Lots of Pokemon tend show up at the gym... no no not that kind of gym, I'm referring to a normal gym. On the weekend in particular, these gyms tend to be packed with Pokemon just interested in maybe losing a few pounds. Derick was not one of these Pokemon. The male blaziken grunted as he was benching close to 700 lbs on the weight station. Years of intense workout and his own natural capacity to build muscle mass had granted him an impressive body. He had huge biceps, large legs and a well chiseled chest albeit obstructed by his feathery body. He continued pushing his arms up and down. Beads of sweat were dripping from his fluffy feathers. “Hey Derick” another male voice spoke next to him. With a huff, Derick put the weight down and turned to look at the source of the voice. A lucario male looked down at Derick. Much like Derick he was shirtless save for some gym shorts however his muscles were nowhere near as as pronounced. “how's the pokelatis going Berry?” Derick chuckled. the lucario just rolled his eyes, “look Derick I keep telling you that it helps me focus my aura don't you want to win the competition tomorrow?” “of course I do, why do you think I keep working out? gotta get my body bulked up.” “And I've gotta get my concentration up. Pokemon always say that lucarios are aura masters but we can't just conjure up an aura sphere at the drop of a hat it takes practice and a focused mind.” Derick just rolled his eyes, “whatever dude, hey I'm hungry wanna get some oran pie?” “that sounds great.” Berry smiled. Derick got up from the bench and the pair of Pokemon started walking through the gym. As they were walking though they ran almost head first into a machamp and a golem. Both of these Pokemon were quite a bit taller and more muscular than both Berry and Derick. “well well if it isn't the loser chicken.” the golem said as he and machamp broke out into hysterical laughter. Derick's face scrunched up into a scowl. “hey, who's the little puppy?” the machamp asked. Berry replied, “I'm Derick's partner for the double battle tournament tomorrow.” “daww what's the matter can't you win on your own chicken?” the golem said as he and machamp resumed their laughter. Derick growled, “me and Berry are gonna kick your asses tomorrow.” machamp crossed his arms, “what this little runt... golem could mop the floor with this little poodle, and he's at a type disadvantage.” The golem flicked Berry in the nose, causing him to recoil and nearly fall on his butt. “HEY!” Derick's wrists came to life with flame, “nobody treats my friend like that.” Berry put his hands on Derick's arm,“just let it go, save it for the arena tomorrow.” at this, Derick's wrist flames went out only for machamp and golem to break out into hysterical laughter again “what a wussy, see you tomorrow in the arena.” after that the golem and machamp walked away laughing. Out of the corner of his eye, Berry couldn't help but note a distinct aura of panic emanating from both of them. Derick just scowled as the two Pokemon walked away. “you shoulda let me beat those guys up.” “it's not worth getting banned from the gym or worse being thrown in jail.” Derick sighed.“Let's hit the showers and get those pies.” Derick and Berry continued through the gym until they arrived at two branching alcoves one to the left and one to the right. Both of them went to the left. Inside was a tiled and moderately grungy locker room. The locker room was filled with rows upon rows of metal lockers and between these rows of lockers there were wooden benches. Both of them looked around and noticed a distinct absence of Pokemon in the locker room. It didn't take either of them long to take off their gym shorts and put them into the lockers they used for the day. Berry glanced over at Derick's crotch, noting that the blaziken's downy sheath and ball sack were somewhat larger than his own yellow, furry ball sack. The Pokemon headed toward an opening towards the right of the locker room. Derick in particular noted that there was water running in the teal tiled shower. The two of them finally entered into the shower chamber and stopped dead. There were six shower heads all around the front chamber of this giant shower one of them had an occupant, though. Derick and Berry blushed at the sight of a latias humming to herself as she scrubbed one of her C cup sized breasts. They were paralyzed, at the sight, there was a super-attractive woman in the men's locker room and they had no idea what to do. The latias opened her eyes somewhat only to gasp and cover herself as best she could. “What are you doing in here?! This is the women's locker room,” she shouted at them. Both of them searched for words, but Berry found them first. “But this is the men's locker room.” the latias glared at them. “what is it with the guys today? It seems everyone and their father wants to ogle me in the shower today. Well maybe you two need a few adjustments so you can ogle