GeneXXX Returns
Chapter 9 - Final Exam


Tabitha was nearly ready to move on to the next phase of her plans. But first, she decided to hold a round of "final exams" in her naughty school. Surely these tests would yield a couple more pregnancies, and that should be enough to start her new world off. With Sonic, Tails and Gemini excused from the exams due to being pregnant, Tabitha sat back in her seat in front of the monitors and slipped a hand between her legs. She intended to enjoy watching these tests play out...

The gym teacher, Vector, was handling his finals in a very direct way. He called each student into his office one at a time, and they were in there for a while before they came out, uniforms disheveled and looking a bit tired overall. Cream watched anxiously as Knuckles walked out of the office, panting heavily. "What a b-beast..." she heard him say under his breath. Cream jumped as she heard her name called. "C-coming..." she squeaked. Despite having gone to this school for much of its magical existence, Cream still acted shy and jittery...at least until someone was fucking her. She stepped into the office to find Vector seated at his desk, wearing a pair of glasses and...little else. His usual attire was hung over a chair in the corner. "Time to see if my class has whipped ya into shape. Start by strippin' for me..." he said with a smirk. Cream blushed and bit her lip. "Y-yes, Mr. Vector..." she whimpered, unbuttoning her shirt. The croc's eyes widened as Cream exposed her body to him, leaving each article of clothing folded neatly on his desk until she was standing there fully nude. She was quite breathtaking, every bit as lovely as her mother, and even having a baby hadn't done much, if anything, to her figure. Tabitha's magic might have been responsible for that. At any rate, Vector was soon looming in front of her, his hands running over her body as Cream gasped and whimpered. "W-wait, what are y-you...?" she stammered. "Gotta check those muscles, right?" Vector smirked, even though her hands were holding her boobs as he said it. Cream's eyes glanced down, widening as she saw his huge, hard dick. "Yeah, you've come a long way... But now the test part. Let's see how well you handle some exercise..." the teacher said with a snicker.

Cream threw her head back and wailed as her body lowered onto Vector's massive croc cock. He was lounging on the ground with his hands behind his head, relaxing as his student started to ride him. "Amazin' how tight you still are..." he grunted, watching with a smirk as the rabbit accepted more of his girth inside her bunny "burrow." She cried out again, stroking her long ears like hair as they draped over her shoulders. "Mr...V-vector... C-can the test be over now?" she huffed, finding his dick a bit too meaty for her comfort. The croc reached up and gave her butt a pat. "You don't wanna fail now, do ya? Let's not disappoint your deal 'ol ma..." he told her. Panting softly, Cream gave a reluctant nod. "I-I'll do...my very best..." she sighed, lifting herself over his cock slowly before dropping back down, yelping as his cock spread her walls again. She felt like such a tease to Vector, moving so slowly up and down his shaft. He watched her lovely breasts jiggle gently as she gave slow bunny hops along his plump dick. "You can go faster... C'mon, I know you can!" he grunted, patting her bottom again, this time leaving his hand there to grope it. With a cute gasp, Cream started to move faster, her hops gaining a smoother rhythm as her pussy loosened up. "Ahh... Ohh, V-vector... Th-this really is...good exercise...!" she moaned, starting to finally enjoy herself. Vector snickered. Like mother, like daughter, he thought. Cream was now starting to love his dick. Still, her motion was a bit slower than he'd like. He needed more... He needed to FUCK his student! Soon, both hands gripped her ass, and Cream gasped with alarm as Vector rose up, lifting her into his arms! "Time for a little endurance test! Don't pass out on me, now!" he said with a wide smirk!

Cream's back fell against the wall, Vector gripping her hips, his dick still buried deep inside her pussy! The rabbit's hands tried to find something to hold on to, clawing at the wall while she cried out, feeling the croc's cock move inside her. "M-mister... V-vector!! Ahh, ahh, s-so...r-rough!" she whimpered. Vector gripped her hips tight, crashing his own hips against her, his huge shaft tunneling deep inside her with each thrust! Her walls felt so tight around his cock, much more so than her mother. He was loving it. "Mmmhh, they're gonna have to call you 'Whipped Cream' when I'm through with you..." he grunted, leaning his long snout closer to her. She felt his warm tongue slide over her breasts, making sure to get a taste of her nipples. It made her feel so dirty...even though she'd been fucked just like this several times by several guys since arriving at this school. This was not only her teacher, but her mother's lover. "P-please, ahhnn... D-don't, w-what if I get pregnant?" she whimpered, her voice silenced when his snout suddenly caught her lips, giving her a sloppy kiss. He didn't care, couldn't care if she got pregnant. He, like everyone, was caught in Tabitha's trap. However, the part of Vector's normal personality that was still in there made him reach up and pet her in a comforting manner, stroking her long ears. "Ahhnn, you're a good girl, Cream... Too good... Agh, I'm c-cummin'!" he gasped, holding her pinned against the wall as his dick throbbed inside her and then erupted, his seed filling her womb! Fortunately for them both, however, she managed to not be impregnated...this time. She panted hard, looking at him with a tired, but pleasured face. "D-did I...pass?" she asked with a blush. Vector smiled, blushing back at her. "With flyin' colors, heh..." he sighed.


