ophelia's cheek again.

She drew even more of the queen's ever potent magic, sucking it away more and more, directing it to her balls which swelled bigger and bigger, filling with sperm. Yet even as she did this her body grew yet again, her breasts as big as a pumpkins, her bottom a mass of jiggling flesh, her cock extending like a polearm and yet even more muscle bulged outward

She then felt it. The start of the sensation that she was absorbing more magic than she could control if she absorbed anymore and she would be in trouble. She pulled away and looked down at her testicles. They were massive dark green orbs that gurgled with cum. She turned to the bloated Ophelia who panted looking at Maleficent.

"You cannot impregnate me no matter what you do not till you learn-" Maleficent snarled and she thrust again, making the Fairy moan in ecstasy.

"I need learn nothing from you, I have all the knowledge I need! I will fill you again and again until your defense fails and my seed penetrates through!" And she resumed the furious fucking. She pushed the Queen against the wall she grabbed Ophelia's butt, lifting her up. Every thrust a jackhammer blow as her hips slapped against the queen's rear. Ophelia was moaning and gasping whorishly while Maleficent cackled with glee.

"Ohhhh noooo!" Ophelia shouted. She was starting to break mentally, break again like she had countless times. Her face shifted her mouth opening, her nostrils flaring as she inhaled, the scent of hot dirty sex filled them and her eyes rolling up as she quivered. Maleficent smiled slightly. Every time they did this the queen would devolve and lose her arrogant pride. She became a beast of lust and desire wanting nothing but sex and satisfaction.

"That's right my dear! Lose your mind as you love to do so, and then lose your heart to me!" Maleficent crowed. The Queen body began to pushing her body against Maleficent's grinding against it. She was so filled with lust and desire. She wanted it the big, fat, green, throbbing prick with the emerald nuts bloated with cum. In a more sane part of Ophelia's mind she was grateful for the spell she had placed on herself. The spell worked like this; Unless the person having sex with Ophelia loved her, and truly loved her, they could pump an ocean's worth sperm into her and still she would remain infertile.

But Ophelia didn't care about that right now. No, she wanted to fuck now; she wanted to get rammed by that big, fat cock and take in all the sperm inside Maleficent's great massive balls. The queen wanted to be ruined by this big cock, the same giant cock she loved to thrust in and out of her.

Maleficent could feel it building again faster than before, obviously due to her larger more sensitive cock, she growled and then roared a dragon-like roar as she erupted inside again.

Ophelia squealed loudly as she felt cum flood her womb again, adding to what was already inside of her. Her belly expanded, the pale skin stretching impossibly larger and larger. Maleficent had to switch, which made her shoot even harder, so that she didn't pull out earlier than she wanted. She was coursing with so much power it was almost hard to control herself from ramming it back in again. But she waited, letting her orgasm ride out for it's 2 minutes then when it was over sent her feelers again.

'No! No, no, no, no this cannot be possible!' Maleficent's face became a disgusted snarl as she was once again denied victory. _'I must need more, more power!'_And she kissed the sweaty cheek before her, heedless of her limits. She absorbed the magic from the queen and her body swelled again then she felt it, a sudden blow to her gut and she gasped and pulled away. Her body then began to shrink, returning to it's normal form. She gasped as she fell back, landing on her rear.

She looked at her body then groaned as she felt the magic throbbing, Maleficent moaned as she felt a pressure building up. She acted quickly, her small cock glowing as the Queen was placed back onto the chains.

Maleficent Sighted her room and used her teleportation spell to transport herself to her room. Normally it would've been impossible for Maleficent to Teleport from here to her room but the magic she had currently overwhelmed her spells allowing her to Teleport successfully. Maleficent panted she could feel the magic coursing through her she tried to control it but it reacted violently and she gasped as her breasts began to swell! She grunted as the green orbs grew swelling like the many rubber devices she had used to fill with her cum.

She could feel something roiling inside multiplying as her breasts continued to swell forcing her to her to bend forward to ease off the strain in her back. She grunted as her breasts pushed her now using the floor to swell up, she felt them bulge. Veins appearing on their emerald skin she could feel her cock throbbing ready to shoot at the sensitivity and cold floor. She pulled herself back so that her nipples weren't touching the ground and she cried out as her breasts shuddered as whatever had been building up inside of them gathered at her nipples. She raised her hand and used what little magic she had control of to put a barrier at the door. Then she cried out as the milk began to squirt from her tiny nipples

-Late night-

Aurora woke up suddenly. She had been dreaming... odd dreams. She had been running around with huge breasts and a big bum through a field. In the distance Maleficent, stood in all her glorious nudity. The Dark lady had turned and held out her arms to Aurora. Aurora ran, eager to embrace her. When she got close Maleficent picked her up and held her up. Then she smiled a rather predatory smile and then brought Aurora down onto something.

