This story has magic and feminization themes. If that's not your cup of tea consider finding a more suitable story. This is also my first story with a magical twist - let me know in the comments if you enjoyed it!

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Jenn and I had met a few weeks ago and had been having a wonderful time since. We had both been sitting in the lounge area of a little pub called Danivers that specialized in a cozy, intimate atmosphere. Lacking in loud music, flash, and crowds, it wasn't nearly as popular as the louder nightclubs down the street. Ask one of the devoted regulars who frequented it though, and they'd tell you it was the best place to get out of the house and have a low-key pint alone or with a small group of friends.

Danivers was my Thursday tradition. I would finish up work around 5, catch the 544 home, and walk two blocks to Danivers to relax, read, and grab a bite to eat. For three years I came and quickly became a well-known face. I didn't know many of the other regulars though. I think they saw my brick-binders coveralls and assumed I was your average brickey - annoying, not too bright, and overeager to show off my magic. It was that last assumption that bugged me the most - largely because I thought it was ridiculous that most brickeys didn't understand that brick-binding was one of the most common aptitudes in the world, and so the least interesting. But it didn't matter to most of them - give them just a little leeway in the conversation and they'd quickly get around to telling you how their latest construction project could never have made it without their incredible powers with natural materials.

Admittedly, the skill is impressive at first. A strong brickey could easily manipulate tonnes of earth - clearing massive forests or digging fathomless holes with just a few waves of their hands. But most brickeys were fourth-class and only capable of manipulating small amounts of materials into construction materials - some had aptitudes for metalwork, others wood, but most with earth and clay used to make bricks. That's where the name came from. These more commons mages where wholly uninteresting to most people. They served an important purpose in building new cities, but generally failed to attract any sizable amount of attention or respect in society. Thus, I suppose, came the need to boast.

But not me. It wasn't that I had come to accept my commonness - I was a second class earth mage and capable of moving pretty respectable amounts of material or converting large amounts of raw components into ready to use building matter. I just didn't let it go to my head. Overall, I was a quiet person who enjoyed reading and drinking good beer. Thus, Danivers was my home away from home to relax and read, away from the knuckleheads of my profession.

The Thursday I met Jenn was a relatively normal day. I had worked hard all week clearing out a large area for a new subdivision and had earned a bit of relaxation. I had been sitting in my favourite armchair in the corner of the bar where I could observe the comings and going of all the patrons. I was in the middle of a particularly interesting chapter of my fiction when a group of boisterous people barged in the door - hooping and hollering and obviously looking for a good time. This happened from time to time and I knew what would happen. They'd find a table, talk loudly, hit on the waitresses, and leave after one drink saying "man this place is dead". They'd then progress down the street, presumably to find somewhere less dead.

I had looked up from my book to watch them come in and sighed as I resigned myself to reading the next chapter or two in the now noisy bar. I looked around the room and noticed a girl sitting at the closest table to me who also happened to be reading. She was doing the same thing - looking at the loud group, and had just caught my gaze as it wandered over her. As she locked eyes on me I quickly smiled, trying to pass myself off as friendly and harmless. I didn't want her to think I was some brickey eyeing up his next conquest.

Then I noticed the book she was reading - a bestseller that I had read about a month ago and thoroughly enjoyed. Realizing that I was staring, I quickly decided to go against my usually furtive tendencies and strike up a conversation about the story. As it turned out she was about halfway through and loving it herself, though she had yet to find out about the major surprise in the book and I had to refrain myself from spoiling it. The conversation evolved from books to music to funny stories about our relatives and before we knew it three hours had passed and we were both having an amazing time.

Then she had to go. As she stood up she reached out her hand to me saying "I'm Jenn by the way and, uh, I don't normally do this but do you want to grab dinner sometime?" I stammered my approval and suggested we meet at the bar Saturday night and go from there. To my delight she accepted, and was gone.

That Saturday we met and walked to a little bistro down the street where we again spent hours talking. I found out that we had so much in common in terms of the food, music, and books that we each liked. But there was one thing we didn't talk about: work. Initially I assumed it was because she wasn't terribly interested in talking about my earthen affinities, but as I continually tried to steer the conversation towards her profession she always managed to guide us back to another topic.

