Note: This story was dynamically reformatted for online reading convenience.
 
 DoppleGanger Ch I, II, III

   Author's note: I started this as ChangeMe and ChangeMeII, but decided to
repost the whole thing under a different title.  The idea that came to me
one day is turning into something bigger so I wanted a better title.

   Enjoy the story, and all that Copyright stuff??  The story is mine, if
you reproduce it somewhere, please let me know... 
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   Chapter 1

   You'd think this would begin like most stories...."It all started when I
was a child...".

   Nope.  It all started a few weeks ago when I woke up without a dick. 
Yup, you read correctly.  I went to sleep with a johnson and a set of
balls, and I woke up with a peach.  To say it was strange would be an
understatement.  I didn't figure it out until I went into the bathroom,
pulled up the lid and proceeded to piss all over my legs.  The boxers I had
gone to sleep in had felt a little big, but I didn't really notice until I
pulled them down and pissed on myself.

   I looked at myself in the mirror, then down between my legs, then the
mirror, then my legs about 20 times before my heart started hammering in my
chest and I had to sit down.  I reached a hand between my legs and felt the
folds of skin that had replaced my 8 inch snake.  Distracted as I was by my
lack of cock, my hand did what it does naturally when it finds a warm pussy
in front of it, it began to play.

   The waves of pleasure that rocked through me made me bite my lip and
arch my back.  The moan that escaped my lips was still that of a man, but
the feelings that coursed through my body were not.  I continued to play
with my self, inserting a finger into my now wet slit, rubbing my other
hand over my clit until I had the most mind blowing orgasm of my life. 
Instead of tingling all over and then the feeling rushing out of my penis,
I felt a bomb go off in my groin and set my body on fire.  I collapsed onto
the floor, breathing heavily.

   As I came back to reality, I decided that a shower would clear up my
head as well as the pee still on my leg.  Stripping off my tshirt exposed
my hairy chest and developed pecs.  It was disconcerting to see a manly
upper body with the plumbing of a woman.  Shaking my head, I turned on the
shower and waited for the water to warm up.

   I ducked in and wet my body, my hands running over my chest, arms, and
legs.  It all felt the same except for the plumbing.  I washed my legs off,
soaping up my pussy to get it nice and clean.  It started to stir the
feelings in me once more.  "What the hell..." I said to myself as I soaped
up my butt with one hand and played with my clit with the other.  I moved
the soapy hand from my back to my front, soaping up my chest.  I pictured
the woman I had been with the night before and remembered a trick or two
that had driven her wild.  Bending slightly, I slid two fingers into myself
while I rubbed my thumb across my clit.  I remembered her bountiful chest
heaving back and forth as she moaned.  As I approached my second orgasm, I
felt the muscles in my chest soften and ripen into two delicious looking
breasts.  I turned into the water and washed the soap off.  The hair on my
chest had gone with the soap, leaving me with a set of beautiful breasts.

   My jaw dropped as I squeezed my left nipple and felt a rush of pleasure,
enough to pair with the stimulation of my pussy and send me over the edge.
I collapsed to the floor, two fingers still inside me.

   My mind raced.  "Could I change my shape??" I caught my breath, rinsed
off and got out of the shower.  Looking in the mirror, I saw my head, broad
shoulders, two perfect breasts (they looked about a 36D) a flat hairless
stomach, a luscious pussy and two strong and hairy legs.

   I took a deep breath and concentrated on my face.  I imagined what I
would look like with no five aclock shadow.  Nothing happened.  I imagined
what I would look like with long hair.  Nothing happened.

   I took a second and realized I had been going about it the wrong way.  I
thought about Angela, the woman I had been with the night before.  The
breasts I was oogling, were exactly like hers, even down to the two
freckles under her left nipple.  I imagined her body, her thin waist, her
heart shaped ass, her supple skin, her long auburn hair, her green eyes...
I closed my eyes as my body began to change.  I could feel my shoulders
shrinking, my waist coming in and my hips going out.  Along with the
physical changes were emotional and hormonal changes as well.  My thought
patterns changed.

   When I felt it was done, I opened my eyes and saw Angela standing in
front of me.  A slow lazy smile parted my lush red lips.  I put a hand on
my hip and winked, and giggled when I saw my reflection.  The giggle even
sounded high pitched.  I stood there in amazement.  I was 100% woman now.

