She shifted slightly, tugging at her panties to resettle them, twisting the old t-shirt she was wearing back to where it was supposed to be, but stopped before unpausing the video. Her skin was prickling, the faint hairs on her arms standing on end.
Suddenly there was a crackling burst from the common room of her dorm, like an exploding transformer. She jumped up, her headphones pulling off her head and clattering to the floor, leaping to the other side of her room and throwing open the door.
Two complete strangers stood in her common room. Strangers not only in that she didn't know them, but also in simply being strange. The taller of the two was clearly male, bulky and mesomorphic. On top of his dark brown skin were a series of mottled and craggy plates, as though he was wearing armour made of rock.
His companion was female, shorter than him, although still impressively tall. Her skin was a saturated royal blue, and her long ponytail and sensual lips were both bright pink, contrasting starkly against her skin. She was impressively lithe and fit.
Both strangers were dressed neck to toe in red and black textured jumpsuits, with a strange logo joining the two sides of the suit at the breast. The woman peered into a wrist-mounted device which projected a small image in 3D, while the man performed sweeps with a long metal rod. They both stopped and looked at Clarissa as she burst out into the room, who stood for a moment, and then screamed.
The female turned suddenly to the large, rocky male, speaking in an unknown language. The male tapped a small device over his ear, extending a small stem down near his mouth. He coughed, then began speaking in a rolling baritone.
"Epsilon-phi quadrant resident, please, stay calm. We mean you no harm. We are performing a routine sweep of this area after we detected anomalous readings, and we will leave as soon as is practical. You will have no memory of our presence."
Some of the abject terror left Clarissa, but she still took shallow, panicked breaths. "W-what? Epsilon-phi? What? Who are you?"
The woman looked across. Her voice purred. "We are members of the Universal Emergency Response Unit. This sector displayed concerning readings in the stability of the local space-time continuum and we were dispatched to investigate."
Clarissa blinked, standing stock still. "Did I hit my head coming out of my room?"
The large man shrugged. "It is entirely possible."
The woman spoke, still looking at the readout from her wrist-mounted holograph. "Do they not educate young Epsilon-Phians on the workings of the Universal Assembly? Who is your delegate?"
Clarissa's head spun. "What are you talking about?"
The two intruders looked at each other, before the man spoke. "Oh. This is Sol 3, isn't it? I've heard Sol 3 is... uh, a very rustic planet. My apologies. We are what you call "aliens." I am Glethrag. This is Xianshi. You are..?"
"Uh, Clarissa." Clarissa began pinching her arm, to no avail. She apparently wasn't dreaming.
Suddenly the woman's wrist-mounted device began to beep in an insistent, high-pitch tone. "Glethrag! Confirmed, we have sprites!"
Glethrag's expletive came out in alien language, apparently untranslatable. "Are they contained?"
"No, they're live, they're live!"
Suddenly a small glowing mote of pink light zipped into the room, leaving a small trail of sparkling particles. It hovered in midair for a moment, and then without warning it flew straight at Clarissa and into her chest.
She immediately felt warmth spread through her, accompanied by a wave of heat and a prickling sensation across her body and scalp and a light, pattering sound – the sound a twinkling star would make, if it made a sound. The two alien intruders scrambled, the man, apparently Glethrag, bounding out into the hall after the glowing mote, and the woman heading across to Clarissa. As Xianshi reached her, the glowing mote reformed, flying out of her body and disappearing.
"Clarissa, you- oh, no."
"What, what happened? I feel weird."
"Um. Does your species regularly shift pigmentation?"
"What?"
Xianshi sighed. "Do you normally change colours?"
Clarissa stood staring wide-eyed for a moment, then rushed into the bathroom, screaming again as her reflection came into view. Her hair had turned a bright, saturated royal blue. It didn't have the limp look of dye or a wig, but looked lush and full of life. Where her hair before had been straight and frizzy, it now fell in bouncy waves to her shoulders. Her eyebrows had similarly shifted, and closer inspection revealed the faint hairs on her arms were a pale cyan. She staggered back into the common room.
"What the fuck is going on?!" The prickling sensation stopped, but the heat was still there. It started to move, though, collecting in the pit of her stomach and spreading between her legs.
Xianshi was tapping away at her wrist device, several pulsing red lights visible within the hologram. "Oh no, there are multiple signatures. They're everywhere!"
"What are? Why is my hair blue?!" Clarissa kept twisting her hair around her finger, staring at the colour as it shimmered. It was, she noted through the terror and confusion, a remarkably attractive shade – just utterly bizarre. She shifted, uncomfortably aware that she was still hot between the legs.
"Clarissa, please stay calm. This appears to be an incursion of pseudoautonomous psionic entities, generally called "sprites." They are capable of warping localised space-time and causing disjoints in reality – like your hair. If left unchecked they can be catastrophic and can collapse the local space-time continuum completely. I must confess, the particular change they have caused in you is... unusual."
Clarissa blinked. "Collapse space-time?" It sounded bad, but she was actually having trouble focusing on anything outside the dull throb of her vagina.
"Correct. I would say wiping out probably this solar system, and very likely much more. They appear in response to weaknesses in the fabric of space-time. Can you think of any possibilities locally? Perhaps the site of a large psionic event?"