me all the time.” Latias gained a sudden blue aura. Berry and Derick tried to run away but found themselves caught up in the blue aura the latias emitted. When the blue aura subsided, the two of them didn't waste any time. They rushed back to their lockers, put on their street clothes, and fled the men's shower room as fast as possible. “geezus what the hell was that?” Derick remarked. “some gal must have gone into the men's locker room...” Berry deadpanned. “I'm not talking about that; I mean the freaky glow.” “she clearly was using psychic, it's very dangerous move. Someday I hope to learn how to use it myself. I ordered the TM and everything.” Derick shuddered, “whatever let's just get lost.” both of them instantly made their way out of the gym. They walked down the street they got all kinds of looks for their smell but they didn't really pay close attention. “hey Berry, you feeling strange.” Berry looked over at Derick,“so it's not just me that feels tingly.” Derick stopped in his tracks, “umm Berry your voice sounds a bit off” meanwhile, Berry was staring slack jawed at Derick, “forget my voice look at your chest dude.” Berry looked down and saw what looked like two small bumps protruding from his shirt. “We gotta get somewhere private... my apartment is just a few blocks away...”. No more words needed to be exchanged and the two walked as quickly as they could down the street. As they waked the tingling in their body continued to intensify. The lumps on Derick's chest slowly continued their expansion; they grew gradually but enough that Derick started to notice the jiggle of it. Berry meanwhile knew he was also changing. He felt his pants were steadily getting tighter around his ass. Thankfully they managed to get to a lower class housing project. Both of them dashed through the front door and into the elevator. A silence gripped them as they nervously looked over each other. Berry could literally see Derick's body change before his eyes, his hocks were gradually getting shorter and his shirt seemed to be tightening. Meanwhile Derick could see other changes on his friend, he blinked as he could swear his friend was getting shorter along with his arms getting slimmer. When the elevator dinged they practically sprinted toward Derick's apartment, Derick had to grab his pants mid jog because he felt them slipping off him. When they arrived in front of a door with 63 marked on it Derick pulled out a key ring. He fumbled with trying to insert a silver key into the lock. Eventually, he finally got the door unlocked both of them rushed into the living room of Derick's one room apartment before shutting the door. “Dude what's happening to us?” Derick nearly shrieked in a somewhat camp sounding voice. “isn't it obvious.” Berry's voice by contrast sounded almost completely like it belonged to a woman. “we're turning into women.” As if to punctuate the point, Derick's pants slid off revealing his ball sack was not only significantly smaller but seemed to visibly pulling inward. “wha.. what can we do gahhhh” Derick shut his eyes and hugged his body as the tingling overtook him. Soon after, the same feeling gripped Berry but he managed to keep his cool. Berry looked on in horror as he saw Derick's transformation speed up. The small budding breasts on Derick's chest rapidly gained size causing his tank top to tighten up and nearly rip. With Derick's tank top pulled up Berry saw his waist caving inward into a hourglass shape. Derick managed to open his eyes and look down at the pair of DD sized tits on his chest. His eyes soon turned to the gaping jaw of Berry but his focus was more on Berry's chest. Much like his own chest Derick saw two lumps appear and rapidly fill and push out Berry's T shirt. The T shirt ripped at the neck as yellow fluff spilled out of the hole in his shirt. Berry saw his friend's arms and torso rapidly compressing and losing muscle mass he had gained through years of working out. Sure he was still quite muscular, but his arms and torso were distinctly quite feminine and attractive. Derick could feel his balls contracting, and Berry's eyes were fixed on the sight. Smaller and smaller they contracted until with a squirt of clear liquid they shot up inside him leaving only a feather obscured pussy in its place. Berry could feel his own cock and balls suffering a similar fate. Derick saw a stain of what he assumed was female cum when Berry's gender shift completed. In the final few moments both of their torsos twisted and contorted. Their legs expanded, butts grew. Berry's pants ripped apart from the force of his or rather her ass expanding. The tingling began dying down as any remaining minor feminine touches finished, leaving both of them female. “that was an ordeal...” Berry remarked his voice sounding extremely soothing and feminine. “we've got tits dude!” Derick motioned to his new ample chest. “God I gotta get this damn top off it's chaffing my