It was hard enough trying to hit something so many times, but now she was trying her best with magic...it was proving to much of a strain for poor Clarice. Her punches grew weaker and weaker, her mana draining before each hit even made contact. Finally her violent rage ceased as she stood there gasping for breath. Adrenaline and her strength were spent completely as sweat creased her forehead. She was probably around 50% by now...it was surprising to see that even with half of her strength gone she was still standing.

As strong as her will was, her body hung limply in a slanted posture, unable to even move as tendril swarmed and snapped her ankles and wrists together in a flash. As they tightened her teeth gritted in small pain as her weary eyes try to focus on Kanoe. She wasn't stopping her flow of mana. She sighs as she gives one single word 'release' and her mana began to flow into the creature to feed its needs. She was not aware that the monster would stop when the level reached dangerously low, what she was aware of was that she had hit zero two times before, both in which she suffered a severe cancution and passing out completely for two days. As her strength drained even more her body became limp in its binds, her head dropped as she couldn't hold herself from looking up anymore. She was starting to wonder if it would drain them both to zero...even so they could atleast die together if it came that far.

"Ka-Kanoe...I...I..l-love...you...don't...lose....focus.." her weak voice whispers, her mind unsure if that would be the last time she spoke to her. She could atleast give some encouragement to the situation, though it was a blunt lie in her mind to even try and make good out of the situation. However weak and weary she was she continued to let her mana stay open for the beast to devour if it desired. She could already feel her breaths become short with pants.

With so much mana being directed at it, the Magivore’s veins began to glow with eldritch power. They pulsed with ever-growing intensity, causing its tentacles to quiver slightly. But no sign of weakness, this. For the energy it absorbed from the two witches strengthened the monster greatly. Soon it would be able to use that power to consume its victims’ mystical potential.

Sensing that Kanoe was nearing the proper level of energy loss, it maneuvered several tentacles into position around her body. Normally it would not do these things all at once, but her strange behavior had disrupted its standard routine. Thus it was that five separate appendages assaulted the dark witch all at once.

Two of the monster’s largest trunk-like appendages latched on to her large, firm breasts. The maws’ many rubbery ‘teeth’ were like the tips of dozens of fingers massaging her tender flesh. At the same time, a pair of smaller tentacles homed in on her sex and ass, forcing their pulsing flesh into the two holes. A third such tendril also tried to force its way into her mouth.

Though she was not as close to the draining point, Clarice soon shared her lover’s fate. The swarm of tentacles holding her shifted to entwine each of her limbs separately. They pulled her arms behind her back, forcing her to thrust her lovely mounds toward the trunks that moved to engulf them while speading her legs to grant access to the invaders that rushed to fill her cunt and ass. A fiifth tentacle looped around her neck before demanding passage between her lips.

The last of Kanoe's strength was being eaten away by the Magivore. Her body was as weak as a doll. A slight flutter of her eyes was all the movement she could muster as she felt the trunks slide over her sensitive chest. A faint sigh escapes her as she feels each tip inside the appendage stroke and rub over her breasts. Her eyes would not open, every part of her body felt heavy as she lays there in the mass of tentacles.

"Nnngh..ahhh.."

The witch groans as two tendrils find their way to her tight entrances. Her body arches and tenses up by the sudden intrusion. Pain throbs between her thighs in her anus as the tentacles began spreading her open, making a passage deeper into her being. Her weak groan left her mouth hanging open, easy prey for the fifth and final tentacle to slide into her mouth. Her wrists strain against her bonds but it would no doubt feel like nothing to the monster. The thing was growing stronger as it fed on them both.

Her body aches as she felt a gentle warmth come over her body. The rubbery teeth of the two tentacle maws were stimulating her breasts constantly. Even through her weakened state, they began to slowly firm up from the attention. The slow growing arousal was almost painful in itself as it forces her dead muscles to move and errect. Kanoe whimpers through the mouthful of tentacle as her tense body slowly grew limp once more, growing used to the appendages that filled her. She could only hope the darkness claims her soon. Tears trickle down her cheeks at the thought of Clarice, was she suffering like this as well. Why did it have to be both of them?

Clair gives a hoarse 'no' as her lmbs were seperated from their aprtners. She was almost displayed before her lover as tendrils swarmed over her still wearing down body. She gives a weak glance to the woman she cared for, shutting her eyes and turning her head away by the sight of her lover being ravaged. They do open, however as she grits her teeth into a groan. It was a response to tendrils wrapping around her still halfway stimulated mounds. When her legs were spread as far as they could, two invaders homed in and pushed themselves hard and fast into her two tight holes. Her mouth opens to scream but was soon gurgled by another tentacle.

