Not for children under 18.

This is my first attempt at BE. It�s been a while since I wrote anything. Hope you like it. I appreciate all the other BE authors out there. Keep �em coming.

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Halloween was only a few days away and I �was still looking for my costume. I went from store to store to find something that wasn�t a reminder of how lame my past costumes have been. The stores were a mess with only a few choices left on the shelf. �John, what about this one,� Lisa called out from across the store. Lisa was my girlfriend of over 3 months now. She was 21 years old and was pretty much plain Jane looking. She was about 5�4�, an average slim build, long brown hair, beautiful green eyes, and small but perky b-cup chest. I liked Lisa because she was always kind to me considering I was a computer geek and didn�t get out much. My nights when Lisa worked late were typically reading The Overflowing Bra and dreaming about tits on Lisa and what they would feel like to have. Yup, I was a boob man, but since I wasn�t the best with women I was happy with Lisa. �Well!� Lisa cried out again, while holding up a bunny suite.

�No�, I said while looking across the store to see Lisa holding up another outfit with a short plastic sword and what looked to be a Pirates of the Caribbean outfit gone horribly wrong. Lisa walked over and gave me a little hug. She said,� Don�t worry, we�ll find something. If not, you can always just borrow my clothes and go as a girl.� I thought to myself �I don�t want to go as a girl, but if all else fails at least it would be an inexpensive outfit. So, with that, I grabbed a package of huge inflatable boobs, and walked with Lisa to the register. Lisa placed a busty nurse outfit on the counter and gave me smile. I looked down at the package to see the words �let our nurse fill your dreams.� Friday here we come!

The week rolled by slowly for me as I went to class and Lisa worked her part time job. I only saw her for a few hours in the evening and there was hardly enough time to fool around. I was looking forward to this party because we would have the whole night together.

Friday was finally here and it just so happened to be on a full moon and the 13^th. A rare occurrence I remembered reading somewhere only happens a few times a century. The party was in 2 hours and Lisa and I started to put together their costumes.

I don�t look anything like a girl. I was wearing one of Lisa�s old dresses that barely fit her when she was at her thinnest. Lisa walked over and placed a brown wig with flowing long curls on my head. �There, that helps� said Lisa as she adjusted the wig to fit better. Lisa grabbed some makeup and went to work. Not too much eyeliner I yelled! It feels weird. I�m not sure how you wear all this stuff. �It all part of my routine, you get used to it after a while�, said Lisa. Lisa was busy at work as she was putting her makeup on me. She was standing right in from of me leaning over just giving me a glimpse of her perky tits. She wasn�t wearing a bra either as her v neck shirt gave a full view of her b cups. I feel into a daze at what felt like an hour as Lisa did her stuff. I day dreamed of her tits growing bigger and also dreamed of what it would be like to have tits. Not man boobs, but a nice full rack with nipples that actually have a sexual sensitivity. I reached up and gave her tits a little feel.

�Stop that, you�ll make me mess up�, said Lisa. She then handed me a mirror and I could not believe what I saw. I looked good, for a girl. Somehow Lisa was able to coverup all my rough features and smooth out my face so I look somewhat like a girl. �Stand up, let me see you�, said Lisa. Something is still missing as the dress clung to my body with no curves at all. �John, where�s your boobs�, said Lisa. That�s it! I completely forgot about my own tits. I grabbed the inflatable tits and blew them up to a nice E cup. At one point I thought there were going to pop as the plastic expanded. I could barely stuff the tits into the dress and attached the strap around my back. �Those are way too big, shouldn�t you let some air out of them?�, said Lisa. Nah, this way I can rest my beer in between them. She smiled and said �you could rest a six pack on them.� Lisa put on her nurse costume and it was sexy. The white fabric was stretched across her ass and came up just a few inches to make a mini skirt. The top was cut low but laid flat on her small boobs. At a closer look it appears that a small nozzle was attached to the shirt. Lisa picked up a small pump that came with the outfit and attached it to the nozzle. As she pumped the shirt came to life. Her small boobs popped to attention and gave as much cleavage as I have ever seen on Lisa. What the shirt covered it also gave the appearance of Lisa having the tits of a true Busty Nurse. The best part was the 2 inch fake nipples that poked through the fabric of the shirt.

She got up and faced me. She looked really hot. We should dress you up like this more often. She leaned over to kiss me. Our fakes tits met in the middle and we could barely reach each other�s lips. We had to squeeze close to get some action. After a few minutes of a hot make out session we started off to the party.

