Grab the pen off the ground

You feel Jessica's cold fingers grip your member, not helping to sedate your unwillingly aroused state.

"Mmm.. Davie.." Jessica purrs, and you frown. You can't let this happen, it's not Jessica!

Your hands grope around until you feel something hard against your fingers, it's the pen you discover as you look down at it.

She must've dropped it when she went down on you, now's your chance! Your fingers curl around the pen and in a snap, you aim it at Jessica.

Her eyes widen as she sees this, and you feel her hands stop moving along your member, you're infuriated at her betrayal of your trust.

"D-David, wait. Don't do anything stu-" she crumples into a heap on top of your legs in a flash, her blonde hair spread messily about.

You fall onto your back and lay still for a moment, huffing with your nerves firing madly. Now all you need to do if figure out how to fix this mess.

Never would've expected this to happen, especially from Trish, she was your best friend for so long.. you guess people change when they receive power.

You hold Jessica's skin in your left hand by the hair, her face and body pulled down by gravity, stretching her features out. The sight is grotesque, yet arousing.

Trish was inside Jessica when you zapped her, how do you get her out? Upon further inspection you're unable to find any clues as to how to solve this without re-inflating the suit. Your hands search the inside of the suit and you feel nothi- Wait.. It feels thicker, you notice suddenly. You stretch Jessica's back open and notice that the material is thicker, like Trish and Jessica's skin fused on the inside when you zapped her. You try to slip a finger between the two skins but it's useless, you can't pry them apart. Looking at the pen, you doubt it would help at all, since this colour can only deflate or re-inflate suits. Sighing, you spread Jessica across Trish's bed, deciding to re-inflate her as you can't get Trish out any other way. You could try to **** her out of it, but she'd just laugh at you, you can't hurt Jessica and she knows it. She'll just mock you every time. That's when the plan stirs in your mind, it's diabolical. You'll use Trish's mother to put her in a bad position, you wonder how Mrs. O'Neill would react if she found Jessica naked in Trish's bedroom. A grin spread across your lips.

Sounds come from the living room, you hear a key enter a lock, the door opens and shuts. Footsteps, you lay in hiding nearby, waiting for Mrs. O'Neill to turn the corner of the hall towards her bedroom.

"Trish? I brought home dinner!" she announces, "Trish?"

This is your chance, you hear Mrs. Oneil's heels against the floor as she comes to investigate Trish's whereabouts.

Readying the pen, your thumb gently feels the button, and in a split second Mrs. O'Neill rounds the corner and you zap her, she never even saw a thing.

You recover Mrs. O'Neill and her clothes and make your way to her bedroom, shutting the door behind you and closing the blinds on her windows.

Grinning madly, you have no idea what's come over you but you're excited, you want **** on Trish for what she did to Jessica and you and this is perfect.

Your fingers unbutton Mrs. O'Neill's dark blue coat and you gently pull it from her shriveled arms, doing the same for her blouse, revealing her lacy white bra.

All the while smirking, you unbutton her skirt and pull it off her legs, slipping your fingers underneath the elastic of her white thong, you pull it from her legs also.

Stripping yourself next, you look in the mirror and find that your face is maddened, you look somewhat like Trish did when she put on Jessica..

Standing still for a moment, you think to yourself. This is.. wrong.. No, what's wrong is what Trish did to Jessica. Your expression returns and you quickly grab the skin of Mrs. O'Neill from her bed, spinning it around. Your fingers spread the back open as you lower it, sticking your legs in first, you fill the skin's long limbs, morphing quickly into her firm and dashing form. You follow "suit" with your arms, as you fill her arms the skin's torso spreads over your and binds to you, you feel your spine stretching as you grow 2 inches taller. A warm feeling floods your chest and groin as your chest fills out with flesh, perky nipples with brown areola's top your new breasts, you're at least C or D cup. You feel space between your legs as you look down, seeing the snug labia of Mrs. O'Neill's pussy, you smile grimly.

Adjusting the suit over your back by rotating your shoulders, your slim, dainty fingers pull any slack up your thighs and ribs, you feel a strange sensation, as if the muscle in your legs and waist just tightened even more. You feel the warmth in the space between your back and the skin disappear as it fuses to you, your more masculine form replaced by Mrs. O'Neill's as you feel muscle squirm and move about your back, your form elongating to display her poise and graceful stance.

