Annie are You Okay?

"Annie, did you drive here?" I probably should have asked before we got to the driveway.

The redhead glanced up at me from where she'd tucked herself under my arm. "Oh. No, I got a ride from Gabe and Zoey."

"I don't remember seeing them?" Zoey was a pretty memorable person.

"It was a full moon so they just dropped me off." She must have seen my perplexed look. "Her family is really into astronomy, it's supposed to be a really good night for it."

"I didn't say anything!" I grinned down at her. "What about you, Sam?"

"I don't know." She said with an uncaring shrug.

"You don't know?"

"I was really high today, I know I didn't drive here though, they took my license." Oh.

I digested that information as the two girls got in my car, a green sedan my dad got for cheap and then fixed up years ago. Sam lounged in the backseat, fingering herself. Annie buckled herself in eagerly, silly smile on her face.

I just smiled at her. She caught me and waved her arms at my shoulder until I started driving.

I started driving through the overgrown suburb we called Redfield. "You still live on Springwood, right Annie?"

Annie calmed herself down enough her voice squeaked her normal amount when she answered. "Yeah, the house with the flamingo lawn ornaments." Sam snorted in the background.

It would take us about twenty minutes to reach my house from here, so I had time to ask some questions. "Annie... Why are you okay with Sam coming with us?"

She tilted her head. "Why wouldn't I be?"

"You're not jealous? You watched me fuck her."

"Are you jealous of my vibrator? Or my showerhead?" She covered her face and looked away when she essentially explained how she masturbated. "I mean, there's nothing for me to be jealous of! Everyone does it sometimes!"

I'm going to ignore that last part until later. "Sam can talk, she's not a Fleshlight."

"Hey! Speak for yourself mister!" She fell over giggling. Annie and I traded a look and rolled our eyes together.

I had to ask. "If Sam was still human would you be jealous?"

"Obviously." Hah, progress! "Why would Sam ever be a human though?" Nevermind.

"You don't see the confusion for me here?"

"Not really?"

I gave up, I'll figure out whatever's going on with my cum later. Like, Sam changing into a robot was an obvious cause and effect. Why the hell did I have a passive mind control aura or whatever?

We stopped at the turn onto my street. I glanced at Annie.

"So, I know I said we could head to my place, do you–" "I still want us to have sex! If, that's... Something you want..." She pulled her legs against her chest.

I put my arm around her. "Annie, I like you a lot, you're one of my best friends and you're really pretty. Anything we do tonight is up to you."

Sam stuck her head in-between ours. "What he means is you're totally fuckable, Wendy."

"My name is Annie!" She squeaked.

"It is?" The android sounded honestly confused.

"Yes! I'm not a mascot!"

"Huh, you look like a Wendy to me, but If you insist..." Her eyes lit up beneath her visor and ephemeral lines of circuitry flashed on her skin.

My stereo suddenly squealed in digital distress before playing music I hadn't put on it or my phone.

~Annie are you okay? Are you okay, Are you really named, Annie?~

What.

Annie put her face in her hands and sighed.

As a... unique cover of Micheal Jackson's Smooth Criminal played from my speakers, I turned and pulled up to my house. Annie 'eeped' when she realized she'd been holding my hand in hers for a minute.

~You've been kissed by, you've been fucked by a smoot•^°¥~

The music cut out into static when I turned the engine off.

Sam flinched and clutched her head. "Gah! It feels like I got punched in the face from the inside." Erratic flickers of electricity buzzed around her for a second, flooding the car with blue light.

"Are you alright? I'm so sorry, I had no idea that would happen!" I looked back at her. How the hell do you treat an injured android?

"I'm fine, just got kicked out of your car's computer, I'm more surprised than hurt." She rubbed her temple with a wince.

Annie climbed back to examine her. "How did you even connect to his car? Are you able to use Bluetooth?" She poked at Sam's slim belly, making the android giggle. "Do you have a microwave transmitter or radio in there?"

"Nah, how'd I fit Master's dick in me then?" She smirked at Annie's squeak. "I just kinda reached into it I guess." She shrugged and joined me outside.

