Lyell awoke with a terrible headache.

She realized within a few groggy seconds that she was not only naked and lying alone in the woods, but also that she'd managed to grow to a height of some eighty feet. "Oh, no," she whimpered, squeezing her eyes shut. The party had been so much fun, and the punch hadn't tasted at all alcoholic, but...

She froze. There was something under her, something squirming between her breasts. It was warm and furless -- human. Lyell's tail lashed nervously, bashing against a tree behind her. Gathering her arms beneath her, she slowly pushed herself up.

"Hello?" It was all, really, that she could think to say.

The young man drew in a deep breath and rolled over, apparently quite happy to breathe fresh air once more. From the look of things, if he'd been lying just a few feet to either side, he might not now have been breathing at all. Like her, he was unclad, and when he looked up at her, Lyell recognized Jeremy, an Englishman from her psychology class. "Hello, Lyell," he said in a breathy voice. "Some night last night, eh?"

"I wouldn't know. I don't remember. Oh, Jeremy, I'm so sorry! I didn't hurt you, did I?"

He smiled. "Nonsense! I'm still in one piece. Can't say I'm overly upset about where I found my bed last night, can I?"

Tears came to Lyell's eyes. "I can't believe this. I could have killed you! I'm not even supposed to use my..." She covered her face with her hands. "Oh, no. What have I done?"

She felt a small hand on her arm, and looked down. Jeremy was smiling gently. "It's all right, miss. You were perfectly gentle, I assure you. And nobody else saw us, far as I know, if that's what you're on about."

Lyell wiped at her eyes and sniffled. "What happened last night? I can't remember a thing."

Jeremy stood by her forearm a moment, considering; then, grasping the fur with both hands, he hoisted himself up and sat down. "Hope you don't mind," he said, and settled back when Lyell shook her head. "Well, you got fairly drunk at the party -- remember that? I thought it was time you were on your way home, and I wanted to make sure you got there safely, so I offered to walk you. Trouble was, you were the only one who knew where it is, and you got us a little lost. So here we be."

"Where is here?"

"Oh, somewhere in the forest preserve, I'm fairly sure. I saw signs. Never got a chance to get my bearings before things started to get out of hand."

Lyell winced. Jeremy saw it, and raised a hand. "Here now, the fault was mine, if any. I sat you down to rest, and then started to make a bit of small talk. Bit nervous I was, I suppose. I said, 'I've always wanted to get to know you better,' or some such thing, 'Never known a lion-person before.' Then, well, I started telling you how pretty you were looking, and then I think I made some silly comment about your height."

"And that's when I..."

"Surprised the bloody hell out of me, yes." He smiled and stretched out on your forearm. "You slipped right out of your dress, and before I could say anything I was looking UP at you, silhouetted against the moon. Lovely as it was, I was sure I'd gone out of my mind right there and then."

She groaned again, loudly. "I never wanted anyone to know about this ability. All my life, I've kept it hidden. Why did I have to let myself lose control like that?"

"Not as though you were the only one drinking."

"But you don't understand!" she wailed, then quickly lowered her voice as hundreds of birds, startled by the sudden roar, flew up from the branches overhead. "I lost control! I could have killed you, even everyone else at the party!"

"But you didn't." His voice was calm and firm. "Lyell, I said that you were perfectly gentle. You picked me up and cuddled me like a kitten for a good hour or more, purring like a mama-lion the whole time. I liked the sound. Then you lied down and put me between your...in your...you know, there, and snuggled me between them as you fell asleep. There. End of story."

She blinked at him. "But I woke up on my stomach."

"Ah, yes." He smirked. "You did roll over, yes. But where I was, I was perfectly safe from harm. Quite cozy, too."

"Mm. And where are your clothes?"

"Those? Oh. Well...you DID make me take them off, as I recall. You hung them up on yonders tree. Said you didn't want me sneaking off while you slept."

