This is a bit of a different story than the norm of the stuff posted here. It's an idea I've had in my head for a little while, so I dunno. Also, far be it from trying to make smut more than just masturbatory aids, but this piece is intended to be just a little interpretive. Take that as you will.

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“Good evening ma'am, can I see some identification?” the man said, leaning down from his post. At least from the upper half of his body, he was normal. I suspected he'd be one of the last I'd see.

It took a minute to dig up the billfold with my ID, which I handed over to him, “Good evening, officer.”

“We don't get very many of you girls this time of year. May I inquire to what business you have in Jizza?”

“I'm visiting a friend.”

“A friend? That's it? You know what happens to you in here, right?”

“Yeah. I don't think that'll be a problem.”

“Are you sure? I've seen hundreds of young women like you go in there only to turn themselves into all manner of...beasts. It's in the water, y'know.”

“I'm aware. I've...taken precautions for that,” I gave him a slightly-pained smile.

He swiveled around and I could hear the sound of rustling paper. When he turned back to me, he had a form in his hand, “Still. Ever since that court case a while back, all women visiting Jizza need to sign this release form.”

I snorted, pulling a pen from my coat pocket, “Fine.” When I handed him back the form, he signed the form as well and handed back my ID. The gate in front of me slowly rose.

“Well, it was nice knowing you, miss Sophia.”

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I stashed the bike in an alleyway behind a bar, the keys still in the ignition. I'm sure someone in this place would find a use for it. I double checked the pockets of my jacket and satchel, ensuring I had all the materials still and walked back out onto the street.

So, this was Jizza huh? In the waning twilight, I thought it looked exactly like I imagined it, brown and disgusting, the sheer sleaze of this place apparent wherever I turned. I pulled out the neatly-folded letter in my pocket and read it over once more, tracing the path she left behind.

It had been a great day when she received the assignment. It wasn't anything fancy, just the director's assistant in a theater troupe, but at least it was work. Money had been tight—I was still recovering from a myriad of personal tragedies, and she had just dropped out of school. We were both young and untrained, too stubborn and prideful to ask for help from others, so opportunities were slim. When the letter came saying she'd got the position, we celebrated. Even if it meant we'd have to spend time apart, it gave us hope for the future, a way to support us until my studies were completed. Before she left for the first time, I gave her a kiss.

Blocking my way inside the building was a large man with more fur than a wolf and a cock for an arm, he had a scowl over his face.

“No one's allowed in without a card, miss.”

I produced the letter, and showed it to him, “Please sir, my partner sent this to me and it was sent from this building.”

He squinted in the waning light at it for a moment before shaking his head, “No can do, miss. Only tenants are allowed in this building, and I can tell you for a fact that no one by the name Darien lives here.”

I folded the paper back into my pocket and started walking away, “I understand, thanks for the information.”

I walked about a block away, far enough he couldn't see me, and turned into another alley. It was too dark to read the paper, but even if she didn't live there anymore, I knew there something waiting for me. It was just a matter of getting inside. Thankfully, I had seen this coming, if not expecting to do it so soon.

Digging a cardboard box out of a nearby dumpster as a table, I removed the satchel at my waist, the three vials inside glistening, and a knife from my jacket. Next, I removed my jacket, shirt and bra. Using the knife, I sliced a line through the jacket up to just below the shoulder of the jacket. Then I donned it once more leaving the other pieces of clothing aside. I took one last sigh as I grabbed the first vial, a final eulogy to the humanity I was about to lose.

“They're performing in Jizza?”

She nodded to me, “They are. We're allowed to sit out if we want, but the pay is quintuple for any of the girls who go.”

I coughed at that, “Quintuple!? That's insane!”

“That's what I thought. I wouldn't consider it otherwise, but...”

“That could pay off all our debts.”

Once again, she nodded, “They're bringing a special water supply and we're only going to be in town for a weekend.”

“There is still a risk.”

“True. I won't go if you don't want me to.”

It took me a minute to find the words, “Erika...I love you, everything about you. I don't know what I'd do if something happened...”