nipples.” with a quick swipe of his sharp talons, Derick shredded his tank top allowing his red feather covered boobs to bounce down. “I feel you there dude.” Berry carefully slid his T shirt and pants off leaving him and Derick completely naked. “much better,” Berry sighed. Berry's eyes drifted over his new-found female friend. He quickly realized he was likely wrong on how big her tits were, what he thought was DDs were in fact closer to an E cup. Derick meanwhile estimated Berry's tits to be around the DD mark. Both of them blushed as they realized they were ogling each other. “err sorry Derick... but...” Berry brought a hand up to her mouth. “you got a nice ass...” Derick blurted out only increasing the fire in their cheeks. As both of them stood in awkward silence at the remark both of them started to feel something build up in their crotches. A feeling, unlike anything they felt before. Derick despite having a beak could pick up on the potent odor left over from the both of them working out at the gym. The distinctly masculine nature of the smell seemed to be triggering something in them, causing their new pussies to begin to get wet with arousal. Without even thinking about it, Derick's hands made it's way toward her new pussy. “what are you doing?” Berry cocked her head as she noticed where Derick's hand was. Derick quickly snapped her hand away from her crotch. “err sorry... I just got this itch down there I...” Derick stopped dead as she noticed that in the time it took for her to mention where her hand was Berry's hand was already on her own crotch. Derick could feel the sensations in her own crotch skyrocket as she watched Berry rub her feminine folds. “Dude what the hell?” Derick blurted only for Berry to stop what she was doing. “Sorry, it's just” Berry blushed. “This sensation it's just too much Derick... I...I think I'm horny.” Derick blushed, “I think so to. god the musk it's making me feel all kinds of crazy, and that ass of yours... god it's so hot.” “I love your tits Derick.” Derick blurted out. At this, Derick's mind swam with the dirtiest thoughts she had thought in a long time. She struck a pose to emphasize her large tits, “you like my tits... wanna fondle them?” Berry slowly inched her way towards Derick, hands outstretched. A few moments of hesitation passed before Berry put her hands on Derick's soft supple tits. Berry carefully began fondling the soft feathery tit flesh. Derick moaned as a pleasurable sensation spread from her breasts all throughout her body. “God that feels good.” Derick remarked as Berry continued to kneed her large boobies. Not wanting to simply be acted on Derick reached down to Berry's soft supple ass and started squeezing her butt cheeks. A similar sensation gripped Berry causing her to momentarily abandon her fondling. “do you want me to stop?” Derick asked. Berry simply leaned in towards Derick with a seductive smirk, “don't you dare.” Berry returned to fondling Derick boobs and Derick resumed his squeezing of Berry's ass. Both of the women moaned softly at the pleasure they were causing each other. Abruptly Derick stopped and drew closer to Berry's face. Before Berry could even ask what was happening Derick roped her into a passionate kiss. At first Berry was caught off guard but soon found herself embracing and returning the kiss. The two of them shared their intimate kiss for some time before Derick maneuvered their bodies and shoved Berry onto her green sofa. With Berry pinned Derick began rubbing her chest against Berry's chest only increasing the pleasure shooting through their bodies. Eventually Derick broke from the kiss and pushed herself up making sure to keep Berry pinned to the couch. “wow...” Berry blushed, “I never knew you were such a good kisser.” Derick grinned, “that's not all I'm good at” Derick let go of Berry and turned herself around and got close to Berry's new slit. Without much hesitation, Derick started to lick Berry's new pussy. She couldn't help but increase the intensity of her licks, the taste of Berry's pussy was just too succulent for her to resist. As Derick ate out Berry's new pussy the most intense sensations of pleasure shot through her body. As she somewhat got acclimatized to the pleasure, she looked up to see Derick's pussy dribbling liquid from it. A drop of this liquid plopped right on her face. She licked the liquid off and was instantly hooked. She grabbed Derick's ass and shoved her vagina into her mouth. She used her long canine tongue to explore every crevice of Derick's vagina. Derick felt her own pleasure increase exponentially in response to this only causing her to explore the depths of Berry's pussy even more. Both of them could feel a tension building up, they weren't sure exactly what it was until it hit. A rush of pleasure rocked both of their bodies simultaneously. Their respective female bits squirted out a large amount of fem cum into both of their waiting