“Ah! What did you do to me?” Courtney would have fallen if she wasn’t in her girlfriend’s embrace.

 

“Um, I don’t know. I just wished we could be perfect together.”

 

“Oh– Oh no.”

 

The pain moved from Courtney’s head to her face and arms. She felt pins and needles pricking at her skin.

 

“Mm.” Stacie’s soft coos were followed by gentle kisses in the most painful places. Courtney wondered if she had some sort of sixth sense or if the changes happening were obvious.

 

The pins and needles on her face receded, shifting down to her stomach. Courtney had been all but a twig, without any real muscle. When the pain began, she pulled up her shirt, watching fascinated and terrified.

 

Her skin pulled taught, and Stacie kneeled down, rubbing her soft manicured hands along Courtney’s budding abs.

 

With Stacie’s touch, the pain almost began to feel pleasurable… almost.

 

When her core stopped spasming and the pain once again moved lower, Courtney cautiously drifted a hand over herself. She felt the firm ridges and lines of defined abdominals.

 

“I’m… different from you?”

 

Stacie laughed. “Of course you are silly.”

 

“Different–”

 

Then the pain returned, this time in her thighs and ass. She felt both tone up immensely. Strength coursed through Courtney as she’d never felt before. Her sweatpants stretched to accommodate.

 

“Baby, you’re going to be so hot.”

 

Courtney tried to think about everything in context. Stacie looked like the epitome of female sex symbols… and Courtney was gaining muscle.

 

“Am I– Nng– Turning into a– Guy?”

 

“LOL, of course not.”

 

“Wha?”

 

“But that doesn’t mean I don’t need a strong girl to take care of me.”

 

Finally, the pain released Courtney from its grasp.

 

“Want to see?”

 

Courtney was unsure, but Stacie brought over a floor-length mirror anyways.

 

“I… Holy shit.”

 

Courtney was still very much a woman, and, to her shock, still feminine in her own way. She flexed her biceps, shocked by how her muscles complemented and enhanced her silhouette. As she watched herself move, Courtney realized she had gained a graceful strength, akin to a gymnast.

 

After admiring herself for a moment, she turned to Stacie. Something was on the tip of Courtney’s tongue, but she couldn’t figure out what it was.

 

“There was something… wrong?”

 

Courtney stood up, turning in a circle to see if anything in the room would trigger her memory. It didn’t.

 

“You’re such a sillyhead,” Stacie said as she moved from sitting to kneeling.

 

Courtney looked down, and for a split second, she remembered what had her so upset.

 

Stacie’s shredded jeans were changing. The rips in the fabric were repairing themselves, but the new fabric had to come from somewhere. With each new seam, Stacie’s jeans got shorter and shorter. But what it lost in length, it gained in width, accommodating her wider hips and plumper ass.

 

Courtney could see the strain on the fabric release into its new size, and Stacie’s ass jiggled in response.

 

But it didn’t stop there. Stacie’s bra which had previously proved too small to contain her breasts was changing as well. It shifted into the stringiest, tiniest crop top that Courtney had ever seen. It did little to support Stacie’s breasts, but they were perky enough on their own, despite their size. Her nipples however seemed to have noticed something gently glide over them and stood fully at attention.

 

Once Stacie’s new shirt and shorts had settled in size, Courtney watched dumbfounded as they changed in material and color.

 

Stacie’s black jean shorts morphed into a stretchy pastel pink lycra. The pantie lines at Stacie’s hips put her thong on full display.

 

The girl’s top changed too from black to white, becoming slightly translucent when stretched as it was.

 

“Babe, your clothes.”

 

“Uh oh. I picked them out just for you. Do you hate it?”

 

“Hate it!? I–”

 

Something about the rate of the change, or perhaps that Courtney had changed as well, signified that the next change would be the last.

 

Stacie’s porcelain skin seemed to gain color. As Courtney watched the shift, she realized how healthy it looked on her girlfriend. The darker, tanner skin made Stacie look like she’d spent time in the sun, perhaps showing off her idyllic figure.

 

And as the change made its way up to her face, Stacie’s harsh black makeup transitioned into a softer pink that complemented her skirt.

 

When the change had covered her face entirely it kept moving, this time along the follicles of her hair. Stacie had always taken incredible pride in maintaining her hair. She dyed it jet black since middle school, and had always stayed on top of her roots.

 

The change moving across her, was shifting the color. It moved in waves, lightening her hair first to her natural brown and then even lighter to a brassy and finally golden blonde.

 

As it did, Courtney’s memories changed. She remembered Stacie spending hours bleaching and toning her hair to get it to the near platinum color.

 

Stacie blinked a few times as the process finalized, softly moaning as a pleasant fog falling over her thoughts.

 

Once Stacie’s eyes stayed open, she focused on the girl in front of her. Courtney’s long brunette hair was pulled into a messy bun. She was shirtless, other than a black Calvin Klein sports bra. Stacie didn’t mind, since her girlfriend’s glistening abs were on full display. Her gaze kept lowering down to what was beneath her grey joggers, before flitting back up to her puzzled expression and the small gay slit in Courtney’s eyebrow.

 

“Mm. I’m so horny for you baby.”

 

Stacie’s words were like a key that opened something inside of Courtney’s mind.