Clarissa decided at this point to continue saying nothing, partially because she had nothing to say and partially because it was becoming exceedingly difficult to think. Xianshi blinked. "Oh, no. Your world is pre-psionic? This is bad."
As if to punctuate that, another sprite zipped into the room. The two women scattered to either side, letting it fly between them, but as if hunting her down it rounded on Clarissa and flew straight into her chest, absorbing into her, filling her briefly with a sensation of energy.
The energetic feeling hung for a moment before flowing through her, concentrating into her breasts. She gasped lightly, feeling her nipples grow erect as tightness and warmth spread through her mounds – a pleasant sensation, especially as the heat between her legs increased.
She whined lightly, and the twinkling sound began again, underlined by a low bass note like a finger slowly being dragged across a rubber balloon. A feeling passed through her breasts, a tight, overfull ache like the feeling of finishing a big meal, and before her eyes they swelled up.
It wasn't much, in the scheme of things, but it was definitely noticeable, especially since the sensation of them filling accompanied a pulse through her already-revved-up nethers. There was a second surge of growth, the bizarre sound even louder, and the urge to plunge her hand down the front of her panties became unbearable. Instead she allowed her hands to rise up to her boobs, feeling them grow against her fingers. Her nipples throbbed against the fabric, tight, hard and sensitive.
They surged again, filling her hands and drawing out a long moan. "F-fuuuck... Oh God!"
Xianshi picked herself up, her mouth dropping open as she spotted Clarissa groping herself. She immediately leapt for a case she'd left sitting on the floor, rummaging through it for something, then sprinted over to the dazed, swelling girl. She slapped a device onto Clarissa's wrist, very similar to the one on her own. Immediately, the horrible stretching sound ceased, and Clarissa's moans died off to just hard panting. The feeling of energy pulsed and the sprite leapt from her body, flying away.
"O-oh... Oh my God... W-what happened? It wouldn't stop..."
"Our field computers contain dimensional anchors. They regulate your wave function and lock your position in space-time, preventing any further modification of your reality signature."
"Oh." Clarissa's voice hovered between relief and disappointment. Xianshi coughed. "Clarissa, would you come with us? We require local knowledge and a guide."
"Uh, y-yes. Sure! Just let me get dressed." She stumbled out back into her dorm, just managing to shut the door behind her before stripping off her shirt and plunging a hand down the front of her panties, the other sliding up to grip one of her new breasts and squeeze.
She'd always been small up top, only graduating up to a C cup along with her freshman fifteen – realistically, she was chubby and disproportionately small in the chest. Combined with their flat, unappealing shape, she'd always been self-conscious of her overall figure. Now, though, she sported a huge, round, perfect pair of thick-nippled breasts – and though the mounting pleasure of growth was ebbing away, they were fabulously sensitive and the previous sensations of arousal weren't going anywhere. She was soaked through.
They hung in a perfect teardrop and jiggled deliciously on her chest, her nipples tracing patterns in the air. Their weight was immense, and as she leaned forward, bracing herself against her desk for better reach downstairs, they swung forward, bobbing against each other and sending little pulses of pleasure straight down to her crotch. One of them alone more than filled one of her hands.
She ground her hips against her hand, her middle finger slipping inside her sopping wet passage as the pad of her thumb pressed against her clitoris. The pleasurable sensation of her bouncing tits, especially being able to watch them sway and hang, gave her an idea.
She gripped one, pushing it forward, rotating it around so that her new swollen nipple met her lips. She whined into the bulk of her breast, suckling deeply on her sensitive tip, compounding the pleasure as she continued to rub herself. The moans and whines became more frequent, more frenzied, muffled by the wobbling flesh of her new breast, until they finally hit a peak.
She shuddered against her desk, her nipple dropping from her mouth as it went slack, her thick hips humping the air, stationery and papers scattering everywhere as her body shook uncontrollably. With a final shriek she fell back onto the floor, panting and groaning, her new voluminous blue hair plastered to her face with sweat.
"Holy shit. What was that? That was fucking awesome!"
She picked herself up, giggling at the unfamiliar motion and weight of her breasts, then shook her head lightly. Serious time now, things were serious, and the fate of space-time couldn't wait for her to spend the next few hours masturbating, no matter how horny she was or how delicious her new chest felt. Being a big-titted blue-haired beauty could wait.
She grabbed a new pair of panties, discarding her current pair with a wet slap. Of course, the new pair weren't going to last long either, but it was still an improvement. Out of amusement she held the cups of one of her old bras up to her chest, grinning as she realised that not only did the cups no longer fit, her new frontage was easily three times what would have fit. She was huge. She retrieved her discarded shirt, which while tight across the chest at least covered the girls, pulled on some pants and made her way back over to Xianshi.
Glethrag had rejoined her. His brow pulled up quizzically as he spied the valiant efforts of Clarissa's shirt to stretch over her tits, her nipples on full, fat display through the fabric. She grinned again, shaking them lightly. He coughed, looking back at his field computer.
"I can't tell where the next manifestation is going to occur, but it will be larger than the last. Space-time is rapidly thinning. It's-"
The computer started to beep urgently. Glethrag looked down, and then pointed. "That way, approximately eighty metres."
"Jackson dorm! My friend lives there. Follow me!"
