I

It was pouring rain. It was not the usual drizzle that lasted for days, no, this was one of those freak downpours, where an inch of rain falls in ten minutes. The clouds let loose and down came a flood. The two of them were virtual prisoners in the bus stop, waiting for the bus that was obviously late due to the inundation of rainwater. A few people here and there were sprinting across the road, but they were alone in the bus stop.

She was a self described “girl of extremes”. That is what she told Andy when they first got to talking. Amanda wasn't very extreme her self, unless you counted the her as extremely short. At under five feet tall, short was a common descriptor. Andy on the other hand was taller than average at just over six feet.

Mandy saw her self as some what average in looks, and perhaps a little overweight. Andy was photogenic, but not handsome enough to be unapproachable. All in all, they were an odd couple. Not that they were dating. No, they had just met. The conversation had gone directly from college, to classes, and from there to the anatomy class they shared, and then to “anatomy.”

“I am a girl of extremes.” She said to him.

“What do you mean?” Andy asked after he got over his initial embarrassment at discussing this subject with a girl.

“You know, extremes, like extremely big.” she offered as added insight the universal hand motions for large breasts.

“Heh, what guy doesn't like boobs, especially big ones, but...” he seemed uncomfortable and clammed up.

Andy glanced at her chest, then at the ground, then at her chest and finally up at her face. There was a soft pink glow to his cheeks and his ears were reddening.

“But what Andy?” She pried.

“Well, I am not trying to be forward, but you have pretty large breasts... I mean, well... for your size there really large.” he replied, now fully bushing in utter embarrassment.

“They are kinda big for my height, but I mean really big... and that's not all I like in extremes.” She said with a impish grin.

Andy looked at her inquisitively, not quite putting two and two together. She connected the dots for him by reaching over and patting his package playfully. There eyes met, hers playful, his surprised at her forwardness.

“Wha-wh-what's s-s-so extreme ab-about that?” he asked, his composure slipping fast.

She looked at into his eyes with the same cute yet knowing smile she had been wearing the whole time. “Well, I like them big too... really big.”

A look of panic spread across his face, like a sure thing was escaping like sand from his grip. “I-I don't know if I can live up to that.” he said finally. “What is extreme for you?”

“I have always thought a fourteen inch penis would be... entertaining. But bigger is always better” she replied nonchalantly.

Andy could swear his eye's shot out of his head. His mouth did drop open. He didn't have a chance. Still, his ego needed a life preserver. He had to ask a question, “This is kinda forward, but how big was the biggest guy you've ever been with?”

“Asking me to kiss and tell. Hmm, maybe six or seven inches. On of the advantages of being short... every thing is relative.”

His confidence so low only moments before, soared back toward the stratosphere.

“So, Andy, if I may be forward, because turnabout is fair play, how big are you?” Amanda asked him.

The crimson glow returned to his ears and cheeks. She giggled girlishly and reached over again and felt around his crotch, until she'd isolated his member though his jeans, and squeezed it gently through the denim. His breath caught in his throat for a brief moment.

“I don't know. Six inches or so... I, I, haven't measured. In a long time” He added that last bit after a suspicious look briefly crossed her face.

“It feels like a nice size.” She said.

Andy's reply was a prideful smile.

“Okay, I have told you what I like. What about you Andy, what do you like?” She inquired, still massaging his stiffening manhood though his Levi's.

The blush refused to fade, and he looked down at the damp concrete of the bus stop floor, breaking eye contact in embarrassment. Finally after what seemed like an eternity, he had steeled him self enough to answer. “I like really big boobs. But more than that, I like the idea of them growing bigger.”

“BE, huh. That's cool.” She replied matter of fact.

Andy perked up at the mention of those two letters. Who was this girl? So far she had hit on all his fetishes like they were second nature to her.

“Do you think I would look better with bigger boobs?” She asked off the cuff.

Every thing about this question screamed set up question to him. How the hell do you answer that! “Now that isn't a fair line of questioning. If I say yes, you will think I am an insensitive and self serving jerk, and if I say no then you will just think I am trying to stoke your ego and get into my pants!”

Her devilish smile intensified as she answered to his rhetoric, “Would the latter be so bad? Seriously though, I will be nonjudgmental, would they look better bigger?”

Andy squirmed under the pressure to answer the question, “Okay, let me say it this way, I am a breast man, so well, yeah, I think they would be better if they were bigger.”

Amanda took the ball and ran with it, twisting the answer he thought that he'd been skillful in crafting, and bending it to her will. “Okay, so how much bigger?”

Where the hell is the damn bus? How could he dig him self out of this? He didn't see a way. “Uh, I don't know. How big are you now?”

