The Amulet Part 2

An Archived Continuous Story
Part 1     Part 2     Part 3

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Janice, meanwhile, was back at her house planning how she would explain her new "developments" to her classmates. She decided that she would just level with everyone and tell them the truth. Although that might be strange and freak some people out, it was the best thing to do. Plus, she felt obligated to help improve people's figures. Janice went to bed thinking of all the fun she would have the next day.

The next day Janice used the amulet to "generate" some new form fitting clothes. She made sure the top showed off her generous cleavage. Luckily her parents were out of town, so she wouldn't have to confront them and expose them to her new self. Janice decided that today would not be a good day to take the bus, so she called her boyfriend Eric to pick her up. When Eric arrived he honked the horn and Janice picked up her backpack and went out the door. As she walked towards the car she could see the amazement in Eric's eyes. As the two jiggling globes came towards him he could best be described as slack-jawed.

"I know, I know, I know," Janice said. "I can explain..."

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Eric stared, open-mouthed and gawking...

"BWAH!! Holy- BWAH!" he looked-down her black, scoop-necked outfit as she leaned on the window before getting-in. She was also wearing black skin-tight leggings which hugged the curves of her legs as she sat onto the seat. Janice gave him a little kiss on the cheek. "So.. I guess you like these?"

She squeezed her plump, left globe-sized breast, sending Eric immediately to erection heaven... "God... YES! How can they be real? Just yesterday you were... well, you already HAD a great rack... but, now!" She grinned and nodded.

"Just drive, I'll explain on the way..."

Eric shook his head, grinning ear-to-ear. "No, YOU drive.. I wanna look some more..." Janice shrugged as they switched places... the instant she got behind the steering wheel, her chest pressed-up against the horn...

"Oh, Pooh..." she frowned as the horn blared. "Maybe you should drive. If you don't drool all over yourself in the process..." Eric chuckled "Maybe I should... I don't think you could maneuver very well with those kind of impediments.... they're GREAT, by the way... after class can we.. um.. you know?"

She frowned and lightly punched him on the arm. "You KNOW how I feel about having sex before marriage..." she smiled, laughing "I think it's GREAT!"

Eric drove on to their high school... Janice told him the story about the contest and the subsequent events, as ridiculous as they sounded when she said the story out loud...

"Why didn't you tell me about the contest?" Eric asked "I would've LOVED to have taken photos of my favorite gal..."

"And bustiest gal..." she reminded him, rubbing her left breast against his arm. "I'm glad you like these... I was so afraid you'd think I was too fat or too ugly or something."

Eric shook his head.. "No way! Jannie.. you were gorgeous beforehand, and frankly.. I think you're BEYOND gorgeous now. You're more into the realm of wet-dreams. I just hope not too many guys hit on you from now on... you were a very hot item before you got so.. so.."

"Huge?"

"Right"

She giggled "well, I kinda LOVE being able to get men to ejaculate right in their jeans by seeing me walk down the street... I hope you don't mind if I wear revealing outfits like this from now on... um.. hold on for a sec.."

She looked down at her feet, concentrated, and the pendant glowed bright yellow... in a flash of light, a pair of leopard-spotted pumps with six-inch heels replaced her sneakers on her feet. "That's better... I look MUCH sexier in these.. they make my butt stick-out more when I walk... and I want to look sexy for you... and all the other guys, hee-hee." she giggled.

Eric screwed-up his mouth "Hey! I don't know if I like the idea of other men looking at you... " She patted him on the arm "Don't worry, Eric.. I won't leave you for anyone. School is really going to be fun today! You know? I think you'd look more studly with a bit more muscle on you..." no sooner had she spoken, then they arrived...

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Now it was Janice's turn to gawk. Eric had never been scrawny, he was after all the varsity quarterback, but as they turned into the high school parking lot the amulet deep in her cleavage gave off a hidden glow and her words had their effect. She watched as his biceps bulged like grapefruit pushing back the fabric of his rolled up sleeves. A button popped off his shirt and ricocheted of the windshield as his pecs expanded, revealing the smooth, tanned skin of a teenage Adonis. The legs of his jeans were stretched tautly across powerful thighs. Janice could feel an unexpected blush traveling down her cheeks and across the expanse of her chest as her gaze traveled up Eric's legs and she noticed that his quads were not the only muscles expanding in his jeans. In fact, the swelling seemed to extend well above his belt and under his shirt.

Eric turned off the car and looked with awe at his girlfriend "Whoa-ah Jannie, what did you do to me?" "I told you, silly," she purred "the amulet turns my thoughts into reality and I just thought you'd look really studly a bit more buffed." Then her voice grew husky as she looked at his crotch and flicked her tongue over her lips "but when I said 'stud' I didn't realize it meant stallion." She felt a warm dampness begin to spread between her legs and an arousing pressure on her nipples as they pressed tighter into the stretchy knit of her top. Seeing the golf ball sized mounds starting to poke out from Janice's extravagant breasts, Eric smirked "So...I guess you like this too?" and playfully squeezed the spongy protuberance stiffening on her left tit.

Janice let out a low moan of pleasure at the intensity of the sensation and dreamily realized there was more to explore about her new body than she had thought. The tingling warmth in her immense bust spread downwards until she could feel her dripping pussy throb and her swelling clit began to slip wetly against the silky thong panties beneath her leggings. She turned to put a hand on Eric's thigh and her massive, yielding bosom pinned his arm to the back of the seat. As she pressed more closely into his chest, the dark, soft canyon between her tanned and satiny globes thrust upwards towards his chin. Her moist lips reached hungrily for his.

Suddenly the class bell rang loudly from the school. Janice jerked bolt upright in her seat, sending ripples sloshing through her swaying mammaries. "Ohmigawd," she trilled "I've gotta go. One more cut and that bitch Ms. Brubacher'll flunk me in Econ. Daddy will, like, totally go ballistic..." For a moment Eric's expression was frozen in the same horrified bewilderment as a child whose favorite ice cream has just rolled off the cone but not yet hit the floor. A barrage of desperately conflicting thoughts and impulses produced instant gridlock in his brain. Slowly regaining his mental faculties, he blinked twice, swallowed hard, and dryly stammered "Uhh, yeah, right. Oh yeah, and I've got a test. Umm, a math test, I think." Catching his breath he slapped his forehead and exclaimed "Shit, yes! I've got to pass this math test or I get kicked off the team!"

Standing next to the car by now, Janice bent back in to get her backpack, her mammoth breasts threatening to spill out of the low neckline of her stretchy black top. "Poor baby," she teased "did my little boobies make you forget your studies? Well, if you meet me behind the weight room after class, we could skip English and I might help you study biology instead..." Then, with a sly wink she turned and walked sexily toward the classrooms, enjoying the astonishment of dumbfounded students who tripped, walked into each other, and ran into doors as she went by. This was going to be a more interesting day than she had imagined.

Eric watched her go, mesmerized by the enticing motions of her walk. Janice's long blonde hair cascaded down her back like a platinum waterfall against her black outfit. The shimmering black orbs of her Lycra covered ass undulated invitingly from side to side on top of long, shapely legs accentuated by her not-at-all-sensible 6" heels. And on each side of her slender torso, half-moons of pliant tit-flesh bobbed and swayed with every step. Remembering his test, he ran for the classroom, awkwardly trying to hold his books in front of him to conceal the newfound endowments straining his zipper to its limits.

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Janice walked into her econ class as the center of attention. Everyone looked at her now incredibly sexy body with awe. She made her way to her seat brushing up against as many boys as possible. Looking around the room she saw many potential people to transform, but on the top of the list was her teacher Ms. Brubacher. This econ class mostly contained the more popular people from the High School, cheerleaders and athletes. With her newfound powers Janice would be able to teach all of them a lesson that they would never forget.