The trio made their way out, Glethrag slightly oversized for the corridors. There was an internal passage between the two dorm buildings, and when they made their way through, Clarissa guided them up the stairs until Glethrag indicated it was the correct floor. Clarissa's stomach dropped as she realised not only was it her friend Kylie's dorm, it was Kylie's room, and a scream issued from it as they approached. The door was locked, but dorm room doors are notoriously unsuited to keeping out seven-foot-tall walking slabs of muscle and granite, and Glethrag made quick work of it.
The sprites had already manifested. They spiralled around each other in the centre of the room as Kylie and her boyfriend Craig looked on in shock, before launching off in all directions. Three of them curved in, rounding on Craig, while two made their way toward Kylie. They phased inside the bodies of the pair, wreathing both of them in pale pink light.
Clarissa ran over to Kylie to check on her. Her best friend was as tall, ginger and skinny (and flat) as ever, but as she approached she heard the same twinkling sound and underlying rubbery bass that had heralded her own growth. Kylie's eyes went wide, her hands flying to her breasts as she felt them slowly fill from the inside.
"Clarissa? Is that y-oh, God, what's happening to me-aaah!"
She was wearing a small, tight tank top, and it was obvious to both women that her breasts were far more prominent against the fabric. Another twinkle, and the horrible stretching sound, and they swelled even further. Kylie moaned, falling back against her bed, her top stretched tight between the two mounds. Clarissa looked back at Xianshi.
"Quick, can you get her one of these computers?"
She shook her head. "I only had one spare." Kylie moaned again, clutching her breasts as they surged with size again, and even over the sound of their growth the room's occupants could hear the sound of Kylie's top stretching to accommodate them.
Hearing Craig groan behind her made Clarissa pivot. At first it didn't look like Craig had changed at all, but then Clarissa realised that he was practically swimming in his clothes. In front of her eyes, she saw him shrink into his t-shirt, while at the same time his hands flew to his head where his messy light brown hair was growing down his head, already falling past his ears in flowing tresses, the colour fading at the roots.
"Wh-what's happening to me-eee?" His voice cracked halfway through the last word, and his hands clapped over his mouth. "What is going o-oh?" His voice had slipped into a higher register, and now not only did he appear to be shrinking, but his arms were starting to slim down. In fact, when the light caught his face in certain ways, he almost looked like a...
"Oh God. Craig, you're... You're turning into a girl!"
He immediately bolted upright, his clothes billowing around him. He was unquestionably shorter and slimmer, except around the ass and hips, where, if anything, he seemed to have grown. Clarissa bit her lip as she spied Craig's erection, contributing to holding up his pants, although on reflection it seemed... small.
Before her eyes, it started to recede, the bulge in his pants shrinking until they were completely smooth, hanging only by his impressive hips. One of his hands shot down under the waistband, and his wide-eyed expression told Clarissa all she needed to know.
From behind Clarissa, Kylie moaned again. Her breasts were still expanding, her slim top now straining to hold the flesh packed into it.
"T-tight... Can't breathe..."
Glethrag immediately strode over and grabbed either side of her shirt, shredding it like tissue paper. Huge, milky white breasts, heavily sprinkled with freckles and capped with wide pale areolas, fell down out of their restrictive prison and bounced and wobbled to a stop at the bottom of Kylie's ribcage.
Clarissa turned, her shout of surprise dying in her throat as she found herself transfixed by the new massive mounds of breast flesh on her friend's chest. She'd never seen tits so huge or perfectly formed...
She shook her head, trying to clear it over the rush of heat from her revved-up nethers. "G-Glethrag, what did you do?"
He shrugged. "The female was in distress. The growth is likely to proceed much further, and her clothing was only going to create additional pressure."
Kylie's hands flew to cover her nipples in shock, but touching them only made her moan again, her eyes hooded. "Oh, mmm, what's happening? M-my tits..."
Her breasts surged forward with growth again, accompanied by an audible twinkle and a whine from Kylie. They crept down her chest, her nipples starting to change position as the sheer gelatinous bulk bloated behind them, starting to point slightly downwards and to either side of her chest.
Craig was having his own chest emergency. Underneath his oversized shirt, his nipples had puffed up, so hard they actually ached. With one hand already exploring what was unquestionably a new vulva, his other pressed into one of his diamond-hard tips, trying to push the ache out of them. Unfortunately it only succeeded in delivering bolts of sensation down to his new genitals.
He pitched forward, one hand mashing in between his legs and the other tugging at his nipple. Thick, wavy, bright-blonde hair cascaded down past his shoulders. He moaned, tongue lolling from his mouth, and Clarissa realised that his lips had swollen up as well, accompanying a subtle but distinct feminisation of his facial features.
Clarissa could only watch helplessly as Kylie and her boyfriend transformed. Worse, with how turned-on she was from her own transformation, watching it happen was making her pussy throb with desire. Kylie's tits were showing no sign of slowing, gigantic bloated teardrops that were beginning to overflow her cradled arms and heaved with each panicked breath and wobbled with the slightest movements of her body.
Her nipples had kept pace with the growth, fattening up into tremendous, bulbous nubs that sat atop vast, pebbly areolas. She stared down at them wide-eyed, like she was unable to process the extent of the bulk of her new tits.
"H-how? How did this... M-make it stop!"