Shadow had a class on "cock worship," but he decided to reserve his own dick to test only special students. For the others, he had gotten some volunteers from other classes to help. This was how Lucky the cat found himself sitting in front of Shadow's class, his pants open and his dick standing tall and free for all to see. "Now, keep in mind, this is more than just making him cum. You need to make him feel like a god, like his mighty pillar has truly brought you to your knees. It's called worship for a reason! So, Rainbow, let's see if you have what it takes!" Shadow said, pointing to the colorful echidna at the front row. She blushed and hurried up to Lucky, smiling as her eyes met his. "I'll do my best, Mr. Shade!" she said to the teacher, starting to kneel in front of Lucky. "Don't forget. Seeing your chest is part of the experience for him." Shadow smirked. Rainbow nodded, and Lucky blushed hard as he watched her loosen her tie and pull open her shirt, letting her sunny yellow orbs spill out! "Ohh, Chaos, Solaris, Gaia, yesss..." he whispered. Rainbow didn't stop, she pulled down her skirt, not much caring that the whole class could see her ass. Shadow gave a snicker at that. "Good girl. Yes, as a reward for helping us today, our guest dicks will have the opportunity to fuck any of you who desire it." he announced. Lucky was on the edge of his seat from that announcement. He sure lived up to his name right now, he felt. Though her colorful quills were a bit silly, Rainbow was otherwise quite beautiful. And he could see in her eyes that she was hungry for him. "I'm gonna pass this test now, pretty kitty... Then I'm all yours..." she cooed, getting down on her knees slowly...

Lucky gave a purr as he felt Rainbow's tongue coil around his tip. He could tell right away that she knew what she was doing. Her lips moved slowly down his shaft, her warm tongue swishing and swirling over every inch, coating his rod with her saliva. At the same time, she took his balls in her hand, rubbing them with care, sending shivers up the feline's spine as he enjoyed her touch. Of course, Shadow was watching, and as he scribbled down some notes, there was a notably jealous look in his eyes. He clearly hadn't anticipated the echidna being so skilled at pleasuring her man. Lucky gave a sudden gasp as he felt Rainbow take his length and slip it between her pillowy breasts, her hands squishing them with his cock in between. "Mmm, you taste nice, pretty kitty..." she said with a wink before flicking her tongue at his tip as it peeked out from between her boobs. Lucky shuddered and gasped. "T-take it easy, ahh... I-I might cum all over you at this rate!" he said with a blush. Good thing his endurance wasn't being tested. Rainbow moved back, taking his cock in one hand and his balls in the other. "Why would that be bad? I'd love for you to shower me with love..." she winked. Lucky grit his teeth, whimpering softly as her tongue returned to its work, teasing his tip while she groped his ball sack. She could taste his pre squirting out. "I-I... I w-want to... C-cum inside, though, ahhnn!" he huffed. Fortunately for him, the GeneXXX Wave would help with that. Rainbow sat up as she felt his dick throb, and holding up her breasts, she allowed him to paint her with his seed, gooey white landing in her colorful quills, as well as her face and breasts. She was a mess, but she'd easily passed her exam. Lucky huffed softly, blushing as he felt his dick twitch eagerly, still quite hard. "G-gosh, Rainbow..." he blushed. Shadow snapped his fingers. "Okay, you two have fun. Next test!" he shouted, holding his own needy dick...

Before long, Lucky had Rainbow on the ground in a mating press, her many colored quills spread out around her head as she happily moaned to feel his dick inside her! "Ohh, you feel so good! How have we never done this before?" the echidna asked, yelping excitedly as Lucky pushed his length a good bit inside her love tunnel. The feline grinned down at her, holding her ankles up near her head as he plunged deeper into her inviting depths. "I... mmh... dunno..." the cat huffed, odd memories of travelling to other worlds briefly popping in his mind. Rainbow watched the tag on his collar jingle as he moved, noting that despite its angular shape, it resembled an upside-down heart. Lucky was watching her boobs jiggle at the same time, smirking as he noticed his cream coating them. "From now on, I'll fuck you all you want!" he told her, releasing her legs in order to lean in close, embracing her in his arms as he kissed her lips passionately! She moaned into his kiss, her legs locking around his hips, encouraging his cock to slide deeper inside her! The skilled tongue of the echidna ended up leading the dance with the kitty's wet appendage, all while his cat tail waggled a lot like a dog's. He huffed with pleasure as the kiss broke, his balls pressing up to Rainbow's body as he hilted inside her. "I'm gonna cum inside now..." he warned her. Rainbow slipped a finger under his collar, pulling him close. "More than once, I hope..." she purred, kissing him once more! The pair moaned in lust, and while they were still lip-locked, Lucky's orgasm struck, seed pumping inside her as though he hadn't already fired some off once! Wanting to please her, Lucky kept on thrusting, aiming to cum as many times as it'd take for her to have her fill! The potential for pregnancy was high, and Tabitha watched eagerly to see if it would come to pass...