Tears run down her cheeks by the pain of her ass being spread without proper lubricanth. She didn't even noticethe wrap around her neck as she was held firm nearly infront of Kanoe in a floating/standing position. She couldn't fight though...no matter how hard she tried her legs and arms just wouldn't budge, not even a flinch. her watery eyes peered to Kanoe as they seemed to beg for her and it wasn't far off. She wanted to atleast be near the woman before she was taken infront of her. Such shame and emberrassment she was uffering for not even appearing to move whatsoever, no matter how tight her bonds were.

Kanoe....I'm sorry...I failed you when you really need me. Please...please forgive me.

The Magivore’s tentacles continued to squirm and writhe as they fought to push deeper into the lower holes of its captives. The ones in their mouths let forth gushes of slime, pushing the foul substance to the back of their throats to make them swallow. Four large trunks mercilessly stimulated the students’ luscious breasts, rubbery nubs dancing over tender flesh.

The creature’s slime was a concoction designed to keep its victim’s from passing out before it was finished with them; a measure taken by its vengeful (and sadistic) designers to ensure any witch caught by the thing would be fully aware of the entire process as she was stripped of her powers. The monster unleashed several large mouthfuls into each woman’s mouth, attempting to make sure she was forced to swallow a substantial dose.

With the advent of the slime, the drain on Kanoe suddenly changed. It no longer forcefully drew on what little mana she had remaining. Instead it began to eat away at something much deeper and more primal, slowly consuming that part of her being that linked her to the magic. Though they could not be seen from the outside, little wisps of energy began to funnel into the mouths of the tentacles that had invaded her orifices. An intense tingle occurred as a similar stream flowed out through the sensitive flesh of her breasts, feeding into the large maws engulfing them.

Unless the witch could be forced to orgasm, the draining process was long and slow, but not especially painful. During climax, however, the victim’s life-force would flare, allowing the creature to gulp down much larger amounts.

The tentacled horror continued to syphon the energy from Clarice, whose mana levels were still relatively high. Though its appendages were in place to begin the drain, it still had to wait for her to drop below a certain threshold. That didn’t stop it form ravaging her body, however. The leathery flesh of its tentacles throbbed with the power it had stolen from the two witches as they wriggled deeper into her body. Its trunks’ rubbery tooth-nubs molested her breasts incessantly. Slime was forced down her throat. She was just a step or two short of joining her lover in the endless anguish of the drain.

The witch could feel her mind drifting away. The last bits of her mana were being sapped away. She knew this thing was not going to kill her, that would be too kind of Spectre. Living and being completely helpless and weak was the being's intention. Her vision began growing dark. Soon she will be away from it all when her mind blacks out. Kanoe's eyes suddenly open halfway as disgusting slime oozes into her mouth. It was already devouring her mana, what else could it be doing?

She wanted to shake her head free of the tentacle that was pumping the strange ooze but, she barely had the strength to keep her eyelids open right now. With the choices of either swallow or choke, the raven haired student began to swallow down the slime. As she drank in the concoction, her vision and mind began to clear. What was it doing to her? Everything became clearer as her mind was brought back fully to reality. Kanoe weakly stirs in a futile struggle as everything the beast did to her was crystal clear. The sucking trunks on her breasts made her eyes roll back and flutter as waves of stimulation assault her. She gurgles out a muffled moan as she felt her nipples harden and grew errect, becoming easy targets for the rubbery teeth that strokes her areolae. Her body shifts desperately to try and do something anything about the tendrils pumping deeper and deeper into her sex and anus. The witch arches her body, looking like she was about to be sacrificed. She squeals as tears fell down her cheeks. Her body now fully aware was reacting to the relentless stimulation, tension building inside her. Warm nectar squishes out around the tendril pistoning in and out of her clenching cunt.

Why did it have to do this? It had her, why must she be awake for this? Too weak to even resist, her eyes remain rolled back and fluttering as her climax began to build inside her. Kanoe barely noticed that her mana was no longer being drained. If it was she would be unconcious by now. She felt something different and far more terrorfying happening to her body. It was like a part of her was being pulled away. No, torn away was a better description which was not too far off as this thing was eating away her very core of magic. Though the process itself caused no pain, this was by far the most painful experience she ever felt to her.

Clarice gives a gurgle scream as some type of ooze begins to fill her mouth. Her eyes widen in horror as it starts to fit every part of her mouth and would either choke her or force her to swallow. Her eyes shut on reflex as she swallows with little will behind it. her body began to feel odd as if awake but no strength in it at all. Her eyes snap open once more with clear vision as they turn from place to place in confused fear. It must've been the slime it was still oozing inside her mouth. To just make her watch from her place as Kanoe was suffering more then she at this point. She wanted to turn her head away, but there was no choice then to watch her lover gurgling cries of agony. What was it doing to her? Not that she could pay attention for long...