Craig's chest, while not even close to the level of growth Kylie was experiencing, was also swelling up rapidly under his shirt. At the same time, streaks of bright pink were beginning to work their way through his still-growing hair, and his swollen lips were beginning to lighten and brighten, a glistening pink sheen spreading across them. He smacked them together and moaned, his hands palming his new breasts.
Kylie squealed as her breasts managed to reach their way down to her thighs, filling the space from her chest to waist with a pair of mounds that rivalled beach balls. She shuddered, sending a ripple through the entire bulk of her new tits, before rearing back with a shriek as the sprites burst from her chest. They flew about a foot away from her before starting to dissolve, fading away into a twirling tornado of motes of pink light, leaving nothing but the panting, trembling girl and her outsized breasts.
Craig followed suit soon after, his lips spreading to allow the sprites to fly out and dissolve one after the other, but not before they left a finishing touch in the form of a thick black eyeline, dark eyeshadow, thick, ultralong dark eyelashes and a pink glittery coating for his eyelids. He hadn't just turned into a girl, he'd turned into the ultimate bimbo.
Clarissa headed straight over to Kylie, who sat staring dumbly at the quivering mass sitting in her lap.
"Kylie, are you okay?"
"Clarissa? W-what happened? My tits, they're..."
"Huge! Um, I mean, it's a long story, but these pink ball things are going around transforming people... The blue girl and the big guy are trying to stop them, and hopefully put us back to normal."
Xianshi coughed. "We cannot repair the alterations to reality made by sprites. That is part of why they're so dangerous."
Kylie blinked, hugging her tits closer to her torso. "I-I'm stuck like this? Clarissa, what am I going to do?!"
"Um, uh, I- look, I'm sure you and Craig can work something out..."
"Oh my god, Craig!" She seemed to forget what had happened to her and launched herself off the bed. Her new centre of gravity immediately took over and sent her toppling to the ground. Her reaction surprised the room, though – instead of a yelp of pain, she let out a deep moan.
"Oohh-mmm, fuck! Th-they're so sensitive!"
"Kylie?" Clarissa didn't recognise the voice, but realised in shock that it was Craig. He- she was now the proud owner of a high, breathy squeak, the perfect companion to her huge, wide eyes and thick-lipped pout. Her hands were still roaming across her breasts and between her legs. The room stood in stunned silence as a caress of one of her diamond-hard nipples brought out an involuntary giggle.
"G-gawd, is this how it feels for girls? My body... My titties-" she punctuated this with another giggle. "I have titties!"
Clarissa hung back tentatively, looking Craig's new bombshell body up and down. "You don't sound upset."
She pouted. "I... I should be, but I'm not? I turned into a girl, but like, it's awesome? I like my big titties, and my pussy, and gawd, my lips..."
She licked them, and shuddered. Behind Clarissa, Glethrag was helping Kylie to her feet. She swayed a little, but stood firm. "Thanks – fuck, they're heavy. I'm surprised I can stand at a-"
She trailed off as she caught sight of Craig's new body. "Oh god, Craig, i-is that you?"
"Kylie!" She stood up and threw her arms around her girlfriend – or at least attempted to. Between Kylie's new tits occupying the best part of a foot away from her body centred between her sternum and thighs and her own new perky pair creating an exclusion zone around her ribcage, the hug was awkwardly pneumatic.
"Babe, your boobies are enormous!"
Kylie grunted as Craig's bombshell body sank into the plush mounds. "Uh, yeah. Craig, are you- are you feeling okay?"
She giggled. "Yeah, but weird. My head's all fizzy. I try to think of some words but they kind of bubble off and disappear. Like boobies. Also I'm, like, super horny."
Craig was also drooling, her thick lips coated with a sheen of spit, and her thighs slick with juice. Her lips didn't seem to be able to close all the way. Kylie suppressed a sob. "We'll get this fixed, Craig. I promise."
"Really babe, I'm okay. Could you do me a favour though?"
"Anything."
"Could you call me Catrina?"
* * *
The pair sat back down as the two aliens gave them a crash course in what was happening. Catrina kept giggling and touching herself, almost like a reflex. Kylie was red-faced and panting, her nipples throbbing madly with need. Clarissa sympathised – her own libido was on overdrive, and she'd only been exposed to half a sprite.
She couldn't decide where to direct her attention. Kylie's monstrous tits were fascinating, and Clarissa caught herself wondering what it'd be like to be that huge. On the other hand, Catrina was an eye-catching knockout from the top of her pink and blond hair down to her soft, delicate feet, permanently decorated glossy pink. Every inch of her body screamed sex, especially her gravity-defying perfect tits, and while Clarissa had never entertained being with a girl before, but her revved-up nethers were making the thought very tempting.
Before their lecture was over, Catrina had already pressed herself up beside Kylie, gently tracing her nails across the smooth surface of Kylie's new breasts, her chest heaving as she licked her lips. She suddenly ducked her head down and took one of Kylie's enormous nipples into her mouth, plush lips pressing against the swollen, bumpy mound, her hands spreading out to hug it into her body. Kylie squealed, only not shaking because of the weight on her lap. Clarissa bit her lip, breathing in with a hiss, her thighs squeezing together.
"X-xianshi, why are the sprite things making us feel like this? I've never been this horny in my life."