Curious, I looked down at her feet. She had no toes. Just a dark blue rubber sole that blended into her ivory skin below her ankles. This caused Sam to strike a pose while I examined her.

"Like what you see?" She preened when I gave her ass an affirmative squeeze.

I led them into my dark house. "My dad's away for work stuff until next week and his girlfriend is visiting family, so we'll have the house to ourselves." I announced, displaying my standard upper-middle class house like it was a mansion.

Sam flopped on the couch like she did it every day and Annie took off her shoes. Holding them nervously until I point towards the shoe rack.

Then, Annie and I hesitated. I scratched the back of my head. "So... How do you want to do this?" Should I offer drinks or something?

"I–uhm. I liked kissing you earlier?" Annie laced and unlaced her fingers. She had a goofy little grin but wouldn't meet my eyes.

Sam groaned and sat up from the couch. "C'mon! Take off your clothes and get to the fucking!"

"We-I-kiss-clothes-" Annie started babbling nonsense and flailing her hands again, so I hugged her to my chest to calm her down. It didn't seem to help.

"Let me handle this." Sam sighed and started pulling Annie along. "Give me five minutes." She muttered something about 'clueless virgins'.

"Uh, my bedroom's on the right." I got a thumbs up.

...

Now what?

I undressed and put it all in the laundry. Then, I went ahead and collected enough to start a wash cycle. When I unlocked my phone to check the time fifteen minutes later I was greeted by Sam's smirk as my home screen.

—She's wet and ready for you Master! Also, nice taste in porn—

I shoved away the instinctive panic that a girl had seen my search history. Focus on Annie.

My bare feet nearly slipped on the hardwood from how fast I moved to my bedroom. Giggles came from my bed as I steadied myself. I flicked my shaggy hair back and crossed my arms in an exaggerated suave pose.

"Very smooth, Master." Sam snarked from over Annie's shoulder. They were cuddling on my bed, Annie nestled between Sam's legs, squirming and giggling as the android played with her pink nipples.

Annie was entirely naked, ducking her head in a shy smile as I looked at her. I felt a flicker of anger for Rachel's insult reignite. Sure, Annie wasn't going to turn heads anytime soon, but as I ran my gaze along her slender and fit body, I had no complaints. Her breasts were little more than slight swells tipped with bright pink. Her waist was trim with the faint impression of abs as she twisted in Sam's arms. Annie's legs were works of art, sleek and surprisingly muscular from playing tennis this spring. Dustings of freckles covered her shoulders and across her collarbone, standing out more as her blush spread.

"You're beautiful, Annie."

She squeaked, but her shoulders relaxed and her shy smile grew into a bright beam.

"See? I said you had nothing to worry about." Sam trailed a hand down the redhead's side to her hip, teasing her closed thighs. "Don't you want to show him where to put his dick? Let him see how wet you are, ready to finally take him inside your hungry little pussy?" A pair of ivory fingers played with a tuft of silky red hair.

"I-" Annie hesitated, her wide eyes locked onto mine. The android whispered in her ear and she shuddered. Two pairs of blue eyes shot to the bulge in my underwear, one a soft sky, the other glowing electric. Equally horny.

Annie's legs fell open, exposing a puffy pink pussy, glistening with her lust. "Yesss I want him to fuck me! Mason, I've wanted this for so long!"

Sam gave a throaty chuckle as she spread the redhead's lips. "You heard her Master, drop your briefs and get up here!"

How could I say no to that?

My dick sprang upwards like a lance ready for battle. Annie's eyes bugged out and her jaw dropped. I could see the math playing out in her head as her eyes shot from my cock to her pussy and back. Her tongue ran over her lips before her nervous expression settled into determination.

I looked down in shock. "I was not this big when I woke up today." I was at least ten inches long and much thicker.

Sam looked like Christmas came early. "You were pretty good before, but now you look like a porn star!" Her eyes dimmed in worry. "I don't know if that'll fit in Annie. Even I would have struggled before you upgraded me." That's one way to phrase what happened.