   A thought intruded into my pleasure.  "Can you change back??" I bit my
lip in a cute pout and thought about it.  Well, no better time than now.  I
thought about what I looked like last night before I went to bed.  Suddenly
I felt heavier, stronger, masculine.

   I opened my eyes to see me in the mirror.  I said , "Hello" and heard my
normal voice in my ears.  Now that I had been so critical of my shape, I
noticed that I had a little paunch and that my upper body could use a
little toning.  With a mental nudge that was a lot easier than I thought,
my upperbody got bigger and harder and my stomach ripped into a washboard.

   Laughing out loud, I realized that I could do anything I wanted.  One
more experiment.

   I thought about Alicia, my ultimate fantasy.  She wasn't one woman, she
was many.  I had taken all of the best traits from women I had dated in the
past and combined them into one 'girl'.  She was the one I thought of in
the shower during dry spells with women.

   I put my hands on my chest and pictured her in my mind.  I kept my eyes
open as I saw the flesh on my chest melt and reform into a pair of 38D's.
The muscles and hair melted away from my china white skin as the hair on my
head got shorter, blacker and straighter.  Lips filled out and got redder,
nose thinner and a little longer, eyes slightly almond shaped.  The weight
around my waist moved lower on my hips as my waist drew in.  As my thighs
got more shapely and my eyes changed to green, I knew the transformation
was complete.

   "It's a question of picturing what you want to look like rather than
seeing what you would look like" I thought to myself.

   "You catch on quickly!" a voice inside my head spoke, with a hint of
laughter.

   Chapter II

   I blinked twice.  "I didn't just hear another voice in my head.  No,
definitely not."

   "Umm, yeah sweetie, you did.  You aren't imagining me, it's really
another voice in your head."

   The voice sounded female.  I rolled my eyes and thought about my real
form.  Once again, I was male, but with a much more toned body.  And
"Ahem", a longer, thicker rod.  I figure if this isn't real, I might as
well have fun.  And if it is and it wears off, I always wanted to be
bigger.

   Okay, so here is where I was.  I woke up this morning without a dick,
played with myself until I had a female orgasm (which blows away a guys
orgasm btw), took a shower and realized that I could shift my shape between
male and female.  Oh yeah, and now I was hearing another voice in my head.

   "That about sums it up sweet cheeks." I could almost hear the laughter.
"Where are you in the world?" the voice asked.

   "Houston, Texas" I answered out loud.  Well, I am sure that I could have
'spoken' in my head, but I was having enough trouble digesting the fact
that 15 minutes ago, I had a pussy.

   "Oh good.  You need to come see me in Austin.  Thank god it's not that
far.  The last one was in Seattle!!" "Last one?  Last one what?" "Don't
worry.  You gonna get your buns out here, or what?" "Uhh, I guess I don't
have a choice?" "Nope, you sure don't.  Get movin!" "Wait...Hello? 
HELLO?!?"

   Well, whoever she was, she sounded sure of herself, and cute!  What was
the worst that could happen?  Okay, wait.  No, I didn't just say that.  I
take it back.  Aww fuck.

   I got dressed in a pair of jeans and a teeshirt, grabbed my keys,
slipped on my sandals and sunglasses and jumped into my car.  I had a lot
of time during the four hour drive to think about what was happeneing to
me. Was I upset?  Hmm, no, not really.  Was I scared?  Come to think of it,
no.  Was I a bit freaked?  Awwww yeah boyee!  Got that one right.  I was 26
years old, I worked as a bartender, and I lived alone.  And oh yeah, I
could change sex whenever I wanted to.  Whoa...

   As I screamed at the top of my lungs out of the top of my convertible to
vent a little of the weirdness, I felt a little better.  I had decided
against changing while I was driving so I didn't cause an accident, and the
voice was silent, even after trying to speak many times.  I was driving up
into the hill country, getting close to the outskirts of town when she came
back into my head.

   "Getting close eh?" "Yeah, how did you know?" "it's a secret!" "Gawd,
okay.  Where am I going?"

   She gave me directions to a burger joint near 6th street that I think I
had been to once before.  I parked outside, put up the top, and locked the
car.  I stood there for a few minutes leaning against my car, trying to
calm myself.  As I was about to take the plunge, I heard her voice once
more, except in my ears instead of in my head and right behind me.

