Imitation is the best form of flattery.

Five hours later…

Waking up with a hangover and slowly opening her eyes, Carol sat up and yawned into her hand before looking around the room she found herself in. It was still dark, and there was music playing downstairs loud enough she could hear it from her spot on the bed, but that was not what woke her up. “Damn I’m hungry… What’s there to eat around here anyway?” Sitting up she groaned when she heard the bed complain loudly underneath her. By the time she looked down to the floor, and found her view obscured by a fleshy orb between her legs… She found out why.

She was huge!

Wrapping her arms around her bloated stomach, the woman was stunned silent. Her gut was the size of a beanbag chair and just as pliant. And it was not the only one. Resting on the shelf of her belly were a pair of breasts comparable to bowling balls that rose and fell with her breathing. “What the hell…?” Somehow, she had swollen into an overweight blob overnight, hell, the night was not even OVER yet! Trying to stand to her feet, she nearly lost her balance when she discovered not only was she larger, but taller as well. Her head nearly touched the 8-foot ceiling when she caught her balance and widened her stance. Seeing a mirror on the wall near a dresser, the woman stomped her way over to give herself a look over. What she saw looking back at her, made her gasp. She was massive, if she had to guess, she looked over 400 pounds. 400 pounds if she were still 6 feet tall. Stepping back and turning to pose and get a better look at herself, Carol felt up her towering, bloated frame with shock.

She had to be over 7 feet tall now and more than 3 feet wide. Her hips were wider than a car tire and her thighs were stout and solid with bulk to keep her standing. Her stomach was a near perfect pear shape that hung only slightly from her middle and her large breasts sat full and proud from her chest. Hefting one in her hand, she was surprise how heavy it had become, her nipples now thick cork tops and surrounded by areolas wide as tea saucers. Her arms were thicker too and so were her shoulders. Turning to look over her shoulder, she gasped at the sight of her ass, a pair of solid orbs of flesh leading to her corded legs and dimpled to a small growth at her tail bone. Looking back at her reflection, she even found her face had softened and rounded out. But not ALL of it was fat, she discovered. She was fat yes. But her arms and legs had somehow become solid with muscle, flexing her arm, she was surprised to find it bunch and bulge into solid power before lowering her arm to cradle her stomach again. “Wow… Just what the hell did I eat?!” Had she looked down at the piles of clothes on the floor, she would have put two and two together.

She also noticed something else… Something more subtle. Her fingernails were thicker now, sharper, licking the inside of her mouth, she found that her teeth were sharper too. Scratching an itch at her shoulder and neck, she found that the lighting hid the fact that her skin had become rougher, scalier, and a dark shade of blue. “What is HAPPENING to me?! I’m so fat! So HUGE!” Turning to pose at her side, she got a full view of just how much space her frame took up now. How her gut stood almost 2 to 3 feet in front of her and her ass stood out like a shelf a foot behind her. “I mean just look at this gut! Its so big, and heavy…” Feeling up the surface of her stomach and letting her hands roam over it, a warmth bloomed in her loins that shivered up her spine and made her nipples grow stiff. “And luscious…” Shaking her head, Carol looked around for something to wear, grimacing that the only thing that could fit around her were a couple blankets from the crushed bed. Quickly, she tied them around her chest and waist into a makeshift top and smock.

Stomping her way to the bedroom door, Carol winced and grimaced, struggling to free her broad hips from the door frame until the sound of crunching wood signalled that she had broken free. “JEN? WANDA?” Carol called out, stomping heavily down the hall until she found Wanda trying to squeeze out of the bedroom door, she was stuck in.

“A little help?”

Grabbing hold of Wanda’s hand, Captain Marvel pulled and freed the Scarlet Witch from the door frame with a crunch of splintered wood. The tall, red skinned fat woman staggered a bit before regaining her footing. “Oh my GOD Carol, you’re Huge!”

“I’m huge? Look at you! What did you eat?”

Looking over her shoulder back to the bedroom, both women found the same pile of clothes on the floor Carol recognised in the room she woke up in. “Jen! Where’s Jen?”

“DOWN HERE!” Called out the She-Hulk. Both women made their way to the stairs and stomped their way down to the main floor. There they found that despite the music was louder, everyone at the frat was either passed out drunk or asleep from just how late it was. Making their way to the kitchen, both women gasped to find Jen had grown just as large and overweight as they had. Not bothering with clothes, the green skinned giantess pried open cupboards and rummaged through packaged food to rip open and pour into her mouth. Finally looking over her shoulder to smirk back at her two friends, equally surprised at just how much larger they had all become. “Hey girls, want something to eat too? Dig in, they’ve got plenty.”

“Jen! You got to stop eating!” Gasped Carol, despite how inviting it was to see so many boxes of crackers and cans of soups just waiting to be cracked open, she found herself licking her fanged lips despite herself.