It went on like this for a couple weeks before I finally resolved to straight up ask her about it. That night we found ourselves in a bar of the louder variety, sitting at a booth in the back - my arm around her and our sides glued together. I had been working up the nerve all night to ask her, and had consumed a little liquid courage as well. I finally found a lull in the conversation and decided to ask.

"So Jenn, uh... I noticed that you don't really talk about your aptitudes? Why is that? You know that I wouldn't care if you're... you know..." I stalled, trying to not to say "plain" which was a rude way of saying that she wasn't magical.

"Plain?" she asked quietly.

"Well, yea. Even if you were plain I wouldn't care! I just want to know you."

She sat in silence for a few moments, her hands fidgeting in her lap.

"Do you promise you won't overreact when I tell you?" She asked with a serious tone.

"No! Of course not! Jeeze, what are you? A kink mage?"

She sat quietly, her head hung down for a moment before she quietly replied "yeah, I am."

I sat surprised and ashamed at what I had said. Kink mages were very rare and had many stories that surrounded their capabilities and personalities. Some stories told of kink mages as the ultimate sexual partner - always able to bring you to the most satisfying orgasm of your life. Others made them out to be terrifying sex fiends - forcing you to succumb to their fetishes, or else.

I tried to wrap my mind around it and started to wonder if she was joking. Such mages were extremely rare, and if they were like other mages then the powerful ones capable of any strong magery would be even rarer.

"Really?" I asked, not sure if she was serious or making me feel bad for having suggested it. Not a moment later I suddenly felt a tightness in my pants. Without moving, whispering an incantation, or any external hint she had given me a rock-solid boner. I looked down and realized that she hadn't just made me hard, she had made me bigger as well. I had no idea how large I was now, but my pants were obviously straining to contain my member.

"Whoa" I whispered, my hand unconsciously going down and feeling my crotch. "That's... That's something..."

"Yeah" she sighed, as she started to slide out of the booth. "Anyways, I'm going to go now. I'll take that away if you want, or you can keep it. It's up to you." she said, motioning to my crotch.

"Wait, what are you talking about Jenn?"

"Well, do you want me to put you back to normal before I leave?"

"Whoa! Slow down! Why are you leaving?"

She looked confused before she replied. "Don't you want me to?"

"What? No! Of course not."

"Seriously?"

"Yes! Jeeze, sit down! Of course I want you to stay. We were having such a good time!"

She acquiesced and sat down across from me. "You're really not mad?"

"What are you talking about?" I asked incredulously. "Why would I be mad?

"Well, I magicked your body without warning and well... Most guys run screaming from kink mages. They seem to think I'm going to take away their manhood or tie them up or something they don't want."

"That's ridiculous! Why would they be scared of you?"

"I don't know. I think most guys, especially brick binders, like to be in control. It's like a masculinity thing or something. I dunno." She looked away.

"Seriously, Jenn, if you think I'm all about masculinity then you haven't been paying attention the last couple weeks." And it was true, I really have never been the most masculine guy. At 5'5" and thin I wasn't really the poster boy for brick binders. "And plus, you wouldn't tie me up and stuff I'm sure."

"Only if you wanted me too" she said slyly, and giggled.

"See! There you go, and maybe I'd like being tied up by an attractive kink-mage. You never know! And it wouldn't make sense for you to take my manhood! You just doubled it in size!"

Jenn smiled earnestly. "You have no idea how good it is to hear that Sam." I smiled back. "So uh.." she continued, "do you want to get out of here?"

I nodded and we walked out into the chilly October night. We wandered in silence for a while, taking random turns and just being happy to be together after Jenn's revelation. "So, I guess I don't really know what a kink mage actually can do" I said, "there's so many stories it's hard to tell."

We walked for a few minutes as Jenn formulated her answer. "Well, powerful kink mages have the ability to make sexual fantasies come true through two techniques: divination and manipulation." She stopped talking as we hurried across a crosswalk, then continued. "Divination involves finding out what a persons fantasies are, while the strongest mages, like healers, can actually manipulate someones body."

"Whoah that's crazy!" Then I stopped in my tracks. "So you know my sexual fantasies?" I asked as I started to blush profusely, imagining her knowing the things I had thought about her.

"Well, no. Divination happens through touch Sam. We've never held hands." I was startled to realize that she was right. We had never held hands.