   "Oooh, nice buns..." she drawled slowly.

   I turned around to face.....Alicia.

   (For those who didn't read the first part, Alicia isn't real except in
my head.  She is a combination of several women I have dated.)

   My jaw dropped as her grin got wider.  She walked up and shut my gaping
jaw with one long, red painted fingernail.  She was just as I had imagined
she would look like.  She had her ample chest incased in a tight white
teeshirt, ass-hugging shorts, short cropped black hair, and sparkling blue
eyes.  I was totally speechless.  She wacked me in the butt as she walked
by me and said, "Come on..." as she walked into the restaurant.  I shook my
head and followed her luscious bouncing booty into the joint.

   She walked up to the hostess stand, caught the girls attention and gave
her name.  She turned around and moved back toward me.  She put her hands
on my shoulders, pushing me into the seat and sat in my lap.  She wiggled
for a minute, making me harder than I had ever been in my life.  I felt the
blood rush away from my brain and into my pants as she whispered breathily
in my ear, "Don't change here, okay?  We are just going to talk..." She
punctuated the last word with a lick of her tongue along the outside of my
ear.  I slid my arms around her and pulled her in closer as her tongue
teased my ear.  This went on for a few minutes until they called "Nikki?"
and she popped off my lab, grabbing my hand and pulling me towards the
front.

   The hostess was checking us both out the whole walk to the table, not
even hiding the fact that she was staring at Nikki's endowments and my
package.  She sat us in a corner and told us our server would be with us
shortly.  We looked at the menu's, ordered meals and drinks, and then she
turned to me once the waiter had brought our drinks.

   "You, my friend, are what is known as a Doppleganger." She smiled and
sat back taking a sip of her drink, letting it set in.  I'll admit I knew
very little about it except for the monster in D&D that looked really
funky.

   "So I can change my shape into anything I want?  Male or Female?" She
nodded.  "Not just either sex, but combinations, extra parts, fantasy type
stuff." I was confused.  "You mean I can be a Furry, with two dicks and a
pair of tits on my back?" She grinned and didn't say anything.  Okay, this
is really strange.

   "Why?" Her expression turned sweet as she said, "We can help people who
deserve it.  Plus, our powers wane if you use them only for self-benefit."
"So what....  We fulfill people's fantasy by becoming what they most
desire? How?" "I don't know how it works.  You'll begin to hear a person's
thought who is deserving.  How that is determined, I don't know.  It'll
start as a whisper and get stronger as you search them out.  Once you
figure out who the subject is, you'll be able to see what they are most
wanting, most desiring."

   Conversation turned to neutral things as the waiter brought the food,
taking several extra moments to put her dish down so he could stare at her
nipples poking through the shirt.  We ate and talked about music, and other
things.  Finishing up the meal, I paid the bill and turned to her saying,
"You said we, and our.  I take it that you are one too?"

   She smiled and nodded.  "When a 'new' one of us is created, the closest
one usually gets a special feeling.  You and me, and a girl in Seattle are
the only ones I know of in the US.  There are plenty around, just not sure
how to find any others unless I get a 'call', you know what I mean?"

   I nodded, not really understanding the specifics, but I caught the
general idea.  "So what do I do now?" She grinned wickedly and slid across
the booth until our thighs were touching.  She wrapped her arms around my
neck, pushing her cleavage against my arm and whispered in my ear once
more. "We go back to my place, do some experimenting, and enjoy ourselves,
yes?" She finished the sentence with another lick of my ear, but this time
she slid it into my ear.  I never thought a wet-willie could turn me on,
but my cock was rock solid in 30 seconds flat.

   I dropped the money for the bill, took her hand and made my way to the
exit.  We practially ran into the parking lot and over to my car.  She let
go of my hand and kept going yelling, "Follow!" I jumped in my car, pulled
out and saw her red camaro reverse quickly and turn, peeling out of the
parking lot.  The sexual tension had been building throughout dinner was so
thick you could smell it in the air.  In fact, as I was driving, I could
smell something distinct still.  I wondered about it for a few minutes
before hearing her voice in my head.