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fortunately, Mrs. Brubacher was a tad short-sighted and wasn't wearing her glasses when Janice came in... most of the guys were making a little bit of commotion over Janice. the teacher motioned for them to quiet down. A few of the guys licked their lips at her while most of the girls seemed horribly shocked at Janice's body. "Now, today, we were going to finish-up our section on aggregate demand curves." "Heheh, she said CURVES." snickered one of the guys. Janice sneered. Hmmph, she didn't think these kids were going to react by being mean and poking fun at her. "Stupid guys." she thought. "without their big muscles and height, they're nothing at all.." just then, the amulet around her neck glowed... as she looked slowly around her, all the muscular and huge athletes around her seemed to be slowly shrinking in size... what was more, all the cheerleaders seemed to be slowly growing at the same rate the guys were shrinking. "Oops." she thought. "now I did it.." several of the guys looked around and looked a little confused as the desks seemed to grow around them. Mrs. brubacher was lecturing on, her back turned to the class. Several of the cheerleaders began looking around too...One of the girls stood-up, her body growing at an alarming rate. Her soft arms pumped-up with thick cords of bulging biceps, even as her already large breasts grew bigger and firmer, lifted higher as her pecs swelled and swelled. She turned to the football player sitting behind her. he began clutching his deflating arms, desperately trying to feel his strength draining out of him as he looked-on in shock. in seconds, every girl around Janice had added at least a foot to their height as the guys seemed to shrink faster! the girls stood-up with glee "Look how strong we're getting!" they chirped. "look at these breasts!" not one of the girls had a chest that was not under Double-D and still growing as their clothes stretched tighter and tighter against their newly muscle-bound arms. most of the guys started to get-up out of their seats and run for the door- most had shrunk to less than five feet in height and had their varsity jackets look ridiculously too-big for their bodies. a few cowered into the corner as they watched the spectacle. The girls were jumping for joy- some had even ripped-off their T-shirts and were flexing their softball-sized biceps and fondling their own muskmelon-sized breasts in rapture. the teacher spun-around angrily shouting at the class to settle-down. all she could see were burly forms dancing about in the aisles. Janice put her hands over her eyes "now what've I done?" as one of the amazon girls picked-up the teacher's desk and started lifting it over her head, pumping it up and down. "I could beat the hell out of any man now! Didja see how the boys shrank like that? Let's find more guys so we can get more muscles and bigger boobs!!" several of the cheerleaders grabbed the now-shrimpy former football studs and started lifting them up and down like babies. "Yeah!" one of them said "these guys aren't shrinking any more.. lets go to the next classroom!" Janice looked at the amulet. it had stopped glowing, so the girls had stopped siphoning-off the guys' muscle and height. Janice concentrated on trying to make sure the spell had stopped before getting out of her seat. The teacher was still yelling at the class to sit and be quiet. Janice stared long and hard at the teacher, who suddenly froze with her mouth open and her finger pointing. 'That should hold her for a few hours...' she thought 'now I have to undo this!' the newly muscle-bound cheerleading squad began to file out the door to the next room. they kicked-down the door, rushed-in and grabbed the nearest guy they could get their hands on. Janice's amulet glowed again. "Oh no! I didn't turn-off the spell right!" she gasped "I must've accidentally given all these girls the power to drain men's muscles at will!"

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before chasing the cheerleaders into the next classroom, she glanced back at Mrs. Brubacher standing frozen. "well.. before I forget, she COULD stand to get at least little more up-top." with a magic blink from Janice, the middle-aged woman's chest began to slowly expand like bread dough rising in a pan. "maybe when she unfreezes and sees she has a pair of F-cups, she wont be so crabby all the time..." her teacher's mammaries swelled her blouse to the point where buttons began to shoot-off as Janice raced into the next classroom. the spectacle caused her jaw to drop. all nine of the newly-muscular gals had grabbed the largest, most buff male students in Mrs. Ortiz's Spanish class and were feeding-off their muscle mass... each one was at least six and a half feet tall and gaining inches each second... their breasts had reached the size of 3-gallon jugs with no sign of stopping growth. Every muscle in their body was thickening and bloating ever more as they held their captives off the ground in their vise-like grips. their clothes were popping at their seams as their rock-hard biceps, quads and glutes ripped-through. the boys they held were squirming with all their might, but their muscle mass was visibly dwindling fast! Tiffany, one of the super-cheerleaders, flexed her right bicep, as big and hard as a small cannonball shot-through with veins. the skinny wimp she held-up in her left hand by the neck was at one time the school's star lacrosse player. "I'm done with this one, girls!" she dropped the guy. "He's too weak to give me any more... Who wants third helpings?" she laughed. the remaining males in the class had cowered in the back of the room, screaming in fear as the nine bimbos-of-steel dropped their prey, heading for the rest of the boys. one of them roared "We're going to OWN this piece of crap school! We are Goddesses!! There ain't no army that can stop us!" Tiffany jiggled her massive bosom "What's the matter, little boys? Don't you want us girls to get any BIGGER??" she was about to reach for one of them as Janice yelled "STOP IT NOW!" the power of her amulet froze everyone in the room. "I have to undo everything that happened!" she stomped her feet on the floor, sending shockwaves through her bouncing bosom. "first, I have to get these girls and guys back to normal...and their clothes, too..." with a wave of her hand, she sent all the students back to their seats.. the muscle-bound students filed silently back to their econ class. Janice noticed with some happiness that their teacher had filled-out quite nicely.. she had the girls sit-down and recalled all the shrunken boys who had fled. with another wave of her hand, she returned everyone to normal. "Phew. Now I have to erase their memories so they wont remember this..." she recalled the commotion that her own ultra-massive bazooms had provoked. "Here's an idea... why don't I make all the gals in the school equally mega-busty.. and then change all their mind-sets so that they wont think that there's anything unusual about 200 girls with G-cup breasts walking around school.." she smiled. sometimes she could be sooo clever... All the girls in the school immediately began to sprout growing breasts. "yeah.. I think G-cup is a good average for this school.. hrm.. naturally, I don't want anyone to be bigger than THESE" she lovingly squeezed her own assets which were quite a bit larger than G... "This is gonna be great! we're going to have THE absolute chestiest school in the country! hmm.. maybe while I'm at it, I could make the guys a bit hunkier too... and have to change everyone's clothes so they won't rip..." By the time her work was finished, a total of 400 students had been transformed... as they unfroze, no one seemed to notice that all the girls couldn't see their feet and no one seemed to notice all the boys could compete at bodybuilding if they so desired. Janice relaxed in her desk seat, trying hard to resist the temptation of groping herself. Even Mrs. Brubacher seemed immensely happier... she was cheerfully lecturing as if nothing had happened, and didn't seem to notice the sizable additions to her frame that were swaying in her overtaxed blouse. "The rest of this year is gonna be excellent!"

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But something still seemed amiss. Janice squirmed in her seat, wiggling her tight round posterior and shifting her massive endowments lolling on the desktop. Supported by the writing table, her huge golden globes spread forward and to the sides. Deep, billowing cleavage pressed toward the front of the surface and the strain pulled the taut fabric of her scoop-neck top even lower, revealing two crescent moons of toffee-brown areolas rising above the scalloped black lace of an immense bra. It was apparent she would not be taking notes.

The amulet dangling between her heaving orbs now seemed to act like an antenna for the emotions of people around her. It amplified her awareness of their basic natures. Since their new bodies seemed merely normal to them, her classmates' attitudes still sucked. Wave upon wave of lust and envy washed over Janice's awareness. "Sheesh," she thought "some people are never satisfied. Well, let's see if I can teach these clowns a lesson."

Ms. Brubacher certainly seemed a bit pleased with the jiggling weight on her chest, but she droned on as usual. And as always, she was dressed in a dumpy old navy blue suit and sensible black shoes. There was no makeup on her face, and her plain brown hair was drawn straight back into a tight bun. She absently adjusted her heavy horn rimmed glasses. The stern and unyielding expression on her face gave no doubt as to why she was called "Miz Ballbreaker" behind her back. Even the staff rarely used her given name, Althea. Only the Dean of Men, Don Hudson, seemed to have any rapport with her.

Interrupted by her class' sudden unrest, she used three sharp cracks of her pointer on the lectern to regain their attention. "Enough! Let's settle down!" she barked like a drill sergeant at a boot camp for CPAs, not noticing anything unusual about her overbuilt pupils. "We have covered the concepts of elasticity, inelasticity, and demand. Now we will continue with the effects of inflation? and? uh, hyper-infla? fla?" Her voice trailed off as her scanning gaze suddenly halted upon one particular set of tanned pontoons in front of her. She seemed transfixed by the motion of the vein-laced mounds gently rising and falling as Janice breathed. A long-repressed ache began to stir in the depths of her subconscious.

Janice looked into the teacher's brown eyes and became aware of deep sadness. With a shock of realization, Janice thought "Miz Ballbreaker isn't just a miserable bitch, she's lonely, scared, and hurt!" Shadowy images of jealous, unaffectionate parents and a cruelly unfaithful first lover flickered through her mind. "This chick needs more than just F-cups."

So Janice concentrated. She concentrated on a battered body-image and shredded self-esteem. She concentrated on stifling inhibitions and long-abandoned fantasies. And Althea began to change again.

A surprised look crossed her face, and her features began to soften as she removed her glasses and wiped her forehead. She loosened the prissy bow at her neck, then leaned back onto the desk and threw her hands back for support. The room seemed suddenly sweltering as she flicked the pointed tip of her tongue across rapidly filling sensuous red lips. Gaps yawned open down the front of her blouse as the remaining buttons strained to contain the swelling flesh beneath. An urgent warmth spread downwards from her belly, and she spread her legs stiffly, boosting her skirt to mid-thigh.

The boys in the classroom began to whistle and howl at the unexpected exhibition. This was definitely not the usual lecture. An excited blush burned in Ms. Brubacher's cheeks as she realized she was the center of the clamor. Throwing back her head, she let down her bun and shook out a lustrous mane of wavy chestnut hair. The strain was too much for her blouse and two more buttons shot off into the room, releasing a foot of bulging, swaying ivory cleavage. In ecstasy, she began to push her magnificent boobs together, small elegant hands kneading and squeezing the quivering mountains of alabaster tit-flesh.

Her clothing was morphing as well. Shiny patent "fuck-me" pumps now supported long shapely legs swathed in silky black hosiery. Lacy garters held up the shiny stockings and framed smooth, creamy thighs. A navy blue crushed-velvet mini-dress, which scarcely covered her silky brown jungle, stretched tightly across a voluptuous ass and slender waist. The halter top of the dress barely contained the vast, sloshing breasts poking cherry-sized nipples through the fabric and threatening to flop out of a plunging opening cut out from her choker collar to under her prodigious bust. One hand began to explore the sensations of her awakening cunt.