“I don't want anything to happen to me either...Sophie, I love how we are now. Losing myself to some sort of madness would be a horror beyond words, but...”

“Yeah,” we said in unison.

I lost my vision when a wave of pain shook through my body. Already I could feel my back burning, molding itself with the jacket. I howled out, trying to release the tension I could feel through my body. Thankfully, the next phase began soon enough. As the pain softened and grew to a pleasant warmth, it reminded me of the first time I had drunk one of these potions. Of course, that one hadn't had such extreme effects as this one, so it made sense that it hurt more this time. I smiled at the memory...

“Erika, I know everything is probably going to be fine but,” I brought my hand out from behind my back, in it a small glass with a pink substance in it, “just in case...”

She was laying on the bed, a pair of murky sweatpants the only thing she was wearing. Immediately, her face brightened, “You finally got it?”

I sat down next to her, “Yeah. My professor said to consider it an early graduation gift. I was planning on doing this on our anniversary, but, if you're going there...no matter what happens, I want you to see me as I am meant to be at least once.”

She leaned over and hugged me, “Of course, honey. I'm so glad this is finally happening, although,” she slid her hand down, past my flat breasts and into my pants, rubbing against... “I'm going to miss this thing just a little...”

“I supposed I will too,” I giggled nervously, “Not too much, though!”

She slipped her hand back out and pulled off me, “Obviously. I'd much rather see you with the other parts as well.”

I leaned over and kissed her one last time, then stood up and drank the potion in a single gulp.

Light began filtering into vision again, and I was immediately thankful that I wouldn't be blind forever. I pushed myself off the dirty ground and looked around me. I hadn't been out long thankfully, and my makeshift workstation was still in one piece. I looked upwards towards the sky and it looked far different from what I had seen before. There were so many colors...it was amazing. Was this how butterflies saw the world? I brought my hand up to my face, feeling the hard, chitin-like substance around my eyes. It seemed to soften around where my eyes were before, and I could only imagine it looked more like slightly inhuman, permanent eyeliner than anything more disconcerting. That hadn't been part of the intended effects of the potion, but there was always risk involved in these things. At least it wasn't something gross...

Using my new muscles, I pushed my jacket—or should I say my wings—into view. As expected, they were split into two sections, colored a swirl of translucent purples and blues with little swirls of black and grey scattered throughout—the work of the butterfly wings I had added to the potion, I'm sure. The wingtips were pointed and ended in a demonic spade though, pointing at the original source of the recipe. So be it. Around the four spots where the wings connected to my body the skin was pitch black curling all the way around towards the front of my body. Thankfully, they faded right before reaching my breasts, which I was almost positive had increased in size ever so slightly, yet as they also felt...shallower? More form-fitting?

Grabbing my other discarded clothes, I cut them into some sort of garment that covered my breasts at least and discarded the rest. I fit the satchel back around my waist, and looked up at the sky. I spread my wings, and with full force pushed them to the ground. Immediately, I felt myself push off the ground before landing. Okay, this was going to take a bit more coordination than I was used to...I tried it again, then again, then again, and soon I was in the air. Once I made it above the buildings, I shifted my weight again and began pushing myself in the direction of the tenement.

I landed on the roof a few minutes later. I curled my wings around me, slightly imitating the jacket I used to have, and kicked in the door with my boots. I made my way to the third floor, and soon found myself in front of room 324—the address from the letter. I tried the door, and it was unlocked. With my superior vision, I could see a figure snoring on the sofa. I kicked it.

“Whahwhahwa!” the figure jumped up. Immediately I grimaced at the man, who had an assface to go with the giant dick torso, the only human appendages left being his two waddley legs. “Who're you and why're you in my apartment?” I was impressed he was able to speak so well.

“I'm looking for Darien.”

“Darien? Never heard of the guy? You didn't answer my question!”

I walked past him and pulled open a closet, “I'm sure she left something here for me. I'll be gone after that.”

He waddled over to me, getting right in my face. “I'll have you know I know the chief of police!”

Ugh, he smelt too. I pushed him aside and kicked a hole in the closet wall. Once the dust cleared, I smiled: a small box was hidden inside the walls. It was the same place she used to hide stuff in our old place.

