Willow stared up at the enormous figure towering above her. Her gaze travelled from the gathered-up waist of a brilliant blue tea gown, up a lace-covered bodice and trim collar, elegant shoulders and neck, and finally to the face, partially darkened by a frilly white parasol. She stood in the shadow of this giant, cowed by her brown-eyed stare. She felt like her feet were being pressed into the rock she stood on, as though gravity had become stronger. The sudden urge to fall over backward came over her as vertigo threatened to crush her balance.

“O-oh, god…” Willow whispered, her voice reedy and high, completely void of control. The full attention of the giantess was overwhelming. The statuesque woman bent at the knee, that huge face coming closer alarmingly fast. She was like the tallest of trees, moving quick and fluid as a rockslide. Her eyes were on Willow, a deadly intelligence working behind the raw power of her movement. Willow found herself fallen on her ass, backpedaling as quickly as she could. Her wings caught under her hands, tripping her.

The giantess didn’t speak. Her face was so close Willow felt the heat emanating from her skin. Willow’s eyes darted around wildly, taking in panicked, random information. The giantess had a mole on her left cheek, small for giant standards but probably as large as Willow’s palm. Fine hairs, peach-soft, covered the skin above her lips and her cheeks. Her eyes were brown, but the light shone through them in a liquid-amber glow. Her face betrayed no emotion, no curiosity or smugness. There was something cold and calculating about her gaze, like a predator inches from prey. Willow backed up and cried out when her back hit a wall – no way out.

Willow’s gaze settled on the giantess’ lips, plump and soft. She could feel the warm breath from the giantess’ nose on her like a muggy summer wind. The lips came close, parting slightly to reveal a sharp toothy edge and utter darkness.

“Please, NO! DON’T DO IT!” Willow’s voice was so twisted and desperate she hardly recognized it as her own. The lips continued to approach, the top one pressing softly into her chest, leaving her view trapped on the fuzzy cupid’s bow. The bottom lip touched her moments later, she felt it squish on her belly. She squirmed and screamed nonsense words, tears streaming down her cheeks. She wanted to go home. She wanted to get out of here. She felt a warm, wet, powerful tongue nudge the two lips apart forcing her shirt up. The slimy thing tasted her newly-exposed belly. Willow pushed at the lips, trying to get them off her, but her weak attempts were nothing compared to this mountain of a woman.

Suddenly, the lips parted fully and tilted to grab Willow’s full body between them. Willow shrieked, feeling teeth grip her behind those soft lips as she was lifted high into the air, far above where she normally flew. The mouth easily flipped her around so she faced away from the giant, her butt, back, and left leg completely inside the living cavern. The crackling of saliva filled her ears as she felt the tongue lick all along her back, slowly, gently. “Please, stop! Let me go! Don’t eat me, please!” Willow’s words tangled together as she felt the lips above and below her flex, shifting her deeper into the mouth. Both her legs were inside now, only one arm and her head were outside. The giantess gently suckled on her body, her flower-petal skirt pulled off with absolute ease. The tongue briefly stopped its writhing, controlling motion and the giantess swallowed the skirt. The smacking and suction struck a sudden, terrible, primal fear into Willow. She was next.

The tongue lazily felt its way between her legs as Willow shuddered and sobbed. She felt her whole body react in both revulsion and ecstasy as the enormous muscle worked over her clit, ass, and labia indiscriminately. The mouth was very hot and wet. The giantess tasted every part of Willow, taking her time to enjoy her morsel. With one last pleading cry, the giantess took the little fairy into her mouth completely. Willow’s muffled screams were heard only by the giantess, who walked elegantly to a deftly woven wicker chair. A delicate glass table held a China tea cup with a gold rim. The giantess lowered herself onto the chair, her mouth working as she savoured her struggling sweet. She picked up an embroidery loom, plucking the needle from its temporary home between threads. As she began her needlework, she tilted her head back and prepared to swallow the little thing alive.

Willow’s world was dark and wet and constantly moving. She felt the tongue press her against the giantess’ hard palate, then coax her into a cheek, then slime up and down her in a saliva-covered assault. She was screaming constantly, unless her mouth was forcefully covered by the tongue, or by the flesh of the giantess’ inner cheek, or simply by a web of thick saliva. Her every muscle strained against the constant, chaotic pressure to no avail whatsoever. She was a leaf, bent and spinning and crushed by a white-water rapid. She was being treated as a small bite of food. She was a small bite of food. Willow sobbed but her the salt of her tears was simply washed away by the riptide of tongue and flesh.

Gravity shifted. She slid backwards, and realization hit. Willow struggled with everything she had, but nothing she could do would stop the almost mechanical will of the giantess’ throat to simply transport food from the mouth to the stomach. “NO!” Willow desperately screeched, before her scrabbling hands, then arms, then head, then body, then legs, were taken into the fleshy, muscular esophagus. It squeezed her down, down, deeper into the body of the giantess. The thunderous, wet sound of swallowing echoed in her ears.