We continued walking in silence now as I pondered what she had told me. After we passed another block she stopped and I turned around to see her in front of the door to a four-story apartment building.

"Do you want to come in and warm up? It's pretty cold out here and I think a drink would be wonderful." After a moments surprise I realized she had steered me right to her house. I acquiesced and we went up the stairs to the third floor. As she stood at the door fiddling with the key I found myself wondering what it would be like inside. I had heard that some kink mages tended to revolve their lives around sex and had very.. interesting decore. But as Jenn opened the door I saw that in front of me was a regular two bedroom apartment, complete with the exact kind of clutter I imagined her having - books and clothing scattered across every surface.

She gestured for me to come in, and after I slipped off my wet shoes and gave her my coat she motioned for me to take a seat in the living room as she went to the kitchen. After a some banging around she came out with a bottle of wine and two glasses poured a bit more than a civilized amount. I took a sip, and then another. It was surprisingly sweet and went down easily.

We sat there and started chatting about the wet, cold weather and our hurried walk here as I digested the information. As usual the conversation carried on and in no time I was ready for a refill, and then another. Soon Jenn had to run back to the kitchen and come back with another bottle of wine as we polished off the first one. She poured and sat down.

In the time that our conversation had lapsed I had come to the conclusion that I was willing to take things to the next level with Jenn. I was excited and a little scared. This was going to be like nothing I had ever done before.

I held out my hand.

Jenn stared at it.

"Are you sure Sam?"

I nodded.

"I can't stop myself from seeing everything Sam. Are you really sure?"

I nodded again.

She gingerly reached out her hand, and closed her eyes as she made contact. I felt nothing as she sat quietly, holding my hand. Then she withdrew.

"Sam, before we go any farther I should explain that being a kink mage makes me very... Open..." she said, searching for words. "There's not much that I don't like or that doesn't turn me on. I just wanted you to know that."

"Wait, what is it you saw? You shouldn't be surprised that I'm attracted to you."

"No of course not! I've known that for a long time. It's just... Well I don't think you know what you want. Or at least, you only know at a subconscious level."

"What is it? You're driving me nuts."

"Are you sure Sam? Once you realize it it might... Stick with you..."

"Uh... Yea! I mean how bad could it be?"

She didn't respond. Instead, she leaned in and kissed me. Her lips were incredibly soft and not too big. Despite that it felt like my entire world. I closed my eyes and lost myself as her lips brushed furtively against mine several times, slowly growing into bigger and bigger kisses. Her mouth felt electric and hot. She was by far the best kisser I had ever met.

I let my hands start to wander up her sides to her shoulders, then slowly down again to her waist. The second time going up I stopped at her breasts, slowly feeling and massaging my way around them. She let me continue for a few moments, until I had her full breasts in my hands, then she gently brushed me away without breaking the kiss.

For a moment I wondered if I had done something wrong, when I felt her hands running over my chest. Then as they continued to descend both her thumbs flicked my nipples. I inhaled sharply. The feeling sent unexpected electric waves flowing through my body. I stopped kissing for a moment as I gasped in surprise. A moment later though and Jenn was back on me - kissing and playing with my nipples. I was paralyzed with the feeling. No girl had ever played with my nipples before and I was completely unprepared for the intensity of it.

Then in one quick motion she pulled my shirt over my head and took my left nipple in her mouth, gently sucking it and flicking it with her tongue. I felt myself moan. It wasn't manly, but I didn't care. At this point I was beyond thinking as I felt her push herself up and then place one of her legs between mine on the couch. As she continued to play with my nipples she slowly spread my legs - the feeling and her initiative completely melting any resistance that may have been lingering in my body. But at the instant that thought crossed my mind she stopped, stood up, and marched out of the living room and down the hallway, suggestively pausing halfway there to indicate that I should follow her.

I stood up and quickly followed. If whatever she had planned was half as good as what she'd just done I was down.

When I arrived in her bedroom I had expected to see her on, or at least by, the king size bed. Instead however I could see her bent over and rummaging in her closet. I stared - in the time it took me to get here she had taken off her jeans and was wearing intricate black lace panties that tightly hugged her shapely bum.

"Take your pants off silly" she called over her shoulder as she continued looking for something, now sending random garments flying across the room and landing in no particular order.