Just then the Dean of Men marched in to check on the uproar. Briefly stunned by the sight, he walked over to the libidinous teacher. "Ms. Ballbr? Althe? Teeah? Are you, uh, all right? What's goin?" Looking up in doe-eyed wonderment "Ohh Donny," she panted "it's just? I've always? you don't know?" And with that, she wrapped her arms and legs around Mr. Hudson and gave him a long, slow, deep kiss fueled by years of denied urges and pent-up passion . With a deft twist, she threw him down on the desk, landing quickly astride him. Pinning his arms, she rubbed her giant mams across his chest and face, and ground her dripping pussy into his crotch with an urgent hunger. Don reached up and squeezed huge handfuls of "Teeah's" quaking breasts. As his hips began to gyrate with hers, she reared back and fumbled to undo his belt and zipper and release the stiffened cock whose head was peeking out from under the waistband. The excited spectators went wild, yelling and chanting at him to fuck her right there on the desk. But regaining some small composure, he rasped "Teeah, come to my office?" and ran into the deserted hallway. The busty seductress' arms and legs were still clamped tightly around him, her drenched pussy-lips kissing the tip of his turgid shaft and her squashed boobs bobbing against his shoulders.

Their voyeuristic lust unsated, the aroused teens chortled about the spectacle they'd just enjoyed, and began to look around for their next entertainment. Of course, Janice was not at all surprised when their attentions again turned to the balloon-breasted blonde in the front row. She too was panting heavily and swallowing hard following the "Don and Teeah Show." Her nipples had stretched erect, pushing through her top like champagne corks, pulling down her bra and exposing even more of the raised edges around her mocha moons. And since she'd only entranced the other students into seeing each other as normal, she still looked like a walking wet-dream.

Most of the class drew closer in small knots of boys and girls. The jocks made crude and boastful comments about what they'd do with what and to whom. The busty cheerleaders were no less vicious in voicing their assessments of Janice's lineage, hygiene, and prices for personal services. Janice again felt waves of lust and envy from her tormentors. She knew she was in no real danger from them, and froze them with a thought as they pressed nearer. "Hey," she thought "I'm getting better at this. Now this time, let's do it right."

She was pleased to sense the only emotions which were not hurtful emanating from the back corner. There sat Julie and Peter, appalled at the uncouth behavior of their classmates. Julie was Korean, and might have been very pretty if her response to stress and insecurity had not been to eat herself into gender-less obesity hidden under shapeless outfits. Peter was as brilliant as he was clue-less about personal relationships. They had met a year ago in the chess club. They had contrived ways to cross paths several times daily. They even managed to sit by each other in their classes together. But they had not managed to get past "Hi?" in a conversation before anxiety and embarrassment caused one or the other to go scuttling off. Nonetheless, they had sweet, giving spirits and felt a yearning attraction to a kindred soul. As Janice became aware of their basic goodness and hopeless longing for each other, the amulet began to glow again.

Julie's adipose tissue began to rearrange itself. Rolls of flab around her middle flowed upward into A-cup breasts, filling them with feelings of warmth and fullness. Her extra chin flowed downwards and the exquisite beauty of her face began to emerge, framed by shining black tresses. An electric tingle like a thousand caressing kisses beneath her skin ran through her arms and legs as they became more toned and shapely, and the excess fat migrated to the massive warmth growing on her chest. A-cups became Cs, and Cs expanded into DD-cups without slowing. The cellulite of her ass-cheeks melted into eggshell-smooth orbs beneath deep sacral dimples. Swollen breasts continued to inflate past G-cups, thumb-sized nipples poking out eagerly from the center of puffy rosy saucers. Her clothing changed too. A stained pink sweatshirt became a fuzzy mohair crop-top cardigan. The deep V-neck and straining buttons stunningly showcased her deepening cleavage. Wrinkled baggy shorts shifted into a crisply pleated short white skirt high on her tawny thighs. Scuffed old sneakers became stylish strappy sandals on pedicured toes.

As her massive mounds quivered to a halt at 66-HH, Julie admired her new body. She would still never be called skinny. Her legs were a trifle heavy, but stunningly contoured, and her tiny waist had a little bulge at the tummy. In fact, she was nicely cushioned everywhere with a remainder of baby-fat. She was voluptuous. She was built. She was stacked. And she turned to Peter and purred through pouty plump lips "C'mon Petey, let's get out of here. We have some serious remedial studies to do together?"

Since he was in fact brilliant, Peter did not have to be asked twice. When your secret love is suddenly built like a brick shit-house and wants you to go with her, you go. Besides, Pete's complexion had cleared up, his physique was nicely buffed, and he looked more GQ than IQ. Even his plastic pocket protector had disappeared. So he followed Julie into the hall, awe struck by the fuzzy pink spheroids bouncing in front of her, and mesmerized by the rolling sway of her broad round buttocks.

"Another satisfied customer," Janice smiled to herself "or they soon will be." Then she turned her attention back to the stiff forms around her. She had decided they needed to learn first-hand what their cruelty felt like to others. Her amulet glowed. The handsome young studs were going to be treated as objects, attracting ceaseless sexual attention. Until they learned respect and humility, no other man, woman, or animal would be able to pass by without acting on an impulse to harass, grope, or demean these boys. For the young ladies, she remembered what had happened to Sara, Jen, Alice and herself. She thought a bout of ravenous appetite, breast expansion, and uncontrollable orgasms might be just what they needed.

As the bell rang, Janice clouded their recollections of the last hour and released her classmates from their immobility. The boys moved confusedly into the hall, yelping and punching each other as they grabbed each others' crotches and butts, and made suggestive remarks against their wills. The girls were going to say something, but were too hungry. Scarfing down any food in their backpacks, they headed out to find more to eat.

The incredibly buxom bombshell got up to meet Eric at the weight room. She'd kill him if he'd been distracted by any of the new student bodies. Her face reddened slightly as she realized she'd left a wet spot of her musky warm juices on the seat. "It's a good thing I wore black today" she sighed and swayed down the hallway.

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Halfway down the hall, Janice saw Susan, "Good I was hoping to run into her". Susan was the most popular girl in school and it was obvious to see why. She was 5'11 with naturally blond hair, had a face most models would kill for and was well toned from hours spent in the gym. In fact her now G cup breast hardly sagged at all. She was always telling Janice how much better she was than her. "Well now it's payback time.", she thought, walking up to Susan trying to think of something to say. But before she could speak Susan said "Wow you look great!". Startled by the compliment all she could say was "Yeah you too". "Well thank you, um this is a little awkward but do you have a candy bar or something I'm starving!", said Susan. Janice giggled to herself "You and the rest of the girls in the school", she thought, but all she said was "No sorry, I don't". "Hey is that a new necklace?", said Susan. "Uh yeah, it's my lucky amulet". "Can I look at it?", asked Susan. Janice not wanting to raise suspicion said, "Well it's considered bad luck if I take it off". "I understand I just want a closer look" replied Susan. "I guess there's no harm, Susan would have to make a wish or something for any thing to happen.", thought Janice. So she said "OK, a quick one". Susan got closer and reached out to feel the weight of the amulet, all the while staring at Janice's tits, wondering how they had gotten so big. She had met Janice's mother and aunt, so she knew it wasn't hereditary, and she was sure they weren't implants, because Janice couldn't afford them. As she touched the amulet she thought, "I wish I knew her secret". The amulet glowed briefly and then Susan had her answer. "The amulet grants the desires of anyone holding it, only Janice couldn't use it on herself!" she thought and was puzzled about how she knew that, puzzled but sure of it. Janice thinking she saw the amulet glow, quickly pulled away. "I have to be going, I have something I have to do.", said Janice looking about nervously. Nothing seemed to be different, maybe she imagined the amulet glowing.

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Janice worried about the encounter, and decided not to let anybody else see the amulet close up or touch it. She wondered if Susan had figured out its powers. School was ending, which was good, because all of the girls were a bit busy with uncontrollable orgasms. Some had found a guy to share them with, others were going at it alone. Many looked quite worried. She realized that they might be a bit confused with this sudden sexual urge, so she wished them all not to worry about it and find it normal and natural. This took almost no thought whatsoever, and soon she started to think about the amulet's powers, and decided that she wanted to test its limits. She realized it couldn't affect her, but it could seemingly change everything else. "Hmmm...everything else, eh?," she thought. She decided to give everybody in the entire world what she had given the boys and girls of her school.

She wished that all women everywhere had an average breast size of a G-cup, with no sag or back pain. She gave them all fabulous figures, and eliminated flaws such as acne or wrinkles. She then fixed their clothing. She decided that all women's shoes should be high heels of not less than five inches. She also decided that they wouldn't hurt women's feet; in fact, she made it so that high heels actually felt extra comfortable. She eliminated brassieres entirely...women no longer needed support for their breasts for them to be comfortable. She made all women's clothing sexy, with skirts no longer than mid-thigh, or ultra tight pants or shorts. She made all their underwear more sexual. While she was at it, she made women no longer need to shave their legs or underarms. She just wished she could modify her own body. Now, for the men. She decided that they should all be built like bodybuilders, with no flaws. She had them have an average penis length of fourteen inches when erect, and made it so the women could take this without pain. She then decided to make them erect all the time, except when they needed to go to the bathroom. "Why should girls be the only ones to have their new assets get in the way?", she thought. She decided they should only wear speedos for pants, and no shirts, to show off their fabulous bods. Of course, the design of the speedos had to be modified somewhat. She also decided to make it so that cold weather didn't affect anybody in any fashion. She also made it so that both the men and women could orgasm again almost immediately after doing it once, and could have long series of orgasms. She also made it so that some things were modified for people's new bodies...for example, she modified the design of vehicles so that a woman could still drive, even though, currently, she wouldn't even fit behind the steering wheel with her huge breasts. She also eliminated all sexually transmitted diseases, and made it so that both the woman and the man had to consciously want a baby for pregnancy to occur.