“You would ask a lady such a question. If you must know, I wear a 34D size bra. Any other 'vital statistics' you need to know to answer a simple question?” she chided mischievously.

“Heh, um, well. Maybe a couple cup sizes?” he replied with obvious unease.“Ya know, like an F or something.”

“I would have thought that a so called 'breast man' would have gone bigger... I would like to be really big, like at least a G or even bigger.” she goaded.

Andy could feel the blood flooding into his cock as her tiny hands man handled it through the damp denim. “Bigger would be good too...”

He was cut off as the bus showed up. They both grabbed there back packs and dashed onto the bus (Him some what awkwardly from the bulge in his pants), paying the driver and settling together into a seat toward the rear of the almost empty bus.

“Okay you were saying bigger would be good too, so how big would you really like to see me? Imagine me as a canvas. All you have to do is use your imagination and you can paint me the way you would like me to be. Now, if that were the case, what would I be?” She said after they were situated. Her hand began to roam around his crotch again, finally coming to rest on his once again hardening manhood.

“You are rather direct.” He said stating the obvious.

“Perhapse, but you are trying to avoid the question. Paint me.”

He sighed in defeat. “Okay, sheesh, I would make your breasts bigger,”

“How much bigger?” She cut him off.

“I don't know, like Milena Velba, but more symetrical, but I would keep you your current height,”

“Well, that's more like it. She's a J cup right?” she said with an approving smile. “What else?”

“I would give you some more muscle tone, and a trimmer waist, but I would want you to have womanly hips. Proportionately long and curvy but toned legs. You already have pretty green eyes,”

“Thank you” She interjected.

“Your welcome, but I would give you longer hair, and it would be that darker red shade,” he continued

“You mean Auburn?” She inquired, trying to help.

“Yeah, though a touch more red than that.” said, finishing up his appraisal.

“You wouldn't change any thing else?” she asked.

“Maybe a bit paler complexion, but only because it goes better with the hair color. I don't think I would change your face much, that's too personal. As it is, my 'you' is already pretty different than the you that exists now. Much more, and it wouldn't be you.” He replied.

“Fair enough.” she said.

Andy decided to try to go on the offensive now, “So, what would you change about me? Same scenario.”

“If you must know, I would change a few things. I would give you more muscle tone as well. I like strong, fit men, but I think you are pretty good the way you are. My main changes would be that you would have at least a fourteen inch penis, and balls to match.” She said.

“Oh no, you made me give you references, I want the same. Not measurements, give me a physical comparison.” Andy interrupted.

“Okay, if you want to be that way, I would make you as long as my arm.” she said.

“Where would I put that?” he asked exasperated. “It's not like they make cock bras.”

“I don't want to hear about it. You would give me Milena Velba's boobs, like those wouldn't be conspicuous. Deal with it.” she said with a playful grin.

Andy's hands went up in a defensive gesture, “Alright, alright, turn about and all that. Go on.”

“Well, I would make you cum a lot. Like a lot of volume. Oh, and your stuff would taste really good.” She added.

“If we are gonna make physiological differences, I would have you lactate too, I have always fantasized about that.” Andy said in retrospect.

“Okay, well, that's cool. I think that's about all I would do.” Amanda said.

“Now, what if I told you that I could make all these things we talked about happen?” Amanda added suddenly turning serious. She reached up and pulled the stop chord.

Andy was staring at her dully, a disbelieving look on his face.

“If you are interested,” she said, scrawling something on a scrap of paper with a handy pen from her back pack, “write me an e-mail at this address tonight.”

She gave his package a gentle squeeze and planted a brief kiss on his cheek as she slid past him and scampered off the bus, leaving the note on his lap.

He sat there looking at the note, and its simple little girlish script

Talk to you tonight, [email protected]

He noted the cute little heart she'd dotted her i with. Andy decided then and there that he would write her, no matter how weird the last hour had been.

II

Andy sat at his computer. He had taken note of the apartment complex that Amanda had run into, but didn't see the exact unit. Did he really want to get involved with this strangely forward little woman?

“Oh to hell with it” he said to him self as he fired up his web browser. Quickly he had his e-mail running.

Amanda,

It's Andrew, from the bus stop. You said you had a way to make what we were talking about come to pass. Well I am interested, or at least intrigued. What do I do?

Andy

He hit send and stared at the screen for at least a minute, when his instant messenger alerted him that a new e-mail had arrived from [email protected].

That was fast!He thought as he opened the message.

Andy,

Get off the bus at my stop tomorrow after class, and go to the Sherwood Oaks Apartments, unit 109K. Knock on the door three times, and we'll go from there.

I hope you're really up for this, because I know I am.

Loves,

Mandy

That's it? What the hell is this? He thought to him self. I guess I will find out when I get to her place tomorrow. Not that I am doing any thing else.