mouths. The both of them let out muffled moans in response to the orgasms. Derick got off of Berry and laid down on the floor next to her. “wow... I never knew women had it so good.” Berry stared up at the ceiling. “I know...” Derick panted. Derick umped as Berry basically rolled over on top of Derick pinning her this time “care to go again?” Berry planted a smooch on Derick's keratin cheek. “you bet you big lucario ass I do.” ----------------------------------------------------------------- The morning sun peaked into Derick's apartment. Both Derick and Berry were still on the floor and still both as female as they were yesterday. They were cuddling against each other after a long intense night of primal lesbian sex. Any male sweat from yesterday was long gone instead replaced by its feminine counterpart. Berry slowly moaned and opened her eyes. “by god what kind of dream was that”, she looked around and realized she was in Derick's apartment. “Well at least some of the dream was real. Probably slept over so we could be on time for the tournament...” in a panic Berry shot up but quickly stopped when she felt her chest jiggle. She looked down and saw her body was even now the same as yesterday only matted with mostly Derick's female ejaculate. “what the hell!” she brought a hand to her breasts. “Shit! The dream was real.” Berry looked down to her right and saw Derick moaning as she woke up from her sleep. “uggg what time is it?” the sound of hearing her own voice caused Derick to instantly awaken “what the hell, Berry we're still girls.” Berry rolled her eyes. “Remember how I said yesterday that psychic can be a powerful move. I think our bodies aren't going to change back on their own.” “But we can change back?” Derick asked. Berry nodded, “I'm certain of it all we need to do is get another Pokemon to use psychic on us again and revert us back to our original forms, there's only one catch. Pokemon that know psychic are usually in high demand for all kinds of services and they usually tend to sign up and join for profit exploration guilds. You know how much poke it takes to get them to anything...” “There are easy ways to make money Berry, especially with bodies like ours.” Derick grinned. “you're not seriously suggesting we sell our bodies to get back to normal.” Berry stared on slack jawed. Derick giggled, “I'm all for it besides after our romp last night it's gotten me curious what sex with a man might be like, shit!” Derick exclaimed, “the tournament how could I forget we gotta get ready... and some clothes.” “One problem though Derick, we're both female Pokemon and they won't let us participate in the tournament” Berry deadpanned. “Nuts, I forgot the tournament was men only.” Derick sighed. Berry brought a hand to her muzzle, “we could always register for the women's tournament sure it's tomorrow but it's still a tournament.” Derick grinned, “good idea Berry, it gives us time to buy some new clothes and the prize money can go towards paying for the psychic Pokemon.” “So then let's go shopping then.” Berry sniffed under her armpit, “mind if I have a shower first?” ----------------------------------------------------------------- the Ampharos memorial arena dominated the landscape of the eastern half of the city. It was built in the image of what you might recognize as the Colosseum of Rome. Pokemon from far and wide came to this arena to battle for the grand prize of the monthly championship and a considerable amount of poke. It was the day of the women's division of the tournament and Derick and Berry were standing in line in the main registration room. Brown stone dominated the architecture of the room. A single desk sat towards the far end of the room with an umbreon woman signing up the contestants for the tournament. Berry and Derick were pretty far back in the que of women interested in participating in the tournament today. Since yesterday, they had gone out and bought fairly generic athletic tank tops, short shorts and well built sports bras to contain the bouncing of their assets. Slowly they made their way through the line until they reached the front desk. “welcome to the arena are you two checking in or signing up?” the umbreon asked in a dull voice. “we're registering as a duo I'm Der... err I mean Delia and this is my partner....” Derick or rather Delia motioned over to Berry. “err I'm Berrita” she grinned. “We're signing up for the doubles match today.” the umbreon scanned over a book on her right. “Hmm, there's fortunately one more entry for the doubles tournament today. OK then just sign your names here and head for waiting room 5.” she pushed some papers over to them. They quickly signed their fake names on the papers and went down a hallway to their right. They walked past several doors until they came to one marked five. They went inside to basically find a tiled room with several TV screens showing pregame nonsense on it. There were female Pokemon