Kelly takes some control

James told Kelly to roll onto her back and spread her legs, she did. Kelly starred at James' massive dong apprehensively. "There is no way that thing is going to fit in me."

James began slowly stroking Kelly's clit through her panties. "Don't worry about that. In a minute you're going to be so turned on we'll have no problem." He licked his thumb quickly while pulling her panties aside and resumed stroking her. Kelly closed her eyes and her head fell backward as an intense arousal overtook her.

James slowly inserted his engorged cock into Kelly's waiting pussy. "Oh..woah....too big.."
James continued tickling Kelly's clit, "relax" he said almost hypnotically, "Think about what would feel the best for you." He slid in a bit more as Kelly relaxed, then a bit more. In a few moments she had taken his full length.

Kelly felt James balls press against her ass, she opened her eyes and looked down at herself mouth agape and astonished. Before she could utter a word James started to fuck her. The sensation of being so full was amazing. James was right she had never been so turned on. The initial shock having passed Kelly back bucking her hips toward James, he groaned. "Take that big dick Kelly -- how do you want it? take it ALL!"

Suddenly James felt a tingling sensation as his girth started to increase. Kelly moaned loudly. It seems when James told Kelly to think about what she wanted he had inadvertently given her some of his power, but she didn't seem to be aware of if. This was happening subconsciously on her part. James quickened his pace and felt a tightening in his abdomen. Looking down he saw a set of six pack abs. Without thinking he started to stand, lifting Kelly all the while continuing to fuck her relentlessly. He wasn't sure how much was of this was his doing and how much of it was Kelly controlling him. James continued pounding away as his dick became noticeably thicker and longer, Kelly's pussy was now noticeably tighter...

The increased blood required in his new member made James lightheaded, he staggered momentarily and fell down. Kelly rode him all the way to the floor and continued bouncing on him with enthusiasm her pussy contracted on James' gargantuan dick as she came again. Regaining his senses James grabbed Kelly's hips and fucked her with renewed vigor, his balls tightened and shot his load deep inside her before popping out of her pussy and shooting another thick load half way up her back.