“Hey! Breaking in is one thing, but destroying my property too!”

I grabbed the box and began walking towards the window, “Look, I came to this backwards town for a very specific reason, and I will fulfill that purpose!” I pushed opened the window and began climbing through it, “I'm sorry I had to bother you, but you won't hear from me again.”

I could hear him yelling at me as I dove out the window, not that it mattered.

----------------------------------------------------

I curled over onto the bed, a strange butterfly sensation inside of my stomach. It was a pressure like nothing I'd ever felt before, twisting and pushing around my insides. I managed to get one of my hands on my crotch, and sure enough I could no longer feel my testicles. My penis, however, was hard as it had ever been. It seemed to be getting tighter as the process continued, the blood just beneath the surface struggling against the oncoming changes. At the same time, my chest was pushing outward. It was beginning to obscure my view of my cock. Soon enough, it disappeared from my view never to be seen again.

I was breathing hotly, squirming all over the bed. My skin was so...sensitive, and my crotch was hot with need. There was a jolt through my body when I felt my nipples 'pop' out, becoming as hard as my cock was before. I couldn't help but running my hands all over my body, shivering at every little sensation. I was barely aware that I was rocking my hips against a pillow, the new feelings that intense.

“E-Erika...” I cooed, but then gasped. My voice was...perfect, the old hints of gravel completely gone.

She rubbed her hands across my hair, leaning right into my ear, “Yes, my dear.” I howled, even the feeling of her breath on my ear too much in my current state.

She pushed me onto my back before continuing to kiss my neck and ear. Her hand was tracing it's way down me now, stopping briefly to squeeze my breasts before reaching my labia. She pushed two fingers into the crevice and my back instinctively arched, urging her to continue. But she didn't.

“Erika...please...I need this...” I begged, the only response was her mouth on mine. I dug my nails into her as her fingers rubbed over my clitoris, the force of her kiss suppressing my cries. Barely seconds later, not even that could hold me back. The intense, warm feeling began to peak. Every nerve in my body was ecstatic, even my vision turned completely white.

I took a seat at the bar, box in hand. I noticed as the bartender walking over to me that he was pants less, taking careful steps on the three giant dicks he had for legs.

“A bug girl? That's new.”

I smirked, “For around this town, maybe.”

“Ha! Well, what's a girl like you doing in a town like this?”

I opened the box and slid a small piece of paper over to him, “Looking for long lost love.”

He nodded, “You're one of those, huh? Well, I'll tell you what I can. Wanna drink...or is that not your thing?”

“I'll take whatever you got on tap, but I can't pay you.”

“It's all good, Darien was a friend of mine,” he turned around and started pouring a draft, “Didn't know he had a squeeze out of town.”

“I didn't know she had a squeeze inside of town.”

He set two beers in front of me, one for each of us, “Oho! He was one of them?”

I nodded, “Sadly. You aren't?”

“Nah, I opened up in this town because I'd heard the rumors it was a man-lover's paradise.”

“How sweet,” I said as I took a swig.

“True true. I take it you're here to meet him and join in the fun?”

“No, I don't think so.”

“Huh? But you just--”

“I don't think this stuff applies to me.”

He raised his eyebrow, “You're an interesting one. I don't take it you're hiding something in your pants.”

“Of course not. I'm not interested in any of...that, no offense.”

He laughed at that, “None taken. It makes me wonder why you're here, though. Not interested in changing, not interested in fucking, that's about all we got in this town. I can assure you Darien ain't what you remember.” It was silent for a moment as I downed the rest of the beer in a gulp. When I slammed the glass on the bar, I looked him dead in the eyes.

“Closure.”

It was his turn to smirk, “I see. Fascinating. Well, I'll get into contact and tell him you're coming.”

“That'd be appreciated.”

The bartender shuffled out of the room, leaving me alone. In the silence, I opened the box one more time. Inside, there were three items.

The first, a bank card. The attached note had the code for accessing the account, it was everything she had made while living her. The second, a ring—not strictly a wedding ring, but something close enough. And, finally, the cruelest of all.