I complied and was shortly wearing only my briefs. Hearing that I was now pants-less she turned and walked up to me, placing a small pile of clothes she had gathered on the end of the bed on her way. She gave me two passionate but quick kisses before pushing me down onto the bed. I could only lay there and stare as she pulled off her shirt, revealing a matching black lace bra with purple trim around the edges. Then she was on top of me licking my nipples.

The feeling was no less incredible the second time. In moments I felt my toes curling as I once more started moaning. Her leg had also returned between mine and was pushing them apart. A moment later she had my legs spread with my knees bent and feet up on the bed, while her knee had found a position in my crotch pushing against my backside, though not uncomfortably.

Then she stopped and stood up once more, admiring her handywork as I laid breathing hard on the bed, my legs still complacently spread.

"Did that feel good then?" she asked. I nodded my reply, not trusting myself to speak as echoes of the electric feeling swept through me. "Good. Stand up." I complied. "Good. I need you to do something for me now sweetie. I need you to put these on." she said, as she picked up a pair of her underwear that she had placed on the bed earlier. It was a leopard print thong with pink edges and a matching bra.

"What? Why?" I asked, confused.

"Because honey, I have a little rule. I only have sex with men if they do what I say, and right now I'm telling you that you're going to wear my underwear."

I stared, uncertain about what she was proposing. Seeing my hesitation she quick stepped up to me and grabbed my nipples, flicking them. I felt my knees grew weak. In an instant we both knew I was going to do what she said.

When she stopped I slowly slid off my boxers and stepped into the thong she handed me, pulling it up. I gasped slightly as the back settled between my cheeks and rubbed my hole. I had never felt something like that before. Then she handed me the bra and I put my arms through the straps and tried to do up the clasp but fumbled. She tsked under her breath and went behind me to do it herself. Circling around she admired the view of my boner barely being constrained by the thong and my nipples poking through the soft fabric of the bra which had had any padding it once held removed. For some reason wearing her underwear made me even hornier now and I felt myself waiting in anticipation of her next command.

But instead of commanding she came up to me and kissed me even more passionately than she had before. I was instantly lost in her supple lips, though this time my hands were roaming my own body instead of hers as I felt the strange and interesting sensations through the soft fabric of the underwear. Then she pushed me down onto the bed once more, but this time instead of going to my nipples she went to my crotch and pulled my dick out of my panties.

"I love the look of a good dick in my panties" she started, "although usually I'm the one wearing them."

I tried to come up with a witty retort but she immediately started licking the head with her tongue, slowly working the moisture around and down to the base. Then without warning she deep throated me. I gasped and unconsciously thrusted into her. immediately, she pinned my down by my hips and pulled me out of her mouth.

"Good girls don't thrust honey, do try and stay still." she said, again leaving me no time to respond or think about her calling me a girl before my dick was once more all the way down her throat. This time I consciously resisted the urge to thrust.

She continued for several minutes, building up to an orgasm but stopping at the last minute before I came. She did that three or four times before she finally seemed satisfied that I was ready and climbed on top of me, straddling me as she slowly lowered herself onto my waiting member.

"I'm afraid I won't last long" I gasped "that blowjob was too good."
She just smiled. "Have you forgotten I'm a kink mage? You'll be done when I want you to sweetie, and I can assure you that that will be after I've had my fill."

My eyes widened at what she was saying. Could she really stop me from cumming?

The answer, as it turned out was that she didn't try to. She quickly lowered herself until I was all the way in, then she started slowly riding me. I could feel an orgasm building quickly within me. Despite not going fast the feeling was intense and she was very tight. I tried to hold myself back but the instant she sped up it became too much. I came.

But she didn't stop. Instead the feeling of me cumming only made her hornier and the intensity quickly rose as she pushed me in and out of her faster and faster. But I wasn't having any ordinary orgasm. That would've ended ages ago. No, this was something new. I felt myself stop shooting cum into her but the intense feeling and the waves of pleasure continued. My toes curled, my hands balled into fists, and I moaned in a high pitch voice I had never made before but that seemed to fit right with the feeling of the bra on my chest and the fabric of the thong brushing relentlessly against my hole.