We walked to the� party which was being held a few blocks away in an old run down firehouse. I remember Lisa once telling me she heard a cult used the building as a meeting ground because it centered on some sort of focused energy. The cult supposedly disappeared about 50 years ago after it was said some strange occurrences on a full moon, on a Friday the 13^th during Halloween. The town paper dismissed that night as a prank where people got carried away with costumes. People who looked familiar where somehow changed. The days after that Friday would have changed those people�s lives forever.

�We�re here�, said Lisa as we approached the building. It was a little scary looking in the dark with only the full moon to light the path. A few people stood outside drinking beers. There were girls we knew standing by a fire chatting. One was dressed �as a stripper with big tits, a hot cop, and a cat woman. One said �hi Lisa, who�s your girlfriend next to you?� I laughed because I knew they didn�t recognize me. I waived and blew them a kiss. Lisa yelled back, � She�s my patient and keep your hands off!�

We walked into the firehouse to see the place packed with drinks, music, and people in costumes. It was about 11:00pm as we made our rounds with people squeezing my fake boobs and making the typical hot nurse remarks. As the time got closer to midnight I could see some moonlight shining through some cracks in the ceiling where a vent used to be. The beams looked unusually bright tonight as they shone across the firestation onto the wall. I noticed on the wall there were some strange markings and shapes drawn in a circle. I looked at Lisa who was on her 3^rd drink and I could tell she was getting tipsy. I love when she got tipsy because I know it�s always easy to get her horny with just a few touches here and there. I moved her long brown hair away from her neck and gave her kisses.� I could tell she got the chills as she moved her hand behind her and grabbed for my cock through my dress. We were both worked up as something caught my attention in the corner of my eye. The symbols on the wall were almost completely covered in moon light. It had an odd blue glow as the symbols glowed ominously in the light. As I was� staring at the symbols the DJ got on the mic and� said �it�s almost midnight and you know what that means! Pumpkin vodka shots!� People started passing out the shots and Lisa and I held on to ours. As we raised our shots to the midnight countdown I couldn�t help but notice the symbols on the wall were now completely glowing, almost as if a spot light was on it. �3, 2, 1 Midnight� and we all took our shots. A flash from somewhere in the room went off and it was quiet.� I felt weird, maybe it was from the shot, but I never felt like this before. Lisa grabbed my hand and said she was hot and wanted to go outside. We went off to a small patio on the side of the firehouse.� Every step I took in my shoes felt strange. My inflatable tits seemed heavier as if they were filled with jello. I brushed off the feeling thinking it�s the alcohol. Lisa and I sat on the table and started to make out. I could see in the moon light her pushed up tits looked amazing. They seemed so much larger than before as more cleavage was visible. I worked my hand off her shoulder and onto her breast. It was definitely bigger, much bigger. Lisa let out a soft sigh and started kissing my neck. She reach across my chest and worked her hand down to my waist. As she brushed past my fake tits I got a rush of heat down my spine. I jumped back from the feeling and she asked if I was alright. I brought my hands up to my fake tits and felt them. My chest was heavy and my plastic tits were now soft. I gave my nipple a twist and I almost passed out from the extreme sensation I got back. Then it dawned on me that I had real tits. I was in shock, what the hell happened. How could this happen. A million thoughts ran through my head. I grabbed my wig to take it off and it didn�t budge. Aw crap, my next reaction was to check my pants. I reached down and where my proud family jewels used to be was now a smooth shaved pussy. Lisa, already being drunk didn�t seem to care. She was in an alcoholic haze anyway. She reached over and unbuttoned my dress. She proceeded to kiss my huge real E cup breast down to my hardening nipple. I felt flush and my new pussy instantly became wet as Lisa sucked on my nipple. I reached up and grabbed my other tit. It was an awesome feeling. I always imagined what having big tits felt like. I raised my nipple up to my mouth and gave it a suck. Amazing! Lisa and I sucked on my nipples as she moved her hand to my hot wet pussy. She spread my virgin legs and put her two fingers inside of me. I immediately orgasmed from her touch. My nipples down to my pussy were on fire. With this I reached for her shirt and pulled out her tits. They were almost as big as mine, maybe DD�s. What topped them off were her new 2 inch nipples. As I went in to suck on them� I could feel them get even harder and longer in my mouth. Lisa let out a moan as I continued to suck. She continued to work my pussy as I sucked on her nipples. I then made my way down to her waist. I raised her low mini skirt and saw she was not wearing panties. I immediately dove in face first and licked her up and down. She must have orgasmed twice in one minute. When I came back up she gave me a smile and said �let�s put my long nipples to use.� With that she laid me down and climb over me like a 69. She tweaked her nipple to what must have been 3 inches long and placed it in my pussy. I at the same time started to eat her out. We both let out moans as our passion only went to another level. We must have came five times over what seemed like forever. When we were done we laid next to each other with our naked huge tits touch each other. It felt so nice and soothing. We could hear others in the distance with similar transformations as well. Our friends we had seen before ran by looking extremely horny and chasing some guys. There goes the cop, chasing the stripper, who was followed by a huge pussy�..cat!