 

“Don’t call me baby, slut.”

 

Stacie bit her lips, enjoying Courtney’s new confident smolder.

 

“Up, onto the bed.”

 

Stacie didn’t need to be told twice. She climbed up onto the bed like her life depended on it, sitting her juicy ass onto the mattress.

 

Courtney strode over and put a hand under Stacie’s chin, nudging it up to make sure she had the airhead’s full attention. “Mommy’s about to fuck you, hard.”

 

“Yes…”

 

“Ah ah ah. You’re not going to make a sound, are you?”

 

Stacie’s eyes opened wide, loving every second of Courtney’s dominance as she shook her head in compliance.

 

“Good girl.”

 

Stacie hardly let a sigh escape her before Courtney’s lips were on her neck. It took every bit of willpower in the airhead's little brain to keep from moaning so loud the whole neighborhood would hear.

 

Courtney grabbed Stacie's ample ass with one hand, while firmly gripping her thigh with the other.

 

As the taller girl kissed, she grabbed and massaged in time, creating a suite of experiences for her newly vapid plaything.

 

Stacie moved in time, but true to her word, she remained silent.

 

“Play with you tits. I know you want to.”

 

Stacie went to work in an instant. She caressed her pornstar breast’s, massaging the tissue and pinching at nipples.

 

The blonde had to close her eyes to keep the sound under control. It gave Courtney quite the eyeful in between kisses, a bouncy blonde playing with her giant tits.

 

“You’ve been such a good girl staying quiet for me,” Courtney whispered into her girlfriend's ear in between carefully biting down. “Is there something in particular you want, princess?”

 

“I– I–”

 

Each time Stacie was about to speak, Courtney would glide her thumb further and further up the airhead’s thigh.

 

“I, like– mmm– need you to fill me up.”

 

“Of course you do, slut.”

 

Stacie squealed.

 

“You love it when I’m inside you, don’t you?”

 

Courtney had pushed her way under Stacie’s skirt and brushed so lightly over her soaked thong, teasing what Stacie wanted desperately.

 

The blonde had lost all capacity for words at that point and only nodded in response to her girlfriend’s question.

 

“You’re like my own personal whore, aren’t you?”

 

Stacie’s noises raised higher in pitch as she nodded again.

 

“Sh… Mommy wants you quiet again.”

 

The blonde bit her lip to keep from moaning.

 

“Good little slut.”

 

Courtney pushed past the thong and curled two fingers right inside Stacie’s sopping pussy.

 

“You’re so wet for me. Fuck, you’re so dumb. This is all you think about, isn’t it?”

 

Stacie bit down harder on her lip, nodding frantically.

 

Courtney pulled her fingers back, starting slowly to press back in.

 

“Stupid slutty Stacie. You know that’s what everyone in school calls you. ‘She’ll fuck any girl with a pulse.’ Do you want it so bad you’ll do anything, or is there a good girl lurking around beneath the bimbo?”

 

The blonde opened her mouth to speak, but before she could get any words out Courtney slipped in a third finger.

 

Stacie’s back arched involuntarily and she threw her arms back to support her.

 

“You’re doing so well.”

 

Courtney's rhythm got faster, but would occasionally slow to curl up inside Stacie. Courtney knew she was in the right place, moving along the ridges of Stacie’s g-spot. She could tell Stacie was getting close, so she slowed her rhythm down again and pulled back out to the edge of Stacie’s tight opening.

 

“Here’s a reward for being such a good rule follower.”

 

Courtney kneeled down on the floor so her head was parallel to Stacie’s pussy. She splayed out the fingers that had been inside the blonde and leaned forward.

 

As Courtney’s tongue made its rounds, Stacie couldn’t help but wrap her tanned legs around her girlfriend’s neck, pulling Courtney closer in.

 

The brunette was more than happy to oblige.

 

Her tongue flicked from inside Stacie upwards, circling around the blonde’s petite clit before migrating back downwards again.

 

The blonde, running out of energy to support herself, grabbed on tight to Courtney’s hair, pulling it so that the brunette was even more embedded inside her.

 

With each flick and pulse of her tongue, Courtney spent more and more time on Stacie’s clit. She circled around it, mixing up the speed and pressure to keep the bimbo on her toes.

 

Between the tautness of Stacie’s grip on her hair and her neck, Courtney had no doubt Stacie was riding the edge. Kissed with her lips sucking and then giving a final flick with her tongue, rewarding the bimbo with exactly what she wanted.

 

Courtney watched her slut’s tits flop as pleasure wracked the little airhead from head to toe. Stacie’s mouth formed a perfect “O” while her eyes crossed and her hips bucked.

 

It was a full minute of tapering down while Stacie slowly came back to what few senses she had. She released her grip on Courtney, collapsing back onto the bed.

 

The brunette crawled up on all fours over top of her and then slowly lowered down to cuddle the sticky blonde mess.

 

“Mommy’s so proud of you, princess.”

 

“Mm… That was, like, the best sex I’ve ever had.”

 

“My girl sure has some stamina.”

 

“What’s stand in mah?”

 

“Don’t worry about it, babe. Leave the thinking to me, okay?”

 

“Okay.”

 

The young couple kissed and cuddled more comfortably on the bed.