Disclaimer: I do not own Soul Eater.

Instinctive
by. Poisoned Scarlet

Part 1 - Soul

Maka bit her lip, fists shaking in rage as she seethed at the sight of Blair muffling Soul in her breasts. But it wasn't the fact that she was smothering him for the first time in what seemed to be months, it was the fact that Blair had worked some funky magic and turned him into a drooling dog!

It would be Halloween in two days.

When Maka said Soul needed to get a good costume for Kid's Halloween Bash, she didn't mean this!

"Blair!" Maka indignantly shouted. "Turn Soul back to normal this instant!"

"Aw, but look, he's so cute as a doggy!" Blair cooed, squeezing him tightly. "Blair doesn't usually like dogs, but he's just so adorable!" He choked at that, his floppy ears pressing against his skull as her breasts began to suffocate him.

Maka saw him struggling, slightly panicked, but she made no effort to help him.

He had sure been enjoying being smothered in her gigantic boobs, if by the way he had been drooling moments ago said anything.

"And he doesn't want to go back to normal, do you, Soul-kun? No, you don't! No, you don't!" She crooned, tightening her death grip around the poor boys neck.

Soul pleadingly looked at Maka but instead of the reaction he hoped for (Maka saving the day with her trusty book, even if it was his skull getting bashed in the process), Maka narrowed her eyes coldly and shifted her gaze away from him.

"Look, I have some stuff to work on for Professor Sid's class so—!" Maka grit her teeth, on the brink of hitting something by the way Blair just ignored her. "Fine! Whatever! I'll be back in a couple of hours! Don't wait up for me!" Maka picked up her bag from the couch and stomped to the door, slamming it open in her fury.

A whimper made her falter but she dismissed it until she heard rapid thumps and Blair's whine of complaint.

Maka turned and gasped when she felt Soul leap onto her, making her stagger back and fall due to his weight. Her head cracked against the floor and Maka yelped, tears springing to her eyes from the white-hot pain in the back of her skull.

"SOUL, GET OFF ME!" Maka shrieked, shutting her eyes and clutching her head. A concerned whine came from Soul and Maka cracked one watery eye open to see lazy red eyes peering into her own with immense worry. "Soul—!"

She froze up when he licked a tear from her cheek.

He licked her.

He licked her – like a dog!

"BLAIR!" Maka exploded, shoving the boy off and zeroing in on the meek cat. "If you don't turn Soul back to normal, so help me, I'll take care of the other eight lives you have!" She threatened.

"But I can't!" Blair whined back. "Blair's magic can't be reversed that easily! Soul-kun will stay like that until tomorrow!" Her smile turned coy. "Or until Halloween, if you want...he must be an animal in bed!" She laughed, coquettishly.

"BLAIR!"

"MEOWR!" Blair hissed, transforming into a cat and stealthily skidding around Maka's vicious blows.

She aimed and threw her book at the cat, smirking when she hit Blair off the edge of the windowsill to plummet below.

Although she lost a book, she got the satisfaction of throwing Blair out the window... even though the cat had probably landed on her feet neatly and was continuing on her merry way.

"Damn." Maka cursed, clenching her fist. "Just wait until she gets back, she'll wish she never got the bright idea of turning Soul into a dog..." At the thought of the boy, Maka searched around for him. "Soul?"

His ears perked at the sound of his name.

"Soul, get over here!" Maka snapped, surprised when Soul obediently skid to a stop in front of her. Blair had the nerve to clasp a spiked collar around his neck, with a doggy-tag in the shape of a soul with his name carved in it. Maka's anger slowly dissipated at the sight of his lazy, but curious, eyes.

"Look at you." Maka mumbled, kneeling. Soul readily leaned in, curious as to what she was going to do. "This is really degrading... really uncool." She gently unclasped the collar, smiling when his crimson eyes brightened. "There. You won't be needing this anymore!"

Soul looked at the collar for a second before losing interest and looking back up into her eyes eagerly.

"Um, can you even walk?" Maka asked, nervously. He had the unnerving ability to run on all fours... "Here, give me your hand—oh...okay..." Maka blinked at how obediently he gave her his hand, a slight grin on his face. She had a feeling Soul was still there, somewhere, under all that magic, and was amused by her awkwardness around him. "Up!" Maka stood up and Soul followed, wobbling a little but maintaining his balance. "Good!" Maka beamed. "Now, walk!"

"Uh..." He was a little unsteady but after a few uncertain steps Soul walked as normally as how he usually did. Maka was a little relieved that he still slouched – it meant Blair's magic was slowly wearing off. Perhaps Soul would be able to regain some higher functions after a few more hours...

"Oh, no." Maka whispered, dropping her eyes. His sharp ears perked, having caught her disheartened tone, and he immediately snapped his head to her, at attention. "I have to finish that report for Sid's class by today! But you're in no condition to leave..."