Lyell sat up, very carefully lifting her arm to avoid spilling Jeremy off. She reached up and plucked his clothes from the high branches, and then lowered them down beside him. "I don't know how you can forgive me," she said softly. "You must think I'm a horrible monster."

"Maybe. But there's not been a more beautiful one."

She looked down, a hint of a smile on her face. "Thank you," she whispered. "Jeremy, you won't tell anyone, will you?"

"What, that you're beautiful? Any fool could see that."

"No. About what I am."

"A lion-woman? Any fool could see that, too."

"Jeremy!"

He threw up his hands in surrender and laughed. "All right, all right! My lips are sealed. Promise. They'd cart me away to the looney bin anyway, wouldn't they?"

She smiled down at him, and gently reached to pluck him from her arm. Cradling him gently in her palm, she sat up and asked, "Aren't you afraid of me?"

"Should I be?"

"No. But I would think you would be terrified, being held like this by a giant."

He flashed a grin. "I've had all night to get used to the idea. I figure that if you had a mind to harm me, you've had plenty of chances before now. Besides, someone as beautiful as you wouldn't eat the gentleman who offered to see her home safely."

Lyell smiled shyly and looked down. "You keep saying that."

"But it's true." An earnestness had crept into his voice, and when she looked up again, he was gazing at her warmly. She felt butterflies inside and shivered, the movement making Jeremy clutch at her fingers. "It's true, he repeated, relaxing again. His voice was soft. "I've always wanted to be able to sit and talk with you, to get to know you better, but I never quite had the courage to approach you outside of class. Now, seems the ice got broken, finally. Admittedly, I was terrified last night, for a little while." He stroked her thumb. "But not now. I don't think I could be."

She ventured to look at him again. He hadn't put his clothes back on again, and she found her gaze lingering on his body. It was slim and firm, and despite the nearly complete lack of fur, it was strangely appealing. "I...don't even know your last name."

"Walker. Yours?"

"N!Godatu."

"....Sorry?"

"N!Godatu."

"Ah. Er, mind if I just call you Lyell?"

She threw her head back and laughed. "Yes, that will be fine!"

An awkward silence ensued, during which Lyell became aware that Jeremy was staring at her just as intently as she realized she was at him. Clearing her throat nervously, she folded her legs and lowered him down to her knee. She laid his clothing beside him. "Well...ah...you're sure you weren't un- comfortable last night? Considering the very rude place I put you in, in my drunken stupor."

Jeremy laid his hand beside him and brushed it through the silky fur of her leg. "If you'll forgive my saying so, I don't think I would have traded it for the world."

She laughed again, even more nervous now, and another uncomfortable silence fell. Finally, Jeremy slapped his knees and reached for his trousers. "Well, now, best get dressed. Any longer like this and I'm liable to start making advances. Wouldn't want that now, would we?"

Lyell didn't answer, and Jeremy paused and looked up at her. She was gazing at him with a thoughtful expression. "Hm?"

"I said, we wouldn't want me going and making improper advances now, would we?"

Again, Lyell did not answer.

Jeremy swallowed and sat down again. He pondered a moment, and then spoke, choosing his words carefully. "Lyell...you are possibly the most magnificent creature I have ever had the honor of meeting. I hope to God that I don't offend you if I tell you that I find myself very attracted to you, and that while you were asleep, I couldn't help dreaming a little as to how I could go about -- er, pleasing someone your size." He covered his eyes with his hand. "Oh, bloody hell, did I just say that? Please, let's just forget it. I know you must find my kind clumsy and repulsive."

"No."

His voice caught, and he stammered, "Oh, well, I mean, little fellow like me, making suggestions like that. You've have every right to be furious with me."

"I'm not."

"Oh."