"We'll make it fit." There was a fire in Annie's eyes and steel in her voice. "I need to suck your cock, Mason." My dick twitched at her words.

What happened to shy and innocent Annie!? I looked at Sam and she shrugged at me.

Wait. "You know about that? That my cum turned Sam into a sexbot?" —"I prefer 'Service Android for Mason'," Sam interjected.— "You want it to happen to you?"

Annie nodded firmly. "Sam explained a bit and a block in my head, like, came loose. I remember her being a human girl and that when she gave you a blowjob she changed." She gestured at herself. "I want that." Annie crawled forward and laid on her front at the edge of my bed, a scant couple feet from my erection. Mouth slightly open as she panted.

"You don't have to do this, we can take things slow." I tried to suppress the excitement I had at Annie swallowing my cum but I must have failed when both girls smirked at me. Let's go for a different tactic, "What if you turn into something else or it hurts you somehow."

Dammit, if I could hear the **** in that weak protest they certainly could.

Sam jumped out of bed and skipped over to me. "It's your magic cum, if you don't want to hurt her, don't." She tugged on my dick to pull me forward. "Do I look unhappy about my new body? Is Annie doing anything other than giving her enthusiastic consent?" Said girl gave me a defiant look. "Can you think of any other ways to figure out your power?"

"Well, no..." My dick was in Annie's face, her uneven breath on my shaft.

Sam knelt next to the bed. "Then let's get to experimenting!" She kissed Annie on her red cheek then pressed her blue lips to my tip.

She swallowed my shaft to the base in one go. The android pulled back slowly, bright blue tongue swirling along my entire length before slithering back in.

"Mwah~ Now, you can't do that yet, so let's start off by kissing and licking the tip. It's the most sensitive place for a guy anyway." She pointed my dick back to Annie, who'd paid rapt attention to the process.

"It is the anatomical equivalent of a woman's clitoris." She nodded, hesitantly licking my tip. Humming thoughtfully at the taste. She licked more firmly.

Sam looked at her flatly.

Annie blushed around the head of my dick. She popped off. "What? It's basic biology!"

"I know about comparative anatomy and the embryonic development of human genitalia but I'm not gonna recite a textbook mid-blowjob!"

You know what? I think the craziest part of this situation is these two bonding while they bickered over sex education and what set the mood properly for sex.

"Ooh look at me! My tongue is stimulating his frenulum and urethra!"

"Well what would you call it?"

"It's called licking his cumslit!"

"That's hardly setting the mood!"

"Fine! I'm tonguing his pisshole! His semen shooter! Or would you prefer a more romantic term like jizz injector?"

They started giggling together as they came up with more and more silly and vulgar terms for sucking my dick. All while Sam demonstrated her expertise and Annie diligently obeyed, practically taking notes. They'd almost forgotten I was here, only occasionally asking for my input as they played with my cock like a toy.

Why the hell was it so hot?

"— now not all guys like this, but some go nuts when you squeeze their nuts. Keep it gentle at first and once you can deepthroat him your tongue can stretch—"

I groaned out. "Sorry to interrupt the lesson, but I'm close!"

Annie's teary eyes shot open and pleaded at me. She'd managed to go about halfway down. She bobbed her head, **** as her throat fluttered around me, trying to take me deeper. I spasmed, just barely holding back.

Sam combed her mechanical digits through Annie's hair, whispering encouragement. "Back off and hold him in your mouth, if he cums halfway in your throat you'll **** and waste all his tasty jizz!"

I reached back to steady myself against my desk, my vision dimmed and my knees grew weak. All my attention was centered on Annie's hot tongue flicking the underside of my dickhead.

"Good girl! Lick just like that. Oh, you feel how his balls just tightened up? That means—"

Everything went white. This time I could feel some kind of energy gathering at the base of my shaft. It was bright and chaotic like a roaring flame. But strangely receptive, like the energy was awaiting instruction.

I managed to focus on one thought, one command.