The finals of the pet training class had a bit of a problem. Fera was otherwise occupied and unavailable to be the "test pet." So, much like Shadow's class, Zeke had to rely on "volunteers." And he made sure to choose appropriate test pets for each student. That's how Jet the hawk found himself tasked with breaking in and making a pet of Wave the swallow. There was a smug smirk on her beak as she stood before him, her uniform a bit tight and highlighting the curves of her body. Zeke sat back to watch the show. "It's simple. You make this babe your pet, you pass my class. You can use any method you like...as long as she breaks for you." the dragon chuckled, "Oh, but of course we are on a clock. Best of luck..." he added. Jet smirked, loosening his uniform's tie. "Could have found more of a challenge for me! You're already mine, aren't you, Wave?" he said confidently. Wave scoffed, turning to the side and folding her arms across her chest. "You serious? Hah, Shorty's done more to make a pet out of me than you!" she pointed out, "Gonna have to earn it if you want my obedience!" she added. Jet wasted no time, and Wave gasped as he grabbed hold of her and, in a swift motion, bent her over his knee as he sat on Zeke's desk. "You wanna be a bad girl? Then I'll treat you like one, heh!" the hawk sneered, lifting her skirt before raising his hand over her feathered ass and giving it a hard smack! Wave gave a pained cry, feeling the sting as he smacked her again, giving her a firm spanking! Zeke snickered as he watched. The hawk's technique had improved since the class practiced on Fera. He could see the fight was getting smacked out of Wave as her eyes softened, her expression going from feisty to submissive after a few good slaps...

Still, Jet had to be thorough if he wanted to pass the test. So, he had opened Wave's uniform, freeing a path to her lovely purple breasts and her needy wet pussy. He held her in his lap, his hands reached around her to grasp her boobs from behind. He rubbed and squeezed them as Wave gasped and squirmed in his grip. "Heh, always thought you had a great pair on you... And now they're mine!" Jet taunted, holding her close to him, making sure her pussy was rubbing up against his crotch. Wave could feel the hard bulge trapped in his pants, and she blushed hard as he toyed with her body like this. "N-no, I-I'm a free bird... I d-don't belong...to..." she protested a bit unconvincingly, gasping hard as Jet gave her boobs a tight squeeze! The hawk's hands then slid down her sides, brushing past her thighs until finally finding his pants zipper. "Of course you're mine. You know you want me to breed you..." he taunted, opening his pants as she squirmed in his lap. She almost jumped as his dick popped free, swinging up and smacking against her wet pussy lips! She could feel the heat from it, and she tried to bite her lip in response, hard to do with a beak. He grabbed her waist and started to grind her crotch against his length, letting her feel how long and thick it was. "You want this monster inside you... Breaking you, claiming you..." Jet taunted in a low voice. Wave fell into his chest, feeling his body against her back, panting with need as his dick teased her. "I d-don't!" she lied. Jet smirked, turning her head and pressing his beak against hers. "Mmm... I know what you want. What you need. Don't you worry, my pet... I'm gonna give it to ya..." he whispered. Zeke smirked, enjoying the show. It seemed the hawk had learned well.

Keeping Wave in his lap, Jet lifted her up, moving her entrance above his raging boner. He needed this just as much as she did. As he pulled her down, they both let out satisfied gasps, his length slipping inside her, their bodies combining at last! He continued to grip her hips, grunting as he moved her up and down, making her ride his dick! Wave took hold of his arms, holding on for the ride, lifting her head and moaning as his cock massaged her walls deep inside! It wasn't long before she was moving along, riding him willingly, her body moving up and down at a quick pace. Zeke eyed her, watching her big purple boobs swing along with her moves. He licked his lips, imagining himself in Jet's place. Maybe after class... At any rate, with Wave moving on her own, Jet was free to touch her as he pleased, his hands gliding up her sides again. He pulled her close, licking her neck as she cried out, his dick pushing all her buttons! "Say it... You're my bitch..." he whispered. "N-no!" Wave yelped, egging him on to go harder. Jet clutched her boobs in his hands and then gave her some rough upward thrusts, slamming his dick into her weak spots! Wave wailed out in pleasure, her head falling back onto his shoulder as he groped her boobs and pounded into her. "I-I'm your bitch! F-fuck, yes! Use me, Jet, y-you ass!" she cried after a short time! This meant Jet had passed the test, but of course he didn't stop fucking her there. He held onto her tightly, slamming her up and down into his lap, stuffing his throbbing cock as deep inside her as he could! Wave gave a blissful cry as his cum shot up inside her like a geyser, filling her up and then leaking down his cock messily! As they wrapped up, Zeke presented Wave with a collar. "Congrats, bird brain, I do believe this bitch is all yours now. Use her well..." the dragon smirked as Jet slipped the collar on Wave, licking her cheek.