She had woken up then, her breasts and butt back to normal but tingling, also her privates felt itchy. She wondered if Maleficent was in her room to tell her what was happening to her. She got of her bed, wearing nothing but her night gown, slipped on her slippers and was heading out the door. She shuffled through the hall lit by green flames, while Maleficent's guards either snored in the halls or walked around, their beady eyes open and scanning for trespassers.

Aurora was in front of Maleficent's door and looked at it. She paused when she realized the walk from her room to Maleficent's was shorter than last year for some reason. She didn't think about it too hard and went to open the door. She did so only to feel a slight jolt and retract her hand.

She paused then reached forward again, unaware of the tattoo between her breasts shining. This time she touched the door and pushed it open. She walked in and turned, closing the door. She then turned around and saw the most bizarre and mind tingling sight of her life.

Maleficent had spent the last 8 hours doing various acts that shamed and disgraced her. A few examples had to deal with her body becoming muscular and getting a sudden urge to exercise, her cock swelling so large she could lie on top of it while it smashed her bed filling the room with it's green hardness and pushing her body against the ceiling, and her horns growing so large they'd punched clean through the ceiling before expelling magic from the tips. Those weren't all, but now, what was happening now not only shamed her but disgusted her. She was currently dealing with a large rear, at least 80 inches around, the bulbous green ass flesh slick with sweat.

She was doing the one thing she thought she would never do: dancing. But not a traditional dance, no; this was wild, primal movement, filled with a desire to arouse and to show a weakened sense of morality. She was moving her hips, shaking her jiggling green butt up, down, left, and right. It was nearly a blur weren't it for the fact that her butt almost made her lose her balance but she had her legs spread to ensure a good footing.

Sweat fell off of her with every motion even as she put her hands behind her head and thrust her hips, her butt flapping up and down. The smell of sex, milk, sperm, and sweat hung in the air like a miasma. Maleficent was so engrossed with finishing this barbaric dance as quickly as possible that she never heard her door open or Aurora walking inside.

She leaned forward, groaning slightly and wiggled her butt, the massive ass-flesh jiggling hypnotically.

Aurora watched this, shocked. She felt that tingling again but it was stronger this time. So much so that she wanted to scratch it to stop it. She was lucky she was hypnotized by what she was watching. 'It's so... strange yet, it feels like watching something a cave person would do and yet... I can't stop looking.' A thought quickly set in, 'If I did this would Maleficent be proud of me? Would it make her happy?' As soon as that did she began to analyze and memorize what she was seeing.

Maleficent rolled her hips and then gave a final squeeze before she finally felt the massive cheeks shrinking. She panted, completely winded and exhausted. She sniffed, the smell causing her nose to wrinkle. She looked at her body, expecting more changes but felt nothing.

She rubbed her head, 'Good it's now- oh-!' the magic rippled through her body, causing her flesh to bulge unnaturally in completely random places, only for the bulges to travel downward toward her balls.

They began to swell ever so steadily and as they did she could feel them filling with cum. She grunted as she felt her sac tighten. With a sigh she resumed her ridiculous bow-legged stance to ease the ever growing weight of her emerald testicles. She knew what she had to do and she didn't waste time grabbing her hard prick and pumping it as hard and fast as she could. She needed to reach orgasm before her balls could overfill and become painful.

They continued to swell, the growing weight pushing her bow legged stance down. Maleficent felt her cock throb in her hand and she was ready for the orgasm... yet it didn't come.

She pumped her cock, which pulsed harder, the head swelling to ejaculate, but nothing came out! Maleficent was confused, why wasn't she orgsaming? She shuddered as her hot balls touched the cold stone floor and began to spread out, heating the cooled stone. She continued to pump yet despite the feeling of close to exploding orgasm she couldn't shoot! Her balls were spreading her legs. She felt her bum resting on it and desperation overtook her as she began to squish her ass onto her balls, wriggling to somehow orgasm with it but only to find her balls swelling even more!