* * *

Amanda pulled a small envelope from it's place between the large very old looking tombs on her press wood book shelf and set it upon the arm of the love seat against the corner wall. Her studio apartment was packed with a mix of very old and modern accents. Antiques seemed to dwell on inexpensive to down right cheap furniture. However, in the middle of the room was a decidedly old four post bed, complete with canopy, and at its foot was a strange looking shrine, with maybe a three foot walk way between it and the wall.

The air in the room smelled of cinnamon and apples, though she didn't cook, nor burn incense to that effect. The soft light was provided by a plethora of candles, varying from small, melted nubs, to massive monastic pillars with multiple wicks. The majority of the light seemed to radiate from the concentration of candles on and around the shrine.

She stripped off her Green Doc Martins, socks and the black corduroy pants, and then lifted the maroon sweater over her head. The old high school t-shirt was pulled over her head, and at that point, she was wearing nothing but a bra and panties. She piled the discarded clothing into the hamper in the closet and grabbed the antique gray satin night gown that hung on the hanger closest to her.

Quickly the bra and panties were removed, and she looked at herself in profile upon the small mirror inside the closet. Andy was right about her breasts. On her tiny body, they looked quite large, but then they would look even better when they were even bigger. Her glance fell to her belly, which she wrinkled her nose at. Her thighs weren't much better. Indeed, she was looking forward to the changes Andy had in store for her. She only hoped He would apreciate the changes that were going to happen to him.

She donned the old night gown quickly and looked at how it fit. It accented her best feature (her breasts), while the drape of it hid her body's defects from sight. Indeed, it made her look thinner, while the decidedly generous neck line seemed to make her already big boobs look even bigger.

“Well of course they look bigger in the night gown, you paid good money to get an enchanted night gown, you goof. Tomorrow, you are gonna see what all the time, research and money can really do.” Amanda said cheerily to herself.

She walked back to the love seat, grabbed the envelope and sat yogi style before the shrine. Opening it, she poured it's contents into the bronze bowl atop the shrine. A glittering powder poured from the package into the bowl, in a quantity that seemed almost impossible to fit into such small confines. Flicking her finger against the back end of the manila packet, she saw a last few crystals fall into the bowl, along with a tightly folded piece of yellowed paper. She unfolded it and began to read the scrawled script.

Ms. Thayer,

I bid you good tidings. It's been a very long time since any one has inquired into the magic which you are seeking. This powder is the essence of magic, in it's purest available form. That said, it is very impure, as magic is nearly dead in this world. Still, if should be more than sufficient to do what you spoke of, and then some. Just be sure that you don't combine physical and spoken magic. For that reason, once you start your spell, be it a potion or spoken type, exclude the other type all together. Mixing magics is as bad as is rumored in every thing you see in every day fiction, only worse.

Because this is your first time, I strongly encourage you to make a potion. There is less room for error. The old languages are long dead, and few are those who can enunciate them correctly. I have provided you with several recipes for potions, but if you are bold, I have also included a spoken spell that will do essentially what you want. I wrote it phonetically in English, so just say it like it's written, but what ever you do, don't read it until you are ready. Magical essence is very unstable, and will respond to even a whisper of spoken magic!

Alas, any further questions you have, will go unanswered. You have found me, but I am already on the move again. You are on your own. If you are very good, there is enough magical essence there for you to make it last a very long time. If you are smart, and more important yet, wise, you will live long enough to use it all.

Best regards,

Archimedes D'Wilde Bettancourt

P.S. The recipes are on the inside of the envelope

P.P.S. I am serious! Treat this stuff like you would an armed nuclear bomb! It's potentially that dangerous,but from that danger can come great results, be careful!

Amanda set the paper down and put the ornamental lid on top of the bowl. Great, I have a magical bomb in the making here in my room, and no practical experience. She thought to her self. Well, we'll see how it works tomorrow. With that, she stood, blew out all the candles, and went to bed.

* * *

Andrew cruised through his classes. Anatomy was something he was taking for his personal enjoyment, not because he needed it. That said, his interest this day wasn't on the subject matter, but on the curious absence of Amanda from the class. It was the last class for the day, but he was hoping to see her there, just because it would cut though some of the cryptic stuff she had said yesterday

How was she gonna make the changes they'd talked about happen. Was she tripping out? Was she some kind of freak? What was her deal? He spent the entire class in a daze trying to come up with answers for these questions. It wasn't any good.

In the end, he found him self at her door. “Moment of truth Andrew, point of no return. Last chance to turn back.” he said to himself as he raised his hand to knock.

-KNOCK-

One. That wasn't so bad

-KNOCK-

Two. Okay, you can still haul ass...

-KNOCK-

Three. The door clicked open.