Bucky was less interested in tests and education and more interested in his own experiments. And so, as a requirement to pass the class, Silver was made his next test subject. He injected the hedgehog with the same concoction that got Tails pregnant. "Now we'll see if your strange powers can impact the pregnancy... Who will volunteer to be his mate?" the rat asked. Silver turned bright red as he saw most of the boys in the class raise their hands. "R-really, did it have to be me...?" he gulped. Bucky selected Espio, who approached Silver with quite the bulge visible in his pants. "Don't be so flustered, Silver... This is quite the opportunity." he said, moving close to Silver in order to grope the hedgehog's crotch. He gasped, blushing harder. "O-opportunity? For who, you?" he stammered. Espio grinned at him. "Indeed..." The idea of knocking up Silver was pretty exciting for him, much to the hedgehog's surprise. Bucky cleared his throat and glanced at the clock on the wall. "We haven't got all day, so I suggest you boys get on with it. And don't use your powers to block his semen, Silver." the rat told him, "You fail the class if you don't get pregnant!" he declared. With the gauntlet thrown, Espio unbuckled his pants while Silver reluctantly did the same with his powers. Since they were standing close, their cocks clashed as they swung free! Espio shot him a smug grin as he noted Silver was hard. "Impressive tool you have here... But you won't be needing it..." he said, stroking Silver's pole gently. His cheeks turned a bit pink as he touched it. "Actually... Is there time for me... to get him off?" he asked the teacher. Bucky was about to say no, but the class was on the edge of their seats at the idea, and he could tell. "Demonstrate your unique tongue to the class, then." he instructed.

As a chameleon, Espio had quite the long and flexible tongue. Silver had to sit with his side to the class so that Espio could demonstrate this tongue properly. As he knelt in front of the hedgehog, he stared at the hard, twitching meat between his legs, blushing a little before he hungrily lashed his tongue against it, licking the full length in a quick, swift motion! Silver shivered and gasped. "C-can't believe we're doing this..." he stammered, his cheeks lit up brightly. It felt so dirty with the whole class watching. Espio was stoic as ever, though, and silently snaked his long tongue around Silver's dick, coiling the wet appendage tightly around that tasty shaft. There were murmurs in the class and a few giggles. "Talk out of turn and you can be the next test subject!" Bucky grunted, getting the students to quiet down and pay attention. Silver squirmed in his seat as Espio's tongue squirmed around his dick. It felt weird...like his cock was half in and half out of his mouth without being in it at all. He gave a pleasured moan as Espio's tongue moved, massaging his length in its grip. Giving a soft chuckle, Espio retracted his tongue and went for Silver's balls next, wrapping the end of his long appendage around the white sack, the rest of his tongue brushing against that dick on the way up to the chameleon's lips, which kissed his tip. "Mmmh..." Espio seemed to enjoy tasting every bit of Silver's naughty bits, but the wrapping of his balls made the hedgehog yelp and whimper. "S-stop, ahhnn! Y-you'll make me...e-explode!" he cried. Smirking, Espio began working that tongue, using it to tease every inch of Silver's cock and balls until he couldn't take it! With a lustful cry, Silver shot his cum into Espio's muzzle, getting some on his chest as well! Espio licked it all up with his skilled tongue, and then looked into Silver's eyes with a naughty grin. "You're ready now... For impregnation!" he declared.

Silver didn't care about the pregnancy thing anymore. His mind was swimming with lust and desire. His powers grabbed hold of Espio, surprising the purple ninja as both of them lifted a little off the ground, the psychokinesis guiding Espio's hard cock to Silver's raised ass! Not one to be controlled like this, Espio grabbed Silver's hips and thrusted inside under his own power, sending his cock tunnelling in search of the newly created womb inside him! "Look how eager you are for it... Impatient, even..." Espio teased as Silver gasped like a slut at being penetrated! "J-just fuck me! I-I need it, ahh!" he cried, his body still glowing and holding him in the air as the chameleon thrusted into him roughly! "I like this side of you... Such a slutty mess!" Espio grinned. He squeezed Silver's ass, and casually sent his long tongue down to play with his cum soaked dick some more! Silver held his head and moaned out, struggling to maintain enough focus to keep his body floating there. Each thrust of that purple dick sent sparks of pleasure through his body, possibly intensified by the bits of female anatomy that had been added... or possibly not. Either way, that tongue toying with his dick wasn't helping his focus. Silver wailed like a slut, the only other sounds being the smacking of Espio's balls against his rump! The chameleon withdrew his tongue, feeling like he was soon to explode. "N-now... Will your powers stop... my seed?" he huffed. Silver groaned, clenching his ass around that dick, milking his friend! "N-not...a chance!" he huffed. The pair cried out in lust as Espio came, his seed pumping into Silver's womb! The psychic energy did find his seed, but rather than expel it, Silver's powers guided Espio's swimmers, ensuring his impregnation! They smiled and blushed at one another, knowing that this class was more than a success for them...