Her skin was rubbing against each other, the ball flesh smooth and shining, stretched by her massive balls. She then felt her feet leave the floor and she jerked even harder. But her arms were getting tired and heavy. She panted, 'Why, why can't I just... get rid of this!?' She closed her eyes trying to think. Suddenly the image of Aurora grabbing her cock appeared in her mind.

Her cock bulged slightly then retracted, Maleficent knew what she had to do and she began to jerk but not with the fevered pumping she had done before. She did it slowly, remembering Aurora's touch. Maleficent rocked her hips gently as her balls finally stopped growing. If Maleficent had looked she would've realized she was suspended 5 feet into the air, balanced precariously on her gigantic nuts.

Aurora felt hot all over, she had never seen Maelficent's balls so large! She didn't even think they could be that large! She even heard a gurgling sounds coming from them! She swallowed breathlessly, watching with wide eyes.

Maleficent could feel it, her cock swelling as she copied Aurora's hand motions. The start of her orgasm was deceptively fast, one moment she was imagining sweet little Aurora's tiny hands stroking her and the next she was seeing stars. Her back arched from the pleasure, and the next thing she knew what little she could see of her room was whizzing past her vision.

Aurora released a tiny squeak of both alarm and concern as she watched Maleficent topple backwards. The woman seemed dazed as she hit the floor, but was universe thankfully.

Aurora on the other hand, only had time for her eyes to widen as she saw exactly where Maleficent's boy parts were pointed before she was instantly covered from head to toe in incredibly thick semen, the liquid glowing slightly from the magical power it contained.

It didn't stop, the barrage of liquid being just powerful enough to force Aurora backwards into the door, pressing her against it. Aurora wanted to scream, but she kept her mouth shut so as not to alarm Maleficent. She watched as Maleficent's balls drained, shrinking smaller and smaller, and as it did so too did the spray's pressure on Aurora. The little blond took that as her chance and opened the door, slipped out and left, completely covered in white goo. She ran to the baths to wash off.

Maleficent panted, she felt sore all over, so much physical exertion was too much for a sorceress like her. She turned to her front, groaning as her face met with the cum covered floor. She pushed herself up and looked around. Cum was all over the floor but in particular on the wall where the door was. She groaned, there wasn't a single ounce of magic left in her. She felt so deplorably weak that it was an insult that she even did all that madness. She had to admit though she felt oddly refreshed. Like she had shed a new layer of skin and was younger than ever, she got up and went to her broken bed and flopped onto it, as she did her eyes fell on the door. She gazed at it sleepily seeing the white wall which only had a single imprint on it that was... she sat up wide awake. She walked to the door, her heels making wet clacking sounds on the floor as she saw an outline of a small person.

Maleficent knew who it was instantly; there was only one person in the castle who could slip past her barrier spell. The useless trio's spell upon her young charge would allow her to short out the spell with but a touch. Maleficent was ready to summon her cloak and find Aurora but she paused. It occurred to her that if Aurora was here she possibly wouldn't understand the meaning of what had happened here. If Aurora didn't understand, then Maleficent would wait till she asked, but if Aurora somehow did understand then it just furthered her plans. Maleficent stood there, hand on chin quietly contemplating this fact. "Hmmm, either way the situation is to my benefit. Let us see how things play out." She said before heading back to her ruined bed to sleep.

Aurora sat in the bath hot water giving off wispy vapors of steam that curled up into the air. She was completely washed off the strange, hot, and, somewhat, smelly goo. She felt itchy and her desire to scratch was taking over. She touched her small nipples which felt hard like the pins she used to sew with. Touching them sent an electric buzz through her body. She gasped and instantly withdrew her hand. 'What's wrong with me? Why do I... feel so weird!?' she grabbed her head. _'Am I sick?'_She was concerned at the possibility that she'd fallen ill... would Maleficent take care of her? She felt the buzz fading and the itching sensation faded. Unnoticed again her tattoo glowed on her chest, burning the impure thoughts from her mind, with some effort. _'It's gone? I hope it won't come again.'_Aurora thought before she grabbed the bucket to dump over heard head. However in the back of her mind, she wanted to feel that sensation again.

-One Year Later-

Maleficent stood in her lab pumping her cock, the rubber device wrapped around it. A whole year had went, and Aurora had stopped coming to help her with getting the magical part of her ingredient. However Aurora still took the potions and had been taking the breast and butt growth ones more often, upon request.