III

The smell of apple pie affronted his olfactory senses immediately, and he heard Amanda's girlish soprano beckon him to enter.

“Come on in Andy.”

She was wearing the same silk and satin night gown she had put on the night before. Sitting on the edge of her bed, her very appearance in so little attire there made Andy's breath catch in his throat.

“Or do you prefer Andrew?” she asked in a playful lilt.

“Uh, heh, Andy is fine. So... did I miss something about the dress code for this little get together?” he asked as suavely as possible.

Her smirk from the day before returned, and she signaled him to approach with a come hither curled finger. “You wanted to know how we were going to make what we discussed yesterday a reality. Well, I will tell you now. We are going to use magic.”

Andy's body language showed exactly how he felt as his shoulders instantly fell, and he head drooped. “Huh?”

“I said, we are gonna use magic.” Amanda repeated.

“Riiight... um, what are you talking about? Are you alright? Magic doesn't exist, it's just slight of hand and card tricks.” he said folding his hands in front of him. I am wasting my time here, she's obviously lost it.

“You are wrong Andy. I can show you.” she said, standing.

The sight of her breasts giggling in the confines of the gray satin material stopped his objection long enough for instinct to kick in. He noticed right away that her body hadn't looked this good yesterday on the bus, It was probably due to the bulky sweater and what not, was his rational.

“Come here,” she commanded and he obeyed.

“Hold me.”

Andy complied, and his long arms wrapped around her lithe body. The feeling of her satin encased boobs smashing against his stomach was indeed real. Hands roamed up and down her back, around her firm rear, which he gave a gentle squeeze and a soft pat. It was broken short when she pushed away.

“Now, take a very good look at me.” she ordered. He was all too happy to appease her. It was at that very moment that she reached for the bottom edge of the garment, and quickly lifted it over her head and off her body.

Before his very eyes, her entire body from the neck down seemed to go out of focus, as the enchantment from the night gown faded. Larger, incredibly firm and high set breasts, shrank, and sagged to a more natural position on her chest, her tummy returned, and broad child bearing hips slimmed. Her legs shortened as her torso lengthened slightly and the general softness that had demonstrated returned. While she was still attractive, she was back to her plain appearance, with the exception of her D cups, which despite being under the glamor of the night dress, were still big on her.

“How... wha, what was that?!?” Andy asked the naked woman before him, too astonished to react to her lack of clothing.

“Shhh, now hold me again.” she said again softly, and holding a finger to her lips.

He staggered slowly towards her, and she met him in an embrace with her arms wide open. His hands didn't roam as they did before, and she could tell that he was in shock, much as she had been the first time she had seen real magic. For his part, Andy did notice that she felt larger around and that she seemed more in the shape that he remembered from the day before.

“Are you Okay Andy? She asked. “I have more to show you, if you want.”

“This is for real?” he asked oblivious to her prior comment.

“Of course it's real. You just saw it with your own eyes.” she said reaching for a regular bathrobe as they disengaged from the embrace. “Are you ready to see more?”

“I... I never would have thought that such a thing exists! Sure I will see more. But first, how did you do that... thing where you... the thing with the nightie?”

“Okay, a quick run down on magic. There are lots of kinds. Spiritual magic, like medicine men use, religious magic, which no body uses any more, mechanical magic, which also doesn't really get used any more, mystical magic, like the kind witches and warlocks use, and for us, general purpose magic.” she started.

“What we are going to use is the most powerful, but the most volatile, and potentially very dangerous. Religious magic is probably the most powerful kind, but that's because it's limited in use to God, Satan, angels and demons. We mere mortals don't mess with it. Mechanical magic is a combination of spiritual and general purpose magics, where you animate mechanical objects. It's a lost art.”

“Seems like that could be useful.” Andy added, riveted now to her every spoken word.

“Indeed. But the most common magic now is what is known as witchcraft. It's probably the weakest form, but it's essentially free, requiring natural reagents and the spoken word. Don't get me wrong, an experienced warlock or witch is still formidable, but you won't find many around that are powerful enough to do more than make healing creams or incurable poisons. That said, don't piss off a witch.”

“Okay, noted... you aren't a witch are you?” Andy asked with a slight twinge of fear.

“No, I am an novice wizard, but don't get me distracted I am almost done. Perhaps the most dangerous form of magic is spiritual magic, because it controls both the living and the dead. Shaman and Medicine Men are but one area of this, where as voodoo and necromancy are much darker areas, with the ladder being probably the most powerful form of dark magic at a humans disposal. The good news is that there aren't a whole lot of effective necromancers left. Voodoo is dieing out too. For that matter, all magic is dieing out, though the simplest forms will beat around for a while longer. Technology has overtaken magic because of it's practicality and availability as well as the lack of intrinsic danger.” She said, ending in a tone of voice that indicated she was ready for his next question.