Lyell smiled, and quietly began to purr. Jeremy felt the rumbling through his entire body and mopped his brow. "Lyell," he said quietly, "I'm so afraid you'll think I'm some sort of bastard." He stopped and was silent a moment, then closed his eyes as Lyell's enormous hand descended and closed around him. He felt a gentle pressure, and then his feet were lifted off of their furry perch. A few seconds passed before he felt the ground beneath his feet.

He opened his eyes. Lyell had placed him into the space between her folded legs, granting him a view so overwhelming that he nearly lost his balance and fell over. Slowly, he lifted his gaze to meet hers.

With a slight nod, Lyell smiled down at him. She was purring so loudly that the surrounding trees had begun to quiver. "Maybe you aren't the only one who has been dreaming, Jeremy." She lowered her hand, pressed her fingers to his back, and carefully pushed him foreward.

"Oh, my god." Jeremy shivered and moaned as his body was pressed into her moist warmth. He squirmed, feeling fleshy lips embracing him, then tightening and trembling against him. Any fleeting thoughts of resistance dissolved from his mind.

Lyell gasped at the touch of the little man's bare skin against her most tender flesh, and then again when she felt first his hand, and then his entire arm slip within her, fingers nimbly caressing the surface of her clitoris. Fearing she might crush him in her excitement, she removed her hand from his back and leaned back, straightening and spreading her legs wide. "J-Jeremy," she sputtered, and then mewled helplessly as his wandering hand sent a wave of pleasure through her body. "P-please, careful..."

He froze instantly, panting. "Am I hurting you, Lyell?"

"Oh, no. Oh, GOD, no! It's wonderful. But you -- you're so small. I'm worried YOU might get hurt."

Jeremy laughed quietly. "Hush," he said. "No worries. Just relax." With great care he withdrew his arm, then placed both arms together and began to slip them in at the same time, working them against each other and against the walls of the cavern, from which sweet fluid had begun to flow. His arms sank up to the shoulders, and with an effort he pressed outward, spreading the folds and exposing the eager passage within. He took a deep breath and lowered his head, and using all the strength of his upper body he began to wriggle inside, twisting and pushing with his arms against the squeeze of the giant lioness's inner muscles.

Lyell let out a roar and sat forward. Through her pleasure-blurred eyes she could see half of Jeremy vanish into her depths. The furless lips of her nether regions clamped about his waist, holding him securely. Fearing now that he would be smothered, she began to reach down for him, but then fumbled and fell back again with a screech. An explosion seemed to rip through her as Jeremy began to grind his body against her clitoris, and then there was the feel of something else -- his tongue, she guessed -- moving in broad, loving strokes. She tried again to sit up, but her body would not respond, able only to thrash helplessly. Trees snapped and were flung aside as her flailing feet struck them; another splintered as her hand gripped it and squeezed spasmodically.

She felt a rush of heat beneath her facial fur, and her heart began to pound. "Jeremy, I..." Her voice dissolved into a roar and her warning was lost, but she felt him squirm harder nonetheless and begin to slide from the embrace of her body. For an instant there was a reprieve, but then she felt him pressing himself once more against her tingling flesh, and then a new sensation, a pinching at her clitoris, a gentle, pleasant gnawing of teeth. Her lust seemed to overflow at that moment, like a river bursting a dam. She arched her back, legs kicking, every muscle locking rigidly. Dimly, she was aware of a lion's roar, but it seemed too far off to be hers, and was half drowned out by the roaring of her own blood in her ears. For eon-long seconds her body was wracked by spasms; then, as though a switch had been thrown, the floodwaters abated and she drooped, weak and spent.

Panting heavily, Lyell did not even have the strength to open her eyes as she felt Jeremy's soft, tiny footfalls travelling up her belly. A moment later, his lips gently touched against her muzzle, and she felt him curl up in the hollow of her throat and begin to stroke at her chin.

Some time passed before she had to strength to move. Slowly, she reached up, her fingers finding the little human and caressing lovingly before closing around him. She lifted him up and help him above her face, a fond look in her eyes as she gazed athim. "Thank you, Jeremy."

