Of Magnus and Men

by Springer
rating:***+op

This fic is set during the post-movie episode "Only Human".

* * * * *

He awoke with a groan, expecting to be in First Aid's med bay with a worried Phoenix by his side. Instead he found himself in a dark room, his hands tied behind his back and with a major headache. He tried to undo his bonds, but he found himself too weak. 'Must be due to whatever they hit me with' he thought grumpily. He sagged against the wall and shivered; it was so cold! 'Wait a minute, cold doesn't usually affect- ah, shit!' The man, who was in fact Autobot second in command Ultra Magnus, remembered all that had happened. Himself, Arcee, Springer, and Rodimus had been turned into humans by a man named Victor Drath, as punishment for interfering in some business the man conducted.

Magnus groaned again as another wave of pain throbbed through his head. He never knew humans had to endure so much pain; usually if an Autobot felt pain, you just switched off your pain receptors and gave the auto-repair systems time to heal you. But a human had to rely on drugs, rest, doctors, etc. Magnus realized that he didn't like being human: they were just too vulnerable. 'I hope Arcee made it,' he thought. She was supposed to go to Metroplex and warn the others of what Drath was planning; but first she had to convince them that she was Arcee, and not some crazy human female.

"Thinking about your friends?" someone said, and Magnus turned towards the source of the voice. "Don't bother," it continued, "they'll be dead soon, and so will the other three that escaped. It's only a matter of time, now." Magnus sat up and looked at the new visitor. He vaguely remembered seeing her, he now recognized that it was a female, before, he just couldn't remember. Once again he cursed his human memory. "And you are-?" The female laughed softly, which didn't sound very pleasant. "Michelle. Diana Michelle MacKenzie is my real name, but Victor insists on Michelle." MacKenzie ran her fingers down his jawline and purred, "But you can call me Diana."

Magnus pulled away from her touch and spat out, "What do you want, Ms. MacKenzie? Have you come here to torture me before I die? Well, you're wasting your time. I won't tell you anything." Diana frowned slightly, a smile still on her lips as she said, "What gave you the idea that I came here to torture you?" Magnus snorted. "Please. I may be human, but I wasn't born yesterday. I *do* have *some* experience in these matters." Diana's smile grew wider and she knelt down to him, her dress lowering enough so that Magnus had a good view of her breasts. "I was hoping you would say something along those lines."

Magnus felt his desire grow, his body heating up and he began to pant slightly. Diana came a bit closer, her lips just a few inches from his own, and his heart started pounding in his chest. "That wasn't what I was referring to," he breathed, his desire growing with each second that passed, the woman's lips now so tantalizingly close to his own. "Oh? And just what *were* you referring to?" She was so close now, her breath hot on his face, and Magnus felt his erection through his pants. "Battle experience," he whispered, his voice catching in his throat as she drew even closer. "Do you have experience with women?" Her blunt question sent his arousal through the roof and he practically keened out loud with need.

"Yes!" Diana smiled and said, "Good. I hate rookies-" and then her lips touched his in a passionate kiss. A million sensations gripped him, flooding his entire body with feelings he never knew exsisted. He moaned softly, pressing his body into hers he deepend the kiss. Magnus felt her tongue slip into his mouth and he almost came right there. When he tried to wrap his arms around her, he discovered his hands were still tied behind his back. Diana noticed his disappointment and she laid him on his back. "Don't worry, you won't be needing those."

She slowly undid his pants, Magnus panting and moaning with her every touch. Her fingers brushed across his erect penis and he cried out, causing Diana to smile with satisfaction. "I take it this is a new experience for you. Human mating, I mean." All Magnus could do was nod, which brought another laugh from MacKenzie. "I have to confess, I've never really slept with a human who is really a robot." She moaned as her own arousal increased. "Kind of sexy if you ask me." She slipped off the top part of her dress to reveal her small breasts. Another moan escaped Magnus's throat and he fervently tried to touch them.

"Uh-uh, I told you, you won't be needing those." She lowered her head and engulfed his erect member with her mouth, his hips surging upwards at the intimate contact. Magnus screamed as she sucked on his penis, stroking the base with her hands as her mouth moved along its length. Magnus couldn't restrain his climax and he spurted come into her mouth with a scream, his eyes closed and his entire body stiff. He sagged to the ground and opened his eyes, only to see Diana straddled his waist and run her hands along his hairy chest. Magnus found himself rearing to go already, squirming as she rubbed the lips of her entrance against his erection.

Diana eased herself on top of his penis, causing Magnus to come again. She laughed, remaining on top of him as she traced his jawline with her hand. She wiggled from side to side, making him moan with desire. She felt his penis harden inside of her and she marveled how quick he recovered. "Ready?" she asked, and Magnus eagerly nodded. She pulled up again, then moved down, using even, careful strokes. Magnus rose his body to meet hers, matching her pace with an ease only a seasoned lover could match. She arched her body, sighing with every stroke he made, sheathing himself deep within her. 'Victor isn't *this* good,' she thought, moaning as he picked up the pace a bit. 'Shame he has to die.'

Magnus was beyond rational thought at this point. He ceaselessly drove into the panting woman on top of him, not letting up until he heard her scream in ecstasy. Her muscles tightened inside of her, setting off Magnus's final climax. He screamed, his penis sending spurts of ejaculate into her, causing her to reach another, albeit smaller orgasm. They panted together, sweat covering their bodies as they came down from their sexual high together. Diana pulled off him and she gave him a small peck on the cheek. "You were great. Too bad you're going to die soon; a terrible waste of a man. Merci beaucoup, and have a nice life. What's left of it."

Diana MacKenzie left the room, leaving a half-naked and exhausted Ultra Magnus behind. It was the last day of his life; his *human* life. Thanks to the efforts of Springer, Magnus was rescued and all four of them warned Metroplex in time. Perceptor reversed the process that turned them into humans and they were back in their original bodies. As for Victor Drath and Diana MacKenzie; they earned a one-way ticket to prison. For a very long time. And that suited Ultra Magnus just fine.

THE END

send fan mail to Springer

return to Phantom's Adult Fanfic Mini-Archive