Make Annie Happy

The energy became a bubbly pink as it raced down my shaft and into Annie's waiting mouth. Both of us shuddered in orgasm. She somehow swallowed every drop.

This time, when the dozen pulses finished, I didn't fall to my ass. Instead, I took a single shaky step before collapsing next to Annie's still body.

I took a second to catch my breath. My drained feeling faded, followed by invigoration that left tingles throughout my body.

I sat up to see Sam had got back on the bed and placed Annie's head in her lap. "Is this what it was like for me?" I nodded, still out of breath. "It's kinda scary seeing it from the outside, she stiffened like you tazed her, now she's just limp like a doll." Her face was a mix of worry and fascination as she brushed hair away from the **** redhead's face.

"What was it like for you? From the inside I mean." I sat next to her and put an arm around the flexible plastic of her slender shoulders.

She smiled dreamily as she snuggled into my hug. "Awesome. Better than acid or E. It felt like your cum flooded every little fold of my brain and asked me what I wanted to be to best serve you. The first thing to pop in my head was this series of images I found on the weird part of the internet. It was about this girl being injected with nanites or some shit, **** to become a programmable sex doll for whoever bought her." Almost absentmindedly, she licked her smiling lips. "It was framed as erotic horror. The girl still conscious but unable to move as her body was played with and transformed into perfection. It was the hottest thing I'd ever seen. I was so envious of her. Now I get to live it."

Her glowing eyes were full of gratitude. I leaned forward to kiss her. It was simple and chaste, but conveyed so much. We weren't boyfriend and girlfriend, but there was a connection all the same.

When we separated, Annie was surrounded in a corona of pink light. Her slender body shifting and growing.

Sam and I watched as instead of growing to a blinding intensity, Annie's pink aura shattered like glass. The resulting sparkles of light flowing over her voluptuous form.

That's right, Annie's fit and petite body had changed dramatically. Where Sam got a small enhancement to her curves during her conversion to plastic and synthetic rubber, Annie's flesh expanded into a nearly cartoonish shape that pornstars would envy.

Her tiny tits ballooned into firm orbs not quite the size of her head. Her trim tummy softened as her hips and ass flared out to match her tits. Smooth thighs became plush and squishy, perfect for a lap pillow. Pussy lips plumped and grew an even brighter pink.

When her larger eyes shot open, they were glittery pools of pink that matched her new make-up, dramatic wings of eyeliner and mascara. She gasped and ran her pink tongue over kissable lips. Also pink. I'm noticing a theme here.

Hair? Flowing waves of glittery bubblegum past her chin. Nails? Glossy pink. Nipples and areola? Stiff nubs like pencil erasers.

Her pale skin shimmered into a deep tan with, you guessed it, pink glitter dusting every inch, sparkling in the light as her huge tits heaved with each breath. I noticed none of it was left behind on my bedsheets as she squirmed through the transformation, like it was just part of her skin. Her voice became higher and more breathy as she moaned in pleasure.

"Did it take this long for me?"

"I'm not sure, I blacked out for a bit, but I'm pretty sure you finished right after you flashed me. You did sit still for a minute, initializing or whatever."

Sam chuckled. "Yeah, my brain was reshuffling itself for a bit, adjusting my priorities." She tilted her head as Annie's moans quieted. "I think she's almost done."

With a final pulse of light, a skimpy white lab coat with pink lapels, rubber boots with pink accents and cute safety glasses condensed from the remaining sparks of light. Her new clothes covered nothing, her lab coat had a single button beneath the breasts. It left part of her areola exposed before it flared open to end just past the hips. Almost meeting the slight squish of her thighs where the boots ended.

Sam huffed. "What? Why does she get accessories? That's hardly fair."

"I don't think Annie can control technology." I pointed out. Sam hmmed and nodded, mollified.

Annie giggled, lazily fingering her pussy and groping a breast. A dazed smile looked up at us. Her eyes were solid pools of swirling pink, empty of any thought. A flicker of worry shot through me. Was Annie still in there?

The fingers in her pussy went deeper and her eyelids fluttered in a miniature orgasm. When her eyes opened again, recognition and a familiar spark of intelligence shone out.