The art class finals were really not any different from a regular class. The students would once again attempt to create their own works of art based on a provided model. This time Infinite had selected the angelic feline, Whisk, to pose nude for the class. She was a bit shy about it, using her wings to conceal her breasts as she stood before the class. She was trying to pose, though, her arms holding her wings in place, looking like she was hugging her breasts with her wings covering them. It was certainly inspiring the males in the class, as evidenced by the bulges in their uniform pants. Infinite was fighting the battle of the bulge as well as he looked upon her. Fortunately for him, he had authority in this situation. "The pose is artistic, indeed, but you must allow the class to see everything. Spread wide those wings...with passion!" he ordered. Whisk looked at him nervously. "B-but Mr. Infinite..." she stammered. The jackal slapped a pointer in his hand. "Do as I say! Or shall I mention your class-cutting to the principal?" he snapped. Whisk sighed. She hadn't intended to cut... But the GeneXXX Wave led her to dillydally and fool around with her fellow students, just like with Razor. Reluctantly, she lowered her arms and spread her wings, letting her beautiful breasts hang free for all to see, her wings stretched out wide so each feather could be seen in detail. She yelped as the pointer tapped her left breast. "Keep in mind the anatomy as you work... The body made up of elegant curves, not just lines and generic shapes..." Infinite stated, trailing along her curves with his pointer. He grunted softly, feeling his pants grow tighter. "Of course, paint what your artist soul demands... I will assist... Here..." he said, opening his pants to unleash his caged beast! "I will model as well!" he decided.

Infinite was naked before long, his strong masculine form being a perfect counterpoint to the angelic female. It was like the divine and demonic were standing side by side... the devil clearly plotting to claim that angel. "Let's see if we can find a truly...artistic pose..." Infinite stated, first leaning against the side of Whisk's body, his hand slipping around her and grasping her ass. The feline whimpered softly, already feeling herself begin to get wet in such close proximity to a dick. "Hmm, this is too pedestrian..." Infinite mused, stepping around Whisk and crouching down, wrapping an arm around her hips. He seemed dissatisfied with that, as well. Before anyone knew it, Infinite was behind Whisk, running his hands up her body as she kept her wings outstretched. "Actually... this beauty is already near-perfection..." he sighed, gliding a hand over her belly as the other moved further up, "I doubt if any of you can recreate it... Still, we can reach for perfection anyway..." he said, his hands hovering over her breasts as he said the word "reach." Whisk flushed bright red, and then gasped as he grabbed onto her boobs, squishing and squeezing them in his hands. His big black dick was twitching with need, and everyone in that room knew he was going to fuck her. Whisk yelped softly as she felt his length slip into her butt crack, gently hotdogging her while he lowered his hands to her waist. "The truest beauty can't be accomplished alone... No, to make this goddess perfect... Our bodies must combine... We must complete one another..." he whispered into her ear. Whisk gulped and then yelped as his fingers toyed with her wet pussy. She was more than ready to be used. "C-complete me, t-teacher..." she huffed. Infinite grinned widely. "We'll find that perfect pose..." he said.

The jackal lifted one of the feline's legs high as his cock found her pussy from behind, pushing in while leaving one of her feet on the ground. It was similar to how he fucked Blaze, but Whisk's wings might block his face if he should lift her higher. Whisk gasped as he started to fuck her in this pose, one hand holding her ass while the other held her leg. It was a lovely pose, and they grunted lustfully as he fucked her like that for a bit, but Infinite was dissatisfied. "Another...pose!" he cried, turning her with his cock still buried in her pussy! He dipped her like they were in a dance, his hips crashing against hers as she looked up at him with a blush, panting hard. "D-don't drop me...ahh!" she huffed, blushing as she felt her breasts bounce while he fucked her in this pose. Still, Infinite was dissatisfied. "A-another!!" She was soon leaning against a stool, her rear sticking out behind her and her breasts held up for the class to see. Her wings flapped a bit as Infinite held her waist and pounded into her pussy! The two poses from earlier were also displayed to the class; They were illusions projected by the Phantom Ruby. In fact, it was uncertain which of the three poses was real, as Infinite grunted with effort, pounding deep inside her whether holding her leg, her waist or her ass. In each pose, Whisk blushed, moaning with pleasure, allowing Infinite to use her as he pleased, holding her in his grip, her wings twitching and her boobs bouncing in time with his motions! Regardless of the subject chosen, Whisk's dominated poses were immortalized through masterful paintings, each student feeling the passion for their work! Infinite gave a lustful roar, each vision of him fucking her suddenly cumming at once, his seed leaking from her pussy! And then...they continued. Class wasn't over yet, after all...


Rouge's class was about social skills, particularly focused on "getting in people's pants." It was a natural fit for the school, and seemed right for her, but she hadn't had much success with her students. For the exams, each student had to make an attempt to charm her, and while they didn't need to legitimately make her yearn to fuck them, they were still largely falling short. Admittedly, it was an awkward test to administer, and few were as awkward about it as Guard the gargoyle. He stood in front of her with a stone faced expression, too stiff to really have a chance. "Rrr... Hello, Rouge. You look...good, yes. Rrrh..." he said in greeting. Rouge did a facepalm. He was even worse than Silver had been. "Could you try a LITTLE? Act like you want to pass this class!" she complained. Guard scratched his head, then cleared his throat. "Grr... I mean... Lovely. You look...quite lovely." he said in an attempt at a more relaxed tone. Looking at Rouge, he could tell that still wasn't good enough. "Beautiful? Grrr... Gorgeous? Rrrr... Ravishing?" Rouge shook her head as he spoke. The word choices weren't the problem, it was the delivery. She was about ready to send him away and fail him. Seeing her displeasure, Guard decided to go for broke. "Forget all that, rrrgh. You're sexy, bat girl, but you know that!" he said with a growing smirk, rubbing a finger under her chin, "Small talk is pointless. Rrrr... Why don't I just express myself by taking that flawless body...messing it up..." he murred, his wings extending a bit as he looked her in the eyes hungrily. This was...something. He certainly had the bat's attention now. "That's not what my class is about, but..." she said, grinning back at him smugly, "Mess me up just right, and I guess I'll have to pass you..."