   "It's our scent.  You are more animal than human really.  Know about
pheremones?" "Yeah, what about them?" "You are more sensitive to them now.
" "So you're saying I can smell you from back here??" She giggled, saying
"Yeah.  Besides, if you weren't sensitive to the pheremones I am giving
off, you should be able to smell my hot, wet, pussy from back there anyway.
I have never been this fired up in my whole life.  You better be ready my
friend...."

   My mostly hard dick turned to granite in my pants as we sat at a light.
She was staring at me in her rearview mirror and winked as the light turned
green.  She made a left turn and pulled into the second driveway.  I pulled
in right behind her and shut off my car.  I climbed out as she ran up the
stairs, beckoning me with her eyes.  The smell in the air was even stronger
now that we were close, it was almost intoxicating.  I locked my car and
pelted up the stairs after her.

   I practically ran through the open door into her foyer and heard it slam
shut behind me.  She was standing there against the door with a look of
pure lust in her eyes.  The smell in the air was intoxicating.  It was the
smell of flowers, and spice, and for lack of a better term, pure heat.  I
felt slightly light headed as I moved back to the door and smothered her
lips with mine.  Her tongue rammed down my throat as she wrapped her arms
and legs around me.  I put my hands under her ass and held her against the
door, grinding my hips into hers, losing myself in the ecstasy of the
moment.

   She moaned deep in her throat as her hands gripped my shirt by the
shoulders.  She clenched her legs around my waist as she ripped her hands
up and out, taking my now tattered shirt with her.  I leaned back in shock
as she dropped the tatters of my shirt and ended up flat on my back two
seconds later as she swept my legs out from under me.  There was a wild
look in her eyes as she made short work of my jeans and underwear.  She
licked her lips as she exposed my fully erect johnson.  The head was
purpled and swollen as she slid a hand around it and caressed it lightly.
Her touch was so light, it made every inch of my dick yearn to be inside
her.  She licked her full red lips and engulfed my turgid member between
her lips.  She sucked on the head as her tongue licked into the hole in the
tip.  Her hand was beginning to move faster and faster as my senses were
driven wild.

   I began to gasp and moan and writhe on the floor as her head dipped
lower and lower with each stroke.  She began to moan deeply in her throat
and play with my balls as I teetered near the edge.  She must have known I
was about to come because she jammed my whole cock into her mouth and down
her throat, her tongue bathing the base of my cock with warm saliva.  I
screamed her name, "NNNNNIIIIIKIIIIIIIIIIIIIIIIIIII!!!!!!!!!!!!!!" and blew
the most powerful orgasm into her waiting mouth and down her throat.

   The next thing I knew was the feeling of her mouth on my cock once more.
She was cleaning it up as it began to relax and go down.  She looked up at
me and realized that I had come back from the planet she had sent me to and
kept playing with my spent member as she moved up and gave me a long wet
passionate kiss.  I could taste the remnants of my seed in her mouth, and
smell her powerfully once more.  The kiss became deeper and more passionate
as I reached for her heaving chest.  She broke the kiss and stood up.

   "You can't do me right on the floor, come on." She reached down and gave
me a hand up, I fairly flew off the floor she was so strong.  Something was
not what it appeared for a girl of her size to pull me up so easily.  She
must have been reading my mind when she said, "Questions later, Fucking
now..."

   Chapter III

   I dismissed the thousand questions that were bouncing around in my head.
It was easy to dismiss because of the shapely ass gliding quickly down the
hall in front of me.  Her apartment wasn't huge, but it was nicely
furnished.  I passed a bookshelf in the hallway as she passed into her
room, pulling off her shirt as she went around the corner, grinning wildly
at me.

   I turned the corner and got the best ass shot a man could ever ask for.
She was bending over pulling off her pants and her pantyclad buns were just
itching to be clutched.  I ran my hands over her hips and back over her
perfect globes caressing her skin as I hooked my fingers in her panties. 
She stood up as I pulled them down and I almost fell over as I was
overwhelmed by the smells emanating from her.  It wasn't fishy or nasty, it
was pure sex.  A earthy musky scent practically poured out of the cleft
between her legs as I knelt in front of her breathing it in.  I felt her
hands on the sides of my head urge me upright into a standing position.  I
felt like I was in a dream, standing here with the woman of my dreams,
naked, her wanting me.

