Professor Bagu's leisurely movements leave behind loose millipedes and the occasional half meter long centipede. There's stray fruit flies flitting about Professor Bagu's face, or at least where his face would most likely be located. It's difficult to discern anything more than his limbs, head, and torso.

Michael shudders slightly as he looks down at his notebook. There's a single ant crawling across the paper. He makes a mental note not to sit too close to the front next time, and raises his head to listen as Professor Bagu starts his lecture.

"Today we were supposed to be incubating Demon Bird eggs..." Countless little voices say.

Scraping sounds can be heard above as several cages descend into the classroom. Chain pulleys lower the metal boxes to sit on some of the desks. Inside the cages sit odd creatures with green mucus coated skin and two stubby limbs. Their dark beady eyes stare uncomfortably at the students closest to them.

"...Sadly a few Gorbinos escaped their cages and ate the Demon Bird eggs." Professor Bagu finishes in a thousand voices at once.

Michael scoots back from his own desk to put some distance between him and the unsettling green thing in front of him. Scy and Jamie both look just as uncomfortable, and each give the cage on Michael's desk a wide berth.

"Instead we'll be learning how to fend off a Gorbino!" Several tiny voices shout in sync.

Professor Bagu's cackling serves as haunting ambiance as the cages containing the Gorbinos raise back up into the darkness above, albeit without the bottoms of the cages and the Gorbinos themselves. This sends most of the students into a nervous panic as the green creatures begin leaping and lurching throughout the room like children playing tag.

"Professor Bagu is fucking nuts!"

Michael raises his wand with sweat collecting on his forehead, and without a second thought he creates a shield between him and the leaping Gorbino in front of him. There's a distinct bonk sound as the green critter bounces off, and Scy kicks the squishy Gorbino across the classroom immediately thereafter.

Jamie looks amused by the turn of events, and laughs at how freaked out both Scy and Michael look. Scy slaps him on the back of the head right before ducking under a Gorbino soaring through the air.

"H-Help!" Someone shouts.

Michael turns and stares in awe at the chaos being wrought by the Gorbinos. One girl is squealing in terror as a Gorbino sits atop her head with its hands ripping fistfuls of hair from her scalp. Another boy is trying to block a Gorbino who's throwing books at him, but he's failing miserably.

"Die you fucking freak!" David roars.

Michael goes slack jawed as he watches David chase down a fleeing Gorbino wearing his shirt as a hat. Fireballs go flying and crash into desks as well as a few students, but thankfully nobody dies instantly. The sudden pull of a Gorbino grabbing his leg brings Michael's head out of the clouds. He kicks the thing, but it keeps ahold of him and tries to drag him underneath his desk.

"Shit these guys are stronger than they look!"

Someone sends a blast of off white magic into the Gorbino and it turns to a fine paste. Michael jerks his head up to see Scy shakily standing above him with his wand emitting yellow smoke. Jamie is missing now, but at least the two of them are together for the moment.

Michael notices an upturned desk behind his own and pushes another loose desk against them with a grunt. He scoots into the makeshift enclosure without hesitation.

"Quick, under here!" Michael hisses to Scy.

Scy doesn't protest and scoots into the tight space alongside Michael with a look of anxious fear still marring his features. The two of them are basically pressed against one another in this tiny space, but at least they're not easy targets for the Gorbinos.

~

Scy's body feels a little cramped under the desks, but he's glad to be out of the fray. Thankfully Michael is providing a softer side to lean on. Scy's thoughts drift to his friend, and he chances a glance in Michael's direction. Michael's hair has lengthened to his shoulders, and a pair of clearly defined breasts is hanging down from his chest.

"Uh... How much magic did you use?" Scy asks quietly.

Michael glances at Scy and shrugs a little before thinking back to the heat of the moment. Scy can't help but notice how naturally Michael pushes aside his slightly longer than normal hair.

"Probably lots. Why do you ask?" Michael replies just as quietly.

Scy stares at Michael for a moment before shaking his head. Michael has no idea how soft his face has suddenly gotten, nor how different his body is shaped. Michael doesn't notice it, but his rather plush thigh is pressed against Scy's own leg.

"He's always so oblivious..."

There's an internal struggle as Scy processes the sensation. There's a distinct softness to Michael's body that isn't normally present, and it leaves Scy feeling strange. Michael's scent keeps reaching his nose, and oddly enough he can't say he dislikes it.

"What the hell is wrong with me?"

Michael suddenly scoots forward to poke his head outside. There's less noise outside, and the fight has likely ended. Scy sighs in dismay before wondering why he's upset to leave the cramped hiding place.

"I think the coast is clear..." Michael breaks the silence.

Scy nods absent mindedly and scoots out after Michael. He's so deep in his own head that he forgets Michael doesn't look like he usually does, and realizes only after they're both standing there in the open.

"Everyone still alive has passed today's class!" Thousands of little voices proclaim.

Professor Bagu is back behind the podium, and at least two student corpses are lying on the ground. Most of the students look traumatized, and Professor Bagu lets silence pervade for several long moments before breaking out into laughter with his countless tiny voices.

"Haha- You dorks!" Professor Bagu cackles in chorus.

The two corpses raise up into the air in the grasp of wasps and dragon flies, and it becomes clear they're cloth dummies filled with straw. Everyone except the boy with glasses and ice magic looks relieved by this revelation. He glares at Professor Bagu's undulating form with distrust.

Michael's altered state goes unnoticed by the disheveled students as they're all too focused on recovering from the shock of the Gorbino fight.

"Here..." Scy whispers.

Scy passes a demanifestation potion to Michael, and stands awkwardly in front of him so as to let Michael return to his original state with a semblance of privacy. The bell signals the end of class as Michael morphs back into the plain looking boy he was before.

"What do I feel disappointed for?"