of all sorts of descriptions mulling around the room some chitchatting with each other while others watched the pregame. Delia and Berrita took a seat and watched the pre-game. A few hours later the pregame coverage change to a samurot and an older looking mienshao basically playing sports commentators for the women's match up. “I've always thought that meinshao was an idiot.” Delia snarked as the two of them watched the various matches on the TV. Sooner or later, Delia's eyes drifted away from the TV and to the women in the arena. Her beak almost dropped at the sight of one in particular. “dude...” Delia shook Berrita's arm. “what?” Delia pointed Berrita's head in the direction of what was clearly the latias from the gym. As opposed to her nudity she now wore a Grey tank top and short jean shorts. “holy shit it's her.” Berrita remarked as the latias's eyes locked onto the pair and rushed over to the pair. “are you two the ones from the gym a few days ago.” she had a look of distress on her face. “that depends, are you the crazy latias that did this to us?” Delia motioned to her boobs. “oh god it is you two.” without much warning she erupted in tears, taking Delia and Berrita off guard. “I'm extremely sorry for transforming you into girls it was all my fault.” Berrita cocked her head, “come again?” the latias wiped the tears from her eyes. “I spent much of my life in the mystery dungeons so I'm a little touchy around naked men. I was absolutely in the wrong two days ago I thought you broke into the women's locker room when the truth was I accidentally was using the men's locker room.I psychiced some other guys too and I feel really bad about it. Listen, I'll make it up to you too I'll change you back for free and let you have your way with me.” both of them recoiled at the offer. “whoa whoa calm down” Delia cocked her head, “sorry did I get your name “Valerie” the latias answered before Delia continued.“Right Valerie. We don't wanna have sex with you we'd just be happy for you to change us back to normal after the competition today. It's all water under the bridge as far as I'm concerned. You freaked out and it's OK I'm willing to forgive and forget.” “I don't know Derick.” Berrita interrupted. “don't tell me you're actually interested in her offer.” Derick stared slack jawed at Berrita. Berrita glared at Delia, “don't be ridiculous. I'm... I'm... not sure I want to go back just yet.” “huh?” both of them stared at Berrita. Berrita smiled, “honestly being a girl is an interesting vacation from the monotony of my life. I have a super boring job so when Derick here asked me to be his or rather her partner for the tournament I jumped at the chance to do anything different. To that end I'm glad you did this” “so neither of you are angry at me?” Valerie brought a claw to her muzzle. “not really.” Delia grinned. “attention, would Delia and Berrita please report to the arena.” a voice announced over the intercom. “we gotta get going Valerie see you after the fight.” the two got up and headed out of the waiting room. They went down a hallway and to a large door. As soon as they got to this door, it slowly opened up to a roaring crowd. The arena was circular, covered in sand and the booming voices of the announcers filled the stadium along with the cheering crowds. “and here come the next combatants, some last minute entries by the duo Delia and Berrita, they're both fighting type Pokemon will they synergize well. And in the other corner we have two more last minute contenders Marsha and Candy.”as soon as the announcers said that a female golem and machamp entered the arena, causing Delia and Berrita to stare slack jawed. The pair of women approached the staring duo. “we're so gonna wipe the floor with you little girls.” “it can't be... you two were the other guys Valerie changed?” Delia remarked. the golem looked at them. “wait, you're that loser Derick aren't you, looks like it wasn't just us who ran afoul of that crazy bitch. Either way breasts or no breasts you're still the a pussy.” Delia's flame wrists flared to life. “bring it on bitch.” “I concur.” Berrita's aura flared to life. “now then let's settle this.” ----------------------------------------------------------------- Valerie was browsing through the clothes of a high-end clothing store; she picked up a green dress and walked deeper into the store. Sitting next to the dressing rooms was Berrita dressed up in a stunning poke ball adorned dress and a pink ribbon. “How about this one?” Valerie held up the dress to her figure. Berrita brought a hand to her muzzle, “maybe a longer dress in the same color.” Valerie giggled, “you're really getting the hang of this fashion sense thing, I'm really glad you decided to stay female long enough to enter the Pokemon contest with me.” Berrita giggled, “not a problem Valerie. We're definatly going to win, after all you came in second in the tournament yesterday.” Valerie