   The gleam in her eye said just about everything that needed to be as she
took my hand.  She pulled me towards a kingsize bed in the corner and sat
me down gently.  The look on her face was loving and gentle as she said,
"I'll answer everything later, just make love to me, okay?" She smiled as I
just nodded, unable to speak.

   We climbed to the middle of the bed where she laid me down on my back
and climbed on top of me, straddling my hips.  I could feel her pussy on my
erect member, it was hot, wet, and ready for lovin.  She put her hands on
my chest and slid her hot pussy up and down along my cock, coating it with
her slick juices.  I could feel the heat emanating from her loins as I
breathed in her scent, stronger than ever.  I put my hands on her hips and
lifted my head slightly, licking her left nipple as it passed close to my
face.  Her face changed from a dazzling smile to a sexy moue as she pursed
her lips and said, "Mmmmm, again." Suiting her wishes to actions, I pulled
my right hand off her undulating hip and cupped her firm warm breast.  The
areola was surprisingly small, but her nipple stuck out like a small
finger, inviting me to suck on it.

   I caressed her tit as I licked the nipple and got the response I wanted.
She sucked air in between her teeth and shifted her hips forward.  I licked
it again as she positioned my nine inch member at the opening to her pussy.
I pulled my hips down and seated the head in the folds of her labia as I
began to nibble and suck on her nipple, my left hand pushing down slighly
on her hip.  She had the same idea in mind as she moaned and slid slowly
down my cock.  I couldn't believe how slick and so tight her pussy was, we
both moaned in unison.  I noticed another smell now as we worked my cock
into her tight wet pussy, I had a feeling that it somehow came from me. 
She was biting her lip and breathing heavily as our pubic hair meshed
together, our hands locked in each other's flesh.  I felt like I was having
a whole body orgasm or something.  I didn't feel like I was going to
ejaculate in the next few minutes, but my whole body felt like it was on
fire.  Every nerve was so sensitive, I swear I could feel the folds on the
inside of her pussy.

   She rocked her hips slightly, her mouth open in a silent "O" of
pleasure. I reached up and stroked her nipples, causing her to gasp loudly.
"OH man, I can't take it....fuck me hard and fast baby, I HAVE to come!!!"

   Not wanting to argue with a sexy goddess, I managed to push her over
onto her back without dislocating her hips and keep my dick sheathed in her
pussy.  She was urging me loudly now, "Now, now now...hurry!!!" As I pulled
my cock out until the head was just inside her slit, she screamed with
pleasure.  The head of my cock was swollen and almost painful.  A nice hard
fuckin would take care of that.

   I pushed back into her, her head thrashing from side to side, her mouth
open in a silent scream of pleasure.  I began to piston my cock in and out
of her, making her massive globes bounce wildly.  I pulled her legs up to
my shoulders for a different angle and really started ramming it into her.
Her loud 'Oh Oh OH OH's' were the only counterpoint to my animal grunting
as I fucked her.  I could feel the walls tighten in her cunt as my balls
started to twitch so I pulled her legs apart and practically lifted her off
the bed, slamming my meat into her waiting hole.

   Her eyes shot open and she looked at me.  I nodded telling her I was
almost there.  She smiled and cried, "Yes Baby!  Now Now!!!OH GAWD!!!!" and
arched her back as I came with her, dumping a gallon of semen into her
waiting vessel.  I collapsed onto her and rolled partially to the side, my
body still moving inside her.  I could feel the heat of her body, but
strangely the scent wasn't as strong.  I could still smell it, but it was a
lot fainter.  What I smelled now was sex and sweat, and it smelled almost
as good.

   I kept my dick inside her until I felt it go soft and slip out of her,
our breathing gradually slowing.  She shook her head and turned to look at
me, smiling.  She stuck out her hand and said, "Hi, I'm Nikki Quinn, and I
am a doppleganger." Her grip was strong as hell, but I forgot it as I
almost fell into her beautiful blue eyes.  She giggled, making her large
mammaries jiggle and shake.  I felt my cock begin to stir once more.  I was
amazed by the effect she was having on me physically.

   She rolled away from me and off the bed, and walked thru another door I
imagined was the bathroom.  I heard the tap running and laid back to get my
bearings.  I was lying on a kingsize bed facing an entertainment center
that did NOT look like it was bought at IKEA, a flatscreen tv with a stereo
and DVD player next to it.  The vases that had been set at different points
in the system looked expensive, as did the silk sheets I had just loved
this goddess on.