Now, for some attitude adjustments. She made it so that no one was envious of other people's bodies. She made it so they all that they thought their bodies and clothing, etc., had always been like this. She decided to eliminate their sense of modesty. They wouldn't mind being naked in public, or to make out in a public place. They would also have the urge to do it almost constantly, and would want some variety in partners. She had all these wishes take effect at once, instead of one at a time, so that she could see the final results in all at once. The crystal glowed very brightly, and then started to vibrate like a piece of machinery that was about to explode. Then, the crystal cracked, although stayed whole, and then the necklace's chain broke, and the crystal flew through the air. She ran after it, but couldn't figure out where it went. After searching for a second, she felt her body start to tingle. She looked at her legs (which was difficult, considering the monstrous size of her boobs), and watched as the hair on them disappear. "But I thought it wasn't supposed to affect me," she thought, but decided that the slight short-circuit of the crystal must have caused this limitation to evaporate. Her breasts started to grow, although only a few cup sizes. She thought this was odd, as she was bigger than a G-cup already. Her skirt got slightly smaller, and her top, in addition to modifying for the increase in her breasts, also shrank in length, revealing her belly button, and revealed even more cleavage than before. Her high heels, already six inches high, grew another half an inch in length, and started to feel really comfortable. She started to take off her shoes to get a better look at her legs, and almost fell over. Her feet now looked like those on a Barbie doll, that is, they were permanently formed in the shape of a high heeled shoe. She couldn't even stand, let alone walk, if she wasn't wearing high heels. She hadn't intended this to occur, and realized that her spell might have gotten a little out of control, and, now, without the crystal, she couldn't change anything. She just hoped nothing else strange would happen...just as a huge dildo and butt plug sprang from her panties into her. Then they started to vibrate. After orgasming, she decided to not wear underwear for awhile, at least. She took off her panties, which were now made of rubber, and had the two rubber protrusions, which were vibrating madly. She saw no place to put in batteries, but she did find a very small knob, which controlled the speed of the vibrations. She was shocked to see it was set at only at about one third power. She turned the knob to off, and put the panties in her purse. She also noticed that her pussy was now free of hair.

She then walked down the street. In a city park, there were two guys and two girls playing basketball. The two guys were wearing nothing but speedos, socks, and basketball shoes, and, although their erect dicks seemed to be more like eighteen inches long, they were fully contained by the speedos. They were also extremely buff and toned. The girls, on the other hand, were even more interesting. Both of their breasts were approximately K-cup. One was wearing a red bikini, and white high heels that were at least seven inches high, which, of course, didn't bother her in the least. Janice was amused to find that there was a Nike swoosh on the side of the high heels. Looking closely, she noticed that the girl had, in fact, orgasmed several times while playing, and, although she seemed extremely pleased, she continued to play like nothing was happening. Janice saw that there was a small knob, similar to the ones on her panties, on the side of the bikini bottom. Just as Janice was watching this, she stopped the game for a second, and took off her top, revealing two huge globes that bounced and swayed, as well as seemingly floating in mid-air. The other girl was dressed up like Emma Peel, in a one piece black rubber catsuit, which completely covered her from the neck down, although concealed nothing. The catsuit had, built in, gloves and quite modest (heh) six inch heels. She was also seemingly orgasming while playing. Everybody seemed pretty good at basketball, although their styles had to be modified somewhat. The game then ended, and the two guys took off their speedos, revealing their huge cocks. Then both girls picked a guy, and took in their full dicks in their mouths. After the guys shot their load, they then switched, and went at again.

Janice turned her attention elsewhere. She a couple of business men exit an office building. She figured they were business men, after all, they were wearing ties (but no coats or shirts), and, of course, speedos. She watched as they walked past a blue stop sign....uh-oh. Janice looked around, and, yup, all the stops signs were now blue. She wondered what other types of random changes had occurred...

Meanwhile, Susan was walking home from school, when she saw something on the ground ahead of her. It was the amulet...

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Susan immediately recognized the magic item, and snatched it up as fast as she could. "Hmm... I wonder how much magic this thing has... and how much magic that bimbette Janice has used so far..." No sooner had she spoken when she immediately saw the whole picture.... the old woman, the bikini contest and most importantly, she saw that the 2.5 billion women with massive, jiggling, massively ponderous breasts was a totally artificial creation.. along with the fact that every man had almost 2-foot-long penises. "What a waste!" she spat. "she could wish for nearly anything... she could've eradicated world poverty, wiped-out disease, stopped wars... and she squandered it all on giving guys bigger cocks and gluing high heels to our Well... now this little crystal has fallen into the hands of someone with brains enough to actually do something more than just parlor tricks... what can I do first?" She tied the ornament around her neck, letting it rest on the curvy horizontal shelf of her massively, thrust-out breasts. She stepped into a coffee shop to sit down and think... the motorized dildo inside her whirred to life immediately, and she gasped in pleasure as she sat down. The male patrons were nonchalantly reading their papers, with their tire iron-sized dicks sticking straight-out. One of the waitresses inside the shop bent-over a table to pick-up a plate of croissants, and gave a startled yelp as she burned her bust by dipping a fraction of it into a cup of piping-hot tea. As she embarassedly wiped the brown stain off her overtaxed crop-top, the other waitresses giggled at her faux pas. Susan thought-out her plans... "first off... I could change the entire human race to do my bidding... I could get unlimited wealth and power... I could become a Goddess!" she smiled at the thought... "While I'm doing that... men have always dominated women... and now that every man is so built, they dominate us gals even more... I have to reverse this... make all women many times bigger and stronger and smarter... and make men smaller and weaker and more feeble than women ever were... make it so that shrimpy, weak little MEN slave away to please only US..." suddenly, she saw the already-damaged amulet begin to glow and vibrate on her bosom... "The new era of female supremacy begins now!" she smiled grandly to herself as the men and women around her already began to change...

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As the amulet glowed sparks shot out of the crack and sputtered. Wen all of the sudden a wormhole opened and a figure emerged. I was a man but not the kind of man Susan had seen of late. He was fully clothes in a black suit was about five foot nine and did not have a two foot erect penis in front of him. He held out some sort of remote control and aimed it at the amulet, a beam of light hit the amulet and it stooped glowing, the transformations Susan was inducing were stooped in progress. the women had become a little larger and the men had started to become smaller. "Hello Miss. I am Agent 549 of the Multidimensional Affairs Division, We work closely with the I.M.P. in your universe. I was surveying your universe when my sensors detected a massive dimensional shift I traced the signal here". "You see that amulet you hold there in your hand? It is capable of altering reality to the owners specifications, it was just recently used to alter your world so drastically the amulet cracked and created a parallel world, a world where the women have massive, jiggling, breasts was and men have two foot long penises. Along with several other changes from your "Mother Reality" "Dammit that Janice, if she had stayed with small changes, this guy wouldn't be here boring me to death and turning off my amulet" Susan knew he had turned off the amulet because it was no longer responding to her thoughts. "Miss, if I did not shut the amulet down when I id it would have imploded and destroyed thousands of parallel realities" said the stranger. " Oh so what are you going to do now?" asked Susan. " I'm going to return this universe to the way it was before the split and put a restraint on the amulet so this sort of thing wont happen again." the he pulled out his control and pointed it at the amulet and everything went white...

...Janice walked into her econ class as the center of attention. Everyone looked at her now incredibly sexy body with awe. She made her way to her seat brushing up against as many boys as possible. Looking around the room she saw many potential people to transform, but on the top of the list was her teacher Ms. Brubacher. This econ class mostly contained the more popular people from the High School, cheerleaders and athletes. Then the amulet glowed and Janice realized everything; how things got out of control, the world changing, Susan getting the amulet, and the restraint the agent put on the amulet. "Gee Guess ill just have to eliminate envy one case at a time, and not try to change the whole world at once"!

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Everything faded from white to black, and then Susan opened her eyes. She was sitting in her desk, watching the other students stream in. Nobody seemed to be wearing speedos, and most of the girls were in regular sneakers again. Everything was back to normal. Everything, that is, except Susan.

She gazed down at herself and gasped in amazement. Her breasts were jutting out, covering most of her desktop with creamy, jiggling flesh. And judging from the way her knees kept bumping against the desk in front of her, she guessed she was taller, too. A LOT taller.

A quick check of the other students convinced her that no one had noticed the change. For that matter, no one even seemed to notice the fact that, until moments ago, the planet had been populated entirely by sex fiends and boob-heavy bimbos.

Reaching down into the cavernous cleavage between her breasts, Susan panicked as she realized the amulet was gone.

"My god, that's right! That guy said he was going to return the universe back to the way it was before the amulet cracked! Janice had the amulet before it cracked, and so now she has it again... I probably stayed transformed because I was wearing it when he reset everything.

