Arcadia Faire

(Part Two of Three)

By Ordos Tsceri

 

Somehow, the faire seemed to have grown even livelier in the time since Anna won the produce competition.  Despite how strange it all was, Cait found herself warming up to the atmosphere.  After all, it was so earnest and festive, and everyone around her seemed to be happy, and Erin was certainly enthusiastic.  As they walked down the crowded thoroughfare, Cait found herself getting used to her old friend’s new body… every minute they spent walking through the faire, Erin’s massive bovine lower body and swollen, wobbling udder seemed more and more normal.  Soon, even her musky scent just became another normal background sensation, just like the sweet smell of faire treats and the earthy scent of straw and hay cushioning the stalls. 

 

Now that she’d been properly introduced to the faerie-touched magic of the place, Cait kept seeing signs of it everywhere.  She and Erin passed other faire-goers with extra breasts, udders, hoofs and horns (although she didn’t see anyone else quite as cow-like as Erin had become).  The cow-women tended to congregate near booths equipped with stalls and odd machinery that Cait recognized as milk pumps only when a curvy blonde, naked below the waist to accommodate her pumpkin sized udder, attached a pair of cup-headed tubes to her teats.  She moaned rather lewdly as the machine hummed to life and an attendant took note of how much milk flowed into a receptacle at the machine’s base.

 

“Udders don’t stop working just ‘cause you’re off the farm for a day,” Erin explained as she trotted up one of the devices.  The attendant, a teenager in a pair of denim overalls and a stained undershirt, eyed her hefty form and massive udder appreciatively before he got to work, hooking up her teats to the milker. 

 

“We’ve got a bunch of these set up.  You’ll find ‘em in town, too.  They’re maintained by the fae council, and they just make sportin a proper udder so much easier!  When you get too full, just hook up and the machine gives you a good milkin’.  It even keeps track of what you produce, and they give you a voucher worth your milk’s value.”

 

“That… seems very practical,” Cait murmured, still a bit taken aback by the pants-less, udder-sporting women.  One was apparently new to the group and was showing off her basketball sized addition, others cooing and touching it, like she’d seen women gather around a pregnant friend.

 

“It is!  You should totally get you an udder!  And it feels amazing!”

 

“I’ll… think about it,” Cait replied, non-commitally. 

 

After the milker they promenaded through crowded faire streets and avenues, Erin helping herself to treats for offer and sale.  Erin’s new body demanded a proportionally increased caloric intake, and she happily dragged Caitlyn from booth to booth, sampling ice cream, funnel cake, apple pie (Dianna’s Apples’ Pie, to be exact “Diana makes the best apples!  She always tastes so amazing.  We dated for a bit, you know.  Back then she was Daniel, but he still tasted wonderful back then, if you know what I mean.”)

 

But Cait kept her eyes open, looking at the other tactically changed peoples of Arcadia.  She saw a couple of young people admiring a pair of horses, high schoolers probably, a guy and a girl.  Through the din of the faire, Cait could just barely catch snippets of their conversation.

 

“Alright, if I empty my savings, we can just afford to merge with these two.  They’re excellent stock, so we’ll be able to make our money back in a couple of years of inendtured work.”

 

“Right, right, pulling ploughs foaling and new horses… but if means we get to be centaurs, then yeah, let’s do this,” the guys said.

 

The girl grinned, “Awesome!  And since I’m fronting most of the bill, I get first pick.  I choose this one.”

 

“But… but that’s the stallion!”

 

“Yup!  Don’t worry; I promise to be gentle,” she laughed, “at least for your first time.” 

 

Cait lost track of the two as they moved deeper into the horse’s pen, the horses in tow.  But Erin nudged her and pointed at a stage where a pointy-eared woman was showing off something different.  A tree was put on the wooden stage, and it took Cait a moment to spot that the tree’s trunk looked much like a person… a woman, in fact, with a slender form, slight breasts, her arms thrust upward where they branched into a bough and twig and supported a small canopy of verdant green leaves.  Her face was a serene expression in bark, pretty and still.  A pair of farm hands were moving her, and the gigantic pot she was in, and quickly ducked off stage.

 

The pointy-eared woman in an oddly formal dark green blouse approached the tree and stroked it, whispering words that Cait couldn’t hear.