"Hah~ I feel so good! Light and free of worry!" Her lips curved into a sultry grin. "I think my pussy can take your dick now Mason." All four fingers at her pussy squeezed in with a wet sound. "Let's test it!" Relief filled me, Annie was still there. Mostly anyway.

Sam cheered. "Yeah! Let's see those titties bounce!"

Annie giggled some more and I didn't resist as they pushed me onto my back, I'd long since accepted I was just along for the ride tonight. What was I to do? Not let two girls literally molded into my fantasies play with my body?

Annie stood over me in all her bouncy glory, ditzy smile partially hidden from my view behind her tits. She frowned with her arms held out for balance as her heeled boots sank into my mattress. "Lemme try something." She scrunched up her face, tongue stuck out in concentration.

Her boots glowed. Sparking as they became snug thigh high socks. "Oh that's so cool!" She clapped.

With an excited squeal, Annie bounced to straddle my dick, only to 'oof' when Sam blocked her.

Sam had covered my dick protectively and I'd flinched when Annie started bouncing on the bed. "Hey! Careful jumping like that! Dicks are delicate instruments." Sam scolded. I relaxed and sighed in relief.

Annie looked devastated. "I'm soo sorry, I just got too excited, it's like my head is full of bubbles." Tears prickled at her eyes.

I reached up to pull her to me. She sniffled into my chest. "Hey, hey, it's okay. I'm not upset, it's not your fault."

She rubbed her eyes. "Ugh, my mood is, like, all over the place. My new emotional baseline is totally set to cheerful and horny. The tiny bit of guilt felt crushing in comparison."

Ah. "That might be 'cause of me. I kinda impressed 'make Annie happy' into my cum earlier." I rubbed the back of my head. "Sorry."

She gasped and sat up, tits swaying. "No! Don't say sorry, I loved it! Like, a pink wave of soap bubbles cleaned my mind of everything I didn't like about myself. All my anxiety and low self-esteem, the shame and repressed desires. All of it went poof!" She made an exploding noise and splayed her hands out. "Into all these little sparkles of happiness!"

She beamed at me and hefted her tits. "I also finally got tits! Lookat'em! They're so bouncy!" She giggled as she demonstrated. "If I'm a little spacey and excitable for awhile, I'll take it." She hugged my head to her tits, smothering my response.

Sam kissed Annie on the forehead. "Here, let me show you how to ride a cock."

"Okay!" She let me free and gave a salute. I gasped a breath, goofy smile on my face.

Sam knelt to the side, directing Annie as she straddled my erection.

"Now grab the base and angle it so he slots into your pussy." The redhe— pinkhead? Pinkette? Annie — cooed as my dickhead slid into her folds. "You don't want to go any higher than this while riding, he might slip out otherwise. Mason, put your hands on Annie's hips to steady her."

Her skin was warm, almost feverish compared to Sam's cool fingers. She was trembling in anticipation, eager to slam down and take my cock the rest of the way. Our eyes met in agreement.

"—can slide yourself down slowly—"

We moaned together, nearly overpowering the wet slap of our hips smacking. I bucked as Annie bounced. She squealed and giggled as her tits wobbled despite her lab coat, almost hitting her chin.

"Or you can do that. Okay." Sam propped her chin on one hand. Face the stern mask of a strict teacher, slowly nodding as our rhythm evened out. "Yeah, you two got this." She lounged beside us, idly playing with her blue pussy.

"Mason—ahn!— your huge cock is so deep in me! You're ramming into my cervix! I love it!" Annie had braced herself against my chest, her nipples dangling in my face as she arched her back.

"Your pussy is amazing Annie, you're squeezing so tightly, milking my cock!" I leaned up, playfully nibbling and licking her nipples. She squealed and giggled every time, her pussy squeezing tighter.

"Yes! Cum in me again! I want to feel it." The steady rhythm of her hips became faster, more erratic.

I was so close to cumming. Annie had been chaining a series of minor orgasms with every stroke, building up to a crescendo. I had no reason to hold back. Not with my total lack of a refractory period.