As Guard ripped open Rouge's suit, the bat was instantly surprised and excited at how this was progressing. "Ohh... Th-the rest of you...test each other!" she said to the class, gasping as Guard gave her freed breasts a good squeezing. The gargoyle dropped his pants, showing his hardon to his teacher. "Grrrr... Once I'm done with you, you'll want to give me an S grade..." he growled, rubbing her dick against her tight pants, which were already feeling damp for him. The bat held his hands on her breasts, guiding them in massaging her tits. "A gal likes confidence like this... as long as that confidence is deserved..." she smirked. Guard pressed her to the wall, his broad wings obscuring her from the class's view. It was like he had her trapped. "Oh, you'll see... Grrr... I'll earn your respect...and your lust..." he said as he held her there, taunting her pussy by rubbing his cock over the wet spot on her pants. Rouge was hungering for it too much for this teasing, so she grabbed hold of his cock, lifting it away while her free hand loosed her pants, letting them fall to her ankles. She gave his length a stroke as she held it. "You think you're the first student to fuck me? You're not that naive, are you?" she purred. Guard placed his hands on her shoulders, looking into her eyes intensely. "No, I can see... Rrrr... You love it..." he said softly before catching her lips with his, the pair of them purring in lust as they kissed. As though they'd done it a million times, Guard's cock slipped into her waiting folds while he held her on the lip lock, her hole seeming to fit him like a glove. The bat grabbed hold of his ass, murring as she broke the kiss. "Make the grade, then, puppy... Don't hold back..." she winked.

He certainly held back nothing, hammering into her pussy at a frenzied pace while keeping her pinned to the wall! He could see her breasts bouncing along with his thrusts as he went, smirking at the sight, as well as the sound of Rouge's blissful moans. "Ohhh, g-go on, teach me a lesson!" she huffed, leaning against the wall and keeping her legs spread as wide as she could without leaving the ground. Guard's wings flapped a bit, and feeling the urge to rise up, the gargoyle grabbed her hips tight, hoisting her lower body up with him as his wings carried him off the ground! She gasped as he took hold of her legs, his hips crashing into her as he flapped his wings, keeping them both aloft, albeit with help from Rouge's position against the wall. "Rrrgh... How's this for a lesson?" he growled, licking his lips as he watched her huge boobs continue shaking while he rocked her body! His dick was deep inside her, keeping them connected even with one of them hovering above the other. Rouge could do nothing but hold onto the wall and moan in pleasure, feeling that girth grind against her walls in a sloppy fashion. "Ohhh, yes... Th-the student is now the master... T-teach me all you got to teach!" she cried. The gargoyle grunted and lowered back to the ground, though he kept her legs held in his arms as he pushed his shaft deeper inside her, allowing his heavy balls to swing into the lustful bat. He said nothing, but Rouge could see his determination written on his face. He was going to fill her to the brim! She touched her own breasts, groping them teasingly to drive him wild. Guard seized her ass in response, keeping her braced against the wall for his final thrusts! He roared in lust, pumping his load inside her as she wailed in delight! Indeed, she was ready to rank him an S...


The magic exams were...mostly written tests. However, the last portion of the test did involve each student demonstrating one spell they'd learned. For the most part, things were going unusually normal for this school. Then, it was Copter's turn to demonstrate a spell. He held his wand with a spark of confidence. "I am going to transform my desk! I'll make it much prettier!" he winked, twirling the wand as he cast his spell. "Morphicadabra!" he cried. However, the wand hadn't twirled all the way around in his hand, and as a result, the spell backfired! It made him "prettier" instead. His hips widened, and his shirt strained to hold the new anatomy forming within! In fact, the shirt burst open, a glorious set of breasts popping out! Copter yelped, his voice now high pitched. Fred looked on with wide eyes as his student transformed into an alluring, black and white vixen! He cleared his throat hard, composing himself. "W-well... That's a failure, for certain..." he stammered. Copter's eyes watered as she tried to cover her breasts, feeling humiliated. "The desk was supposed to turn into a throne! What the hell?!" she cried, dropping her wand as she cried in distress. Fred watched her lean over to pick it up, noting the lovely "assets" his student now possessed. He placed a hand on her shoulder as she rose to her feet. "The resulting spell is quite...well executed, though. Copter... I can make you a deal..." he said, his face reddening. He knew this was Gemini's boyfriend. It was bad enough that he impregnated Gemini... Now... "I'll pass you if we discover this new body of yours is fully functional... In other words... I'll cast my own 'magic' on you..." he said, lust in his voice. He knew it was wrong, but if she were willing... "Ahh... D-don't...tell Gemini..." Copter squeaked. She was willing!