"... Maka?"

Her eyes widened and she looked up, expecting to see amused, calculative, crimson eyes but was instead met with the same innocent and naïve glint as before.

"Can you talk?" Maka asked, hopefully. "Say something else! Say...um... book!"

Soul stared blankly at her.

Not the most encouraging word I could've used, she thought, dryly. "Um, Black Star? Say Black Star!" Maka pleaded. "Come on, Soul, say Black Star for me!"

"... Maka."

"Cat?"

"Maka."

"Dog! Say dog!"

"Maka?"

"Mama?"

"Maka!" Soul insisted, although his tone did hold a peculiar amount of amusement from how this was turning out.

Maka hung her head. "Is my name the only thing you can say?"

"Ma-kaaa!" He sang, with a mocking edge that made her look up sharply.

"Soul, you better not be messing with me." She threatened, but he merely cocked his head. After meeting his gaze for a few more seconds, she confirmed he wasn't just teasing her, and sighed depressingly again. "Stupid Blair..."

She gasped in surprise when she felt his nose nuzzle her neck, his arms wrapping around her tightly in open affection. He was silent on his feet, for someone who had only been partly transformed into an animal. She never noticed just how much bigger he actually was, compared to how they were when they had been younger, but in those moments she wished she had; it would have prevented the six second delay of her reaction.

"Ugh! Soul, no! Get off!" Maka groaned, her cheeks burning red when he licked her cheek in affection again. "Ew! Soul, th-that's gross—ack!" She scowled, Soul happily ignoring her and nuzzling his nose into her cheek.

She tried to be mad, she really did.

Her partner was technically sexually assaulting her and he refused to stop, but it was impossible to stay angry at him when he was gazing at her with those adorable, jewel—!

"Ooh, no! Not me, too!" Maka bemoaned, tearing her eyes away from him. "Why'd you let Blair turn you into a dog, Soul, you big idiot!" She pet his head regardless, smiling softly when he barked. There was a swish, like air being cut, and Maka slowly looked to the side to see a flash of white...

"You have a tail?" Maka squawked, grabbing him by the shoulders and turning him around. Indeed, there was a white, spunky, tail sticking out from his pants. Maka was dryly grateful Blair had enough sense to create a hole where the tail could slip through in his jeans or he would have to take them off...

He only leaned against her, letting his lips trail down her temple tenderly.

"Soul..." Maka uncomfortably shifted. He was hugging her rather tightly and every second she basked in this sudden influx of magically-induced affection, it was a second she was late to arrive to Sid's class. She found, to her horror, that she didn't mind if she were a few minutes late, and that was what propelled her to wiggle out of his embrace."Let go – I really have to get to Sid's class!"

Soul huffed, squeezing her against him to show he didn't care.

"Soul Eater!" Maka snapped, although she could not hide the smile at his reluctance. "I'll be back in two hours, okay? Just wait here for me!" She dumped him on the couch after a good push, raising a hand when Soul made to stand up. "No. Stay." His ears flattened but he obeyed. "Good... just stay there until I get back, okay?"

Soul frowned.

"Okay?"

He whined, queasy at the thought of being separated from his meister.

"I'll be back in two hours, just wait for me!" Maka repeated over her shoulder, giving his saddened red eyes one last glance before leaving her apartment. "Geez... why did he have to look at me like that?" She mumbled to herself, pushing her guilt aside to concentrate on the work she needed to complete in Shibusen.

She finished later than she anticipated.

She helped Sid out with some assignments and pushed her extra credit into Soul's low grade.

She always did that. It was the only way she could keep her honor student ranking, since they judged Soul's grade with her own and averaged out the score between them.

Soul was less inclined to work for his grade, even though he was fairly intelligent himself, and, as such, Maka usually helped out around the school, or completed a few extra credit works when she was bored. She often pushed those extra points to his grade, keeping it at a steady B average—or A, when he actually tried.

She pushed through the door of her shared apartment with a sigh of relief.

She'd taken little more than two hours but she doubted Soul would know the difference if he were still a cute, adorable, dog—!

"You're half an hour late." An annoyed voice came from the couch and Maka snapped her head up to meet lazy, irked, eyes.

"You can talk!" Maka exclaimed, somewhat disappointed to see awareness in his eyes. The innocent, childlike, glint had been cute...and would be missed by Maka, when she caught the amused, smoldering, gaze of her partner.

"Yeah, new trick I learned." Soul sarcastically said, although he still sat on the couch where she left him. His ears were droopy on his head and he made no motion to run up to greet her like she had been (secretly) hoping he would. "What took you so long?"