“Okay, so you are a novice wizard. What does that mean? Are you going to turn me into a toad?” He asked, trying to add some levity to the conversation.

“No, but it means that I work with general magic. Now, as for that gown, it's an enchanted antique that I got a while back. As long as it's worn, it makes the wearer more attractive, but it's limited in power. It can only do so much.” She explained.

“Okay, well, what's the plan for now?” He asked her, now getting more intrigued by the minute.

“You have to get undressed for us to proceed.” she said, her smile returning, along with a playful glance at his groin.

Andy looked nervous, but consented, and Amanda went to her kitchenette, and pulled a lid covered crock pot from the oven with a pair of oven mitts. When she returned to the foot of the bed she saw that Andy was wearing only his boxers.

“Off with the shorts mister,” She said as she set the pot upon the shrine. A sweet smell emanated from the notch in to top of the lid.

He stood and removed his boxers. “Why do I have to be naked and you get to wear a ro-...”

He was cut off as he turned to see the terrycloth bathrobe fall from her shoulders.

“You were saying something?” Amanda said confidently, ever present smirk more intense now. Her eyes wandered down from Andy's face, looking over his body, and inventorying what she saw. Andy was doing the same thing.

“Now, Andy, come sit next to me here,” she said, taking a seat in front of the shrine. He came and stood next to her, and she found herself patting the ground in an effort to get him seated next to her. “No funny business, just take a seat. Get comfortable.”

Mandy stood again and quickly extinguished all the candles around the apartment save those on the shrine, and then quickly sat to the left of the now seated Andy. She pulled the lid off the crock pot and instantly the room seemed more well lit, as a warm and golden glow emanated from inside. She grabbed a silvery spoon from the altar atop the shrine and dipped it into the pot. When she pulled it out after a quick stir, it had a glowing golden substance clinging to it like cold honey.

She spun the spoon in her fingers slowly to keep it from dripping slowly back into the pot. The honey-esque goo seemed to radiate heat, and Andy sat in rapt awe at the light and heat, and Amanda could feel the question forming in his mind.

“It's raw magical essence. I spent the whole day purifying it and suspending it an a liquid solution. It's crystalline at room temperature, but it liquefies at 107.8 degrees. This right here is how we are going to make our changes.” she explained, still twirling the spoon.

“How do we do it?” Andy said, though his eyes never left the gooey liquid.

“Like this,” she said.

Andy didn't anticipate her move with the spoon toward his flaccid member, but as soon as the essence came in contact with his tip of his cock, the goo seemed to run like baby oil all over it, until the whole thing glowed with a golden light and an indescribable warmth seemed to center along it's core. With her free hand, Amanda grasped his glowing and suddenly fully erect penis, and began to pull on it gently.

The feeling radiating from Andy's member was beyond description, and instantly he felt his orgasm rise and explode from the very depth of his being. His eyes were clamped shut from the intensity, and he quickly felt his grip on waking reality slipping. He felt Amanda adjust her grip on his rod, and that was enough to rip the last vestiges of consciousness from him, and the world went black.

Amanda felt his climax, but when there was no liquid evidence she did not bother to stop her ministrations, and continued pulling gently on his turgid pole. Already it was longer than it had been, and it was steadily lengthening with each gentle tug, while with each down stroke it seemed to grow in girth. The glow slowly dulled and the heat ebbed after she'd been pulling and massaging him for about five minutes, but the results were impressive. The previously averaged sized penis that Andrew Morris had had upon arrival, was now fully erect and as long as her fore arm with the hand attached.

Dipping the spoon back into the crock pot, she doled out an even larger spoonful of liquid magic and as before, applied it to his now large throbbing hard on. Just as before the gooey stuff covered his flesh like oil, but this time with a more intense glow. She started pulling on it again in a jacking motion with her free hand, and was pleased to find it grew faster with the second application. She felt him convulse in orgasm again, but just as before there was no visible evidence of his climax, just a sudden surge of growth, and the pulsations that she felt constantly for the next several minutes until the growth stopped and the glow faded. By that time, the cock she held was truly enormous, as long as Andy's arm from shoulder to finger tips, with a head that was as big as her fist, and it pulsed visibly in off beat time with his heart.

She rolled him over with some effort, and dipped the spoon once again into crock. This time she touched the silvery implement to his balls and began to massage them. It didn't take long at all for them to grow from the size of large cherries, to that of small apples, and they too pulsed with the beating of his laboring heart as it tried to keep blood flow into the massively inflated organs.

She rolled him over again, and draped her robe over him. Then she set the spoon back upon the shrine, and put the lid back on the the essence. Finally she put the night gown back on, and waited for Andy to come to.