She continued riding me with incredible stamina and after a few more minutes she finally bent forward and came on top of me. As she did though her hands came up to me chest and started playing with my nipples through my bra. Instantly I felt myself start to thrust in response. I tried to stop, fearing that she would get mad at me, but I couldn't and she didn't. Instead her orgasm intensified as I thrusted faster in response to her playing with my nipples. After what felt like hours of pleasure she finally brought her lips up to me ear and simply said "cum".

I have no idea how, but I immediately obeyed and shot several more loads of cum into her, the orgasm ending many moments later with a high pitched squeal that I realized came from my mouth.

We layed there panting for several minutes before I had regained full control of my extremities. The feeling had been so intense I was convinced I would be tingling for a week. Eventually Jenn sat up and looked down at me with relish as I squirmed from being pushed deeper into her.

"Did you like that sweetie?"

"Oh my god. I had no idea I could feel like that." I replied.

"Hehe you're so cute" she chuckled coyly. "But I'm a kink mage, and I'll have you feel however I like when we're having sex."

"So you did that? You made me keep coming?"

"Of course! I can completely control your orgasms. That's how I make sure that I always get my fill." she replied, as she pulled herself up off of me.

"Really?" I asked, incredulous. "So you can stop me from cumming?"

"Or I can make you cum. Whatever." she said with a mischievous smile.

I looked down at my panties to see that they were a completely mess, and so was Jenns crotch from me having cum so much. "Uh, I hope you're not getting any ideas.. I've already made quite a mess."

"I see that. It looks like you really like wearing womens underwear."

I looked away. I had been extremely unsure about it, but even now the feeling of wearing a bra and panties and having Jenn stare at me was starting to make me horny again.

"And from that unladylike bulge in your panties I can see you agree." she continued. "Now, I'm sure you have some questions for me, but before you ask the obvious one here you go: no, dressing like a girl doesn't make you gay. Dressing like a girl and having sex with a man certainly toes the line, but just wearing a dress doesn't, have I made myself clear?"

I nodded, amazed that she knew the concerns floating in my head. In all truth the clothes felt pretty good but I was very worried that Jenn wouldn't be interested in a girly boy for a boyfriend.

"Does... this change how you think about me? You know.. With me not being very manly?"

She sat down on the bed next to me, seemingly oblivious to the cum dripping down her legs. "Of course not Sammy, like I said kink mages are very open minded. On occasion I might want you to be big and manly when we're having sex, but here's something you may not know..." her voice trailed off for a moment. "You see, when we're having sex kink mages naturally adopt their partners kinks. It's not like I'm doing it just for you... When I made you dress up the fact that you got so turned on just made me that much hotter."

"So, you really don't mind then?" I asked.

"Definitely. Do you have any questions for me about your kink?"

I thought for a moment. "I don't think so... At least, not yet anyways. I'm still kinda... Getting used to it." I replied, my hands unconsciously wandering over my bra.

"That's fine sweetie. I'm going to let you keep what you're wearing, but we should probably wash it and get you cleaned up first."

I nodded and stood up as she motioned for me to follow her into the bathroom. She started the shower and handed me a towel. "You shower here. It looks like you somehow managed to get more covered in cum than me. Not bad for your first time in panties..." she said with a wink.

I didn't reply, instead I put my hands behind my back and fumbled with the bra clasp for a few moments before getting it undone. Sliding that off I pulled down the thong too and stepped into the shower as Jenn left and closed the door to the bathroom.

I enjoyed the hot water in the shower as I felt the cum slowly wash away from my crotch, chest, and legs. I had alot to think about with the revelation of my new kink. I was still very unsure about how I felt being made up into a girl, but at the same time I had had what was undeniably the best sex of my life. I quickly came to the conclusion that I wasn't going to make my mind up in the shower, and silenced the rest of my thoughts. Though when I looked for soap and found only Jenns bodywash and shampoo I decided to go through with it, mumbling "what the hell" to myself as I lathered up my whole body in the lavender lotion.

After a few more minutes of enjoying the hot water I got out of the shower and toweled myself off. The towel felt extremely soft and for some reason my whole body felt a little different. I shrugged off the feeling and continued toweling off my hair. I looked around but didn't see a blowdryer, so I resigned myself to having a wet head.