A few hours went by and I checked my cell phone. It said 3am. Lisa was now a little more sober now and started to get worried about what was going on. I asked her if she knew any details on the story about the cult. She remembered that the changes to people continued through the night and whatever costume the person had on at day break is what they stayed as. Most people dismissed the whole event but some people in town swore it happened.

I wondered if the changes were done. I noticed by a tree that the stripper dropped her bra and what seemed to be a huge dildo on the ground. Picking up the bra it was humongous. The cups must have been L cups, easily the size of beachballs. Lisa looked at me and asked �what are you going to do with that?� I said I wanted to experiment and see if your story was true.

With that, I slipped the bra over my already firm and large E cups tits. Nothing happened. I was disappointed as I always dreamed about having tits grow in my hands. I walked back to where Lisa was sitting in the moonlight and then that�s when it happened. It must have been the moonlight that started the growth. My chest felt warm, but I could feel something happening. My E cups tits started to grow before my eyes. I grabbed my tits and Lisa grabbed my hands. We both watched as my tits slowly expanded into the L cup bra. My hands were holding mounds of titflesh. The sensation itself made me cum hard. I kept thinking bigger, bigger, as my tits expanded againt the bra. My nipples were much bigger than before and 10 times more sensitive. The weight of my new tits was heavy. I went to take the bra off and my tits stood proudly up and out from my body. Lisa jumped up and sucked on my new nipple the size of� a cock. I reached for my other tit and fondled it while lifting the nipple to my mouth. We sucked so hard and I intensely came over and over again.

After a few more minutes of messing around Lisa ran over and grabbed the dildo. What are you going to do with that I said. She smiled and said �you�ll see.� She put the dildo in her panties with the cock point up like a penis. She turned into the moonlight and let out a moan. When she turned back around to face me she had a 12� cock coming out of her. She told me to lay down and then she went for it. Being a virgin girl I never knew how much popping a cherry hurt. After that was over Lisa started pumping her cock into me. It was a feeling like I have never felt before. I had multiple orgasms one after another. Lisa cried out �I�m going to cum.� She pulled out and sprayed what seemed like a gallon of cum all over my huge tits.

It was getting close to sunrise and we both knew we couldn�t stay like this. It must be the clothes we are wearing the make the transformation. We quickly ran back home and got our normal clothes out. I wiped off all the makeup. �The first peaks of sun started to rise over the tree line. �Hurry� Lisa said as we got dressed and ran out in the fading moon.

We must have made it just in time as the moon hit us and the sun came a few seconds later. My huge tits disappeared and my wig fell off. I was my old self again. Lisa�s tits shrank too in what seemed to be a frumpy shirt. Her cock disappeared as her panties drew tight again. We looked at each other and kissed. Happy to be back to normal, although I missed having huge tits around.

That�s when Lisa whispered in my ear and said �I have a little confession to make.� I looked at her as she lifted up her shirt and showed me not her old B cup tits but a perfect set of D cup tits capped with 1 inch nipples. She smiled and I noticed the bra she was wearing was one she bought for a baby shower as a nursing bra. I reached up to touch her nipple and few drops of warm milk flowed out. She pulled my head into her nipple and said �I love you.� I sucked her nipple dry for what must have been 10 minutes. �I lifted my head and said I was not honest either. Lisa said �what are you hiding?� I lifted my pants to show her my new 12� cock. She cooed and said �I can�t wait to try that out.� I said I have one more surprise. I pulled up my shirt to show her my new A cup breasts. I borrowed one of you old bras. They make look like small man boobs but the nipples are still as sexually sensitive as yours. �Let�s go to bed� said Lisa as we ended our Halloween night. The End By CJ