The alien's brow wrinkled, and she tapped at her computer. "Oh, I see. Mating instinct. I couldn't tell you precisely, but the space-time weakness from which the sprites are generated occurs when a latent psionic's abilities manifest without being properly overseen and regulated and are accompanied by a powerful source of emotion. They react to the emotional state of the latent."
Clarissa stared, standing stock still. "Psionic? Like mind powers?"
Xianshi sighed. "Yes. Mind powers."
"That's fucked up, so there's a psychic around here whose emotions are making these sprites, and the sprites make people super horny and change their bodies?"
"That seems to be the case. More of them will continue to manifest until we find and neutralise the source."
Moans and whines rose from the pair on the bed behind them, Clarissa trying desperately to shut the noise out of her mind and ignore the pulsing of her pussy and her nipples throbbing against her shirt. It occurred to her that Catrina would probably eat her out if she asked nicely.
"I need to be fucked for like three hours before I can think clearly about this shit."
"You have approximately forty-five minutes, at best." Her wrist computer suddenly beeped again, and she turned to the door. "Make that thirty-five. Fifty metres in this direction." She pointed as Clarissa groaned, trying to think through the fog of lust.
"Uhh, m-more dormitories."
"Lead us there, now!"
As they rounded the corner of the corridor a student burst back through a door, wreathed in the same pink light as before. She clutched at her chest, fingers sinking into the bulging flesh of one breast while the other hand grabbed at just below her other breast. The reason soon became clear as a second set of mounds slowly swelled into view underneath her breasts, playing rapid catch-up on size until four oversized, jiggling breasts filled up her t-shirt, her four swollen nipples printing hard against the stretched fabric. She suddenly moaned as wet spots formed on the grey cotton, spreading out fast from her nipples, the flow increasing as her tits expanded even further.
She fell backwards against the wall, gasping and moaning, white fluid starting to drip from under the hem of her shirt. A large bump started to form on her revealed midriff, a pink hue spreading out from its centre as it swelled out from her body. Her hands moved down to clutch it, like she was trying to hold it back, but the flesh was unstoppable, spreading her fingers and pulling her hands apart as it expanded. By the time it had reached the size of a basketball four bumps appeared on the outside, which began to expand along with the mound until the girl was clutching a large, swollen udder, milk dripping from the rubbery teats. While she squeezed one, the other reached up to one of her quad-stacked boobs, squirting streams of milk into the air from under the hem of her sodden shirt, no longer able to contain the size of the lower set. A pair of tiny pointed horns started to rise from under her hair as her moans turned into moos.
Clarissa walked past her with the alien pair, reluctantly tearing her eyes away from the sea of jiggling titflesh on display, but the noises from the next room led her to peek in. A slim, dark-haired girl stared with wide eyes at the enormous stem of throbbing cock sprouting from between her legs, attracting the eye of a dark-skinned girl whose hourglass curves were straining at the clothes she was wearing as her hands plunged down the front of her shorts. Clarissa had sympathy, because the sight of the girl's new cock was giving her the same feelings. Xianshi grabbed her by the arm and jerked her away from the room as the swelling girl crawled towards her roommate's cock.
Glethrag checked his computer, rumbling. "We're getting close to the source. The spacetime distortions are getting stronger.
He stepped over a leg projecting out through a hole that had been punched in another dormitory door. Behind it, blinking and stunned, was a fifteen-foot-tall tanned blonde clad with breasts the size of beach balls in leftover scraps of shredded clothing. As Clarissa peeked, her shock turned into a slack mouth and hooded eyes and her hands crept down her giant torso.
"What freaky shit isn't this guy into?"
Glethrag stopped outside a door as his wrist computer beeped. "Here! The epicentre is here!"
The alien pair stood to either side of the door, and nodded at each other before Glethrag caved the door in with one stony fist. Inside were three people. The first had a few remaining signs of masculinity that were fading away, replaced by a lush, womanly body with bright-green skin. Their hair looked deep green but on closer inspection was a pile of moss and vines, capped with a large pink-and-yellow flower. Their skin was also covered with a network of thin vines. Their heaving breasts were capped, not with nipples, but with two more unfolding flowers with a large nub in the centre that leaked a thick, clear fluid. They were being ferociously reamed by a tall, toned woman with pointed teeth, yellow, slitted eyes and the stubs of leathery wings growing from her back. Her oversized but perfectly-shaped tits bounced and her abs rippled with each thrust, while at the same time her skin became redder and her hair faded to white. A howl turned into bestial grunts as she began pushing between the plant girl's legs and humping. When she'd spent herself, she pulled back, revealing the thick cherry-red cock sprouting from her crotch that glistened with their juices, a line of pearly cum leading back to the chrysanthemum vagina she'd been slamming. Writhing vines surrounded it, reaching out for the shaft just out of their reach.
Over in the corner in a ratty, overstuffed armchair sat a woman with pointed black cat ears and whiskers sprouting from her cheeks, her eyes locked on the spectacle. One hand was feeding an oversized breast into her mouth, one of the six wobbling mounds adorning her chest, while the other was plunged into her panties, working away rapidly. She was perched atop a rump and thighs that spread out across the seat of the chair, pushing against the arms on either side, a black tail swishing behind her as she jilled off.