Opening the door of the bathroom I found myself alone in Jenns room. The mess of clothing she had thrown about had been cleaned up, with my jeans and t-shirt now folded neatly on the bed. Walking up to it, I realized that that wasn't it. Sitting next to it was a pink satin robe. I hesitated for a moment, then decided that I had nothing to lose by being a little playful. I donned the shower robe which didn't go down much farther than my bum and strutted down the hallway to find Jenn.

She was in the kitchen prepping a small tray of deli meat and cheeses completely naked. As I entered she turned around and smiled when she saw the pink robe.

"I see you've taken a liking to pink things sweetie" she said, as she sauntered up to me and purposefully swayed her hips back and forth. I just blushed and tried to cover the bulge in the gown. "Oh don't be so bashful, it looks good on you! Now, let's go recharge" and with that she picked up the tray and headed into the living room, her hand passing over the back of my robe as she passed. The feeling of the silk against my skin seemed to be enhanced somehow, it was incredibly smooth.

I followed Jenn into the living room and we sat down, with me now paying attention to keeping my legs together so that I didn't come falling out of my robe. Jenn had no such qualms about being seen - preferring to get comfortable on the couch with her naked legs spread as she picked up and chewed a small slice of brie. We ate in silence for a few moments. I hadn't realized how hungry I was but this was the perfect snack.

In no time we polished off the tray and leaned back into the couch, basking in the afterglow of sex and good food.

"You know what would make this the perfect night?" Jenn asked.

"No idea!" I answered, "I'm already having a wonderful time."

"We should go for a dip in the hot tub!" she said, excitedly sitting up. "It's just up on the roof!"

I sat for a minute thinking. "I don't have a bathing suit..."

Jenn got a mischievous look in her eyes. "I can help with that" she said, getting up and walking purposefully towards her room. I got up slowly, unsure that I liked what she was implying.

Arriving in her room I found her once again rummaging in her closet until she once more emerged with clothing in hand. Coming up to me she quickly undid the tie on my robe with one hand and pushed the sides apart leaving me standing with my naked front to her. She held the bikini bottoms in her hand up to my waist and nodded in approval.

"These will look great on you honey, put them on!" she said, tossing me the suit.

Uncertainly, I complied and let the robe fall to the floor. Looking at what was in my hand I found a white bikini with stripped orange and blue edges. I stepped into the bottoms and pulled them up, again noticing how soft they were and how different they felt from any other underwear I had ever worn. Then I put the top strap of the top over my head and went to tie the fabric behind my back. Noticing me struggling Jenn cam up behind me and tied it, muttering that it looked so nice with a proper bow. When she finished I turned around and my draw dropped as I saw what Jenn was wearing. Or rather, what Jenn was hardly wearing. She had on a blue and pink string bikini that had pink heart shaped cutouts that just covered her nipples while the bottoms only barely covered her sex. I was amazed that any such garment could stay in place while swimming.

My thoughts were interrupted by Jenn making a tutting sound under her breath. "Now that simply won't do my girly" she said, motioning to my crotch. Looking down I saw that I had started to form an erection that, thanks to the size boost Jenn had given me in the bar, was poking well out of my bottoms. "Let me fix that" she continued, reaching for my crotch. At first I thought she was going to give me a handjob or something, but the moment her hand touched my crotch I felt a tingling sensation. Looking down I found to amazement and minor horror that my penis was quickly shrinking.

After a moment longer Jenn pulled her hand away and admired her handy work. "It's so cute!" she exclaimed as I stared at my now tiny and flaccid dick and balls.

"What did you do?!" I asked, panicking.

"Oh don't worry silly, I just made you smaller and made it so you can't get hard. Now we can go for our swim!" Then she walked off down the hall, stopping in the bathroom to grab two striped pink and white towels. I followed in stunned silencing, stopping at the full length mirror to the side of the door. Staring back at me was a somewhat passable girl with tiny breasts (thanks to the padding in my swim top) and a tiny bulge in her bottoms.

Jenn interrupted my staring by giving me a playful slap on the bum and handing me a towel. "See?" she said, "nobody will know!"

I wrapped the towel around my waist and looked in the mirror. She was probably right...

Excited to be on her way, Jenn opened the door of her apartment and walked down the hall to the elevator, pressing the call button. I ran after her and heard the bell ding as it arrived. Turning the corner I jumped in right before the door closed where, to my horror, there were two guys standing on the other side of the elevator grinning at us.