A picture of her, probably the last one before she'd transformed. In the world of the photograph, she was as beautiful as the day she left.

It was late in the morning when I finally stirred. I looked over on the bed, and she was sitting there reading a book.

“Good morning, lovely,” she said. I smiled and shoved my face into her side, muttering that I loved her.

“Yes, I love you too, Sophie. I'm glad you managed to wake up, I have to leave soon.” It was then that I noticed she was fully-clothed.

I flopped back onto my side of my bed and huffed, “Dammit, I almost forgot.”

“Yeah, I have to be at the bus in an hour.”

A devilish grin passed over my face, “I don't take it you'd want to do one thing before you leave..?”

“Oh? What's that?” she said, setting her book on the nightstand. I grabbed her hand and pushed it against my crotch, looking at her with pleading eyes. She laughed, “So insatiable.”

“It was just too good...”

She shook my hand off hers, and rubbed against my crotch, “Silly girl. I suppooose I'll do it one more time since I'm leaving you in such a state.”

I sighed as the hormones started to take over once again.

A little while later, I gave her a kiss as she went out the door. I watched from the window as the bus picked her up. There was a dark feeling in my stomach at that time, and I couldn't shake the feeling that this was the last time I'd ever see her.

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I knocked on the door to the apartment this time, all the way across town. I heard someone inside to yell to come in, so I pushed the door open and walked inside.

The disgusting sweaty musk of men burned my nose, taking all of my sense to not throw up. Besides that, it was a nice apartment—nice and modern. I'm sure if I went into one of the other rooms, that illusion would fade but at least this area was nice. At the far end of the room, sitting next to a coffee table, was something I struggled to call a man.

“I take it you're Sophia! Please, come make yourself at home.”

I walked over and took a seat across from the creature, it's disgusting penis tentacles trying to reach over to molest as I got closer. I noticed a glass of tea on the table.

“Please ignore my body...those tentacles have a mind of their own.” It said, although the source of the voice was unknown to me. If I had to make a guess, it was from the cock where the thing's head should be.

“I pray Darien isn't one of those things.” I said bluntly.

“Oh no no no, not at all. I'm Gary by the way.” He stuck out one of the many actual dicks on his body at me, I assume expecting me to shake it. Thankfully, I had not disposed of my gloves yet so I daintily rocked it.

“It's a pleasure to meet you.” I said.

“Same to you. I hope this is a fruitful encounter for both of us.”

“Indeed.”

“Anyways, you were asking about Darien. Well, he and I are particularly close. The creature pushed moved a couple of it's cocks down, pushing them against the ground. Slowly but surely, it slid upward, revealing a giant cock jammed up beneath the creature's butt. Soon, it slipped out of the butt and fell onto the table, still erect. It was connected to 'Gary' by a thin, stretchy strand of skin I had failed to notice due to the two giant balls in front of it.

The creature set itself back down, the giant cock in front of it, “Well, there you go.”

“Hmm?”

“That monster, balls included, is Darien. He was such a sweetheart, wanting to fill me up forever. So we came up with this idea and...” I recoiled at his description, barely managing not to jump across the table right there. “Are you okay, miss? I assume you have no problem with what two consenting adults decide to do with themselves.”

I took a deep breath before responding, calming my head. “No, it's fine. I was just...momentarily disturbed. You see, I knew Darien by a different name...”

“I see. I'm sorry for what it's worth, you're definitely not the first person to lose someone to this town. I know my family certainly didn't like it when I told them I was staying here...”

“Yeah.” The thing that was once Erika was pulsing in front of me, taunting me. In a way, I could see how that form was appealing—I'm sure she was having a great time fucking this guy day in day out, and him getting fucked by her. Still, when compared to the life she used to have it felt so...hollow.

This wasn't the life she wanted.

“So, what are you expecting from this visit, miss? Mitch said you were possibly interested in joining our collective?”

“Did he now? Now, why would he go saying a secret like that?” I mused.

“Playing coy, I see. Not the first person in this place who was like that...”

“Uh huh.”