The only thing remaining is her face, Mrs. O'Neill is a beautiful woman, no doubt where Trish got her looks. You grip the gap in her neck and squeeze your head through, your head bulges through the neck, you then pull her face over yours, you feel your neck constrict as if you just swallowed hard, then a release, the same strange feeling occurs in the back of your neck, your muscle lessening but tightening down your shoulders and nape.

You bring your fingers to your face as you step towards the mirror, leaning forward you can see your skin underneath her eyelids and lips, and you adjust accordingly. Pressing the skin to your face, you massage your face as you push and pull the skin across it, it binds to you appropriately.

You grip a lock of Mrs. O'Neill's long dirty blonde hair, your other hand grips some slack in her cheek and you pull, you feel her skin better adjust on your face, and you feel an odd sensation as you fill out her shapely cheekbone and chin, your cheeks slightly puffing out where her dimples would form. Your forehead is tight and your eyes feel young, as you look in the mirror to inspect them, you notice that they are now a gentle blue, as opposed to your normal green.

"Hello Mrs. O'Neill.." your attitude contorts her voice, making you sound very seductive. Her locks fall over her naked shoulders and into place perfectly.

Like you said, she's very beautiful.

Standing over Jessica's skin, you flick the pen between your fingers in your right hand and smirk, you flip a lock of blonde hair behind your shoulder.

Aiming the pen at Jessica, you press the button and ZAP, she begins to re-inflates. Her head fills out and her nose forms, the "filling" continues down her body, her neck gaining shape followed by her shoulders, running down her torso her breasts appear, as if filled by air, her waist formed and as if in a wave, the bulge of her mass flows down her hips and through her legs, down to her toes. You frown at this sight, re-inflation is very weird you discover.

A few minutes later, Jessica groans and you see her eyes flicker open. Time to play.

You rush to Jessica's side, kneeling, you put your hand around her head and neck and pull her faze to face you.

"Jessica?! Jessica, can you hear me?!" you say frantically in Mrs. O'Neill's voice.

"M-Mom..? Wha.." Jessica mumbles, disoriented.

"Mom? I'm not your mother sweetie. This is terrible.." you say, behind your facade you're giggling in excitement.

"Ugh.. AGH! NO!" Jessica bolts upright, her breasts jiggling with the sudden movement. She looks around madly, her head scanning the floor.

You grin to yourself, she's looking for the pen.

"Where is it?! Where is it..!?" she gets up off the bed and starts to throw things aside, unable to find it. Meanwhile, you've tucked the pen away in your pocket.

"Jessica, calm down!" You rush to her, putting your hands on her shoulders to stop her erratic movement. Her arms fall limp as you hold her.

She lowers her head as she turns around to you, tears run down her red cheeks. She sobs loudly and suddenly buries her face in your chest.

You wrap your arms around her naked back and lower your head slightly, whispering words of comfort.

"It's alright, Jessica, it's gonna' be alright.."

Jessica looks up at your face and shakes her head. "I'm not Jessica mom, it's me, Trish.." she mutters inbetween sobs.

"What.. honey, what are you talking about? How can you be Trish?" You raise one eyebrow.

Jessica steps away from you and put hers hands behind her head, you grin to yourself, your hand moves to your pocket.

You see Jessica's fair skin peels from Trish's back, as Jessica's face is ripped off you fake a surprised and horrified look.

Trish's darker tanned skin contrasting with Jessica's fair skin is arousing, and Trish quickly strips the rest of the skin off, her own tears dripping from her chin.

Stepping out of Jessica's skin, she throws it on her bed away from her and hugs herself with her arms around her bust.

"Trish, what the hell was that?! You were wearing Jessica?" you act astounded.

Trish simply whimpers and looks at you, then look back at the ground. You're finished now.

You cast aside the act and grin madly at Trish, she sees your expression and frowns, you quickly reach to your neck and peel her mother's face off.

"N-No.. DAVID!" She's furiously, and as she rushes towards you with her athletic body, you flip out the pen and jam it inbetween her ribs.

Bracing your bodies together, you hold her with your other arm, her mother's body still in effect from the neck down.

You still talk in Mrs. O'Neill's voice and the sight is disturbing with your face emitting a womanly voice..

"This is what happens when you fuck with me and my friends, Trish.." you whisper in her ear, Trish trembles in your arms.

Pressing the button, her skin falls dangling over the arm you used to grip her waist. You grin evilly.

(Author: Dystrophia)