"Going for a swim girls? It's pretty late!" one of them said with a bit of a drunken slur.

"Oh sweetie, it's only one thirty in the morning" Jenn replied smoothly. I just managed to nod, terrified of speaking and being found out.

"Perhaps you girls would like some company up there? It could get pretty lonesome if it's just the two of you" he replied.

"Oh don't count on it" Jenn answered, and then turned to me and started a long passionate kiss. Feeling the heat of her mouth again I gave in and returned the kiss in earnest.

Out of the corner of my eyes I saw the guys slackjawed at the apparent girls making out in front of them. The elevator dinged and the door opened. We kept kissing. The guys didn't seem to notice that we were at their floor. The door started to close but Jenn reached out and pushed the hold button, pulling away from our kiss at the same time.

"I believe this is your floor guys" she said suavely.

"Uhh... yea" one of them stammered as they hurried out, embarrassed for staring.

The door slid closed and I breathed a deep sigh of relief as Jenn broke out giggling.

"That was close!" she laughed.

"I was so terrified I would have to talk and they would hear that I'm a guy" I answered.

"Oh I can fix that" she said, and waved her hand at me.

"Whaa..." I started, then stopped suddenly. My voice was female. "What did you do!?" I shouted.

"Slow down there sweetie, I just made you sound like a girl for now and shrunk your adams apple. Can't have someone else running into us and discovering your little secret now can we?"

I just nodded, suddenly uncomfortable to talk. Fortunately at that moment the elevator dinged as we arrived on the eighth floor. I followed Jenn as she walked up and went up to a door that had a red "Roof Access" sign on it. Pushing it open we walked up the stairs to another door, which opened onto the roof where it was quite dark. Jenn reached out to her right and I heard a switch flip as a set of patio lights turned on around the railings, highlighting a hot tub in the corner of the building.

"Come on!" Jenn said as she hurried through the chilly night air to the tub. I met her there and together we pushed the top off and slid inside, the water feeling wonderful against my chilly skin which was almost completely unprotected by my bikini.

Jenn went to the controls and turned on the jets as well as a light at the bottom of the tub that started shifting through colors. We sat in silence for a few minutes as we enjoyed the warmth and comfort of the tub.

"So Jenn.." I started, still uncomfortable with me female voice "what you did to me earlier..."

"Oh with your voice? Don't worry honey, I can undo that" she said, bringing her hand up to undo it.

"No!" I said, startling myself with how I responded. She stopped. "I meant more with my uh, well you know..."

"OH! Your teeny weenie!" she half shouted and half giggled.

"Err.. Yea" I replied, aware that I was blushing fiercely. "I was just curious how much you can actually change me..."

"You're wondering if I can make you into a girl" she stated. I nodded and she continued. "Alas, no. I'm only a class two mage and my skills lie more in divination than manipulation. I can only take what's already there and make it bigger or in your case, smaller."

"I see."

"You sound disappointed. Has our little foray into womens clothing gotten you thinking?"

I sat there and thought for a moment. I wasn't too sure what I wanted. On one hand the clothing and acting a little girly felt really nice. On the other.. I'm a guy right? I shouldn't want to be a girl.

Apparently seeing my internal dilemma Jenn slid herself next to me and put her arm around me. "It's okay Sam, it's not weird to want to try something like that. At the end of the day you're just physically a guy because that's how you happened to be born. But that doesn't mean you can't think about what it would be like to be a girl. Or even wear girls clothes..." she said, drifting off as her hand reached up and felt my nipple through the bra of the bikini. I gasped slightly. The feeling was amazing. "But I CAN do this Sam..." she replied as her hand cupped my chest. As I stared my chest expanded until I had two B-cup breasts underneath the bikini.

My Jaw dropped and my hands reached up. They - I - felt incredible. They were soft and fleshy just like real breasts and my nipples were now much bigger. I gave them a test flick and the feeling sent powerful waves of arousal through my body. I moaned softly in my feminine voice. This whole situation was unreal.