“Well, so you know, the semen that comes from my main cock head,” he pointed towards the thing that was his 'face', “Has masculine transformative properties. Although, I don't know how it would interact with your own unique configuration.”

“That's an issue, yes,” I stood up and removed the two remaining vials from my satchel. Then, I undid the button on my pants and shrugged both them and my panties off. It was kind of liberating in a way. “Thankfully, I thought ahead.”

“You're an alchemist?”

“Indeed. Graduated from one of the capital's finest academies, no less.”

“Ha! How about that! Well, I trust you then! What's the plan?”

I tilted my head, “I want that to be a secret for you and Darien until it happens. Don't worry though, you'll still keep your sentience and form.”

His cock tentacles slapped the ground, “Alright then, let's do it your way miss alchemist. By the way, before we start, you've thought of a correctly-gendered name right?”

I uncorked the first of the potions and poured it into the tea. “Yeah, Justin.”

“Justin, huh? Quite plain considering your current name.”

I brought the tea to my lips, “Perhaps, but I think it's fitting.” I set the tea back down, “Actually, before we start,” I pushed the final vial over to him, “I hope you understand, but I want to be bonded with Darien forever.”

“I get that.”

“Can you pour this over the head of his dick? The process will work the best if my changes and his are at the same time.

“Alrighty. Tell me when to start,” He curled one of the tentacles around the vial and positioned it on top of Erika.

“Now.” I downed the tea and immediately felt different. I looked over and 'Gary' was doing as I told him too. I had only a very short time before the transformation would put me under, but I had so many things to do.

The first thing I could feel was my vagina—it was spreading, gaping wider. I jumped up and stepped on the table, using my wings to give me enough air to jump on top of Erika. It hurt a little, but the potion's lust was overpowering any seconds thoughts I could have. As I slid down her shaft, I could feel the concoction I had given 'Gary' begin to work—Erika's skin melding with my own insides.

I hissed, trying to keep my wits as best I could. I looked to my right arm, as the glove I'd been wearing were melding with my skin, turning my fingers into claws. The gloves began to devour my forearm, covering it in the same sort of chitinous substance that covered my eyes. As it reached my elbow, it tapered back towards my skin, leaving a graceful but sharp curve in it's place.

There were scant moments before I'd lose myself, but I saw the opening finally—Erika's testicles had shrunk enough that I could see the skin that connected her to that creature. With the new forearm-blade, I leaned forward and slashed the skin.

“What? What are you doing! That's...gyaaaaaah!” The foul creature recoiled backwards, all sorts of unpleasant fluids seeping out of the severed cut. I plunged my claw into the core of the thing, crushing anything I could grab. The creature's howls were a triumphant symphony as I began to lose my touch on reality.

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It was night when I awoke again, my body feeling woefully off balance. A trail of blood and cum and god knows what else was in front of me, a couple severed tentacles laying there dead. I got up and followed the trail into the intervening hallway. 'Gary' was there, pained grunts coming from it's cockhead. I got the impression it couldn't move any longer.

“You...why d-did you do that?” It asked in that pathetic voice.

I looked down at it, smirking, “You're right, I have no reason to object to what to consenting adults do. However, that's not my perspective on what happened.” I punched the wall next to me, my claw puncturing holes in it, “You see, Erika and I had a life ourselves. You weren't the one who was there for those many years we lived in squalor. You have no idea the things she—we went through! You have no idea what her history was before she came to this god-forsaken town! What she wanted, what she lived for! No, the Erika you know was just a delusion—a fever dream caused by this damnable place! If anyone has claim to her, it's me!”

“Y-you drank the water too though...it-it'll claim you too...”

“No no no no,” I was laughing, “You don't understand, do you? You're right, I drank from this town's water supply, but I have one quirk most women don't have. The plague of masculinity has already claimed me once, and I rejected it. I shan't think it will work a second time.”

The thing tried to gurgle up and answer, but couldn't seem to find the words. I pulled my claw out of the wall and knelt down next to it.

“For what it's worth, I would have liked to end this in no bloodshed if at all possible.” With one last slash of my forearm, a fountain of blood flowed from beneath 'Gary''s 'head'.