 

“Not all the magic here is permanent,” Erin said, munching an apple fritter, “not to begin with, at any rate.  Lots of kids spend a year after high school as a tree.  Sometimes the fae make a show of the reversal, to help drum up interest.  It’s a great way to take some time off but still give back to the community.”

 

As she spoke, the tree began to soften.  The leaves flittered away, turning to shades of gold and red and falling like a halo as the light grey bark softened.  Those serene, still lips moved, gasping as the tree lowered her branches, likely for the first time in a year.  Her head moved, no longer part of a trunk, no longer fused to up-turned arms, and a mane of leafy green hair moved with it.  A handful of white and yellow flowers stood out of her hair, like a floral wreathe, only seemingly attached.  The pointy-eared woman moved in to support the former tree as she stumbled out of her pot, her feet dark and brown from the dirt, and the farmhands returned bearing clothes while the crowd applauded.

 

Caite watched, entranced, as the former tree moved.  Tentatively, haltingly at first, as though getting used to the idea of movement again.  She touched one of the flowers in her hair and shivered.  To Cait, it seemed she trembled in delight when her hands brushed against her yellow pistil…

 

“Thought you might get a kick out of that,” Erin said, grinning.  Cait… couldn’t deny that her friend was right.  “C’mon, lots more to see!” she said, and the pair moved on.

 

They stopped within a crowd gathering around a stage.  The platform was simple and wooden, likely put together for the fair, with an ornamental velvet drape to make it look just a bit more sophisticated than the booths concessionaires hollered their wares from.  The stage was attached to a large building Caitlyn couldn’t place… something too small to be a proper barn, but maybe something similar?  It seemed to be covered in vines and flowers, and a dark purple curtain hung from its threshold, creating a backdrop for the stage and concealing whatever went on within the structure. 

 

“What’s happening here?” Cait asked.

 

“Dunno, but I bet it’s something good,” Erin replied. 

 

They stood there for a minute.  Cait was just about to suggest they move on when she caught movement from the curtain, and a woman entered the stage.

 

She was a faerie, one of the true fae.  There was no question about that.  Cait knew they didn’t photograph well; they never quite came out in focus, and videos tended to blur and distort around them.   This was a Lady of the nobility, not like the half-blooded hybrids she’d seen before. She was tall and thin and slender.  She moved with a fluid grace that was inhuman, almost ephemeral. Her skin was the color of a forest’s canopy on a shining spring morning, shimmering in a dozen hues of green and gold.  Her eyes were dark, with gleaming irises that shone like stars.  Her body swayed like a willow in the winds, her hair glimmered in a cascade of blue and violet, almost like a river ran past her shoulders.  There was no way to mistake the woman on stage for human, but there was no denying her beauty. 

 

Her very presence commanded the attention of all present.  The murmur died down as the Fae Lady smiled.  Every second she stared at her, Caitlyn discovered new beauties about the creature before her, something inhuman like her long, pointed ears, something inviting like the curve of her verdant lips, something magical like the flowers that wreathed her hips.  She was nearly naked, save for the wreathe of roses around her hips and the slips of glimmering silk that dangled from it like a loincloth, and a second slip wrapped around her slight breasts, almost like a tank-top made of silk the hue of a starry sky. 

 

And then the Fae Lady spoke. 

 

“Welcome, citizens of Arcadia and our honoured guests,” she spoke casually, almost softly, but her voice carried with ease.  Only now did Cait notice two other people follow the Lady onto the stage.  One was a woman in blue-jeans and a simple white blouse, some fae heritage or influence visible in her long pointed ears, slender figure, a deep blue hair.  Just behind her, a young man walked onto the stage.  Alone of the three he seemed self-conscious.  Notably, he was only wearing a simple linen robe, loosely tied shut from behind, like the sterile, disposable garments at a doctor’s office.

 

“Arcadia has grown and prospered over the last few, short years,” the Fae Lady continued, “under our stewardship, this land and her people will know bounty undreamed of in this modern age.”  As beautiful as her voice was, Caitlyn couldn’t help but notice that her diction seemed off.  Like the rest of her, really; beautiful but not quite right. 

 

“As our people grow hale and prosperous on the bounty of branch and vine, we look for ever more virtuous ways to touch the lives of those under our care.  One of my greatest servants, the clever mage Lidia of Deldremere, is proud to unveil a new charm of glorious fecundity.  Lidia, if you would do the honors.”