On the other side of the room was a closed door with a pink glow bleeding out from behind the gap at the bottom. Glethrag and Xianshi stepped past the rutting pair and stationed themselves either side of the door. Xianshi gave a signal-
-and the door exploded outwards. Everyone in the room was caught in the blast of rose-tinted energy. Clarissa, being furthest away, was just thrown back out into the corridor. The demon girl and plant girl were sent spiralling in each others arms, picking themselves up and immediately beginning to fuck each other again. The demon girl's wings spread out in triumph, growing larger and darker, her hair cascaded down to her feet which developed long bone spurs coming down from the heels in an organic facsimile of a stiletto, and her eyes glowed yellow. The plant girl howled, thick nectar leaking from her mouth and her breasts, her vines and moss becoming thicker, larger, more tangled. Between them was now not one, but two scarlet shafts.
Glethrag and Xianshi's wrist computers were both shorted out by the sudden flare of energy. Before she could even pick herself up, the azure alien moaned, reaching down to her midriff which was starting to bloat. The twinkling sound paired by the stretched-out, deep bass note was so loud that it almost blocked out all other sound. Her hands spread apart as her stomach swelled, soon joined by her breasts which were bulging against the tight leather of her uniform. She pulled the top apart with a howl of triumph, revealing twin streams of light-blue fluid dripping from her bright-pink nipples. Within less than a minute her stomach looked as though she'd swallowed a beach ball, and streams of the cyan liquid squirted from breasts like prize pumpkins, the blue beauty now unquestionably and massively pregnant.
Glethrag's groans dipped in frequency as his body shrank, his broad shoulders and thick back deflating by the second, his rocky armoured plates smoothing out and shrinking along with his body until he couldn't have been more than five feet tall and rail-thin, his dark-brown skin covered with plates of a thin tan ceramic. He moaned again, light and airy, and clutched at his chest as it rapidly expanded out. His deep eyes went wide as he pushed back against the expanding flesh but his efforts were useless and soon he was pinned down by a pair of breasts that together would have easily been twice his new weight.
Clarissa stepped between them, looking down at Xianshi. Her cheeks flared pink as she rubbed one hand across the expanse of her cobalt-coloured belly and squeezed streams of blue milk out of one of her bloated breasts. Her stomach was so large that her legs had to spread either side of it to accommodate it. She wasn't walking anywhere in a hurry. Similarly, even if Glethrag's new body was able to hold his breasts up, just the sensation of dragging them across the carpet left him in spasms of pleasure.
It's up to me. I have to do this. The realisation dampened even her revved up libido, and she took a deep breath and stepped into the room.
Every scrap of furniture in the tiny dorm had been thrown against the walls. In the centre of the room a young man was suspended in midair, his limbs rigid and unmoving, pink energy pulsing from him in a steady stream. His eyes blazed with the same colour. Clarissa barely noticed any of that, though, because her eyes were magnetically drawn to the enormous eighteen-inch penis projecting straight up from between his legs, throbbing angrily, occasionally letting out a gob of thick, pink fluid that dripped down the length and onto his bloated balls. He suddenly moaned, his cock tightening, and a sprite materialised at the very tip and flew off out through a wall.
She stepped over towards him, salivating, her clitoris and nipples throbbing with need. As soon as her fingers brushed his hardness, the pink aura around him receded slightly as he gave out a rattling moan. The bottom of his shaft was perfectly at head level for her, and as she started to kiss up its underside, she felt force underneath her feet lift her up into the air, wreathing her in the same pink glow, carrying her mouth inexorably to the tip. The size of a fist, his glans was impossible to get into her mouth no matter how hard she tried, whimpering as her lips strained to stretch around it. It barely moved as she pressed her face against it, supernaturally erect.
Looking at his face under the pink blaze she could see he was actually crying with the need to cum. His frustration was feeding so deeply into his newfound mental powers that now he wasn't even allowing himself his own release. There was another surge of energy around her, another sprite making its way past her face and flitting off, and a realisation that felt intuitive at first but soon became clear that it was being sent directly into her head – that, as she was, there was nothing she could do to make him cum, and nothing she could do to stop what was going to happen to her little slice of the universe.
As she was.
She needed to be different. Casting her mind back to the assortment of transformations she'd witnessed in the last hour or so, she could be different. Her fingers gently brushed the computer at her wrist, the only thing standing between her and being invaded body and soul by the fallout of this boy's lust-addled powers. There was no predicting what could happen to her. The changes were irreversible – she could change her life in an instant. On the other hand, a changed life was always going to be preferable to none at all, and she wanted that dick so badly that she almost might have made the decision even if reality itself hadn't been on the line.
She undid the strap and cast the computer to the side of the room. Almost instantly she felt energy flow into her body as two sprites flitted away from the tip of his dick and phased inside her. Twinkling sounds filled her brain as the energetic tension flowed down and between her legs, leaving a pleasant, warm, but somehow empty feeling. She slipped her shorts down and planted her feet on the supernaturally solid air surrounding the man. She gently stretched one leg over him, the tip of his cock kissing her dripping snatch, then pushed.
She slid down on his shaft with the perfect amount of resistance – just enough to feel him stretching and probing her inner walls, but never painful or forced. The sprite was doing incredible work, and as long as this was where it stopped, maybe it wouldn't be so bad.
Then she felt her breasts tighten.