Suddenly, the motorized dildo in her came to life. Susan gasped and quickly orgasmed once, twice, and a third time. Everyone in the classroom stared at her as she tugged at her shot-glass sized nipples and slowly stopped panting.

She looked up and realized everyone was looking directly at her, in a complete state of shock. She blushed deeply and ran out of the room.

It took her breasts a full minute to stop bouncing and swaying when she finally got to the restroom. She was pretty sure she had caused more than a few spontaneous ejaculations on the way. She analyzed herself in the mirror to survey the damage done.

"Damn," She thought to herself "I look awesome!"

Her breasts looked like a pair of watermelons. "No," she thought... "I've never seen watermelons this big or this SEXY!" She had also realized during her run down the hallway that she was a bit over six feet tall now.

Thoughtfully, she looked at her arms and gently flexed her bicep. She was rewarded with a softball-sized bulge of rock hard muscle. "Allright! I got to keep some of the changes I made, too!"

Her vibrating dildo and butt plug chose that moment to spring to life. Susan was instantly brought to wave after wave of earth-shattering orgasm. With great difficulty (and some reluctance), she removed her panties and put them in her purse.

"Okay Janice, you slut. You put me into this porn-star bimbo body, and you're gonna pay." She flexed again, and smiled as the seams on her sleeves began to develop small tears. "...And then, I'm gonna take that amulet, and give her a taste of her own medicine. And who knows, maybe I'll get to be a goddess after all!"

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Susan made her way back to her class and sat back down, she noticed several of her classmates eyeing her as she walked by. "Holy shit Susan what happened to you, your tits are huge and you've gotten taller!" said Stacy, Susan's friend. " I don't know Stacy I just got up this morning and BOOM, must be a growth spurt" Susan replied, but she really knew that bitch Janice did this to her, although Susan was becoming quite pleased with her body, the boys in her class were trying to look like they weren't looking at her, almost as if they were afraid the huge busted amazon would beat them to a bloody pulp if they were caught. This is going to be great Susan thought to herself as the bell for class to start rang.

Then, a man in a black suit entered the room and sat his briefcase down on the teachers desk. "Hello, my name is Mr. Smith, I'm afraid Mrs. Fleming had to leave town on personal business, so for the rest of the term ill be your teacher. "holy shit!" Susan thought "that's Agent 549, the guy that set the universe back to the way it was". Well, almost Susan thought as she looked down at her two huge tits, I wonder why he's here. The class went on "Mr. Smith" picked up the physics lessons where Fleming left off, and at the end of class as Susan was leaving he called to her. "Mss. Mowery would you please come here, their is something I need to discuss with you".

"Who Me?" Susan said with a shaking voice, she didn't know what this guy was going to do, maybe he would vaporize her because she knew his secret, or maybe he would erase her memory and turn her back to normal ether way she was terrified. "Yes, come here," said the mysterious man "Miss Mowery, you do remember me, do you not?". "Yes, you're Agent 549, you changed everything back to the way it was." Susan replied. "That's partially true, I only reset the universe back to its last stable position, and as you can see there were some lasting effects, your body remained unaltered due to your exposure to the amulet, but that's beside the point, you see there are three amulets and I am here to retrieve them and take them back to the Multidimensional Affairs Division".

"And how does all this have to do with me?" Asked Susan she was looking down at him, there must have been at least 5 inches difference between them, this was the first time she had gotten a long good look at the man and noticed that he probably younger than he looked, he carried himself older but he actually looked to be about her age, and when he talked to her he looked her straight in the eye, she couldn't remember the last time a man looked her square in the eye, ever sense she had breast it seemed like people were always talking to them instead of her, and now with hooters the size of watermelons it seemed even less likely, still their was something about this guy that made Susan strangely attracted to him.

"I am asking for your help in getting the amulets, in return you can have one of them and set yourself up as ruler of this planet if you wish, this planet is of no interest to us other than the amulets". 549 continued "You will be able to do with this world as you wish, as long as you stay with in reasonable guidelines and not create another catastrophe like before". Susan thought for a minuet, "Hmm, I agree, but on the condition that I take care of Janice personally". "Terms accepted, then its settled we have a deal" replied 549 "You help me get the amulets and you get the planet to do with as you please"

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Janice was shaken, she couldn't believe that she let all of this happen. She had to get back at Susan. What could I do to Susan to teach her a lesson? I know, thought Susan, She wants to be this amazon with big tits, well I'll give her one wish. She'll get the big tits, but she'll be far from an amazon. I think that Amanda's treatment will do. And with that the Amulet started glowing.

Janice noticed nothing different about Susan, other than the changes that were left over, as their Econ class ended. Janice went to the bathroom and no one else was in there. She thought that was strange when the door opened and the old lady who gave her the amulet walked in. "Janice", she said, "You must be more careful with your amulet. Please don't change more than a few people at once, and watch that Susan. She seems to be hooked up with Caster Vorghes. He claimed to be with the I.M.P., which doesn't exist, and took the first amulet away from Sara. Now he is claiming to be Agent 549 of the Multidimensional Affairs Division. He's really just another witch like me, he a little nuts that all. But, he has Susan all confused, first he told her not to change the world, now he is promising her that she can rule the world if he gets the Amulets." Janice asked her, "What do I do?" The old lady walking out of the bathroom said, "Be careful, I'm watching."

Janice went to meet Eric in the weight room for some extracurricular activities. Susan left her Physics class wondering how she could get the Amulets. Her breasts felt funny. Susan decided to go to the bathroom to get a closer look at her breasts. When Susan entered the bathroom she though it was unusual that no one was inside, but she went over to the mirror and removed her shirt. Her tremendous chest was bursting out of her bra. She removed her bra and noticed that her breasts were growing, she felt like they were filling. Her chest grew from a G cup to what looked to be an M cup, she needed someone to suck them. The door of the bathroom opened and two freshman girls walked in. Their jaws dropped, they were only 4'8" and 5'1" and had no chests to speak of. They saw this amazon girl with an incredible chest and no shirt. Susan ordered them to suck on her chest. The girls obeyed and latched on to her breasts.

Susan was having so many orgasms that she didn't notice that her breasts were getting smaller. When the two girls were finished, Susan's chest was a B cup at most, but both girls had chests as big as basketballs and their hair was long enough to touch the ground. Susan looked at herself and got angry, she looked at the girls and was ready to kill them when she felt a strong need to eat. She then put on her now too large shirt and ran into the cafeteria.

Janice and Eric were eating lunch when Susan came running into the Cafeteria. Janice noticed right away that Susan's chest was gone. Susan kept grabbing food and stuffing it in her mouth. Janice wondered how big Susan's chest would be when Susan gets down to 4'1".

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As Susan continually stuffed her face, she realized her breasts were growing again. She looked around the cafeteria, and noticed Janice and Eric were sitting together on the other side of the room, laughing at something.

Susan suddenly felt a cold chill run down her spine. "She knows!" She thought to herself in amazement. "Janice knows I'm competing with her, and she's put some kind of curse on me to slow me down! I have to find the other amulets soon, and break the curse before I get too heavy to walk..."

Ignoring the gnawing hunger within her, she got up and left the table. She was shocked to realize her breasts were back up to a DD cup, although they were still dwarfed by the loose, baggy bra that still hung around them. Each step of her Barbie-like feet caused them to jostle around against each other, causing an almost unbearable wave of pleasure crashing through her lean, muscular body.

Running off to a less populated hallway, she saw the heavy metal door to the boiler room. With a quick look around to make sure no one was watching, she grabbed the heavy metal padlock and snapped it off with one quick tug of her muscular right arm.

"Damn," she thought to herself, as she flexed a hard, round bicep. "These muscles are a lot stronger than they look!"

She entered the boiler room and shut the door behind her. The fabric of her clothes brushing against her tawny skin was driving her insane with lust. "I have to concentrate," she said to herself, undressing quickly. "Can't let this curse get the best of me. Concentrate... Concentrate..."

She stood naked, in the middle of the room, collecting her thoughts and trying to meditate. The temptation to fondle herself was enormous. She could feel her breasts still slowly inflating from the binge in the cafeteria. Fighting to control her breathing, she slowly entered a state of meditation.

She could sense the heat of the boiler to her left, and a slight breeze from an air vent in front of her. Extending her senses a bit more, she realized she could hear students upstairs, chatting and returning to class. There was something else, though... something she couldn't quite hear, but something she could FEEL.

"The amulet." She whispered. Perhaps because of her exposure to it in the alternate reality, she could sense its location, feel it's power throbbing at the edge of her consciousness. "Now, where are the others?" She reached out further, until she could feel a second spark of power at the edge of awareness. "There," she whispered, "It's nearby... below me?"

After lunch, Janice and Eric decided to skip the rest of the school day. "What happened to Susan today? She looks almost as good as you now! " Janice sighed. "It's a long story. Lets just say she got ahold of the amulet for awhile, but everything is okay now." Just to be certain, Janice made a mental scan of the school grounds. There she saw Susan, hiding in the basement somewhere, trying not to masturbate. She grinned at her handiwork and returned her attention to Eric.

"Is that a lead pipe in your pants, or are you just happy to see me?" Janice giggled, stroking the enormous bulge that reached down to Eric's knee. "You ought to know," He replied, gripping her left nipple forcefully. "You put it there!"

Janice realized neither one of them could wait until they made it to the car. With a simple thought, she made Eric and herself invisible and inaudible to the rest of the school. Then she grinned and started unbuckling his pants.