IV

Andy awoke slowly to the feeling of a soft hand stroking his face, and terrycloth in contact with his skin from his neck to his knees. His initial feeling upon waking was one of total contentment, but as he gained his orientation, he began to look around. He noticed that Amanda was holding his head in her lap and running her fingers though his hair, smiling at him sweetly.

“That was amazing!”

“Yes it was. I wish you could have seen it.” She replied.

The look of happiness in Andy's eyes faded to one of embarrassed realization. “I must have made a huge mess, it felt like I was spewing like a garden hose.”

“Don't worry silly, you didn't make a mess, but you are huge. Take a look.” She said giggling.

Andy removed the pink robe covering him and looked himself over. His eyes followed were instantly riveted to his semi-hard cock laying between his legs just beyond his knees. His eyes bulged and his jaw dropped as he just starred at it.

“Andy, say something... Andy? Andrew?” she said with growing concern after about thirty seconds of silence.

“It's enormous.” he said deadpan.

“Isn't it? It's perfect!” she said encouragingly. She moved from her location at his head, on all fours and sat beside his newly enhanced anatomy.

“I'm a freak of nature!” he said, yelling.

“Calm down, it's not that bad. I think it's wonderful, and besides, we can change it.”

“Calm down? Are you fucking crazy? I can never go any where again with out wearing parachute pants and a roll of duct tape! Why the fuck should I be calm!” He screamed.

“Andrew Morris,” she said, a sudden sternness in her voice, and a look of fiery green determination on her face that he'd never seen before. “Shut up, calm down, and listen VERY carefully. You will act civil, or so help me, duct tape and parachute pants will be the last of your worries.”

The reality that Amanda could obviously control magic sunk into Andy's thought process like lightning, and fear began to creep into his consciousness and he was silent.

“That's better.” she started, the sweetness again present in her voice. “We can change any thing. This is all just experimental at this point. I am going to show you how this works now, if you are interested.”

He just looked at her, fear still in his eyes.

“First off, know this, and know it well. I will never intensionally hurt you Andy. That said, this is powerful stuff, and it can be a lot of fun, or it could potentially be very dangerous. Now, this is very diluted, but it's purified, which I know sounds like an oxymoron but hear me out. There are very few if any impurities in this elixir, and it's very controllable. You simply use that silver spoon, scoop some of the stuff up, and think what you want it to do. Then you touch the spoon with the magical elixir on it to the thing you are thinking about changing, and it changes in that way. The more you use, the more it changes to meet your visualizations criteria.” she explained.

“That's it? No warnings or caveats? No magic words?” he asked unbelieving.

“No, well, yes, there is one warning. You must never mix magics. No talking during contact, and I can't wear this night gown while you use it, because it's enchanted, and I don't know how that would effect the magic, and I really don't want to find out.”

“Okay... well, in for a penny, in for a pound I guess. Talk me through it alright?” he said, some fear still evident in his voice.

“It's just as simple as I told you.” she explained as she removed the night gown and joined him, naked on the floor.

Sitting up, Andy picked up the spoon and removing the lid, dipped it into the pot digging out a huge heaping spoon full of the radiant magic. He quickly turned and touched the spoon to her right breast. The essence ran from the spoon like water and soon both her breasts were glowing with a warm golden light. With every breath she took in, he could hear her whimper inwardly and with every exhale, she moaned. He watched also as with every breath, her already large boobs grew yet bigger.

Andy's hands could not resist, and setting the spoon back down, they flew to the inviting glowing golden orbs. His initial touch was enough to bring her breathing to a ragged state, and as he began to massage the swelling soft flesh, she lost it. Intense heat seemed to radiate from the pillowed mounds as they surged outward in all directions, and a banshee like wail escaped from deep in her throat. At that same instance he watched as her pussy convulsed and milky fluid began to spurt from with in. His right hand suddenly caressed a nipple ever so slightly and she was unconscious. Her orgasmic reactions didn't cease there though, indeed, he could see her lower abdomen spasming and legs flexing uncontrollably while her vagina continued to gush forth creamy girl juice.

His hands focus remained her glowing breasts though, and he was not disappointed at there increased size. They billowed out from her chest like large sour dough rounds, crowned by tiny pink nipples that were fully erect. His hands kneaded the firm yet yielding flesh causing the intense orgasms she was experiencing even in ecstasy induced unconsciousness to continue unabated until finally, after many long minutes, the glow faded and the growing stopped.

He sat upright and surveyed what he'd helped create. The expanse of her tit-flesh welled up from just below her collar bone and down to the lowest point of her ribcage, just above her solar plexus. From the center of her breast bone they rose upward, and flowed sideways spilling off her chest trying to fill the void between her torso and her upper arm as it splayed out. Setting her up, they took a more conventional shape, and the only slight droop they took on from gravity belayed how firm they were.