---

Willow awoke to sun streaming into her face, her bed completely drenched in sweat. She had had stress-dreams before, but this was something completely new. Her wings were disheveled beneath her and she hurried to straighten them out. Today was the third day of Attuning. Strange dreams or no, she could not be late.

---

"Excellent job, Yarrow." 

Yarrow looked up gratefully at Professor Rose before sitting down. His freshly attuned mana stone shone brilliant green, slowly fading to a soft, jade glow. It was about the size of a marble, embedded in his wrist like a permanent watch. He leaned back against the sloping wood of the classroom’s walls, brushing soft green hair from his eyes.

That left just one student standing.

Willow felt sweat dripping down her face. Her concentration was completely shattered by that dream. She could still feel the lips around her, the tongue assaulting her. She tried desperately to forget, to focus, but her mind wandered without fail.

All fairies can attune if they try hard enough - that's what her professor said, that's what her parents said, her peers, everyone. Magic was everywhere, you just had to open your eyes; reach out and touch it. Willow didn’t see magic. She saw only her classmates, watching. Twenty pairs of glittering eyes, staring at her with the same intensity as the giantess’, some bored, others mocking. They all sat on the smoothed wood floor, colorful petals adorning their outfits, and a softly glowing mana stone embedded on the backs of twenty hands.

The classroom was seated deep in a hollow tree. Everyone before her had no problems whatsoever attuning to their respective mana stones. It was a simple process, in theory: concentrate, open your eyes to the second world, the world full of silvery lines connecting everything to everything else. Grasp them, weave them between your fingers, up your arms, until you are like a pendant dangling from a thread. Wind them around the stone until a solid conduit of magical line binds you together. When done correctly, the deep well of mana within the stone is yours to use as you please. When done incorrectly -

Willow felt a lump in her throat. She swallowed hard, but it wouldn’t go away. Her vision blurred. The strings simply wouldn't appear for her. She tried again to focus, recalling everything that people taught her to do. Breathe deep. Imagine yourself falling. Unfocus your eyes. Try not to blink.

At least the tears helped with that.

Whispers - Willow caught sight of Belladonna smirking. Belladonna, the perfect student. Curly, dark hair tied back, dark skin, eyes like two gold coins. She leaned over and whispered something to Saffron, her blonde partner, who giggled. Their eyes bored into Willow. 

"That's enough." Her professor's quiet voice. Professor Rose wore a thinly veiled frown. He took off his thick glasses and began to clean them with a bit of white cloth. He wore an immaculate spider-silk suit, dyed deep burgundy, in contrast to his stubbly face. "The rest of you, go. Enjoy the power of the mana stone, I hope it serves you well. Willow," he turned to his trembling student. His face softened just a bit. "We'll try this again tomorrow." 

There was a shuffling of clothes and wings as the rest of the students fluttered out of the hollow. Willow's heart sank. For the last three days, students had been attuning. Some, like Belladonna, got it on the first day. By the end of the second day, it had just been herself, Saffron, and Yarrow. She was the last one. The only fairy in her class who couldn’t attune.

“Thanks, professor.” She said, turning to leave. She couldn’t wait to get out of here.

“Listen, Willow,” Professor Rose said, stopping her. “Everyone gets it eventually. You are no different. It just takes time.” He stared at her, brown eyes magnified behind his glasses.

Time, she thought, as she left the tree trunk. She flew aimlessly away, not wanting to go home just yet. The woods were her solace, the one place where she felt at peace. She flew further and further from the fairy nexus, just wishing to get out of sight. If she saw Belladonna, or the Professor, or anyone really – she didn’t know what she would do. Die of shame, maybe.

The sky grew dark as Willow found herself in an unfamiliar grove of gold-needled larch. She flitted about, the beautiful trees seemingly calling to her. She basked in the quiet of her surroundings, almost forgetting about the day as she floated from branch to branch. The mana flow here was strong, she could feel it almost guiding her wings this way and that, on a meandering path through the grove. This was what she loved about the woods. Even if she couldn’t control the threads of magic, she could still enjoy them, follow them, allow them to take her down a path she normally wouldn’t.

Eyes closed, Willow didn’t even notice as the mana flow gently pushed her towards a waiting trap. The enchanted net was so delicate it was almost invisible, and as soon as Willow touched a sticky thread it collapsed on her, tightening and constricting around her and tethering her between two branches of golden larch. Willow screamed, yanked out of her reverie. The scream echoed through the woods, swallowed into silence.

Willow had stumbled into the territory of a great and terrible witch, the Spider in the Wood.