Maleficent was intrigued, the two would talk but neither about the day that she had lost control of her magic and done those embarrassing things. Yet when she had Sighted Aurora's room she would watch as the girl practiced that ridiculous dance that Maleficent had done when her behind was the size of pumpkins. She had to admit watching someone else do it was... highly arousing. Whenever she had her cock during these times it would without fail be hard and pulsing, poking at her robes.

She felt her cock harden as she thought of these incidents. She was drawn out of these thoughts before they could devolve further by a knock at the door. "Who is it?" She said evenly.

"I-It's me..." Aurora's voice, Maleficent raised an eyebrow and her cock glowed in her hands. The door opened and 9 year old Aurora walked in.

The door closed quietly behind her and Maleficent looked her over with well concealed lust. Aurora had grown, her hair was longer and her form shapely. She had a small bump of breasts, and her bottom was curving slightly. Her beautiful golden hair was done into a ponytail that hung to the middle of her back.

Aurora looked at Maleficent and stared at her quietly, not saying anything, just squirming in place quite cutely.

"What can I do for you my dear?" She asked.

"I... want to help you again." Aurora said evenly after her initial hesitation.

Maleficent could see slight signs of nerves, the shifting feet, her eyes darting to an object every now and then, and her throat as she swallowed nervously. "Very well my dear... you remember how to do so?" Aurora nodded, "Well then, do as you please."

Maleficent leaned back, smiling gently. Aurora walked forward and looked at the cock before her.

Once this thing had coated her in the substance that was used for the potions she drank gleefully. To see it again and to touch it stirred strange thoughts into her mind. She reached forward and grabbed it and began to pump the length slightly, hesitantly, but before long her strokes became bigger, bolder and more assured.

Maleficent watched her, she could feel her prick hardening in the girls hands, her balls swelling at her touch. The girl excited her, brought about an animalistic desire in her. She could feel it nearing, the powerful orgasm that came quicker than usual due to Aurora's presence and participation. She could feel it building up inside of her for release, then something happened.

Just as she was about to experience her orgasm starting Maleficent had a sudden mental image of Aurora. She was on her knees, hands cupped under her chin, mouth open, tongue extended, and her eyes shining with the same eagerness to please they always did, only now it held a much naughtier meaning.

Maleficent's eyebrows knitted together, a loud moan escaping. She was too far into her pleasurable activity to be anything but horribly aroused by the image, and the sheer strength of her lust spiking almost bright her to her knees. As it was her cock began to glow with a green aura as it bulged, her balls churning so hard it created an audible gurgling sound.

Her hands a blur upon her length, her hips jerked forward and she exploded into the condom. Thick, long ropes of cum rapidly expanded the rubbery device. What she was seeing was different though, in her mind's eye every blast of her thick cum painted Aurora's face and body, only turning her on more.

A blast of cum became a full on stream of the stuff, as her pleasure increased. Maleficent found herself making very undignified sounds as she jerked her hips and stroked her hands as fast as she could, near the point of injuring herself as she became completely focused upon the scene playing out in her head. There was just something so delightfully evil about seeing the purest of beings, being covered in her tainted and corrupted seed.

Unnoticed to her she was pumping out far more semen than she ever had before, and the condom did it's best to try and stretch to accommodate it all. The rubbery device barely lasted five seconds under the flood though, and it popping with a loud ripping sound, depositing at least a gallon of it's potent contents all over the floor, which was what finally snapped Maleficent from her vision.

Aurora had watched the whole thing breathlessly, unable to believe what she had seen. There was so much of the stuff on the ground, the rubber ripped as it had been unable to hold it's contents. She looked at Maleficent who was panting her face sweaty her eyes confused but aware.

Maleficent looked at Aurora suddenly, "Leave," She said, a command. Aurora opened her mouth, "Do not make me repeat myself Aurora," Aurora shut her mouth and she walked away, confused but distressed. Maleficent heard the door open then slam shut. She looked at the mess on the floor.

"This... is going to change my plans a bit." She said as she calculated the sheer amount of semen on the floor, effectively 5 times what she normally released. She closed her eyes and inhaled deeply, "I... will need to be more careful from now on." She allowed as she flicked her limp cock, casting a spell to separate what she could of the sperm from the floor.