“Hey bud,” Maddie said, walking through Scott’s apartment door and squishing her twin basketballs into him as she hugged him. A heady scent wafted into her nose. “Did you get a new cologne or something?”

“Not unless someone snuck in here and changed it,” he replied, laughing. “It’s the same as always.”

“Huh,” Maddie said, pulling away from the hug. “You smell… great.”

“I’m glad you think so.” He led their way to the couch and spread himself out on it. “Oof, ow, hold on,” he said, sticking his hands into his joggers. “They, uh, have to be positioned just right after that spell you cast.”

With the gap his arms were making between his hips and the fabric of his pants, the smell Maddie noticed was getting stronger. The witch felt her loins start to burn as her mouth felt dry and too full of saliva at the same time. By the time she opened her mouth to speak, she couldn’t stop herself from drooling. “Th-that’s the smell…” Maddie took a deep inhale through her nose. “Oooohhhh, it’s so good,” she moaned.

Scott looked up at her. “Mads, you okay?”

“I n-n-need that c-cum…” With the last effort of her rational brain cells, Maddie remembered the potion she’d brought over specifically for what she was about to do. She produced a vial from her cleavage as usual and popped the cork off. The bubbling blue fluid effervesced as the witch raised the container to her lips and drank it down, finishing it off with a pleased “Ahh!”

As the magic was ‘digested,’ Maddie’s face began to change. Specifically, her lips grew, swelling up rapidly. Madeline was already possessed of plump lips, but the potion made them even more dramatic. In a few seconds, the witch was sporting two thickened-up cock cushions, as big and plump as sausages, with an impossible-to-prevent pout.

The witch dropped to her knees and shimmied over to her friend-with-benefits as her leggings started to soak. Her head was swimming by the time she reached him, and her dainty hands yanked his pants and underwear down. Maddie’s eyes glazed over as she locked on to his fat cock flopping out and the two grapefruits underneath it. She gently held his dick in both hands and worked his erection up until the head was bouncing in front of her face, then slid it between her oversized lips as her hands trailed down to his balls.

She lovingly massaged his testicles, moaning as the tantalizing smell and the cock in her mouth pushed images of being filled with his delightful cum into her mind. Fueled by lust, Madeline snapped her fingers and flowed more magic into him, making his balls even larger. The already-oversized grapefruits swelled, gurgling as their productivity spiked with their newfound mass. Pre-cum dribbled into her mouth increasingly fast as Maddie worked Scott’s cock head between her exaggerated lips. The intoxicating taste of his pre thickened the fog in her head, narrowing her world down to his dick and her need for him to cum in her mouth.

The witch held Scott’s swelling balls in her hand as they eventually reached soccer ball size, eight or nine inches across each. The cum-addicted woman slid inch after inch of his length into her mouth, the head pushing into her throat with ease. She sat up higher, as needed, to align her mouth and throat with his cock so she could take it all.

Maddie had to swallow frequently as she engulfed his dick; there seemed to be no end to his pre-cum, but it was lubricating her throat well, allowing him to slide in without even a hint of resistance or a gag reflex. She twisted herself back and forth on his length as she swallowed more of it, moaning with every centimeter stuffed into her. Finally, after nearly a minute of work, her fat lips reached the hilt, and she lifted his testicles up in either hand to listen to them as they produced more and more cum for her. It was like music to Maddie’s ears, and she was content to stay like that for a few seconds, enjoying the gurgling sounds of his balls and the sensation of more pre-cum draining into her stomach.

She moaned and groaned, vibrating around his cock, as she slid back up his length, bringing the head back into her mouth and reuniting her with her new favorite taste. Maddie teased the glans with her tongue. Scott gripped the couch and ran a hand through her silver locks, his face contorted in pleasure.

Maddie rapidly bobbed her head on his penis, using her overstuffed lips to great effect. She pulled back off him, letting his rivers of precum trail down the shaft, as she licked and kissed the length of his dick. She pressed an ear to his sack, once again reveling in the churning sound coming from it. The witch let out a whimpering moan as the buzzing in the back of her head grew louder; she shivered a little, feeling oddly cold, before she stuffed his dick back between her face-dominating cock-cushions.

The cum addict worked him furiously with both mouth and hands, jacking off most of his length while she went to town on his head with her tongue. The room was filled with the sound of slurps as the blowjob became messier and messier, but Maddie felt his cock twitch and her brain lit up with the knowledge that she was close to getting what she wanted- no, needed.

Scott’s cock thickened up a little more before a jet of cum shot into her mouth. Maddie whimpered and tightened her lips on him, wanting to keep all of it that she could. The witch swallowed relentlessly, trying to keep up with the ridiculous volume of each rope of cum, but some leaked from her lips regardless. The thick white cream ran down her chin to her cleavage, dripping onto her sweater as well. Maddie didn’t care; all that mattered was the huge amount of ejaculate pouring down her throat.

Her brain was flooded with endorphins as she swallowed load after load, and Maddie felt her stomach filling up with cum. She refused to let his cock out of her mouth, though, even as more spunk escaped her mouth than stayed in it at this point. Maddie’s head was spinning from the sensations, and she pulled back, feeling high. More and more of Scott’s newly narcotic cum drenched her face, hair, and sweater, but Maddie kept the shaft pointed at her until the last dollop of sperm belched out onto her cleavage.

Maddie tumbled to the side, feeling euphoric, as she gathered up handfuls of cum and licked them clean. She laughed a sleepy giggle. “I think I might be… addicted to your cum…”

He grimaced. “That’s, uh, how do you… feel about that?”

The witch only giggled again and took one of her cum handfuls, pulling her leggings away from her waist with the other, and stuck her sperm-laced fingers between her thighs. She moaned deeply as she started to masturbate with his cum. “Feels… good…”