Dustin said, "How about you put me back to my 16 year old self?" Ty smiled and said, "Later, I'll put you back into your normal body later. But first I'm gonna have a little fun, it's the least I owe you after years of ridicule and pranks. So, first, I'm gonna let you experience changing into a woman, slowly." Dustin stared at Ty in shock, then he began to feal nauseated. With a gesture Ty made his clothes disappear so they could both watch the change. First, all the hair on Dustin's body retracted slowly back into his skin. His skin became smooth and milky and he began to feel something happening in his crotch. His dick slowly shriveled and his testicles shrank down to nothing, his now ball-less sack flattened out to his skin, his shriveled up dick dried out and fell off to the ground. Dustin said, "C'mon man, dont do this." His voice raising as he said it. Dustin doubled over in pain as his hips grew wider and his (her) ass grew larger, his waist shrinking. Dustin lost his balance as his legs got skinnier and longer and he fell flat on his now larger ass. He felt pressure in his chest and he reached up to feel his nipples, a wave of pleasure went through him as his nipples expanded under his fingers. His chest pushed out from his body with smooth firm flesh. His new breasts expanded under his hands until they reached a full C cup, she felt them and orgasmed spontaniuosly as well as lactated a little, they grew to D cups. Dustin said in a high pitched voice, "ooooooooooh... yes! i mean NO! stop please?." Ty simply continued watching, thoroughly entertained at his handywork. Dustin watched as a new hole appeared in his crotch, from which he felt a tube grow up through his lower abdomen and pieces of himself seemed to rearrange inside. Finally, hair started growing out of his bald head, into a long beautiful mane of blonde hair, which also grew around his new vagina. He felt a tingle as his face restructured to be more feminine, the lips became pouty and her eyes changed to blue. Ty said, "Looks like you are all done." Dustin glared at Ty for a second and said, "Will you please change me back now?" Ty looked at him and said, "Well, now that I'm looking at the female you, I realize what I want to do with this power." Dustin looked at Ty then at the bulge in his pants and said, "No way Ty, dont do that, I am still a guy even in this body." Ty smirked and said, too bad, watch this." he pulled it out and immediately the new "dusty" moaned at the sight of it. she immmediately crawled over to ty and started to carress it, her pussy getting wetter by the second. she started massageing the head of it. ty moaned with pleasure. He felt restricted by her oncoming sexual aproach, he couldnt resist her, and she couldnt resist her new slutty urges. ty whined "oooooh... i made you a super slut, one bit of exposed flesh and youll become a lust driven sex maniac" Dusty replied by licking tys cock. "AAAAAAAAHHHH" ty screams in pleasure. dusty shoved it on her moth and carressed the tip with her toungue while massaging it with her mouth. she starts sucking on it and licking it while doing so, shes moaning all the while. "iiiii.. i can.. cant.. cant hol... hold back much-" ty gets cut off in mid sentance by an explosive orgasm from his dick, but something was wrong, it only got bugger, harder, and longer. dusty continues to moan while swallowing load after load, until tys dick is 12 feet long and thick as a water bottle. dusty's breasts seem to spontaniously lactate and grow to E cups. She breaks out of trance, cum all over her face and says " change me back, now baby, like please?" she says in a moaning lusty voice. meanwhile in her head she was battling urges "go on, suck it some more, swallow more of that delicious come, you crave it... No im a guy, im not gay, and i cant... but its soooo big! mmm... its delicious too... no its... of course it is... go torture hime some more... jack him and dont stop till he explodes and drink it all up, you know you want too. no i dont!... but i do... mmmmm...." in the end she shoves tys dick into her mouth pussy and ty starts making out with her, massaging her breasts... waves of orgasmes coming from both of them non-stop. no matter how much they got more aroused, suddenly after a huge 60 gallon multiple orgasme fomr ty (dusty chugged it all down immediately) dusty felt empowered. and she regained her mind, most of it, she sti, hll was a girl, and didnt wasnt to change that because of what happened, she was still a slut, but she craved dicks and breasts. she was even sluttier, but dustin knew who she was now also.
with tys powers she changes ty into..