"Whoah! What are you doing," He hissed, trying to pull her hands away from his crotch. "Not here!" Janice winked and made her clothes shimmer and disappear. Reaching down, she grabbed one fat nipple and hoisted it up to her lips. "Yes, honey, right here..." She sucked hard, bringing herself to an immediate orgasm. Eric almost came in his pants. Students and teachers walked down the hallway past them as if they weren't even there. "C'mon, baby... I've got the power to make your dreams come true. When I say 'here and now', I mean it!" She smiled and winked again. Eric's leviathan cock sprang forward as his pants disappeared. Grabbing her other nipple in his mouth, he stepped forward a bit and brushed her wet sex with the engorged head of his cock. She moaned and shuddered.

"You know, I think I can get used to having a magical girlfriend real fast!" he muttered, as they began to thrust and moan wantonly.

Susan sat back and rested a moment. Just yesterday, she never would have imagined herself naked in the boiler room, digging a huge tunnel through concrete and red clay with her bare hands. But now, here she was. Her breasts were almost too large, even for her well-muscled body. Without someone to suck them, they continued to expand until they were the size of beach balls, with apple-sized nipples dribbling milk at a constant rate. "What size bra would I wear with these babies," she thought to herself momentarily. "A Y-cup? A Z-cup? Hell, the way they just sit out there, a bra would be kind of redundant." She knew if she didn't get someone to suck her soon, she'd go insane. But then, perhaps the amulet could help her remove this curse...

Just then, someone burst through the door and wedged it shut behind him with a nearby broom handle.

"Who's there?" Susan shouted, trying to think of a place to hide her insanely developed body.

"Um, it's just me, Mike Davenport," the intruder called out into the darkness. "I'm sorry to disturb you, and I'll be gone in a second..." Just then, there was a boom as someone very large on the other side of the door tried to kick it open. "Goddamn jocks," he muttered, leaning into the door to keep it shut.

Susan suddenly felt sorry for the guy. He was obviously a nerd. Normally, she would mock him and push him out into the hallway to meet his doom. Recent events, however had turned her into an outcast, just like him. They actually had something in common.

Mike was loosing the battle with the bullies on the other side of the door, when someone stepped out of the darkness and helped him wedge the door shut. He couldn't be sure who it was, because of all the tit flesh blocking his view of her face. She was obviously a friend, though, so he kept his mouth shut until they were sure the jocks were gone.

"Wow. I thought I was a goner, there. Thanks, lady... whoever you are." Susan smirked as she watched him try to tear his eyes off of her naked breasts. "Shut up and suck me, kid." She grabbed the back of his head and pulled him to one enormous nipple. He didn't complain. He sucked hard, and Susan fell into the first of many orgasms.

An hour later, he was unconscious on the floor, and she was down to a measly K-cup.

She went back to digging with a renewed fervor. It didn't take long to find the amulet now that she could actually move around her chest. She put it around her neck and laughed as she felt the curse release her. No more hunger, and the horniness subsided. She quickly wished for a 'cloaking field' around herself, so that Janice could no longer trace her movements. She imagined herself taller and even more muscular, and sighed when nothing happened. "that's right," she said to herself. "I can only affect other people with the amulet. At least I got stuck with a great body!

She sat down on the floor and began to contemplate her next move, and she watched Mike start to change as her breast-milk took effect...

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Mike laid on the floor shivering as the breast milk started taking effect. Susan looked on with interest, "This had not happened to anyone else who drank the milk" she whispered to herself. Indeed it was different, Mike was now convulsing on the floor with beads of sweat dripping from his forehead.

Suddenly he stopped moving and a glazed look came over his eyes. Susan looked down and noticed that Mike's clothes were starting to look a little tight. She took off his shirt and pants and watched in fascination as Mike started to transform. He started gaining mass on his chest and his hips and losing it on his waist. His brown hair seemed to burst out of his head and gather in a pile behind his head. The bones in his face started to become more pronounced and angelic. She looked down farther and noticed the mounds on his chest were starting to swell. But Mike chest was not swelling as much as it was inflating! His nipples started to expand as the flesh behind them started to grow.

Susan noticed that the growth was different then had occurred in her breasts. When Susan and the other girls breasts had grown they had more or less growth in circumference and length. Mike's breasts appeared to be growing more out than around; like the balloons that clowns uses. Slowly, steadily, Mike's breasts started to rise. Susan continued to watch in fascination as Mike's breast topped out what must have been a 36DDDD with nipples the size of saucers.

Susan glanced up at his eyes, Mike still had that glazed look. As she continued her visual inspection passed his breast and now tiny waist she saw what could only be a huge erection in Mike underpants. Even after all her numerous orgasms she found that she was still horny. She knelled in between his legs and pushed back his underpants, Susan got another shock. Down below Mike straining 8" erection was a huge clitoris!!!

" Boy, this is going to be one mixed up guy" she said. At that Mike seemed to stir and come back around.

"What happened" he whispered. His voice was now two octaves higher.

"How do you feel?" inquired Susan. "Can you stand?"

"I think so." whispered Mike. He was still very groggy and not sure where he was or why he felt funny. Susan grabbed him and gingerly picked him up. The first thing Mike noticed was the that girl next to him was naked from the waist up and had the nicest chest he had ever seen . The next thing Mike noticed was that he was naked and there appeared to be a nice chest, albeit smaller than Susan's, attached to himself. At first Mike thought that this must be some kind of a gag or a bad dream. He reached down at his lovely huge nipples and started to instinctively grab them. Instantly, they grew angrily erect and pushed out an inch and almost as thick as his pinkie . Mike still couldn't believe his eyes. He became fixated on his own nipples and the low grade electric charges that they seemed to be emitting. Mike realized he had never felt this horny before. He instinctively reached down to play with his cock when he felt something dripping down his leg. He grabbed below his cock only to discover a large wet slit. He desperately wanted to see what it looked like, but due to his breast size that was not possible. During this escapade Mike was oblivious to Susan presents. He finally snapped out of his revere and look at Susan.

"How did this happen?"

Susan looked at the former nerd who now had the body of a siliconed centerfold and the face of a young Sofia Loren and wondered what she was going to do with him. Maybe he could use him in her plan.

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Susan looked at the monster Mike had become, and almost took pity on him. She thought to herself maybe I could use him better if he was more, well normal. Mike was busy exploring his new body, and seemed especially fond of his newly sized manliness.

"You've got such wonderful breasts, and you still focus on your penis" Susan remarked.

"It's just so big" Mike replied.

Susan thought maybe she could absorb all of Mike's womanliness, returning him to simply an over endowed man, instead of a beast. She was only a K cup anyways, she could use 20 or so inches. But Mike's breasts where quite huge, she could absorb 20 inches and there would be still plenty of flesh left. What could she do with all the extra flesh?

She looked down at Mike still fondling his large, but not yet enormous penis.

"Perfect." She said aloud.

Mike's Clit started to shrink and Susan can feel it adding itself to her already huge one. (If this worked then Mike would have no problem filling it), then Mike's breasts slowly deflated and a building pressure in Susan's huge chest and Mike's crotch grew and grew....

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as Mike's breasts slowly shrank and hardened into a pair of mighty pecs, and his prong became longer and thicker than a baseball bat He stared in awe as his manhood began to outgrow even the most ridiculously-hung rhinoceros.. Susan's own mams began to swell to the size of fleshy, wobbly beer kegs... Susan began thinking 'well... I can't affect myself with this amulet... but maybe I can get HIM to change me. I have to make him WANT to change me... ' She grinned to herself... the amulet glowed as she changed Mike's sexual desires to suit her own plan... Removing the amulet, she handed it to Mike "here, put this around your neck..." He did so dutifully- one hand still playing with his massive erection. "Tell me, Mike dear... do you like... athletic women?" she asked him knowingly. He smiled grandly as his erection stiffened another degree... "Do I! God yes..." "Well... would you like it if *I* were a bit more... muscular? maybe a bit taller?" as soon as the words were out of her mouth, she started to grow... her already-respectable biceps began to bloat-up as new muscle magically appeared. Mike smiled "GOD yes... you're starting to look better already..." Susan sighed and nodded as she began to slowly get taller and taller, pouting her lips. She put her right hand behind her head and flexed her left bicep... "Would you like me to grow even bigger?" a large orange-sized mound of meat swelled on her arm... her stomach crackled as it tightened a hard as a washboard. Mike's began stroking his penis faster and faster... "I know you like this..." Susan cooed... she was feeling herself getting wet, too... she was now about 6 feet tall, and was now looking-down at Mike past her oversized boobs... her glutes got harder and leaner, her quads started to become ultra-defined.. and her body still became further engorged with muscle.. She stretched, trying to put-on a good show for Mike, who looked up at her, gawking... "Oooh... I LOVE being big and strong... make me bigger.... PLEEEEEEASE?? Won't you give me more muscles??" Mike couldn't stand any more, and wrapped his arms around her midsection, humping her leg like a dog as she grew even faster... after breaking 7 feet in height and sporting massive, football-sized biceps, she ripped the amulet off mike and put it around her neck. Easily separating Mike from her leg, she lifted him up by his shoulders a foot off the ground and said "Thanks, Mikey... that's JUST what I needed."