   There was a small table next to the bed with a picture of an older man
in it.  He gave me more of an Uncle or Father feeling than boyfriend.  He
was grayhaired, and looked about early 50s.  I laid back on the bed as she
came back out of the bathroom, crossed her arms over her chest and smiled
at me.

   "Guess you have quite a few questions, but let me try and fill you in
first, it'll take a lot less time."

   I nodded and she leaned back against the door.

   "You can assume any shape you want at any time." She suited actions to
words as this large breasted blonde morphed into a six foot black man with
an enormous penis.  My jaw dropped and she chuckled in a deep melodious
voice.  She continued, "You may change as much as you like, but there is a
limit.  You MUST fulfill fantasies as you become aware of them, this is
really important." Her skin changed color and she shrank once more into a
female form.  She had changed her shape into that of a small japanese woman
with straight black hair and the same blue eyes.  The curves were not as
exaggerated as before, but she was curvy where it counted.  I found my cock
coming back to life.

   "I ignored a fantasy once, and I was stuck in the form I had assumed
until Sheila called me, she's the one in Seattle.  We can be with one
another and give fluids back and forth without having to spend any, but
it's dangerous to go too long in one shape as you might get stuck."

   She began to shift again, this time her hair was brown, and she was more
plain looking.  "You can always assume your original shape without worrying
about it, but who wants to be plain??" She grinned and her shape changed
slightly, her breasts becomming firmer and higher, her waist coming in, and
her hips flaring slightly.  Her hair shone more and curled a bit until she
was stunning once more.  "It's the fluids that you secrete that help you
change.  Every time you fulfill a fantasy, the person's fluids replenish
yours and help you to change, understand?"

   I nodded saying, "I use the fluid to change into whatever they are
thinking about, and it's replenished everytime they come, right?"

   She nodded as her body changed once more, this time shocking me a bit.
The man I saw in front of me was the man I saw in the mirror every morning
except for two things.  His eyes were blue where mine were green, and his
dick was thicker and longer.  Nikki spoke with my voice saying, "Close your
eyes and smell me.  See if you can pick up on my fantasy.  Don't force
yourself", she added as I began to tense up.  "Just smell me, and try and
let your body flow with it."

   I relaxed and began to inhale her scent once more.  The first thing I
noticed was that it didn't smell all that great to me and it was different
than before.  As I began to try to separate the distinct smells out, I felt
my body begin to change.  I sat up on the bed and moved to the side so my
feet were flat on the floor.  As I felt myself getting shorter, the smell
changed.  It got less bitter and a little sweeter.  I pulled in my cock and
exchanged it for a labia and vaginal canal.  The smell began to get nicer
and nicer as I changed the plumbing inside me to have ovaries instead of
scrotum, mammary glands on top of my pectoral muscles.

   As I continued to separate the smells out, each one almost telling my
body what to do, the smell got sweeter and stronger.  I felt my skin tingle
and my hair began to grow and kink into tight curls.  When I felt that the
change had finished, I opened my eyes to see Nikki smiling at me.  I looked
down at myself and realized that I was a dark skinned black woman.  I
looked in the mirror on the back of the door and saw a beautiful woman
staring back at me, high firm breasts capped with chocolate colored areola
and nipples the width of a dime.  I stood up next to Nikki and turned to
stare at my firm ass and shapely thighs.  The smell in the room became more
powerful as I looked at him putting his hands on my shoulders, his cock
stiff, poking me in my lower back.

   I looked up at him, "Your smell changed as I became a woman.  Is that
because you didn't want to be with a man?" He nodded.  It was strange
seeing me standing next to me.  Come to think of it, it was strange to see
me staring out of a luscious black woman's body.  His hands tightened on my
shoulders as he whispered, "See if you can smell/feel what I want.  What is
my fantasy?  Relax and let it flow, your doing great..."

   I closed my eyes and turned around to face him.  His hands stayed on my
shoulders, not leading me in any direction.  The scent coming off of his
body was setting my pussy on fire.  I could already feel my juices
lubricating the folds of my labia, just aching to be touched.  As I sorted
out the scent I began to understand some of what he wanted.