Fortunately the sinking feeling of knowing she was changing again was smothered by both the sheer pleasure of transforming and the immense log of man-meat she was impaling herself on. She kept sliding down, her face locked in a rictus of pleasure, her breasts expanding by the second. She felt a tingling on her chest, and then more tingling across her whole body as she felt the energy surge of a sprite materialising inside her. She held up an arm as she started to gently rock against him, sliding his oversized dick inside her to the point where she could see it bulging out from her stomach, and saw a dark purple hue spreading through her skin.
She started to rock harder and faster, dropping her arm and just letting the sensations of sex and transformation wash over her. She could tell just from the tingling that changes were cropping up everywhere that by the time she was done no part of her would be even vaguely human any more, but she didn't care. She needed to cum. She could feel his cock growing inside her, plunging deeper into her, hitting more of whatever was letting her take his monstrous length, and with each second she transformed further her sensitivity and need continued to build.
As well as the extra weight of her swelling breasts, she could feel the bouncing of additional weights underneath them. Raising her arms up confirmed the presence of thick, pebbly nipples capping them, carbon copies of her first pair of breasts. Her mouth felt hot and full, her moans being muffled by whatever was in there. Her clit pulsed and throbbed, hot, wet and hard. Her torso ached, her legs were spasming, her body felt out of control, and not just because of the pleasure.
She wasn't sure when she started cumming, exactly, but once she started she couldn't stop, almost going limp as the bulge in her stomach, now grape-purple, swelled. Finally, gloriously, she felt the entire length lurch inside her, hard enough to make her whole body shudder, a gurgling noise rising over the twinkling sound, a few final, fitful jerks, and then the floodgates opened inside her.
Pain blossomed inside her as she began to blow up like a water balloon until more twinkling and tingling replaced the sensation with pleasure. The changes that were still happening to her accelerated. The aches on the side of her torso emerged as a second pair of arms that flailed about for a moment before pressing into her bloating stomach. The pressure behind her clitoris surged even further. The muscles and bones of her legs ached, pulling against themselves. As her vast purple belly expanded to fill everything in the bottom of her vision, the pleasure surged again, this time so powerfully that her vision blurred. One more burst of his endless cum inside of her, and she blacked out, slumping forward completely passed out...
* * *
Gentle yellow-tinged sunlight filtered in through a gently-rounded window, the pseudoglass slowly losing opacity to greet the late morning. The light illuminated a tangle of burgundy flax-fibre sheets and vast masses of blue and seafoam-swirled hair on a circular white-steel bed, barely granting modesty to the nude expanses of grape-coloured flesh of a humanoid figure. She shifted and moaned, stretching, four lithe arms emerging and pushing the sheets and hair aside.
She rubbed at her eyes, the sclera faceted and inky-black, another hand reaching up to gently stroke a pair of long, blue-furred antennae back into shape, letting out a sharp but not distressed hiss. Around and behind the antennae her hair fanned out massively, its volume and density enough to hold it into wavy waterfalls that crashed and curled around her body and even itself and give it a life of its own. Its colour seemed to change as the light bounced off it from different directions. From the top of her head extended a pair of wide rabbit ears in the same blue-and-seafoam pattern, the sensitive undersides a light cyan instead. Dark, shiny purple horns curved out from her forehead and backwards behind the ears. Her lips were plump, wide and bright, vivid pink, glistening with some sort of thick gel.
Four breasts larger than the woman's head dominated her upper torso, fat and full and capped with thick nipples the same bright pink as her lips, as wide as a D-cell battery and dripping some sort of thick, pale pink goo. They were matched by the smoothness of her soft, wide hips and thighs, which partway down began to sprout a line of the same blue-green fur as her ears.
She kicked the covers off, revealing more of her lower body – most noticeably the two-foot-long shaft protruding from the cleft of her thighs, the tip bright pink and dripping the same fluid that coated her lips. Her legs bent backwards at the knee, the fur becoming thicker, and then curving forwards again into a pair of large, plush paws, the pads also pink.
She swung her strong, digitigrade legs off the bed and used all four arms to fan out her waves of hair, leaving space for both a set of large iridescent rainbow-coloured wings to unfold, making her grunt with relief, and two slim tentacles to slide out from her lower back and flex. The tentacles were purple, fading to mottled pink on the undersides and at the tip. Perched just above her perfectly round buttocks was a tail of similar construction, except its rigid tip was unmistakeably the same as the bell-shaped glans of her penis. Once she'd been able to spread her wings she fell back on the bed, continuing to fan her hair out and slide back up against the pillows, her fat lips spreading to reveal a smile of perfect white teeth and pointed incisors.
It had taken Clarissa, or Cari'sa as she was going by now, quite some time to get used to her new body. She'd absorbed fetishes like a bathroom mat as she'd fucked for the fate of the universe. Her body bristled with expanded parts, extra limbs, animal and insect parts, a potpourri of transformation, and for each one of the sprites she'd taken into herself, her already-enhanced sex drive multiplied even further.
She thought about sex from the moment she woke up to the second she fell asleep, generally passed out after a mind-wracking series of orgasms. Even now after several months of learning to deal with her new libido, she found it all too easy to let herself be consumed by it. Her professional life now, with her degree left behind, mostly consisted of consulting with the UERU on her planet, acting as a sort of informal ambassador for Earth, as well as the interview and talk-show circuit. She was a minor celebrity on something approaching a thousand different planets now, partially for her story and partially for her notoriously voracious sexual appetite. With her newfound fame, her boudoir was kept busy.