blushed, “I would have won it if that silvally hadn't distracted me with her giant tits.” “How's it going ladies?" they both turned at the sound of Derick's fully masculine voice and body standing next to them. “Valerie almost has the perfect outfit although I'm not to sure about my own dress. So did you find a new battle partner?” Berrita asked. “strangely enough yeah. Out of the blue Machamp -his name is Richard by the way- approached me and wanted me to enter with him in the next competition.” “really? I thought he hated you.” Valerie interjected. “well the good beating Berrita gave to golem sorta convinced him that maybe having golem as a partner was a bad idea. Shame that Berrita didn't stand up long against him.” “hey I coulda turned it around.” Berrita blushed. “really because I coulda sworn I saw Richard crush you between his thighs while you cried uncle for five minutes.” Valerie giggled. “let's not mention that again, I'm just not cut out for this fighting stuff.” Berrita scowled. “not like you did any better with him seismic tossing you into the harbor.” “anyways next week it'll be me and Richard and I've gotta train up, always gotta train up. I hope you girls have fun tomorrow.” “make sure to watch,” Valerie giggled. “wouldn't miss it for the world.” ----------------------------------------------------------------- It was late, and Derick wanted to get back to his fold out couch. He unlocked the door to his apartment and went inside. “still surprised that Richard was interested.” His chain of thought was interrupted by a knock to the door. Derick got up and looked out the peephole to see Berrita standing there in a casual tank top and a short skirt. Without hesitation, Derick opened the door and let her in. “it's pretty late what's up Berrita?” Derick sat on his couch. “Remember what we did a few days ago?” Berrita blushed. “How could I forget, I've never had such wild sex in my entire life.” Derick smiled at the memories. “Well,” Berrita giggled. “care to have a round two?” Berrita reached up and slid her tank top down revealing her breasts being held in place by a pink bra. Derick stared slack jawed at Berrita's breasts “ I... I never figured you'd be so straight forward with me.” as Derick stared at Berrita's boobs he felt a tightness in his pants. “well, I'm game.” with a seductive grin Derick threw his shirt off revealing his muscular chest. “wow,” Berrita blushed, “never realized how hot you were.” “and I never realized you were gay.” Derick retorted. Berrita smiled, “in truth I'm straight for a female, I suspect the sole reason I was into you when you were a girl was because you still smelled like a male.” Derick got off his couch and approached Berrita, “enough chitchat.” He grabbed Berrita's shoulders and roped her into a gentle kiss. Berrita narrowed her eyes and reciprocated the kiss. When they broke from the kiss, they stared into each others eyes. “just like last time?” Berrita grinned. “You bet.” Derick reached behind down to Berrita's ass and started squeezing her soft supple cheeks. Berrita moaned and started massaging Derick's rock hard chest. “so soft... and yet so hard” Berrita gently licked Derick's chest. “I like it” Berrita couldn't help but continue to lick at Derick's chest. The stimulation only elicited moans from Derick as he continued fondling Berrita's ass. Slowly but surely, Derick's touching of Berrita gradually moved upward to her waist. Berrita moaned in response to Derick's strong touch, “that feels good, wanna go up further.” Derick didn't even respond, in a fast second Derick grasped Berrita's breasts and thumbed her medium sized nipples. Berrita moaned even more, the stimulation eventually got to Berrita and she came in her panties. With a moan, Berrita leaned into Derick's chest and nuzzled into him. “that felt great Derick.” she grinned as she reached below Derick's waist and unbuttoned his pants. With a thud, Derick's pants fell to the floor revealing his white boxer shorts. Berry's hand made it's way into Derick's shorts and encountered the only logical thing she could, Derick's fully erect penis. “somebody's exited.” Berrita put on her most seductive tone. “Let me help you with that.” Berrita got down on her knees and slid off Derick's boxers. Berrita started to lick Derick's penis with her long canine tongue. The combination of the salty taste and Derick's pheromones drove Berrita to dizzying heights of arousal. The arousal only inspired her to get more creative with her tongue. She licked Derick's balls and treated his penis as if it were the best lollipop ever made. All of the stuff going on at his crotch elicited moans from Derick. Without much warning, Berrita stopped. “what's up, you done?” Derick asked. “Not on your life.” before Derick could ask, Berrita opened her mouth and took Derick's entire penis into her mouth. “oh” Derick spluttered as Berrita sucked on Derick's penis. Berrita could barely help