   I turned him and moved him back into a chair near the bed.  He sat down
with a grin on his face and a gleam in his eye but said nothing.  My pussy
was really starting to itch as I climbed onto the edge of the bed and sat
down with my legs spread wide apart.  I cupped my left breast, bringing it
up to my lips so I could lick the nipple.  I swore I felt a spark pass
between my tongue and my nipple as I sucked the long fleshy thing into my
mouth.  My eyes never left his as he began to stroke his cock slowly.  I
squeezed my tit while I sucked it, and slowly slid my hand down to my
waiting pussy.  I teased myself by running my fingers around but not
touching the velvety folds of my waiting slit.  I got more and more turned
on, finally sliding a finger deep into my cunt.  The effect it had on him
was amazing to watch, and set my skin on fire.  There must be some kind of
correlation between the fantasy coming true and the effect it had on me. 
Obviously part of his fantasy was to watch a beautiful black woman
masturbate.  I needed to figure the rest of it out now.

   I slid in a second finger and pushed my thumb against my clit.  I moaned
loudly as I thumbed my clit each time I pushed my fingers inside myself.  I
watched him and 'reached' out for his scent.  The affect that it had on me
was amazing.  I felt my ass set aflame.  My anus got itchy and hot, and I
got more and more turned on.  I kept up the fingers in my pussy until I
realized that he wanted to fuck me in the ass.  I came just thinking about
it, arching my back and squeezing my tit with a loud "Oh".  As I came down,
I slid my fingers out of my cunt.  I pulled my leg up higher on the bed,
spreading my legs even further.  Looking over at him, he was massaging the
end of his cock with his hand, it was the size and color of a plum.  Never
taking my eyes off of his beautiful cock, I pulled my cheek to one side and
slid one slick finger into my hot waiting asshole.

   "Oh my god..." was all he moaned and started jacking off faster.  "Save
it baby, you wanna fuck me in the ass, right?" I was amazed at how sexy my
voice sounded.  I was pretty amazed that I was getting hot and horny about
being fucked in the ass by a man, but I was following the scent.  I
reasoned that the body I was in was behaving the way it should because when
I looked up again, he was out of the chair and up next to the bed.  He
inhaled deeply through his nose, picking up the scent that was emanating
from me.  It was a mixture of my body's scent and my hot pussy.  I kept my
finger going in and out of my ass as I reached over with my other hand and
brought his big cock to my mouth and licked the head.  This sent fire
through my body and I engulfed his dick until I felt it hit the back of my
mouth.  I pulled up slightly and jammed the whole thing into my throat.

   His moaning was accompanied by his hands pulling my cheeks apart and his
tongue licking my puckered anus.  I got his dick all nice and slippery with
my saliva and turned around so my knees were on the edge of the bed.  I put
his cock head on the eye of my ass and licked my full lips.  "You wanna
fuck my ass huh?  You ready for my tight little ass?  You want to shove
your big meaty cock in my little asshole?" He just nodded and pushed
forward, guiding it in.  It was pretty uncomfortable until the plum shaped
head popped into the opening.

   It felt like nothing else I have ever felt before as he slid each
massive inch of his cock into my hot horny ass.  He pushed in an inch, came
back, pushed in two, came back two, pushed in three, and so on until I felt
his balls rest against my slit.  I dropped my chest down to the bed so my
tits were mashed on the bed and turned my head to look back.  The look of
ecstasy on his face filled me with a burning need.

   "Oh god, what the fuck are you waiting for you bastard?  Fuck my
butthole!  Fuck my ass with your hot meaty cock!  God damn hurry up and
fuck me!!!"

   His eyes shot open and almost rolled back in his head as he grabbed the
globes of my ass and pulled almost all the way out.  He slammed back into
me as I shouted, "Yeah, like that.  Fuck me hard!  Fuck my ass baby, yeah!"

   I reached back and fondled his balls every time he bottomed out in my
ass.  Hearing him grunt and groan as he tried to pack every inch of his
cock into my willing ass was music to my ears, and fire on my skin.  Every
inch of my body was electric, mostly concentrated around the skin of my
asshole sheathing his pole.  I moaned "Oh god oh god....I am yours,
anything you want as long as you keep fuckin my butthole...Yes, fuck it
yeah fuck...fuuuucccckk!!!" I began to frig my clit as I felt his strokes
speed up and his cock get harder.  I knew he was about to come and I wanted
to come too.