Her back propped up on the pillows, Cari spread her thighs, gasping as the cool air hit the boiling cauldron of her pussy. She was permanently hot and wet now, and most of the time walked around dripping the semi-transparent pink liquid that was one of her two new bodily fluids, a sweet, ultra-slick lubricant that kept her lips and cock glistening and slippery.
She first pulled her cock down between her breasts and dipped her head forward, taking the tip into her mouth and using her four hands to press her breasts against its shaft, giving herself a combined blowjob and titfuck. Her tongue emerged from around her cock and extended down the shaft, curling around it, two full feet of the bright-pink powerful organ stimulating her at the same time.
Her club-tipped tail curled around from behind the swell of her ass cheek, lining up and plunging straight inside her. One of her tentacles joined it, the two prehensile flesh-poles spreading her apart, while the other slid across an ass cheek and pushed its way between them.
Before long, fucking herself and being fucked in so many different ways, she felt the first of dozens of daily orgasms rising in her body. Her cock bucked and began to pump into her mouth, the same thick pink goo that was dripping, now spraying from her overfull tits. Her tail spasmed and began to pump as well, her milk-cum squirting from around the twin shafts penetrating her, leaving streaks across her lush, sweat-slicked purple skin. Her stomach bulged as she swallowed load after load of her own alien jizz, to the point where it became noticeably full and tight. As her orgasm subsided she patted it lovingly, moaning at the feeling of expansion.
She groaned, turning sideways and reaching for the bedside table holding her wrist computer with one hand. Another hand lifted a breast up to her mouth, giving her lips and tongue something to do while she swiped through the 3D-projected display of her contacts. Another curled around the base of her penis and gently stroked, not necessarily for the purpose of cumming but almost subconsciously. Her tentacles did the same thing with her lower holes, caressing and softly probing them, Cari's moans muffled by her breast and milk. Her penis-tipped tail found its way to her final hand to be slowly jerked.
She flipped past old messages (and lewd pictures) of Kylie and Catrina, Kylie still getting used to life with breasts heavier than her own body, Catrina fully embracing her new horny bimbo persona. She saw messages from Glethrag and Xian'shi as well. Glethrag, now Garatha, was even more impeded by his new form than Kylie was, and had retired from the UERU without a second thought. He was now raising a family with a lovely man of his species. Xian'shi still hadn't given up hope of returning to active duty and took medical assessments every six months, but her new form wasn't going away – her species weren't placental, and her pregnancy-fetish body was entirely ornamental. Between the impossible size of her stomach, her constant need to pump out the fluid that passed for her milk, and her new and unfamiliar mating needs, mostly sublimated on Earth humans, she was stuck to a desk.
There was one of the survivors of the Incident Cari'sa was interested in, though. She'd kept in contact with everyone, even the demon and plantgirl pair whose sole interest in life was savagely fucking each other while their catgirl room-mate looked on, but Jared, the latent psychic who'd inflicted all this, was getting out of his basic training today. He'd needed the last six months to learn to harness and control his powers. The Universal Assembly was debating when and how to introduce the existence of people like him to Earth. It was all extremely political and philosophical, but Cari wasn't even vaguely interested in that.
She pulled up a picture of him and purred, her subconscious self-ministrations getting just that little bit faster as she gazed at the tremendous trunk of man-meat he carried, as wide as one of his thighs and long enough that if it didn't somehow hold itself up, it would have dragged along the ground. She'd been dreaming about it ever since the Incident, of being properly speared on a supernaturally-huge cock and filled to bursting in a way no procession of alien dicks could manage. An alert popped up that suggested he was out and being signed out of the program now, and that Cari had been designated to help introduce him to his new society.
She dropped the breast from her mouth, flicking some gobs of milk-cum onto the sheets, swung her new legs off the bed and stood up. She pulled on a shirt of a tight material that shined like latex but breathed like linen, the material automatically spreading apart to accommodate her wings and tentacles. She clicked together a medium-length skirt under it, just long enough to hide what her tentacles were often doing when her mind wandered, particularly the one she used to hold her penis in place against her leg and gently stroke it to help ward off losing her mind completely when it had been a while since her last orgasm. It wasn't as flattering to her incredible new body as the UERU uniform was, but it was certainly enticing. Green-and-black striped arm and leg warmers went over her forearms and the middle segment of her legs. She delicately placed a pair of thick black-rimmed glasses on her face, ordinary Earth ones. The aliens had lots of options for fixing her eyesight, even with the complication of her insectoid eyes, but Cari had spent a lot of time perusing the hundreds of gigabytes of porn they'd recovered from Jared's hard drive and had learned a lot about his preferences. Some of them were very enticing.
Beautiful. Famous. Living a life of endless debauchery and hedonism as a hypersexual freak, about to reunite with the man who had unwittingly turned her into his perfect lover, along with his enormous cock. Her mouth turned up in a wry, glistening smile. She was sure he'd worked very hard on controlling his new powers, but just maybe she could get him worked up enough that a few more sprites slipped out. She was sure he had a few ideas how to improve her even more.