"Sid needed some help with extra assignments and I decided to stay a while to help him out...I guess I lost track of time again." Maka explained, somewhat disappointed Soul appeared to be back to normal. His ears didn't show signs of disappearing and she glimpsed his white tail before it hid itself from view again. She guessed he had only regained his higher functions, and he would be back to normal by tomorrow, as Blair had said. "Do you feel better?"

"Better than before." Soul dryly replied. "At least I can talk now." He heaved a sigh and sank back in the couch, as Maka plopped down beside him. She dropped her bag by her feet, aware of how his ears twitched at any sound – even those she, herself, could not hear.

Although the innocent sparkle of his eyes had been washed away by the fading magic in his system, she still wished she could have gotten to play with him—!

Maka chided herself for having such thoughts.

That was mean – and not to mention degrading for someone she admired so much.

Blair had been making a mockery of him by turning him into a dog – was she trying to say something, sublimely? Perhaps making a jab at Soul's loyalty to her? Or was she angry she could no longer flaunt her outfits to him, since a few months ago he had snapped nastily at Blair and told her to stop shoving her rack all up in his face because he wasn't interested.

He had been having a bad day, of course – a pop quiz in Stein's class, losing a bet to Black Star, getting his lunch all over him when someone bumped into him, getting flooded with annoying partnership letters – and was not in the mood to deal with Blair.

But it was her fault he had snapped in the first place.

She had made a nasty comment of his perverse, disgusting, ways when Blair started the usual late evening harassment, and he had given her a heated glare, one with a mixture of exasperation and annoyance, and decided to put her jealous fits to stop once and for all.

Needless to say, both women were meek by the time dinner arrived, and Maka had slid him his favourite dish without speaking a word to him; a token of her gratitude.

"What? Is there something on my face?"

Maka flushed, caught staring. "No, nothing... just...um..."

"Look," Soul began, irritably, "I know I look weird and uncool with these stupid ears on my head but—!"

"They're not weird." Maka softly assured, reaching out hesitantly. He tensed, as her hand fell on top of his head. "They're actually kind of...cute." She scratched, against her will, much like she would do when Blair was a cat, and she was surprised to be rewarded with a low whine of gratification from him. "What the—!" Maka retracted her hand, wide-eyed.

Soul lost the haziness in his eyes and jerked back, his ears flat against his head. "Uh... That—never happened."

"Did you just... whine?"

"No."

"Yes, you did!"

"No, I didn't." Soul scrambled up, glaring. "You're hearing things."

A grin split her face in delight. "Yes, you did! You whined! Do it again!"

"NO!" Soul growled, baring his teeth at her aggressively.

Maka was unfazed. "Come on, Soul! Whine! That was so cute—please?"

"Cute?" Soul repeated, with disgust. "No, thanks, I'll pass." He made to storm in the direction of his room when he felt those fingers—those accursed, wonderful, fingers—begin to skillfully scratch that spot by his ears – the spot that made his spine tingle and fog clear his mind.

Maka was surprised when Soul leaned toward her eagerly, returning to his seat so she had better access. She smiled, continuing her scratching, and watched as he slumped down against her. She paused, momentarily, only enough to adjust him on her lap, before she began the affectionate gesture all over again. She watched the expressions on his face, a frown when she slowed, a dazed smile when she didn't. She even thought she saw a little drool run down his chin. It was so unlike Soul, so strange to see him so unguarded and relaxed, that she didn't notice the dangerously hazy glaze his eyes had acquired.

"Maka..." Soul moaned, and Maka froze.

Red flooded her cheeks and she felt the inexplicable urge to dart out of the room with her head bowed like she did something bad. The sound was rough—pleasured—and it made shivers rise on her skin when he drifted dazed crimson eyes into her own.

"Why'd you stop?" He asked, almost whining. Despite the bratty tone, Maka wasn't angry. Her mind, clearly in the gutter, had conjured those sinful images, and Maka desperately scrambled to regain her lost decency.

"S-sorry." Maka muttered, continuing but with a much slower pace. A soft sigh escaped his lips as he sunk into her lap, his lazy eyes closing the longer she coddled him. There was a faint thump, thump that piqued her curiosity and she was mildly surprised to see it was his tail, hitting the couch with every wag.

"Does it... feel good?" Maka asked, hesitantly.

He cracked one eye open, tilting his head to glance at her. "It feels... nice."

"Nice?" Maka repeated, thoughtful. "What if I..." Her other hand twitched up, nervousness welling in her stomach at what she had planned to do. She had the cowardly thought of just sticking to what she had been doing before when she noticed Soul's eyes were trained on her, expectantly, and she sucked it up.

She was just petting him – like she did with Blair when she studied.

There was nothing wrong with that.