“Amanda?” he inquired softly, trying gently to rouse her from the orgasm induced slumber.

Her eyes fluttered and she smiled warmly at him. “That was the most amazing thing I have ever felt.” She took stock of the changes that had occurred while she was out and half turned so that she could embrace him, “They are wonderful! You have made me so incredibly happy.”

“It was indescribable. I have never seen any thing like that before in my life!” he exclaimed.

“Are you happy with what you see, or does this canvas need more paint?” she asked standing to give her new dimensions the full effect, and did a runway model turn.

“I have only began to paint my masterpiece.” He said with a bad British accent.

“Oh really? Well then, master painter, do with me what you will. I am yours.” she said handing him the spoon from upon the shrine.

“Seriously though, I have a question. Does the amount of magic I use on your transformation effect how much you change, or how fast, or... well, or what? I am asking because it's such an intense experience that neither of us has stayed awake through the changes.” He asked while stirring the spoon in the still warm pot.

“Well, I did you twice, but I used much less than you did on me. I think quantity has something to do with it, but I think repetition may have some thing to it also. Remember, just because I learned how this works, doesn't mean I am an expert. I know a few basic things, of which this is probably the most basic. I think it would be best to go one step at a time. We will go into more depth later. Lets go slowly, and enjoy it.” she said with a beaming smile.

Amanda stood with her hands over her head, while Andy took another heaping spoonful of the magical stuff. He touched the spoon to her navel, and instantly her whole body began to radiate soft warm golden light. The glow was most intense around her thighs and tummy, while her breasts were curiously dark, with an almost violet hue to the darkness. She felt her knees tremble and go weak as the bliss of the magically induced sensation ripped through her body from her toes to her scalp. Semi-collapsing she fell into a heap on the floor with a eyes closed mouth open expression that betrayed completely the ecstasy she was experiencing. Her breath came in pants and moans, until she ran her hands from her belly down to her sopping snatch.

As her fingers made contact with her abdomen Andy visibly saw her whole lower body convulse, punctuated with a heavy spurt of girl cum from between her quivering lower lips.

“OH... MYGOD... Uuhnnnnngh!” was all that he could make out before it became a guttural series of noises, broken only with the staccato pauses allowed for sharp inhalation. She ended up laying spread eagled on the floor, her hands clawing at the lacquered wood and the throw rug she lay upon.

“Amanda, are you awake?” he asked looking at her shivering body and half lidded eyes.

“ Wa... w... Wow!” was all she could say between gasping breaths and her shuddering.

The glow had faded quickly this time, lasting only a little over few minutes, but the effect of the magic was as obvious as the breasts upon her naked chest. Where once there had been pudge, there were now tight thighs and a trim waist. Meanwhile, her breasts seemed to be the recipient of all her excessive body fat. Still, she didn't have the look he wanted. Now she looked like a stick girl with immense knockers. He dipped the spoon once more into the crock pot, and brought another slightly smaller dollop of magical essence towardher.

“Wh... Wait...” but before she could say more, the essence dripping from the spoon had touched her thigh, and from that moment on, it was too late. Instantly he saw her whole body racked with what almost looked like a seizure of epic proportions. Only the look of utter rapture on her face allowed him to see that she was enduring the most powerful orgasm of her life, and one that seemed to go on longer and longer. The glow of magical transformation was all about her, and he watched as muscle and a hint of fat added padding to her previously stick thin legs and arms. Feminine abs formed where there had been none before, and then stood out in a stark six pack as every muscle in her body tried to flex simultaneously. Her breasts rested higher on her chest as pectoral muscles formed beneath them, adding another modicum of firmness to her unreal chest. Finally the pleasure center of her brain had had enough, and it said uncle. Amanda's body finally relaxed and she passed out with a thin smile upon her lips.

V

Andy set the spoon down on the shrine, and knelt down next to Amanda. He could see her chest rising and falling with even breaths. He picked her up in his arms and carried her to the bed. Setting her upon the blankets, he took a moment to see how the latests changes had taken. Amanda's body now sported the perfect distribution of fat and muscle to give her lush thighs, thick calves, a trim very slightly defined tummy, and arms that had that perfect fit but not ripped look. Her neck was now a graceful pedestal for her head, and any trace of the double chin she had once fought with was now gone. Before him was his personal picture of sexual grace, sleeping contented in magically induced slumber.

His curiosity got the best of him, and he began lightly tracing the outline of her left areola, which was still only the diameter of a puffy pink quarter, in spite of a much larger foundation. Rolling the diminutive nipples between his fingers elicited a slow, soft moan from Amanda's smiling lips. Her eyes fluttered open and she instantly drew a sharp breath in, as Andy's hands flew from her breasts and back to his sides.