Copter fell onto her own desk as Fred tugged her tight uniform pants off her! The lion quickly freed his own dick, and was soon rubbing his length against the vixen's new pussy. "Keep in mind, if this body can be impregnated, I will do it..." he told her as he took Copter's boobs in his hands. She gasped, her hands gripping the edge of the desk as her newly transformed body was already assaulted with pleasures she wasn't used to feeling. "B-but Gemini c-can't know..." Copter gasped, blushing hard. Fred gave a naughty smirk. "She's already pregnant... Perhaps... Through magical suggestion, she could believe that she had twins..." he said. Copter grit her teeth, the news stabbing her in the heart. "Gemini's p-pregnant? I-it can't...be..." she whimpered. Fred stroked Copter's bangs, shifting his position so that his tip prodded the vixen's wet entrance. "Wouldn't you like to share that experience with her? To share in the joy...and pain..." he whispered. Copter shivered as she felt his tip start to part her sensitive new pussy lips. "I'd do anything...for Gemini..." she huffed, her face bright red, "Even this... D-do it! Knock me up!" she cried. Fred held her legs parted, looking at the lovely black vixen with a hungry smile. "It's a pact, then..." he said, taking his wand and pressing its jeweled tip against the top of her pussy! A glow surrounded her waist briefly, and Copter's eye color turned from red to pink! "This spell seals your fate! Prepare to be mated!" the lion growled. Copter blinked, her eye color returning to normal. The spell, however, was absolute. She looked at him pleadingly. "Breed me, teach! I-I... I need it!" she huffed, feeling fire in her loins! Fred took hold of her hips, a shamed look appearing in his eyes briefly. "Gemini...forgive me..." he whispered...before penetrating his daughter's love!

Copter gripped at her desk tightly, giving a howl as she felt the lion's big dick slam inside her, his balls swinging into her furry black ass! There was a hint of humiliation in her expression, but it was hard to notice amidst the lust in her eyes. "T-take me! Claim my body... f-for Gemini!" she cried. Both of them knew deep down that Gemini would be horrified by all this, but their bodies needed it too much for logic. Fred held Copter's shoulders against the desk and used all his might to smash his hips into hers, holding nothing back as he worked to breed her! Copter could feel that length driving deep inside, poking at the womb magically formed inside her! She moaned out, and while she did, Fred leaned over her, hungrily licking at her big, juicy breasts. "So plump... Your boobs are...bigger than my daughters!" he huffed, watching Copter turn crimson at this news. He gave her a sloppy kiss, his tongue taking hers into his mouth forcefully! Her body was just a toy for him now, but Copter seemed fine with it. Had his spell made her more compliant? Only the lion knew. Copter reached up, tugging at Fred's mane as she moaned into the kiss! All the while, Fred's dick assaulted her depths relentlessly, his heavy balls swatting her ass with each thrust! The full contents of those balls, Copter knew, would be emptied into her shortly. She cried out as the kiss broke. "D-do me!! Yesss!! Ahhh, I-I'm your mate, y-yours! F-fuck!" Her words spurned him on, the lion's thrusts crashing harder and harder, his cock throbbing, preparing to finish this! Fred gave a triumphant roar as he held Copter down and came hard, flooding her womb with his seed and making her pregnant right then and there! Copter moaned out, feeling bloated as his load filled her. She blushed hard and felt her belly. "G-gemini... my love... Our babies will be...beautiful..." she huffed before passing out, a result of the spell. Fred buried his face in her chest, crying softly. He knew he'd done so wrong. Why couldn't he stop himself?


Fera had been given a new class on domination, which thanks to Tabitha's magic, didn't need to actually have been a class to partake in the final exams. She and her students had memories of this class despite it never happening, and now for the finals, her students "finally" got to try dominating her. One such student was Razor, who pinned her against her desk like he was handcuffing a suspect...not that his magic-addled brain could figure out why at this point. Funnily enough, there actually were handcuffs on hand in the classroom, so he slipped them on her and then lined his dick up with her pussy. "Ready?" he asked with a smirk. Fera squirmed and growled. "Real doms don't ask their bitch if she's ready." she told him. Razor held her down roughly in response, and then began to slam his cock deep inside her, feeling her soft tail coil around his waist as he fucked her! "How's this, then, my bitch?" he huffed, slipping his hands around to grab for her breasts! Fera gasped, but then growled defiantly. "Oh, I'm not YOUR bitch..." she huffed, her taunting only driving Razor to want to go harder! He squeezed her boobs and smacked his hips into her, his balls touching her as he hilted his shaft inside her. "Yeah, you're Zeke's bitch... Whole school knows..." he teased, making Fera blush as she grit her teeth. She was indeed eager to bend over and take the dragon's monster cock after class. For now, however, she gave a hungry snarl and accepted Razor's load as he came inside her! "Ahhnn... Good enough to pass...." she panted, "But your alpha talk needs to be more...alpha. Next!" she called as Razor pulled out of her. Next up was Talon the Griffin, who gave Razor a fist bump as he approached Fera. The wolf sat on her desk, dangling the cuffs from her fingers. "Give it to me raw, bird boy..."