herself, already pre was beginning to spurt from Derick's penis. The lucario girl couldn't get enough of the tangy taste as she took the penis deeper and deeper into her canine muzzle. Mind blowing pleasure spread through Derick's body as well causing him to thrust into Berrita's mouth. Soon enough Berrita felt Derick's penis throb inside her mouth. Within moments of that happening she felt a burst of warm salty fluid fill her muzzle. Berrita couldn't keep all the spunk down and soon after her mouth filled up she felt some drip out of her muzzle. With an audible pop, Berrita released Derick's penis. “Wow dude, I didn't know you were that good with oral.” Derick grinned as he leaned back on his couch. Berrita giggled, “somebody looks like they're still a little frisky.” As soon as Berrita said that, Derick looked down and saw his penis was still at full mast. “Wanna go again?” Derick grinned and spread his legs on the couch. As if on que, Berrita pounced on Derick “you bet you're sweet ass I do.” Derick sat up somewhat as Berrita hovered over Derick's penis. Berrita let out a squeal as she felt Derick Penetrate her feminine folds. It didn't take Berrita long to start bouncing up and down on Derick's hot rod. Derick closed his eyes as Berrita's tight virgin pussy clenched at his penis with a vigor he had never experienced in the past. Meanwhile the alien sensation of having a penis inside her was driving Berrita to heights of pleasure so great she orgasm-ed within a few seconds of starting. As Berrita rode Derick, he reached up a hand to her left breast and started kneeing it. Doing so only elicited a moan from Berrita and an increase in her riding speed. The two found themselves spiraling deeper and deeper into lust and pleasure, Derick started to thrust up into Berrita in response to her thrusting down. He couldn't keep a firm grasp on Berrita's breasts at some point because of the sheer force by which they bounced up and down. Berrita found herself lost so deeply in orgasmic pleasure that she barely noticed Derick's thrusts begin to slow down and become more forceful. He was close and knew it. With one big thrust Derick felt his penis blast Berrita's feminine tunnel with the last of his pent up seed. The second the spunk started to paint Berrita's insides she reached her own huge climax. With both of them huffing in pleasure, Berrita's eyes shot open. She quickly realized she was in her green living room on the floor. All kinds of crud was strewn across the floor however; one thing in particular stood out to her, Valarie in her undies sound asleep on her couch. Berrita looked down and realized that she was also in her white bra and panties. She looked down and saw her panties were soaked from the dream she just had. “wow... now that was a dream” ----------------------------------------------------------------- The lights started to dim on the contest stage. The contest stage was simply a white block in the center of a hastily constructed audience booth. Derick sat in the front row, watching performance after performance. Most of the women in the audience were flashing dirty looks at Derick but he didn't particularly care. Four spotlights focused on the center of the stage as an anouncer's voice filled the room. “and let's hear it for our finalists.” the entire arena Derick included as six pokemon women made their way onto the stage. All of them were wearing the finest most elegent dresses anyone had ever seen. But Derick focused his attention on Valerie and Berrita, wearing a matched set of dresses, one blue on Valerie and one red on Berrita. Derick emphaticly clapped when his best friends took the stage. “wooo go Berrita”, Derick shouted only to get sushed by the other girls. “and the winner is...” The announcer started. “the psychic duo Berrita and Valeire.” Valerie's eyes lit up at hearing her name. In an instant she flew over to meet a saintly old absol in a suit holding a trophy. “congratulations you two.” he handed them both trophies, only eliciting a squeal from Valarie. ----------------------------------------------------------------- Valarie and Berrita were sitting in the preparation area for the contest- which wasn't much more than a repurposed locker room-. “Thank you so much Berry.” Valarie was hugging Berrita in the tightest hug she could manage. “No problem Valarie... can you let go of me now?” Berrita gasped for air. Valarie let go of Berrita. “Well we won the contest. I'm thinking you want me to turn you back to normal I've delayed your life enough.” Berrita scratched the back of her head, “oh I don't know maybe we can stay in touch and I can stay a bit longer.” Valarie cocked her eyebrow. “are you sure? There's something you're not telling me are you...” Berrita blushed at hearing that. Valarie also blushed as it finally clicked. “oh I understand what you're getting at, I've seen the way he looks at you, trust me when I say he's interested.” “Thanks Val.”