“Why did you stop?” she asked obviously disappointed.

“I... I didn't want to over step my boundaries.” he replied quickly.

“Or, more likely, you didn't want to be caught over stepping them. Andy, if you can't tell, I like you, and I like what you have done. I really liked what you were doing when I woke up. Now don't be afraid, come over here and massage these wonderful, big tits you've given me!”

He didn't need to be told twice. Quickly his nervous hands and trembling fingers found there way to the rosy crowns atop her creamy mountains. His fingers sank into them like bread dough, but quickly the resilient flesh sprang back into shape. Amanda noticed about then that her wonderfully improved breasts weren't the only thing springing back into proper shape.

She reached out with her right hand and grasped the stiffening monster that she'd equipped him with. Because of it's large size, it took considerable time to come to full attention, and it seemed to swell at the head end first, as though the blood that filled it was pooling at the tip of his prong, and then filling the rest of it like a circus balloon. Still, it took less than a minute for him to get fully hard, and she noted that the large apple sized head of this gargantuan prick was only a foot or so from her tongue moistened lips.

Andy was now bent over, his head moving closer to the hypnotic nipples that danced and swayed beneath his efforts at mammary massage. Scooting closer to as to reach them with his mouth, the monster cock between his legs wobbled and bounced closer to Amanda's eager lips. Just as his mouth found her left nipple, Mandy's body tensed. He latched on and began sucking, and her head and upper body covered the last few inches of ground to come into contact with the cock that was calling to her. This in turn caused Andy to tense briefly at the sensations suddenly centered at the tip of his drastically enlarged and more sensitive tool.

With a new found strength, Amanda sat up suddenly, breaking both her contact with his throbbing manhood, and his contact with her tortured nipple. She quickly pulled Andy fully onto her bed and crawled between his legs, her mouth right at the base of his rod, chin less than an inch from his monster balls.

"My turn to have some fun with you, mister Morris." she cooed seductively.

Quickly her hands flew to his shaft and she began a rapid rhythmic pumping. At the same time he felt her wonderful cushions engulfing him and his eyes closed. Amanda had titty-fucked a guy or two in her day, but never had she had so much to work with, neither in her arsenal or in the recipients. It was obvious to her from Andy's quickening breathing and quiet groans that he wouldn't last long. Indeed, she felt his already bloated pole surge even larger, and her lips flew to the tip of his barely lower head. She teased the eye of his cock with her tongue and was rewarded with a flood of jizim bubbling from the depths of his balls as if heated by the internal fires of his lust.

His climax didn't play out quite as she had envisioned though. There were no massive ropes of spunk, but instead a long steadily increasing flow, that rapidly outpaced her ability to swallow it and forced her cheeks to bulge on par with Dizzy Gillespie before the flow began to ebb and she was able to catch up with the slowing flow. Finally after what seemed like several minutes, she stopped jacking his still erect shaft and broke the seal her mouth made with his dick head. Andy's face was a mask of mixed feelings; total exhaustion, bliss, contentment and joy were all there and visible despite his closed eyes.

"Wow," was all she could say.

His eyes slowly opened and he smiled wanly at her. "That was the most amazing thing I have ever experienced and remembered." he said quietly, looking directly into her eyes. Then he looked at her breasts, still hovering only inches from his still erect prong and a look of concern overtook the other emotions on his face.

"What about you though? I haven't done any thing to make you... well happy," he stated some what somberly.

Amanda smiled her impish grin at him and embraced him in a warm fleshy hug, "You are so wonderful. Don't worry about me. Just the thought that you care makes me feel warm inside. Besides, I love it when I make you happy. Think of it like this, Making you get off, gets me off."

"Still, I feel kinda bad." he answered while he reveled in the feeling of her breasts smashed into his chest.

"Well, right now, I don't think there is a whole lot you can do the monster I have created. But I don't want it to go away. I like him that way," she replied, mischievous smirk festooned upon her face as she reached down and petted the "monster".

"We could make some changes..." Andy began to say but he was cut off by her finger to his lips.

"Lets just get some rest. Neither of us have any classes tomorrow. We can do some more experimenting in the morning. Give me just a moment."

Andy watched as she bounced off him, her bosom bounding about as she put away the crock pot and blew out the last of the candles. Even in the filtering light of the street lamps he could watch as her ass moved as she walked over to the curtains. As Amanda closed them, the last vestiges of light were erased from the room, and it wasn't until he felt her snuggling up to him beneath the covers that he had any more sensory input. With her arms wrapped around his chest and her breasts pressed into his arms, Andy Morris fell into a sleep unlike any he had thought possible only hours before.

To be continued...