I stood up and walked to the kitchen, washing off as much of the bodily fluids as I could. Then, I pushed open a window and flew out.

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“Welcome back, miss. I see you lied last night,” the bartender said.

“Whatever did I lie about?”

He pointed at my waist. “You got one of those after all.”

“I didn't have much choice in the matter.”

“What d'ya mean?”

“Well, you did say Darien was a good friend of yours. I thought I'd bring her back before we said goodbye,” I teased.

His eyes narrowed, “So you actually did it. I didn't think you had the guts to.”

“Thanks for prepping him with that story by the way, he really didn't see it coming.”

“Ha ha, oh thanks. Truth be told, I had my own personal beef with him. Glad something good came out of it, at least.”

“I suppose so. I do have one other question.”

“What's that?”

I scratched my head, “I don't take it you have a bath back there? I really need to clean up.”

He giggled again, “Certainly, miss. Go up the stairs, it's the first room on the left.” I started walking through the back door, but he called back to me one more time. “Although...”

“Yes?”

“I think you did have a choice. You could have left your lover there.”

“H-hmph! I love her too much for that.”

“Or perhaps...”

“Don't even say it.”

He waved his hand at me, “Fine, fine, have it your way.”

As I drew the bath water, I finally had a chance to examine my new form in full. My ears had become pointed, although I had yet to notice any difference in my hearing and my face otherwise remained the same as it was. As had been demonstrated already, my right arm had become a claw with the blade-like structure on my forearm. My left forearm, however, had turned black but otherwise remained as it was.

My breasts had gotten even shallower than they were before, but at the same time felt heavier, more sensitive. What had once been my shirt had twisted into a dark, ivy-like pattern that covered them. With some effort, I was capable of shifting the ivy aside to allow access to the nipple. I gave one of them a squeeze, an amber-colored drop dripped out of it. It tasted sweet. Something of a cool change, I thought. At the very least, it'd be fun if I ever had another partner.

Between my legs was the biggest change. The most noticeable thing was the cock on it, Erika. Before I'd come to this city, I had a feeling I'd find her in whatever form way too big to meld with, so the concoction I'd made for Erika was intended to shrink genitals. As it stood, she was about 9 inches or so erect. A little larger than I had been in the past, but nothing obscene. However, that only masked the bigger changes.

I knew for sure that I would never want balls again, but with all the other things going on in the various potions I made I couldn't be sure what they would turn into. It seems I lucked out though, because where I would have those things two slits existed. Even luckier, they had clits of their own. I relished in the chance to explore those later. Behind them, though, was my original vagina. It was...rather large now, having had to grown to fit Erika's full form. My clit there had grown too, and it was permanently visible from outside my labia now. While not the most good feature, I couldn't deny it made most actions feel good.

Finally, perhaps most distressingly, I had shrunk. I had been fairly tall for a woman before, but after losing a good foot and a half of height, well let's just say I'm lucky I can fly. As I posed in the mirror though, I had to admit it gave me quite the alluring, otherworldly look. It was very spritely, which was something I could work with. I guess the butterfly motif was a good idea...

As I laid in the tub, on my stomach so my wings could move freely, I couldn't help but think of how lucky I was. Very few people can say they had taken four separate potions and maintained a reasonable form. Even then, so many things had to go right for this to work...I must have accrued so much bad karma.

As if to answer my question, I heard someone pounding on the door. It was the bartender.

“Oi, Sophia! Cops are on their way here, they found Gary. Go up to the roof if you don't want to have a very awkward discussion with some very powerful men.”

I yelled thanks and scrambled out of the bath. Wrapping a towel around my waist, I snuck up and out of the room. As I ran up the stairs, I couldn't help but think that maybe there were some nice people in this town, I'd have to come pay my respects to Mitch again. Not for a while though—I needed to get as far away from here as I possibly could, and there was so much time Erika and I had to make up for.

As I jumped into the night sky, I swear I could feel her spirit perk up just a little inside me. Far be it from me to know her feelings in this form, but it felt...content.