Fera was laying spread eagle on her desk as Talon climbed atop her, his wings spread wide. He grinned at her as he felt her body up with his hands. "I'm gonna get you begging me for more, bitch..." he said, taking her criticism for Razor to heart. Before she could talk back, he plunged his cock inside her roughly, burying it to the hilt! Fera gave a pleasured grunt, grabbing his white chest fluff to draw him closer to her. "Don't write a check with your beak that your dick can't cash!" she growled. His beak pressed up to her lips, hungrily kissing her as he began to thrust his hips into hers without restraint! His balls were slapping her relentlessly as his cock burrowed its way in search of her womb! Fera pulled away from the kiss and gave a lusty moan while his gloved talons grasped at her boobs tightly. "I'll be the one to knock you up, bitch! Ohh, yeah, you'll be my breeding w-whore!" he cried. Fera grabbed his talons and guided them to hold her hips. She gave him a hungry growl. "Do it, then, if you're a man!" she shouted. If any student knocked her up, they would indeed pass the class automatically. It was actually written on the blackboard. Not that Talon was only trying for the grades. He flapped his wings a bit as he clutched her hips and smashed his shaft deep inside her! "M-my s-slut... ahhnn... I-I love you!" he cried, his wings going stiff as he started to cum, flooding her full of his seed, hoping she would carry his child! Fera moaned out with him, but as she came down from the high of fucking, she slapped Talon across the face! "Never tell your pet you love her! Get too familiar and she forgets she's a pet!" she growled, "That's an instant fail... Get off me." the wolf huffed. Talon's face was bright red as he climbed off her. "S-sorry... ugh, blew it... You're up, Charmy..." he sighed.

Fera wasn't too enthusiastic about Charmy at first. He was short, and though his dick was big for his size...he wasn't exactly Zeke, for certain. Her misgivings soon melted away, though, as the bee was quickly fucking her hard and rough, his wings buzzing and holding him up as she sat at the edge of her desk, her legs spread with his cock buried in her pussy! He held onto the sides of her boobs as he pounded his "stinger" deep inside her! "Ahhh, yeah! Yeah! I finally gotcha, you...you bitch-whore!" he shouted, doing his damndest to sound like a proper alpha for the wolf. Given his childlike voice, it wasn't a bad effort. With every move and every word, he was impressing his teacher. "Ohhh!! Y-you're really n-no kid, huh?" she huffed, blushing as she felt his fairly large cock massaging her walls with skill! He'd been practicing, clearly. Charmy pinched her nipples and then gave her a sloppy kiss on the lips. "Mmmh, nope, I ain't a kid. I'm your new alpha, slut!" he said with an attempt at a growl. He and Cream were still the youngest students in the school, but all of them were actually adults in truth. At any rate, Fera planted her hands on the desk, leaned back, and let Charmy have his way with her. "Go on, boy! B-be a real alpha, yes!" she huffed, moaning for more as his dick hammered into her, his bee balls bopping her as he hilted his cock inside her! He licked her nipples, feeling up and groping her body as he gave excited laughs. "S-so awesome! T-to finally...fuck you!" he cried. As wholesome as his voice sounded there, Fera couldn't detract from his grade. She gave a satisfied howl as his cum filled her up, mixing with the other students' seed! "P-perfect grade... Mmh... I want more of your honey..." she growled. Charmy's wings buzzed eagerly. "Okay... my pretty black flower!" he smirked. She didn't even mind cutesy lines like that as they went on to round 2...


Tabitha was well and truly satisfied now. Twelve offspring had been created through her twisted mind games thus far. She would accelerate the births of those that remained even more, so that all parents would be available for the next phase. "Twelve subjects will be a good start for my new realm. Now I must decide on my king... The one who will keep me satisfied as I cultivate our kingdom... He must be strong, sexy, almost capable of conquering me!" she said as all the males were displayed on her screens, "...Almost. Hell, if he did manage to turn the tables on me, then he'd be worthy to rule in my stead." she mused with a slight blush. The question was how to choose? Sonic and Tails' little competition had fizzled out mostly. A clear victor could not be determined...though Tails was ahead by one point last she'd checked. Or were they tied? Damn it, she'd lost track. But they were certainly front runners, along with Copter. All three being impregnated did make Tabitha want to dock them points, though. "A tournament... That's the way to go!" she declared as she looked at the selection of males on her screen, "School is out, and my next spell will bring them to my new Coliseum!" she declared. Some rules still had to be decided upon, and so many preparations had to be made. For one thing, each male's prowess in breeding had to be directly compared. There was still a use for the females yet. Tabitha grinned, flicking a finger to make half of the screens show a random female. "Who should take on whom...? This will be entertaining..."


Reader's Choice!
We're starting a Fuck-Tournament! Choose up to 4 pairings to get me started!

A. Sonic x Blaze
B. Sonic x Whisk
C. Tails x Shade
D. Tails x Fera
E. Copter x Wave
F. Copter x Gemini
G. Zeke x Blaze
H. Zeke x Fera
I. Lucky x Whisk
J. Talon x Shade
K. Shadow x Wave
L. Infinite x Gemini
Sp. You can pitch any pair you like based on the characters that have appeared in the arc so far! If I like it, I might select it in addition to the vote winners! (Straight only for this vote.)