“Why? I’m still hungry.” Jen pouted, turning to see her two friends while still stuffing herself with a box of cereal she plucked from the cupboards.

“How did we get this way? How are we so big…? And hungry?”

“And horny! Damn, is there anyone sober enough to fuck in this place yet? The last four guys couldn’t keep up with me… Where are they anyway?”

“I think… I think we ATE them!” Gasped Wanda, clutching her hands together and pressing them within her cleavage. Closing her eyes, the woman looked deep within herself, driven by a hunch, she had to find out. In her mind’s eye she found the towering frame of Mystique loom over her, smiling back at her with a predatory smirk before giving off a guttural roar that made the woman open her eyes wide and shiver as a heat bloomed in her loins and made her stomach growl. Looking over to Carol and Jen, she found they experienced the same thing. “Oh no…”

“What’s the matter Wanda?”

“I… When I cast that spell back at the vault, it was so we could understand what drove Mystique to do what she did, it was too much! We’ve been contaminated by her essence, her impulses, her very being, we’re soaked in her lusts and gluttony now.”

“Wait… Are you saying we’ve been acting on Mystique’s mindset?” Asked Jen, idly scratching her thigh and finding her skin scalier than usual.

“No, I’m saying we’re turning INTO Mystique!!!” Gasped Wanda, biting her lip when she felt her hunger and arousal grow by the second, it was almost inebriating, she just wanted to indulge in it before she shook her head in frustration. “If we do not get back to her, and undo the link I have forged between us, we will be as much a threat to the world as she was. Maybe even worse!”

“Then we got to get back, get back to Mystique and… And…” Leaning against the ruined door frame of the kitchen and closing her eyes, Carol swooned and panted, then her stomach growled again, more demanding than before. “Maybe we should get a bite to eat first, keep us thinking straight.”

“I’m all for that.” Smiled Jen, tossing the empty cereal box over her shoulder and reaching into the refrigerator. Watching her two friends struggle with their hunger, Wanda faired no better. Squirming on the spot, she finally relented and pulled a bowl of pretzels to sit on the shelf of her belly and between her melon sized breasts and began to munch away at the salty snacks. But just as quickly as she had started, the bowl was empty, and with a pout she tossed the empty bowl it to the floor. Stomping her way into the living room where the heavy music continued to play, she picked at bowl after bowl of food and downed any remaining beer left on any of the counters or tables nearby. But no matter how much she drank or ate, it was not enough to sate the demands of her empty stomach.

Carol and Jen soon joined the red skinned giantess and picked at what they could to eat and satisfy their appetites, only to find nothing did. It wasn’t enough! Jen had even gone so far as to eat the cardboard boxes the snacks came in, but even that was not enough. It was not until Wanda’s attention fell on one of the co-eds of the university, passed out drunk and face down on the carpet of the fraternity snoring loudly. Breathing sharply and pawing at her chest and neck to find she was sweating. Wanda swooned and moaned to herself as the heat in her pussy became a raging fire and her stomach growled again. Almost without thinking, she hoisted the **** man up by his shoulders, not the least bit surprised to find she was now strong enough to do so with ease and bring him to his feet.

Panting, she gently brought his sleeping face up to look down at. She didn’t want to do it; she wasn’t even totally sure if she had eaten anyone at all. But the longer she mulled over it, the hungrier she became, and the reasons not to began to melt away to make room for other more demanding reasons to do the deed. "Maybe... Maybe just a taste..." Licking her lips again, Wanda pulled his face close for a kiss, moaning into his mouth as her tongue darted out to explore his mouth and teeth, her hands roaming down his back and grip at his thigh and pull him up higher.

Eventually it was too much to bear and Wanda opened her mouth wider, impossibly so as her lips spread up and around his face to envelop his head. Gulping hard, the woman pulled the man up to swallow again, his shoulders passing her stretched lips while his head made its way down her throat. Fluttering her eyes, she finally felt a sense that she might be filled when she gulped again, and the man made his way halfway down her throat with his legs dangling out her mouth. Her tongue had traced down his face and neck before tasting the rough texture of his shirt and to his pants. But she did not care about that, she only cared about being full. Once his feet reached her mouth, she was **** to lean back and let the rest of his slide down her throat when she gulped hard, his shoes slipping off one after the other and tumbling down her full breasts and bellow to roll onto the floor. Woozy and elated, Wanda shivered as she felt a sense of euphoria wave over her. Turning to look over her shoulder, she found Jen and Carol had also relented to their hunger and were already halfway done their own meals; a football player and cheerleader respectively as both human meals were being swallowed whole.

Patting her stomach, she found she was full… But not full enough yet. Looking around her, she spotted someone else to fill her stomach. Her mind made up.