 

There was respectful applause as the Fae Lady took a step back with a flourish, and the other woman, Lidia, and her male colleague, stepped forward. 

 

“Don’t let ‘em get to you,” Erin whispered into Cait’s ear, “she’s really just the mayor.  Those true-fae types need their airs and titles and whatnot.  I don’t think they can do without ‘em, really.  We just humor the older ones, keep our side of the agreements, and let things work out.  But when they get something new, oh my, you’re in for somethin’ good.”

 

“Thank you, my liege,” the woman on the stage, Lidia, said, curtseying to the Fae Lady.  As she turned to address the crowd, Caitlyn couldn’t help but appreciate just how different she was.  She seemed so much more real, more solid than the ephemeral being who had introduced her.  Beautiful, of course, but it was a human beauty of sparkling eyes, elegant features, and youthful energy, even with her pointed ears and lithesome figure. 

 

“If you recall, our Lady began a study last year, looking for the most viable routes to expand Arcadia’s farming capability.  While we’ve found promising avenues on fruit and vegetable yield, and we do intend to expand those offerings over the coming month, the biggest opportunity we identified revolved around livestock.  Dairy production has improved a dozen-fold since we began our programs-”

 

Erin made a noise approximating a chuckle at that sentence, and Cait heard several faire-goers with extra breasts or udders make sounds of amusement at Lidia’s understatement. 

 

The elf-eared woman on stage smiled at this response.  There was a surety to her expression, a strength of possessive pride.  Even if she hadn’t worked the enchantments personally, so much of what Arcadia had become had to have been from this woman’s work.

 

“However, other avenues of livestock production and animal husbandry haven’t seen the improvements we would like.  That’s why today Mr. Devin Callwell here will be showing off our newest procedure.  Are you ready, Devin?”

 

“I… I suppose so,” the young man said, his cheeks reddening as he undid the knot of his robe and let the garment fall to the stage by his feet. 

 

Cait couldn’t help but raise an eyebrow.  Devin was quite something to behold.  Fit, limber, good definition to his stomach and chest, likely from a childhood filled with myriad duties and chores on a farm.  He was handsome, in an earnest, boyish sort of way.  He had to have been nineteen or twenty, just from definition of his build and statue…. And, of course, the rod of his manhood couldn’t escape her notice.  Quite a few women in the audience seemed to be murmuring appreciation for the example of maleness on the stage, and however self-conscious Devin may have been, his cock was evidently eager for the attention.

 

“Wonderful!” Lidia said, approaching the naked young man, “Now, with this enchantment Devin here will be able to contribute directly to both his family’s farm and Arcadia as a whole.  This is powerful magic, old and wholesome, the interweaving of the labors of man with the raw fecundity of the land.  By bringing the two closer together, we can achieve true prosperity… Oh, and like most changes, this will work better if you’re female,” Lidia turned towards the Fae woman, “my Lady, would you do the honors?”

 

“It would be mine honor,” the Fae Lady said.  She approached Devin (walk didn’t seem like the right word; she moved like a river flowed, or like a stormfront loomed) and ran one impossibly graceful hand over Devin’s chest, down his stomach, before long and delicate fingers began to caress his penis. 

 

“Ooah!” he cried, mixed shock, surprise, and arousal clear in his voice.  The Fae Lady favored him with a smile, and he returned it bashfully, his cheeks running an adorable shade of scarlet.  His body convulsed and he came, right then and there on the stage.  To his credit, he seemed to make an effort to control the spasms of his thighs, to maintain his posture and presence even as a ropey stream of white seed arced from his member. 

 

The distance was rather impressive.  Certainly, he had to have nicked a couple people closer to the front of the crowd.  Caitlyn was suddenly very, very happy to be a good several yards away from ground zero, such as it was.  Still, what she’d just seen… well, she’d had friends who had paid to witness less on some bachelorette parties. 

 

On the stage, Devin’s manhood remained rock hard, but even as the last drops were dribbling from its glans it became apparent that it was shrinking.  The crowd watched in delight as the young man’s manhood shrunk, sinking away between his legs.  Devin let out a moan, louder and more lewd than his previous vocalization, as his cock-head settled in his groin and his sex inversed, a soft pink slit opening between his legs as the last bulb of his penis nestled and shrank into a clitoris. 