So I didn't.

With a roar, I clenched my hands around her hips and pulled her down the same time I drove upwards.

"Fuck!"

I released in her rippling pussy, her inner muscles pulsing in sync, milking my cum.

"Yesss! I feel it~" Annie squealed, giggling with glee as the pink swirls in her eyes spun faster. "Ooohhh~ brain tingly..." Her mouth hung open, long tongue dripping past her chin as she twitched on my cock.

"Wow. I thought cumming your brains out was just a metaphor." Sam looked slightly jealous. "You need to do that to me next, give me a proper pounding."

"I'll add it to the agenda." I snarked while running my hands along Annie's trembling sides.

Sam nodded seriously, eyes glowing. My phone chimed with a notification. She shrugged innocently when I gave her a look.

Annie flopped onto me, her breasts acting to cushion her fall. She nuzzled into my chest, kissing and licking my muscles. Her eyes still empty of any higher thought. I ran my hands along her back.

Huh, were my pectorals that well defined a minute ago? I flexed experimentally. They bulged outward like a bodybuilder's.

"Sam, you're seeing this too right?"

"You mean your muscles? Yeah, you're definitely getting more buff." She tilted her head. "I think you're half an inch taller as well."

Okay. "I don't know why I'm surprised, that's nothing compared to what happened to you or Annie."

Stalking like a cat, Sam kissed me, then a dozing Annie. "We'll keep an eye on it, if you start growing demon horns or eldritch tentacles or something, we'll deal with it." She ruffled Annie's fluffy pink hair and started kissing her way down the bimbo's back. "Until then, I have a fresh creampie to eat~"

My softened dick had slid out, the android's cool mouth vacuumed me clean, making me jump a little. Sam smacked her lips and sighed happily. She knelt between my thighs and palmed Annie's new bouncy butt with both hands.

With one last wink at me, she dove in.

Annie squealed in shock, lifted her head from my chest, shuddered with crossed eyes and thumped her head against my chest.

"Saaammm!" She whined. "I'm still sensitive!" She raised up on her arms and looked over her shoulder. "Hey! Don't eat all my cum!"

I started laughing. Annie pouted at me and crossed her arms over her tits.

Sam's head popped out from between Annie's ass cheeks, face like a smirking chipmunk.

—DON'T WORRY ANNIE, I'LL SHARE WITH YOU—

Annie's face lit up and eagerly pulled Sam into a sloppy kiss.

I folded my arms behind my head and watched the show. When they noticed my gaze, they simply giggled and started exaggerating their movements, pressing their tits together, a trailing lick here, a wandering hand there, you get the picture.

Soon Sam had pinned a helplessly ticklish Annie to the bed, slobbering all over her sparkly tits. In the perfect position for me to see their pussies squishing together.

How could I resist such an invitation?

Marvelling at my good fortune, I teased them by stroking right between their slick folds, brushing against both clits, both synthetic and natural. Annie wriggled desperately, whining for me to fuck her again.

Sam unlatched from a nipple with a heated groan. "Just pick one of— Uunmph! Yes! Right there!"

I got in a rhythm. Fucking one hole to the very edge of orgasm, then switching. Managing to keep them disoriented and disunited. Eventually they got **** enough to put aside their differences, tackle me to the bed, and ride. Taking turns on my cock while the other sat on my face.

We ended up in a sweaty puddle on my floor, even Sam showed signs of exhaustion. At some point Annie's lab coat had disappeared in a cloud of glitter.

I started chuckling. Waking Annie from her doze.

"What's so funny?"

"I just remembered, I came to the party tonight hoping to ask you out."

Annie's blush overwhelmed her new tan and her smile was blinding.

"I had a similar plan." She kissed me softly. "Do you want to be my boyfriend, Mason?"

"Oh, Annie! This is so sudden!" I faked swooning. She smacked my shoulder. I kissed her nose. "I'd love to."

Sam made a gagging noise from where she was cleaning my cock. "Ew! Icky feelings!"

"Just get up here and join the hug."