The tentacles lodged in her cunt and anus began its phase in pistoning in and out of her. Without being able to say a word her body could merely take the stimulation it was recieving and deal with it. Her breasts were pushed on display before the mass as her heated nubs began to grow before it. Her mouth hangs open as her straining and tensing ceases. There was nothing to do but feel pleasure washing over her again and again. Her walls were heated and filled with much lubricanth it started to squirt out from the sides of the pumping tendril. o longer was there pain in her anus but more pleasure. No words could describe how helppless and how pleasent this was at the same time. Her mind was blur in confusing bliss. Her lids close once mroe and stay closed for now as her body begins to heat up to closing in orgasm already.

How could this monster do this to her? Why was she having to go through this? She didn't even know this invisible being and his monster yet they persist in torchering her and draining away her mana. This wasn't Kanoe's fault. She knew that, but would the invisible beaing and herself be in 'contact' had it not been for the woman on the bed? No...no doubts. Please if she had to suffer don't let her start doubting Kanoe.

Encouraged by the effects of its assault on the two young witches, the Magivore pressed on. It’s tentacles pumped in and out of their target channels incessantly. Soon after each victim swallowed, the appendages occupying their mouths stopped producing the slime, though they continued to fuck those warm, wet caves for no apparent reason (though Kanoe might have felt some of her magical potential being syphoned off by the oral invader). Rubbery nubs began to pinch and tug at hardened nipples while the great maws endlessly sucked and massaged the students’ breasts.

The creature eagerly prepared for Kanoe’s climax, readying itself to take in the gush of power it would bring. Two or three such bursts would drain the witch’s potential fully. The monster also prepared to begin draining its other victim, her mana levels nearing the necessary threshold. It sensed that she might give it a similar burst right away, if her orgasm continued to build so quickly. The creature was too stupid to even consider the possible consequences if the witches came at the same time; it merely followed its pre-programmed instincts, pushing to obtain its food as soon as possible.

No matter how hard she tries, her mind and body remained completely aware of everything happening to her. Tears stream endlessly down her cheeks as she felt the part of her that controls magic be eaten away bit by bit. All she could think about was how much she relied on her powers. Even against the more powerful and resilient monsters, she felt confident and strong that she will make it through the ordeal and tortures. What will it be like now? With no way to fight back will she just give in completely like some others students of the school have no doubt done?

Tears blur her vision as she looks at her lover. The woman's eyes were closed and she could see the nectar trickling down the tentacle that was ravaging her sex. If this thing does not get satisfied with her, Clarice will be forced to suffer as well. Will the woman break down without her powers? She did not want to think about it.

Kanoe's head rocks and bobs with the constant thrusts into her orifices. It was no use, she couldn't help Clarice at all. All that was left was to just give in. Her body was already on the verge as audible slurps filled the room as the thick tentacle pumps in and out of her dripping womanhood. The endless sucks on her breasts was causing even more blood to engorge and fill the throbbing orbs, making them swell. Her areolae were now puffed out like another breast, topped with a diamond hard nipple. Every pinch, every stroke caused a muffled moan to leave her body. She follows Clair's lead and lets her eyes slowly fall shut. It did not hurt besides the pain of knowing she will be powerless when this is over. Drool trickles out the corners of her mouth as her head rears back. She tries to spread her legs further apart but had no strength to move. The dark witch's body suddenly grew rigid and tense as her limbs flex weakly at her bonds. Her body slowly arches as a loud squeal cries from her body.

All the tension and pressure released all at once in one huge climax. Her eyes flutter slightly open, revealing only the white's of her eyes as the rest was rolled far back in her head. As her nectar gushes out, so did a large portion of her power. She felt tired and eventhough she was not fully drained yet, she was feeling a deep emptiness inside her. Thoughts of her magic were quickly clouded by the feelings of pleasure. Kanoe couldn't take the feeling of loss and pain anymore. She just wanted to forget and wash away in this sea of bliss.

Pleasure reaked havoc on her body and mind. The need to climax as her clit throbs hard was becoming to much for Clarice to handle. The young witch tries to look at her lover but it seemed she dissapeared in her blurry vision. Her tongue greets every thrust in her mouth with a small push of its own, her sex was dripping and quirting madly with her tender spot flaring. Pressure buit in her groin as she was getting ready to climax long and hard on the continued stimulation. She had failed to stay strong for the woman she cared for. She couldn't protect herself for that matter.

Her mouth nearly clenches as her body begins to tense with a fast coming orgasm. The tight ring around her anus seemed to stretch with each thrust as it tightened its grip. The powerful urge to cum overcame her senses as she tries to push on forward for it to come. Her eyes roll and flutter while her arms and legs pull as hard as they could. She lets out a gurgled scream as her being just goes rigid all together. Nectar gusheds out hard and fast from the fucking tendrils, even more drool seemed to come out of her mouth as well. Her walls contract long and hard against the pistoning invadors, the sensation was to much for her body to ignore.