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While all this was going on around Janice, Jen had made her way back to her dorm. She couldn't believe the way she looked. "I can get any guy I want right now", she thought to herself as she entered the elevator. Mike, a good-looking guy who was very shy and only 5'4", was already in the elevator. Pauline, Nancy and Shari, three cheerleaders all about 5'6" and C cups, stepped in the elevator after Jen.

Nancy said to her friends, "Isn't that Jen? What happened to you, you look an eight year old with beach balls under her shirt." Jen responded, "This is the perfect body for me." Shari chimed in and said, "No guy would want to be with a girl that short or with breasts your size." Jen asked if it would it make them happy if she was over 10' tall with even bigger breasts. Pauline said anything would be better than what Jen looked like. Jen said, "Why don't you guys try it out and tell me if you wouldn't rather look like me."

With that, Jen's amulet started to glow. The three girls looked startled as they felt a stretching sensation. Jen watched as they grew, their bodies just stretched, they weren't growing proportionately. The girls' legs got longer, their stomachs stretched as they reached the 7' mark. Suddenly their breasts started to grow rapidly and by the time the doors opened, all the girls were 7'6" and had breasts the size of volleyballs. Nancy asked, "What's happening?" Jen responded, "Come to me in a couple of days if you decide the way I look is better."

The girls ran to their room and by the time they reached their door, they had to bend their heads to fit in the 10' tall hallway. When they opened the door they found that the only way to get in was to crawl on their knees with their breasts one behind the other because they were too wide for the door.

Jen turned to Mike and said, "You know, you never really say anything to me." Mike answered, "Well, it's not that easy being short, as a guy, I mean, you look unbelievable, but me." Jen looked at Mike and saw that Mike was holding a book in front of his crotch area, "Don't be afraid of me, I'll take care of you" as she pushed the book away from his crotch. His face turned red and Jen noticed that he was really small even for his height.

The elevator stopped at Jen's floor and she pulled Mike by his hand into her room. She said, "I can feel your emotions, you are embarrassed because you always wished you were a 6' jock with a big cock, well I believe in extremes so you might get more than you bargain for with me." Jen stripped Mike down and pushed him on to her bed. Mike didn't know what to do as Jen put her mouth around his cock. Jen kept sucking until Mike pushed her head away because he didn't want to cum in her mouth. But, instead of cumming, his cock grew to 6" long. Jen grabbed his cock and pressed it between her breasts, and started pumping.

When he was ready to cum again, but he kept it in between her breasts and felt it stretch again. He pulled it out and his cock was now 13" long. Jen told him that she wanted to feel him inside of her, but Mike said, "Your too small for me now, I don't want to hurt you." Jen told him that he should worry about himself and she'll worry about herself, as she mounted him, taking in all of his cock into her tight hairless pussy.

Jen pumped up and down, even she didn't quite understand how she could handle him, but she was having too much fun to care. They both started to climax at the same time, and Jen felt herself being filled even more, as they both collapsed into sleep. Jen woke up with an incredible feeling and noticed that Mike's cock was still in her and hard. She started to pump and again they both started to climax. Mike woke up with from his climax feeling his cock stretching again and Jen was in total ecstasy.

Mike pulled his cock out of Jen and couldn't believe he now had a 25" cock and Jen was somehow able to handle him. He stood up and realized he must be almost 7'6" tall with an incredible body and a huge cock. "How?" Mike asked. Jen answered, "Magic works in mysterious ways."

Meanwhile up in the other girls' room Nancy was saying, "How can we live like this? Maybe we shouldn't have made fun of Jen. She did actually look incredible." Shari said, "I always wanted to be tall, maybe we shouldn't look at this as a bad thing." Pauline said, "I wouldn't have minded having a larger chest, but I can't move like this." The three girls went to sleep wondering how they deal with this and not be too embarrassed going back to Jen and maybe ending up with a body like hers instead of this.

The next morning Jen's roommate Dina came in while Mike was standing and talking to Jen. "Wow, Jen I always knew you thought short girls with big chests were the best mix, but I thought you thought that my body was the ideal; 4'11" D-Cup. WOW! And I knew you like tall guys who are hung, but WOW! Your hair, your chest, your waist, your legs, your height. How did you do it and can you do it for me?"

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While Jen and Janice were having their fun Sara continued looking around the beach for people to change. Laura and Kate were lying down on their stomachs and noticed Sara walk by. Sara could feel what they were talking about. Both of them had lost their boyfriends to girls with big breasts, although they weren't even close to Sara's size. If they had bodies like Sara's then no guy would ever leave them. Both girls put their heads down and lay there tanning their backs.

Sara thought, I think I can do some good here, and the Amulet glowed.

When the girls finally decided to get up they looked at each other and noticed that their bikini tops were gone. Two guys finally passed by, and the girls asked them if they could help by getting some towels to place over them. The two guys put the towels on their backs and the girl's tried to get up, but their breasts were stuck in the ground. Kate said to Laura, "I can't get up, someone dig me out please." Laura said, "Me too, hurry" The two guys got more people to help and they dug the sand out from around the girls. When they finally got the girls loose they were shocked, along with the girls, at the size of their breasts...

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Then men's jaws dropped as they stepped back to look at Kate and Laura.

There before them were two four foot deep holes. Filling most of the hole was gallons of tit flesh. There was no way that either of the girls would ever be able to stand with that kind of weight, but if they could there breasts would reach nearly to there feet.

As the they began to over come there shock , the men looked from the girls gargantuan breasts to each other and back. As if on queue they each lowered themselves in the holes and began fondling the mounds of mams.

***

Further down the beach, Sara chuckled as she saw a portable crane being drawn down the boardwalk towards where she had left Kate and Laura to there new lives.

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As Sarah continued down the beach, she noticed a buffed jock followed by a scrawny little girl who did whatever he said. If he said bring her a beer, she'd bring him a beer, if he said to do a stupid dance she would. She was a little dull, ugly, but big hearted. She was convinced she could win him over with kindness when all he did was bully her. He even passed by looking at Sarah to admire the hooters on the girls that had just been lifted from the sand. Sarah smiled and thought that this would be an easy situation to reverse. The amulet glowed brilliantly, and the little girl started to change. Her skin flushed dark tan, and her legs stretched into long columns of thick muscle. Her breasts seemed to explode, striking the ground and filling up like waterballoons as her bikini top floated from the air onto her foot long nipple. Her back pulsed with muscle, her shoulders packed with sinews that would make Schwarzenegger look like a ninety pound weakling. Her muscular back lifted her ten foot breasts of the ground, making their perfectly spherical shape that at its lowest edge sweeps just inches from the ground, Her face settled into classical cheekbones and sultry catlike eyes which were hidden behind her gargantuan breasts. All the guys in the area dropped their jaws, including the Jock who ignored her before. She bends her arm, releasing a bicep that is easily five-feet high and looks at the jock menacingly, somehow doubling her breast size with the flexing of her pectoral muscles so that the huge nipple stops a foot from her tormentors face. "Take a good, look, because if you don't get a clue about how to treat people, if you ever try to chase me now . . ." She growled and actually flexed the powerful bicep everyone thought she was showing off before and watched it form a fifteen foot tall pillar of pulsing veins and throbbing muscle. Releasing her muscle her arm relaxed to something that resembled an oversized male bodybuilder and her tits heaved enticingly with agitation. "Now if the rest of you men know how to treat a lady . . ." She sighed hugely, sending an incredible ripple through her breasts. Within minutes dozens of men clustered around her and her former crush stood pale-faced and shaken. As she walked away the contrast between harsh dark muscle and huge soft breasts actually stirred Sarah in ways she never knew before. She wished she could give herself a body like that, but the more she thought about it, the more she knew she wanted to fuck a body like that. Her own II cups swelled with lust as she thought about fucking a woman that huge, and she realized that if it was justified, she could make her ideal woman, just to see. She knew she had some lesbian tendencies, but she'd never been this aroused before - but then she'd never seen a woman more muscular than any man with tits the size of weather balloons. She started to fantasize about a woman that was even stronger, bustier, sexier than the woman she just made, a woman that totally annihilates all the limits of the female - no the human - form. She started to get wet, thinking of tits towering over the countryside, nipples big enough to fuck her giant vagina with - and with that thought she sensed a presence in need, a lesbian presence, and somehow she knew . . .