 

Only then did Caitlyn’ recognize the other changes.  She couldn’t help but gasp; she’d never seen something like this happen in person before.  Gradually but surely, every aspect of Devin was changing.  His limbs had become less muscular, slender and lithe as his waist shrunk and hips flared.  His nipples grew more prominent and began to rise as his pectoral muscles diminished, replaced by orbs of feminine flesh.  He had to have lost a good four or five inches of height, but his dirty blonde hair poured out, growing from a couple inches’ in length to a full cascade that dangled past his shoulders.  The face was particularly intriguing; his eyes seemed larger, his lips more full, his features more soft, but everything was still recognizably Devin.  On their own, they would have been such minor things, but taken together they had turned a man’s face into a woman’s. 

 

The changes couldn’t have taken thirty seconds, but now Devin was fully female.  She looked remarkably similar, as though she could have been the sister or even the twin of the man who had walked onto the stage not two minutes earlier.  Now, her new sex was wet and glistening, the nipples on her hefty c-cup breasts hard and erect, and her prior blush much more comely on her new, feminine cheeks.  Caitlyn suppressed a pang of irrational envy; Devin had been a woman for less than a minute and she already had larger boobs that she did.  It made no sense, but she couldn’t help but be conscious of the full figures and curves surrounding her.

 

“Ah, wonderful!” Lidia announced, a rather bit more cheery than the situation strictly called for.  “Oh, Devin, you make such a lovely woman!”

 

“Um… thanks?” Devin said, before brining a newly dainty hand up to her lips in surprise at her new, higher-pitched voice.  “Oh, wow, I… I knew this would happen, but it all feels so different now…”

 

“I’m afraid we can’t give you time to become acquainted with the new you.  No point in it just now, really,” Lidia produced a potion vial from some hidden pocket and approached the fresh girl.  “Now, like most of our major changes, we find this works best with both potion and enchantment.  After our demonstration here, you will all be welcomed to inspect Devin and appraise her final changes for yourself.  If you like what you see, we’ll be keeping a list of prospective farms and subjects, who I will personally visit over the next month or so.  But, enough of that, you’re all here for the show!”

 

Devin found the potion in her hand, Lidia around her, the elfin woman’s hands faintly glowing with the otherworldly hue of magic.  Devin fidgeted, favoring the crowd with a nervous smile.

 

“Bottoms-up!” she said, still unsure in her new voice, before lifting the glass vial to her lips and pouring the solution down her throat.  Lidia began murmuring in some sing-song language, the glow from her fingers almost entrancing as her hands traced patterns over Devin’s shoulders, breasts, and torso. 

 

And then Lidia stepped back.  Devin dropped the vial, letting it roll on the wooden platform beneath her feet.  Apparently the magic had been done, and there was nothing for it but the changes.  Caitlyn watched with baited breath, eager to see what would happen to the stranger on the stage.  She recognized, in a distant and slightly detached manner, that she was watching someone’s life change forever like it was the most interesting show at the faire.

 

She didn’t have to wait long.

 

“Oh… I feel, funny…” Devin said.  She brought her hands to her stomach, one hand lingering low towards her glistening sex. 

 

Caitlyn could see the first changes.  Oddly, it seemed to be focused along Devin’s legs.  Her calves seemed to be changing color, her hale and fair skin growing yellow.  The texture seemed to change, and Devin fidgeted, readjusting her posture as her toes lengthened, fusing into together.   Devin began to moan as her balance changed, one hand still running over her lower stomach, evidently in response to changes happening within her.

 

Her newly elongated golden hair began to ruffle.  It wasn’t quite clear what was happening, from Caitlyn’s perspective, but she could see it shortening.  The furthest ends, near Devin’s shoulders, almost seemed to evaporate while the rest puffed out, creating an oddly textured, almost fully white mane.

 

These changes seemed mirrored in Devin’s arms.  She yelped as her fingers began to merge together.  She lifted up one simplified hand while white fluff began to sprout from her arms, first near her shoulders, but quickly blossoming down her limbs.  Only then did Cait realize what, exactly, the fuzz was; feathers.  Fluffy, white feathers had replaced her hair and sprouted along her arms, covering her fingerless hands, the angle of the feathers pointing down and outward.  In a matter of seconds, Devin’s arms had become small feathered wings.  Oddly, the woman’s new wings seemed smaller than her previous arms were.  Caitlyn wondered what use they would be.