She was in bliss and paid no heed to her powers draining anymore. If it wasn't for her nose flaring for breath she would appear to have passed out. Her clit twitched with each still continuing contraction as her legs do the same. How long she was going to go was a mystery for she had never done this for so long before.

The strength of Clarice’s climax was exceptional, and given that it seemed to roll on and on, the Magivore might have been able to drain her completely . . . If it had not already started on Kanoe. As it was, the horrid thing could consume little more than half of each witch’s magical essence even though it glutted itself on their power. It soon found itself unable to continue feeding.

The monster’s assault on the two women slowed and stopped as it became completely satiated. It pulled its tentacles from the depths of their clenching tunnels and their drooling mouths. It released their abused breasts from its larger maws. The creature extracted itself from the bed, flowing out from under the witches like a wave and depositing them in a heap on the sheets. Its slime would keep them awake for a while longer, but gave no relief from their fatigue, leaving them with very little energy with which to move.

Now that its hunger had been sated, the Magivore was no longer interested in the exhausted young women. It began to search for a place to sleep and digest its meal. It did not get very far, however, as a crack in reality suddenly opened beneath it, pulling it back into the chaos from which it came.

“This test was inconclusive,” Spectre spoke only to Kanoe once more, its Voice set to produce a dreadful shiver. “The wager remains undecided.”

For several moments, she made no attempts to move. Her eyes hung half open as if she barely had the strength to keep them up. Yet, she can see everything clearly as Clarice's weakened body was released along with hers. The witch did not bother to follow the magivore's movements, it seems to be finished with them. Did the thing drain them both completely? She could not lift a finger much less attempt to channel her bit of mana she has left.

The fatigue and exhaustion in her body was to the point of hurting. She never felt so tired but unable to fall asleep. Kanoe was inhaling weak breaths of air through her now free mouth. The faint rise and fall of her chest was the only sign of life. The way her eyes looked one would think she was already unconcious. But, she was aware and could only stare at her lover hoping that she was still alive.

A faint gasp leaves her as the Voice returns, vibrating through her body. Her head shakes very slightly. No, it's over. It had to be over, she at least saved Clarice, she hopes. Kanoe could not hold back the tears that fell down her cheeks as she felt dread and hopelessness settle in. If Spectre tries any other 'wagers' there would be nothing she could do to stop it. She could only ask for one thing. Her mouth began to move though it took some tries before she manages to find her voice.

"L-Leave...Clair...alone," She whimpers, "Please.."

Soft little weak whimpers kept coming from her mouth as she stares off into the ceiling. Her teeth were clenched shut while her breath was almost un-noticeable. Strength gone and aware fully poor Clarice couldn't even hardly blink without her weary body crying for relief and sleep. But she could not close her eyes let alone drift off for some reason and it was taking a toll.

She couldn't even turn her head to Kanoe as her mind begins to crummble away, leaving behind a fearful and weary girl in its place. Nothing...absolutly nothing was going in her head which is a sign that the twitching of her hand was involuntary. Such pain it was to stay awake only left her muscles to ache without relief. She couldn't move at all let alone talk. It was almost as if she wasn't even there which wasn't far from the truth. It wasn't very clear whether she awake or not with those blank and colorless eyes. During her climax her magic was drained to the point where Magivore began to feed off how she could channel it and as it did the gap of energy drained took its round in depleting the witche's will and brain activity for needed support of her organs. It may be exagerated but it was certainly how she was feeling.

“Very well,” Spectre rumbled to Kanoe, “I will take my leave of both of you . . . for now.” The Thing’s Voice caressed her being even as it filled her with despair.

“But the matter has yet to be decided, and I will return in due time.” Its Voice held the promise of more horrific delights to come.

With that last, it was gone, shifting its attention away from the two exhausted witches. It would still be some minutes before the Magivore’s slime wore off. Until then, it would keep them in the torturous limbo they were in; exhausted yet wide awake with nothing to do but contemplate the consequences of having part of their magical abilities drained away.

The sheer weight of being unable to sleep her weariness off was making it more difficult to cut off the last bit of connection she had with magic. Her mind was shot with little activity besides her worry for the woman next to her. It may of seem completely foolish and stupidly brave of her to not worry of herself, but partly was because she was completely numb from the neck down. Still there were obvious signs of abuse by the dull color in her eyes or continuous flow of nectar between her legs that just wouldn't stop its small trickling.

"Ka-...noe..." her hoarseful and weak voice comes out from the silence, aside from both of their hard breathing. It was stressful to turn her head but she manages to do so only that her head falls limply to the side to see the woman's face.

"I'm...s-so-sorry..."