Wendy's POV
"So cute." I giggled seeing my sexy outfit.
I was wearing a cute green and blue top that pushed up my sexy boobies, I had a short skirt and all around I just looked hot!
"I wonder what Carla will think." I smiled.
"Wendy." The cat in question called out as she came home for the first time "Are you here?"
"Yes." I put on my best kiddie voice to throw her off.
I heard Carla talking to someone, I took it to be Natsu's cat Happy.
"Wendy how were-What?!" Carla gasped when she saw me.
"Hi." I giggled and waved "Like my new look?"
"What happened to you?!" Carla shrieked.
"Wow Wendy you look really pretty." Happy told me.
"Oh thanks!" I hugged him, his head squishing into my breasts.
"Wendy!" Carla yelled "What happened?"
"I got sexy duh." I laughed pushing up my boobs "See!"
"I can see..." she blushed "What I want to know is how this happened!"
"Lucy gave me a potion and I got sexy like all the girls in Fairy Tail." I smiled "What's the big deal I look like a sexy adult know...and I got to have fun with Natsu."
"You did what?!" she yelled.
"It was...amazing." I moaned a bit "You should have seen it, he's so manly."
"I can't believe you young lady." Carla scoffed "This is...unacceptable."
"Erza said you'd get like this." I pouted my plump lips "I guess we'll have to take care of you."
"What are you-HMPH!" she gasped as I hugged her into my bust.
"Just relax I'll make you feel really good." I giggled popping a bottle and stuffing it into her mouth, forcing her to drink half the bottle.
"HA GAH!" Carla fell to the floor "What's...happening to me?!"
Carla started to grow and change, her body was growing longer and lankier as she gained a more human like form with a hourglass body, her chest softened and rounded into two large jiggling breasts as her body slowly turned into a sexy white fur cat lady.
"Oh what happened?" She purred looking at herself "This is...so strange."
"You look so sexy!" I hugged her, her soft fur tickling my body.
"Really?" she smiled "Well it does feel nice."
"Look at these too." I cupped her soft breasts "So big."
"They are aren't they." She said with a hint of smugness "I'm starting to see why you like this so much."
Carla turned and smirked at Happy "Well male cat, what do you think, am I sexy?"
The smaller blue cat just blushed "Y-Yeah."
"Good to know." She purred "Hmm, but isn't it sad Wendy, Happy thinks I'm sexy but he can't get any of this kitty."
"I know right." I giggled with my bestie as I hugged Happy "Maybe we should change that for him?"
"Good idea." She smiled holding the half full bottle "Say Ahh."
"HMM!" Happy was forced to drink and cough.
I dropped the boy cat as the potion started to take effect on him. Like Carla, Happy started to grow into a sexy cat person, his body was more male and muscular as his face was almost tiger like, he was tall too having a good foot or two on me and Carla, everything about him had a sexy wild feel to it.
"GRR!" he purred deeply "That was...weird."
"Hmm, that even turned me on." I hummed looking at the penis dangling between his legs.
"Back off for a bit." Carla purred walking by me, her furry butt swaying as her tail swished "This one's mine."
Happy growled a bit and dug his claw into her plump booty as Carla started to nuzzle against his buff chest. The two cats started kissing before Happy picked up Carla and let her ride his cock.
"NYAAA!" Carla meowed like she was in heat as Happy grunted and pounded her pussy.
I was loving watching these two myself, leaning against the wall and squeezing one of my tits while shoving my hand down my skirt and rubbing my pussy.
"Oh yes, don't stop...HAAA!" Carla moaned as she climaxed on Happy's dick.
"I did get to finish." Happy frowned a bit.
"Don't worry." I smirked walking over and taking my top off "Come fuck this you beast."
I stood back to chest with Happy, the large cat cupping my tits and purring in my ear as I leaned against him, his claws pinching my nipples.
"Hmm, Happy you're such a stud." I moaned as he bent me over and slid into my pussy "HHAAA!"
"HMM!" Happy growled deeply as he started thrusting into me.
I leaned on the wall as Happy doubled over and increased his speed, he was practically humping me, his paws squeezing my tits as he thrusted more and more.
"MMM!" I was suddenly pulled into a kiss as Carla arrived close to me and wanted to join in.
"That's right male cat, show Wendy who's boss." Carla purred.
"Right." Happy said.
"AAAHH!" I moaned as his speed increased my pussy being pounded like never before "I'm...I'm..."
"GRR RAH!" Happy loudly roared as his cock twitched and blasted cum into my pussy.
"OH YESSS!" I screamed in pleasure.
Happy Carla and I went at it a few more times before relaxing together.
"You guys are even better than I expected." I hummed as Carla snuggled against Happy.
"I see why you were so excited by this Wendy." Carla purred "And I can't believe you waited so long to turn into this sexy beast Happy."
"Wendy we're back with more clothes for you." Erza called out as She, Lucy and Natsu entered "Oh!"
"Erza, you're plan worked." I giggled kissing Carla "And I had some more fun too."
"Wow." Lucy gasped a bit "Happy?"
"GRR!" he purred at her a bit "It was Wendy's idea."
"I thought we could use another guy around the house." I giggled "And trust me...he's great."