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Ms. Shwarts class and opened the door. without looking up from her papers Ms. Shwarts says "welcome back..." "hm" Lily giggled, "Im not here to catch up for lost time Ms. Shwarts." Lily said as she quickly lifted her hand as a red female gender sign with a flame in the middle of it. Ms. shwarts was overcome with confusion as her groin began to heat up immensley. "what are you doing!!!" she screamed as her face and body became that of a 20 year old. her wrinkles disapeared as her lost fat in her thighs and breasts reformed. Ms. Shwarts was lost of words with what was happening. Lily continued to cast her spell on Ms. shwarts as her loins started to get hotter, Ms. shwarts moaned slightly as she started to become horny. Ms. shwarts lifted her right hand and attempted to undo whatever was happening but was unable to. she looked at her hand and saw small hairs starting to grow out of her whole arm. in shock she stared at the arm as she became even more horny. "W-whats happening!????" she screamed as her breasts started to grow. the weight of the two lumps of meat made her back arch, proposing her ass upwards. she tore off all of her clothes because of the extreme heat. In a last attempt before her other hand got covered she raised it and undid everything. she lay panting naked on the floor. her undoing all of the changes made her so tired that she could barely let out words yet. she started to get up as all of a sudden her breasts increased in size as hair exploded out of every part of her. the weight of her breasts brought her to her hands and knees as a puffy tail shot out of her ass. "Haaaaah!!!" she moaned immensley loud as it shot upwards, signalling that she was very horny and eager. "hrrrrrrrrrmmmm" she fought to speak as her mouth and nose began to stretch outwards very far into that of a wolfs. "awwww. does doggy need releif..." Lily made fun of Ms. shwarts. "D-dont do this!!! Please!!" Ms. shwarts begged . " man youre already begging! hm. your weaker than i thought. Ms. Shwarts started to pant out of her long muzzel as she became more and more eager for relief from her heat. Ms. Shwarts fought hardly with her mind to keep her thought straight but was struggling with it. She began to smile slightly as she became uncontrolably horny. Lily watched her eyes as she saw the last of her humanity dissapear until she was a horny anthro bimbo in heat. "now then... you better understand this or i will have to punish you ok..." lily said to the anthro bitch that stood on her hand and knees. "you see I want this world... Ive been judged my whole life because of what I did, and all i want now is for everyone to be like me, not exactly of course because I still have my same mind." "basically teach your job now is to turn every person that you see into a bitch just like you, your curves and instinctively seductive character will draw them close and that's when you get them to join us... now go... make this town mine... and later... the world."