Maka let her hand smooth down his spine and she was rewarded with how he arched, a deep sigh escaping his lips. She could feel his back muscles, strong and hard, under her hand, and despite the warmth that had tinted her face, she couldn't really find it in herself to stop running her fingers down the contour of his back.

She was startled when he suddenly turned and, for a split second, she thought she had done something wrong, until he said, voice delirious with pleasure: "Don't stop..."

Her hand hesitantly laid on his stomach, splaying her fingers to feel hardened muscle beneath. She could trace the faint lines of each core muscle on his abdomen, the strength hidden beneath loose shirts and jackets, and the room felt hot compared to how cool his stomach felt – even with the thin layer of his shirt covering it.

She had the faint urge to lift it up so her hand could take in all of his smooth skin when she remembered just who this was, and embarrassment flushed through her.

His transformation was making her emotions vulnerable; making them resurface from where she had quietly stashed them.

Her fingers were still languidly scratching his head, running over the silk of each ear, while her other hand absently stroked his stomach, as she immersed herself in a losing battle of wills against her heart.

She was on the verge of stopping, of leaving such dangerous territory with the alibi that she needed to cook dinner, when he abruptly rose and turned to kneel on the couch, leaning in very closely to her.

He was panting – she hadn't noticed he was panting until his mouth was inches from her own, hooded eyes meeting her wide ones.

"S-Soul..?" Maka whispered, uncertainly.

"You don't know what you're doing to me, do you?" Soul asked, voice dropped to a tenor she had never heard before; a husky sort of sound. She couldn't say she didn't like it, nor that it did not elicit a thrill deep within her.

"You...you said it felt good." Maka strangled out, when his hand touched her arm. His touch was hot. "I thought... I didn't know..."

"It did feel good." Soul reassured, breath fanning her cheek.

"Then, what are you doing?" Maka asked, uncomfortably. She shifted, dropping her gaze down to the side. Her heart was hammering in her chest; her hands tremulous with the promise in his smoky gaze. "It felt good, right? Don't you want me to continue?"

"Yes," he whispered, and she nearly felt her heart give. She'd never heard Soul drop his voice quite like that. "But let's continue in a different way..." She didn't have to be looking at him to know that a wide grin had split his face.

Her eyes widened at his suggestive tone, face flushed a dark color of rogue. She darted her eyes to meet his own, swallowing when his lips feathered hers; his eyes half-lidded. The intention was clear, and she begrudged the excitement that shot down her body at the feel of his lips. "Soul—!"

"Blair is home!" Blair's cheerful voice rang from the windowsill Maka had thrown her out of hours prior. She jerked at the sound of her voice, colliding her forehead against Soul's.

Soul howled, the sound reminiscent of a dogs howl of pain, and backed away, clutching his head.

Maka groaned, feeling a bump begin to rise on her forehead. She was already dizzy with the hot feelings he had stirred deep within her, she didn't need a headache to accompany the disconcerting haze.

"Whoops!" Blair giggled, when she took in the flushed cheeks of Maka and slight panting coming from Soul. "Did Blair interrupt something important...?" She smiled mischievously at the panicked look Maka shot her over the back of her couch. "Blair can leave if you wish—!"

"NO!" Maka shouted, wincing. That wasn't cool – nor was the smug look she received from Soul at the pitched and breathy sound of her voice. "No, you can stay! I-I have to fix dinner!" She hastily excused herself, launching off the couch and into the kitchen to start on dinner.

Blair had expected some sort of punishment – perhaps a lecture, another violent outburst – but instead she had been met with a clearly high-strung girl whose usually glass sea foam eyes were fogged over with what Blair would purr to be lust.

But it couldn't be.

Maka, suffocating on lust? That sounded absurd, even to the witch cat. The girl had more important things to take care of than the yearnings of her own body.

Blair shifted her eyes to Soul curiously. "Soul-kun," she called. "What did you do to her?"

"Nothing you wouldn't have done." Soul smirked, standing up and dusting his pants off. He fixed his skewed shirt and started for his bedroom. "Call me when dinner is ready."

His door shut, and Blair pursed her lips in thought. "Blair, hmm...?" A grin cracked her face once she understood. She supposed even Maka was vulnerable to those feelings, if the right person came by to unearth them. "Soul-kun's such a naughty, naughty little doggy!"

Blair considered doing this again, for the hell of it.

The cat hopped on the ledge of the window, deciding that next Halloween, Soul wouldn't be as lucky.

He'd have to work for it next time.

A.N: I've been writing this on-off for a few weeks now. It was supposed to be a one-shot when I decided to have a second part accompany it. I have part 2 in the final stages, and it will be posted up soon. However, I can safely assure that it is long - and for those of you who have stuck with me all this time, I'm sure you know by now that by long, I mean massive. I don't think you'll mind, though.

Scarlett.