"Thank YOU, Lyell," he sighed, his face revealing that he was equally as worn out as she was. "You are the most beautiful, beautiful...hey!" His words were cut off as Lyell suddenly opened her mouth and dropped him inside. She was very careful not to bite as she closed her jaws around his struggling body, and her tongue, far less raspy than those of her wild cousins, began a gentle caress that soon cleaned the remnants of her pleasure from his skin. It took only a few seconds for Jeremy to begin to respond to her soft licking.

Lyell rolled him over slowly, again and again, washing him like the tiniest of cubs. Against her tongue she could feel his arousal, and she made a trough of her tongue into which his firm erection easily fit. Purring, she thrust her tongue rapidly, not only against his malehood but along the entire front of his body as well. It startled her to hear how loud his moaning sounded inside her mouth, and it was not long before she felt his body twitch and shudder, and she tasted salt.

Jeremy's face was a mixture of shock and ecstacy when she rolled him out of her mouth and into her hand. "Good Christ," he squeaked, barely able to catch his breath. "That was...cor, it was DIFFERENT, anyways!"

Lyell giggled and gave her tiny lover a nuzzle that pushed his back into her palm. "You weren't afraid I was going to eat you?"

"Actually, for a moment, I wasn't all too sure." He swallowed, still panting, and reached up to stroke her muzzle with a trembling hand. "Get rid of the evidence, and all that. But if you had, I know I'd have died a happy man, that's for sure!"

"Never. I couldn't have swallowed such a sweet man -- especially when he'd just made love to me. I'm sorry if I startled you, but it was a necessary evil. If I hadn't done it, every nose for half a mile would have known where you'd been this morning."

He laughed. "All this, and brains, too!"

"Careful now," she growled playfully, "Remember who is holding who in the palm of her hand!"

"Yow! Yes, ma'am!" He played his fingers along the roots of her whis- kers, and smiled as it made her curl her lip and purr. "Lyell, I am probably a fool for asking, but...have you ever done that before, what we just did?"

She paused for a long moment. "Actually, in all honesty, you are the first lover I have ever had, at any size."

"Really? Come on, then! I won't believe that. As lovely as you are?" He shook his head. "If it's true, then I am very hon-*"

"Wait. Hush!"

"Eh?"

Lyell tilted her head, ears swivelling. "Oh, my God...someone's coming!"

"What? Yoiks! Put me down, fast! Where are my clothes?"

"Here. Where are mine?"

"I don't...there! Over there!"

"Aie!"

Somehow, they managed to put themselves in order before a District ranger approached from the woods. "Here, now!" he said sternly. "What's this? What do you think you're doing? This is a forest preserve! You aren't supposed to be here."

Lyell glanced at Jeremy, whose hair was noticeably wet and touseled. "We...ah...lost our way. My friend fell into the river, and we were just taking a short cut to get him some dry clothes." She prayed that the ranger would not notice that Jeremy's clothes WERE dry.

Apparently he did. He scowled. "Don't give me that! You people have a pool at the university. What makes you think you have to come to the river and swim?"

"He's right." Jeremy grasped Lyell's hand. "We're sorry, Sir. We didn't realize we were doing any harm. We're of now, and I promise you we'll give you no more trouble. No, Sir, you won't see us in here again!"

"See that I don't!" the ranger growled as the pair skulked past him. "If I catch you again, I will have you arrested; and that goes for your school friends, as well!" He drew himself up and turned, muttering. After a single step he froze. And stared.

Utter devastation lay ahead of him. For a radius of a hundred feet or more lay shattered and uprooted trees, as though a massive wrecking ball had swung through them. The ground itself was torn apart and stamped with deep craters. There was also a scent in the air, a heady, thick scent -- not at all the typical aroma of the forest.

"What in the name...?"

By the time the ranger turned around again, the young man and the lion woman were gone.