The next thing I knew Jenn was in front of me and had planted her supple lips on mine. Her hands grabbed my face and held me tight as she passionately kissed me and chewed my lip. Then her hands went down to my breasts and started playing with my nipples. The feeling was so intense I felt my legs pick up of their own accord and before I knew it Jenn was pushed right up against me with my legs up and spread to either side.

Jenn's right hand started to explore down my sides. My whole world was her five fingers as they slowly explored my body, down my legs and up my inner thigh. They stopped right above the front of my bikini before sliding downwards and finding my hole below. I moaned as she made contact. I knew instantly that I wanted her in me.

"Up" Jenn whispered in my ear before she went back to kissing me. I nodded and slowly pushed myself up until I was sitting on the edge of the hot tub, never breaking the kiss. Jenn's left hand continued to play with my nipples as her right slowly slid the fabric of my bikini to the side and found my entrance. She pushed inside slowly and I had to stop kissing, focusing solely on the feeling of her in me.

"Please" I moaned "that feels so good."

Jenn continued pushing into me until suddenly it felt like the she had gotten past something and the feeling of resistance faded away. I moaned loudly as I felt her finger curl up and push something that sent an electric shock through my system. For a brief moment I become aware of the fact that it was strange not being hard while having sex, but that thought went away as Jenn's finger recoiled and pushed the spot again, sending another jolt through my body. Just then I felt Jenn's left hand behind my back as she undid the tie of my bikini and pulled the top over my head.

My consciousness of my surroundings quickly devolved from there as Jenn started a rhythm of pulses with her right hand while playing with both of my nipples with her tongue and left hand. I felt a strong feeling building up and out from where she was inside me and a few moments before it reached a crescendo I realized that I was cumming. I half moaned and half screamed as the feeling overtook me, my body rocking with Jenn's rhythm. It seemed to last for minutes until Jenn finally stopped both of her hands and allowed me to descend from my euphoria.

I felt her lips at mine and I gladly accepted a soft kiss as she pulled out of me. I shuddered and closed my eyes. Just then I became aware of a rustling sound off by the door. When I turned I saw that the two guys from the elevator were standing there in swim shorts with towels - their mouths and eyes wide open at the two girls, one of whom had apparently just came.

"Hey boys" Jenn called out, "it looks like you're a little late to the party."

Her voice seemed to snap them out of their trance and they suddenly became aware that not only were they staring at my bare breasts, but both of them had serious tents in their shorts. They quickly covered themselves with their towels before the smoother one regained his composure and started walking towards us.

"So does that mean we can't join you?" he asked as he arrived alongside the tub.

Surprising everyone, Jenn stood up and put her hand behind his head as if she was going in for a kiss. She got halfway there then apparently decided against it and backed off. "Sorry sweetie I think we're both about done for tonight, but the water's wonderful."

With that Jenn got out of the tub, reached down, and threw me my bikini top. I hadn't even realized that I had been sitting there with my very female chest uncovered. It suddenly explained why the other guy couldn't take his eyes off me.
Feeling suddenly mischievous I got out of the tub and picked up my towel, before sauntering towards the other one. I made a point of swaying my hips and trying to appear sexy, but I had to hold myself from giggling when he inhaled sharply as he realized what was happening. It was too late. I was right in front of him and I felt myself reach out and grab his member through his shorts. He was hard.

"Maybe next time cutie" I teased in my best attempt at a silky voice, before I darted beside him with Jenn hot on my heels. We dashed down the stairs, through the door, and to the elevators where the door opened instantly. As soon as the doors closed we both broke down laughing.

"I can't believe you did that!" Jenn gasped. "Did you see the look in his eyes? He probably would've come if you had just squeezed a little harder!"

We both double over laughing at that.

"Those guys are going to have a very interesting evening." Jenn said as she regained her composure.

"Oh?" I asked, still stifling giggles.

"Oh yes indeed" she smiled. "The first one is bi and definitely has the hots for his friend."

My eyes grew wide as I felt a grin spread across my face. Then we both broke out laughing again just as the door opened. We sprinted down the hallway and into her apartment, with me still bare chested. Jenn lead the way to her bedroom and we both stripped off our wet bikinis, toweling off in the process. In a few moments we were laying happily in bed as our eyes quickly became heavy from all the excitement of the evening. I fell asleep with Jenns arm wrapped around my side and over my breasts, wondering what new adventures she would have in store for us tomorrow...