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Susan truly enjoyed her bodies transformation, the strange mix of lust and intimidation that it invoked in all the men around her. She even found that in some ways she didn't need an amulet to change herself - the alterations she had convinced Mikey to give her seemed to include an incredible capacity for muscular (if not breast) growth. To test out her newfound muscles, Susan tried to lift an old rusting school bus in fairly deserted region. It hurt like hell at first, but she could do it. In fact, she found that after bench pressing the thing, it seemed light. When she examined her muscles afterwards she gleefully discovered that they had expanded. In twenty minutes of exercise she managed to expand her biceps to the size of a jumbo beach ball. The thought of what her body might do if she worked out like a pro body-builder made her wet - but she knew there would soon be nothing heavy enough - or could she make things heavy enough? With the amulet she could alter things density and weight - maybe she could make barbells that way about as much as a bus, later a semi - truck; who knows? She smiled evilly. It is only befitting that a goddess be truly superior to her subjects - and working out would invoke the tension and the wrath that would help her formulate her plans. Getting followers would help too, and she knew just the place * * * The new woman made a sensation at Gold's Gym - with her 90NN breasts and a physique that made the most muscular man cringe, Susan showed off with a set of lead dumbbells with weights the size of small cars. She only needed to curl her arm 20 times and the bicep was . . .well . . . much much bigger. Of course her weights were even heavier than they looked, she compressed the lead making it super dense by the time she made it up to the fifth repetition of twenty her flexed bicep would reach almost a foot above her head. By working her pecs she managed to effectively double her breast size - she marveled that now her tits were probably larger than when she was trying to dig around them, but her body was so powerful that they didn't bother her. But now this was getting draining, now it was time to have a little fun. She decided to give the men around her the same "option" she gave Mikey - to make them desire her as she wants to be and give them the pendant - it wouldn't take long to reduce the whole gym into a bunch of sex slaves worshipping her incomparable might. It was then that the other woman walked in, the woman that Sarah had transformed. Equipped with (including pecs) twenty foot breasts and muscles that towered high over her own. She watched slack jawed as the woman seemed to bee able to expand her musculature just by strenuous stretching and flexing - good lord in the past five minutes alone she managed to push fifteen foot biceps (which didn't look like they should be able to get that big, maybe six feet at the most) to some number she could only guess - at least thirty feet because the woman lined herself up so her bulging bicep could go out a door or a skylight. Her tits were so huge, but they didn't even seem to be the slightest hindrance - and the same guys that she intended to sexually master were mooning over her. This had to be the work of the other amulet, she could feel it. She decided to approach the sensuous behemoth and take her knowledge, and then if possible without giving herself away to the other pendant bearer, take her strength (and those fabulous tits) and magnify them in herself. A goddess cannot have competition. She wanted to know what this woman saw- so her pendant flashed and the fact that there was a third pendant bearer was revealed to her - she also knew from this woman's memory, that she looked quite lustfully towards her creation. If she could master a second pendant, she could easily crush that bitch Janice - or maybe she could wipe out her amulet and crush her by hand. Whatever the case, if she could become as sexy in that woman's eyes as this muscle bound sex pot was, the rest would be easy. The pendant flashed again, infusing her target with inconsumable lust for a woman bigger and stronger than she is, and a strong attraction to Susan. She walked over to her, actually getting a little wet as she saw her towering biceps shoot through the open door with each pump of her arm - good lord, adding a few inches of muscle every-time. Susan bent over this woman's huge tits, admiring the hard ridges of pectoral muscles as they worked themselves into inconceivably huge softness, ten feet of fleshy tit. Susan licked the woman's gigantic breast and a humongous nipple sprang to life at the end of the orb, and a pleasurable moan came out of her throat. She kneaded the nipple savagely before she slipped the pendant around her thick neck and then started working her own muscles into these humongous tits like a baker kneads dough. "You want a woman as big as you are don't you. Bigger even, much bigger. You want to mash your tits against hers and writhe against her giant muscles don't you. The men in the Gym stopped working, many of them openly masturbated as the woman's tits expanded, ripping a hole in her makeshift exercise bra for her three foot nipple to peek out of. The pendant glowed, and Susan felt her body erupt with power. she suddenly stood over ten feet tall, with breasts filling the room and mashing against her former rival. Her biceps bulged so much that even when they lay relaxed at her side they were over 30 feet long. and she could feel that every movement was only increasing her power. She rubbed her ten foot nipples against the woman's three foot nipples, their nubbly force bending against each other as Susan forced their tits together. Men surrounded them, pumping cum at them in a perfect ring, and she wondered where this was coming from, her or the woman she gave the necklace to? Suddenly there was a flash, and the two women merged into one colossal being with the pendant somehow shining in liquid form in its eyes. An almost grotesque mass of inconceivably huge muscle and even more inconceivably huge tits accepted the flying sperm graciously, allowing all the men to enjoy the glory of her bare body for one more moment before constraining it in a gold binding that vaguely resembled the decorations on tutankhamans tomb. What stood among them was a goddess, even constrained in These glittering garments, her breasts spread above and beyond the gym by at least a hundred feet, and her biceps where equally tall, ten times taller than her ten foot frame. Even more impressively, she seemed to grow with every move, with every gesture she surpassed what she was in both measure and meaning. She was cloaked in invisibility to all but her new servants, immaterial to everything except what she wished to touch. "I am become Nineveah, the goddess of female glory. Serve me well and I will give you pleasure beyond your wildest dreams fail me and I will grind you into dust. You have honored me with your semen, now you must drink of my twin holy founts to seal the pact. Those that drink of my left nipple shall be matchless in strength, and those that drink of my right will be matchless in their ability to ensnare through lust. Nineveah inhaled, bursting her breasts gold entrapment and tripling their size. The men latched on to her breasts and sucked violently. Her tits seemed to stretch on and on, swelling larger, passing through building like a ghost, the passengers of the heavenly mammaries equally immaterial as they wrapped themselves around the huge nipples. Random people that encountered the swelling tits joined in the process, eventually they spread across the globe, hidden from even the most powerful of eyes, for she was a goddess, and her tits must spawn her armies. She flexed her muscles as a sign of her power, and they stretched so far into the heavens no on could see where they ended. Then she shrank and shrank until she looked much as she did when Susan and Janice's creation first merged, her face darkly passionate, her matchless body in a skintight black bathing suit that reduced her tits to a mere sixty feet long. her biceps peaked at the same point as her tits as they lie at her side, but she knew the slightest move would begin another chain of expansions which would cause her to mask her power again. It was pathetic to have to pretend to be limited, but as long as the other amulets existed, she is robbed of complete dominion. Now It was time for a seduction, it was time to merge with the second Amulet yet again. It was time to break the world with the dominion of lust and envy. She tried not to let her breasts free as her servants male and female built up her lust by sucking and fucking them by the dozen - by now her true tits and muscles had the power to crush the planet if made corporeal- only when she orgasmed did she lose enough control that her titties spread across California and into the oceans - but that was a minuscule slip in the grand scope of her majesty, and as long a she could restrain herself long enough to invoke pure desire at her fractional release in the hands of the amulet bearer, it was enough control. For now, her servants would be satisfied with ten foot nipples and quivering mountains of boobs - but in the end, the would receive the biggest rewards in the universe.

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We'll have to excuse that interruption, now where were we?

***

Further down the beach, Sara chuckled as she saw a portable crane being drawn down the boardwalk towards where she had left Kate and Laura to there new lives.

Sara went into a bikini shop looking at bikinis. She noticed that there was no possibility of finding one that fit her. She would just use the amulet to create one for her.

She looked behind the counter and there were two girls about 17 or 18 years old, very skinny and no breasts to speak of. Sara thought to herself, "That's why there are no good bikinis for the more shapely girls. Maybe if the store employees were well endowed they would make better bikinis."

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The amulet glowed and the two workers clothes stretched absurdly, popping the bikini top off one, and stretching the T-shirt of the other to the breaking point. Both girls blushed deeply and looked down on their new mams: they were somewhere in the I-cup range, just about the size of Sara's. The one with the stretched T-shirt let out a little shriek and ran into the changing room to assess the damage. Oddly enough, the one with the now naked bosom just looked at her expanded breasts, seemingly fixated by her own cleavage. If the sudden growth hadn't garnished enough attention, the turgid nipples and round aerolae caused drooling and more than a whollop of envy from many of the other girls in the area. Sarah was shocked. She hadn't thought about the consequences of this, especially if the girls didn't particularly want bigger breasts. Now lust and envy surged around her and she didn't know what to do. Should she expand the breasts of the other women too? No, she'd just end up in a never ending cycle of breast expansion because there would always be a new source of envy. She knew she shouldn't have started this just because of her need for a new bra, but at the same time she thought about some of the women that were her size already, or the two girls that she gave four foot breasts to. The problem wasn't the store, or the store's employees, it was the men and women who ran these companies. They designed and advertised clothes for women who were as thin as toothpicks; absolutely ignoring the fact that not only were some women bigger, but many people (both male and female) actually liked it that way. There were a thousand different standards of beauty, of course envy would reign in a society that only advocated one. Of course changing that would be a huge undertaking, and at the moment she had other troubles on her hands. Sara touched the amulet and learned a little more about the two women she just expanded. The one who ran into the changing room was actually very upset - could you believe her boyfriend actually liked women with a flat chest? The girl who seemed transfixed by her own hooters apparently not only had a desire for large breasts for herself, but a deep, hidden lesbian need to fuck a woman with huge breasts. Her own change pulled this need out to the conscious level and it really disturbed her. Sara couldn't believe how complicated this was getting, and decided that the best way to resolve it was to awaken a desire for each other in these women - maybe that would make one feel good about her lesbianism and allow her to teach the other to actually like her big tits. The amulet flashed again, and the sex vixen that stood admiring her own breasts entered the changing room to console her weeping friend. She smiled when she heard the weeping turn into moans, and moans into sighs, and, well, you get the idea. Sarah was still bikiniless and befuddled. Then inspiration hit her, why not make her own store? One for the mammothly endowed? She could employ and cloth the two crane-lifted tit-goddesses she made on the beach, and provide a source for larger women! Of course she still had work to do along the beach (which might just give her more customers). The more she thought about it, the more she liked the idea. Why not make a little money while doing good? She could "create" a manager with her best interests in mind, and go about her work elsewhere. Besides, with the way her two lesbian love-birds were going at it in the dressing room, they might need a new job soon anyway.

This Continuous Story is continued in part 3