 

But, with that realization, she understood what was happening.  Arcadia was a farming community, and Devin was being turned into some kind of chicken.  The woman’s legs were definitely avian now; golden scaled talons touching the ground, her feet elongated into a scaled leg-segment while her contracted calves and thighs grew their own coats of downy white feathers.  Unlike her small wings, her legs seemed more powerful than before, as though designed to support significantly greater weight.

 

Devin had been panting and moaning through her changes thus far, but now her vocalizations became infinitely more lewd.  She cried out, not in pain or fear, but with an almost orgasmic abandon, her small feathery wings rubbing over her chest and stomach.  Her breasts began to expand, going from prominent to downright huge before the audience’s eyes.  But these were eclipsed by Devin’s stomach.  It swelled, outward and larger, its curve eclipsing even her enlarged, basket-ball sized breasts, until it made her look as though she were nine months pregnant with triplets, or was somehow smuggling pumpkins within her.

 

The final changes seemed slight, by comparison.  Devin’s ass expanded outward, a fan of feathers erupting above her rear, forming an avian tail.  Her lips seemed to become fuller, and definitely grew a darker, more vibrant shade of pinkish red.  It looked as though her eyebrows had become very fine feathers, although from Cait’s distance all she could tell for certain was that they had become the same white as her mane, wings, and thighs.  But, most importantly, her still human-looking pussy grew.  The changes had made her lower body, her groin and hips, much broader than they had been when she was still human, and her pussy swelled to expand.  Cait couldn’t help but gasp at Devin’s enlarge sex; a vaginal opening nearly a foot long, surrounded by proud, pink, and very prominent labial lips, crowning a pubic mound that filled the space between her legs entirely. 

 

“Aaaah!” Devin cried as she knelt down, her diminutive wings flapping.  They reminded Caitlyn of a cheerleader’s pom-poms; fluffy and cute but utterly useless.  At her new proportion, Cait wasn’t even certain Devin could wrap her wings around her own breasts anymore.  She lowered herself on the stage, sitting down like only a roosting bird could, until her dripping sex was only inches above the ground.  Then, as her lewd moaning continued and climbed in volume, something round peeked through her engorged pussy-lips. 

 

An egg slipped out of her sex, and she cried in pleasure.  Caitlyn gasped.  The egg was closer in size to what she’d expect from an ostrich than a chicken, but its sheer mass aside, it looked like anything she would expect to find in a grocery store.  Devin moaned at a volume that could make a harlot blush, her diminutive wings flapping and caressing her swollen, full breasts as she laid her first egg.  And her second.  And then her third.

 

“As you can see, this new offering provides exceptional fecundity!  Deva here will be somewhat… preoccupied with her first laying today,” the fey magician said, speaking a tad more loudly now to be heard through the chicken-woman’s moaning.  Was she Deva now?  Had that been set up ahead of time, or was this just her name now?  “She’ll be producing eggs for a while, but afterward should only spend about two hours in the morning and again in the evening actively laying… although suitable stimulation should be able to increase that.  At minimum, though, Deva here will be handidly, well, wingedly, more productive than an entire coop of normal chickens all by herself, and with no hormones or artificial additives, just good all natural fae magic!”

 

The audience applauded, and Caitlyn, to her surprise, found herself applauding with them.  Another woman approached Devin from the front row of the crowd.  She had a clear family resemblance and began talking animatedly with the fey ladies.  She looked… not just happy, but downright proud.  She even gave Devin (Deva?) a hug, blushing a bit as her new daughter fidgeted, rubbing her breasts with her fluffy wings and wriggling a new volleyball-sized egg onto the growing pile beneath her.

 

“Family farming,” Erin said, giving Cait a little nudge with her elbow.  “Beautiful thing to see.  Every now and then the faeries put together a show like this, and, well…” she smiled, her ears flopping down in a happy, contented sort of way, “a couple years back, I saw one about cow-fusions, and my life has been so much better ever since.  Come on, let’s leave the happy family to planning their hen coop and get some smoothies.  My treat.”

 

“Sounds… sounds good,” Caitlyn replied, smiling bashfully.  A smoothie sounded good.  Anything that could take her mind off of just how enjoyable watching Deva’s (Devin’s?) transformation would be appreciated just now.