Pull him into a passionate kiss.

You don't know what you're doing. Pulling Elliot close and wrapping your lips around wasn't part of the plan today. What started out as ditching and ended up a date has now devolved into a messy makeout session. You toss your snacks aside, hungrier for his lips as you smear his flushed face with mustard and then lick it clean. You almost feel guilty for pinning him down and plunging your tongue down his throat, but you can feel his hard cock swelling between your cheeks and know he's just as starving for this as you are.

No words are exchanged as his hot hands slide under your boi clothes and up and down your sizzling, supple skin. He shows no hesitation or humiliation in feeling up a former friend, not when he teases your tender titties or kneads moans out of your doughy cheeks not even when he strokes your swollen shaft and discovers it's easily twice the size of his. That discovery might have given you pause, or more likely brought you to your knees to worship the superior cock, but it's Elliot's turn to surprise you again by pinning your tongue down with his and sliding it so deep down your throat it tickles your spurt spot.

"Holy SHLLP shit, dude! I never MMPH knew you WHIMPER were SLURP such a SUCK stud!" You moan in his mouth as he tongue fucks your throat and slides his finger between your chubby cheeks and up your hungry hole. You are seeing a whole new side of your shy, sweet friend. Elliot seems to have found his balls somehow, and even though they are physically smaller than yours, he more than makes up for it in enthusiasm. You had assumed you would have to lead him slowly by the hand and that you would probably end up topping the timid teen, but he is so forceful without being rough, so powerful without being cruel, you can't seem to resist him.

"I want to MMMM make LICK love to you...then I want to MMPH fuck KISS you...then I NNGH want to AAAH hold you close and OoooOOOoOOOOH!" Elliot kisses and caresses you harder and hungrier as he coos in your ear. You feel him slide you sweats down and don't resist as he pulls your thong to the side and frees his throbbing three and a half inches. It's a modest manhood to say the least, but with the way your ass swallows him up, you'd swear it thinks it's a full meal. Your new perverse physiology seems to shrink or stretch the taut, tender tissue of your bimboi cunt to accommodate the largest or compensate for the smallest of shafts. You feel all the tingly, thrilling throbs you felt when sliding down Becca's much bigger prick, as well as a sweltering swell of something you can't quite place. It's on the tip of your tongue, but then again so are Elliot's lips.

You grind against him, milking his manhood and feeling so close to something so profoundly powerful you can only talk about it in tongues, when you feel Elliot erupt inside you, flooding your guts with thick ropes of sticky seed. You try to pull off of his prick, desperately but futilely attempting to save him from infection, but he holds you tighter than ever, suddenly no longer scared of who or what he might become as long as it's with you. You are overwhelmed with a whirlpool of emotion...guilt swirled with gushing glee...affection and arousal and anxiety crashing together...fear and feverish fantasies writhing wet and woefully against each other. All you can do now is hang on for the ride and hope for the best.

"Sorry...didn't AAH mean to surprise NNH you like UNH UH that...NNGH just...had OOH to...knoOoOOOooow!" Elliot moans mindlessly as the infection runs through his veins and changes everything it touches. The first thing you notice is his cock throbbing back to life and growing longer and girthier until you are pretty sure it rivals yours. His t-shirt tents as two fully formed breasts fill his top and leave lovely C-cups behind. You can't resist crushing your own tits against his as his body squirms and swells and shifts against yours.

"Fuck...no NNGH one told me MOAN it would feel so GUH GUG gooooood!" Elliot seems less afraid and more aroused by his developing body as his waist becomes waspish, his lips beestung, and his hips just slightly less thicc than yours. You run your hands all over his supple skin, curious to compare with your own changes as his ass plumps to two perky globes with just enough squeeze to them. With his lashes lengthening, hair cascading into ravishing ringlets, and face growing even more elven and crushingly cute than before, she looks like the kind of gurl you could take home to meet your father, but the sparkle of mischief in her eyes make you worry she'd steal him away.

"Whew...that's better." Elliot chirps cutely as his thick tool twitches tantalizingly inside you. "Now that we don't have to worry about me getting infected anymore, we can really let our hair down." Your jaw goes slack with how well she's taking this, but you suppose you shouldn't be surprised that birds of a feather flock together. "When you cry my name out, you can call me Ella." she says sultrily as she starts to pull you up and down her suddenly sizable shaft. "I did promise to FUCK you after we made love..." Ella fills your still agape mouth with her tongue and begins slowly bucking up into you as she languidly lifts you up and down her pretty, pulsing pole.

You melt in her mouth and writhe against her wetly, but wonder if you shouldn't try to take control at this point or if you should just let your 'shy' friend continue to effortlessly dominate you. If you can't even top a petite princess like Ella, you might end up a total bottom bimboi. Then again, is that really such a bad thing?