   "Uh huh...  oh yeah BABY, come in my asss!!!  Dump your love in my
asshole...MMmmmmmm Ohhhhhhh!!"

   He jammed his dick deeper than ever and dumped pure fire into me,
setting my electrified body aflame.  I screamed at the top of my lungs as I
felt my spirit lifted into the clouds.  All I could feel was the fire
coursing through my body and a strange changing.  I was taking his seed and
making it into the fluid I needed.  Now I understood how it worked.  I
floated in pure bliss for a few moments more and finally fell back to
earth.

   He was lying next to me, his cock spent.  He was breathing heavily as he
began to change back into a woman.  I noticed that his smell changed as he
became she.  I let go of the body I was in and fell back into my old one. I
could detect two smells in the room now.  One was definitely me, and the
other was Nikki.

   "Well Kel, I think you've got the hang of it now..." she smiled as she
leaned over and gave me a kiss.  I felt energized instead of exhausted as
we kissed slowly.  I felt my desire stir slightly until she broke off the
kiss and pulled me off the bed, easily.

   She giggled, "Oh yeah.  That." I nodded, waiting for her to continue.

   "You will always have the same mass.  As you get smaller, you get denser
to pack it all in.  That's why it's easier to be short with huge boobs and
hips.  Before I started, I was about 5'11", so I have to pack it down a bit
to fit in this form." Nikki had assumed the body of my ultimate, Alicia,
once more.  "Since you like this one, I'll keep it for a little while."

   Her grin coincided with a surge of pheremones, causing the blood to
surge to my dick and get granite hard in seconds.  "How'd you like to try
my fantasy out on me?  I've never been fucked in the ass, and you sure look
like you enjoyed me sticking my cock in you..." I nodded eagerly, starting
to get erect.

   We walked into the bathroom and she reached in the glass door and turned
on the shower.  I noticed there were to shower heads and it was octagonal
in shape.  I smiled as she turned back around and looked at me.  "This time
it'll be a little different because we are just being together.  Our first
time was powerful for me because the fluid you gave me was so totally pure.
It's still awesome, don't worry" she added hastily.  "Lets come up with our
shapes together, okay?"

   "Sure thing, but if you want to go at it in the shower, you are going to
have to get taller, or I am going to have to shrink...Wait, why not both?"
She nodded as her legs lengthened a few inches and her hips became less
flared.  I noticed approvingly that her boobs remained the same size.  I
concentrated and 'pulled' some of my height inside me, making my chest more
muscular, my legs and torso a bit shorter, and my cock longer and fatter.
Her grin got wicked when she saw the size of it.  It was about the width of
an aerosol can and 11 inches long.

   "God damn baby, that's gonna feel so good..." she said as she closed her
eyes.  I noticed that her ass got rounder and fuller, I assumed she made
some changes internally to take me.

   She pulled me into the shower and we kissed while the massive pole
between my legs got harder and harder.  She began to shiver and pulled away
from my lips saying, "Oh my god, was your asshole itchy and hot??  Lets do
it...Fuck me in the ass baby....Oh my god!!!" She put a hand up to the
shower head and twisted something to make the water come from both heads. I
pushed her up against one wall and slid my hand between her cheeks as I
cupped her breast with the other and ran my tongue up and down the side of
her neck.  Her asshole was already softening and accepted three of my
fingers easily.  She moaned deeply, the want and need in her voice aparent
even without the scent coming off her through the water.  I let go of her
tit and used my hands to pull apart her cheeks.  As I set the tennisball
sized head of my tremendous cock at the opening of her ass, she pushed back
and sat down.  I slid all the way into her in one shot.  I felt her ass
tighten up around me and then some.  I pulled out a few inches and pushed
back in.  Her voice was gone, her breathing was heavy, and it looked like
she would put her fingers thru the tiles.

   "Do me Do me Harder Kel...Fuck my ass with your pole, fuck me really
really fast, oooohhhhhh" she moaned as I suited words to action.  Her
asshole was so tight that the friction was driving me crazy.  Deep hard
thrusts were punctuated by animal grunts from us both.  She bent at the
waist to take me deeper inside as I thrust all 11 inchest of hot cock into
her tight puckered ass.  I was pawing at her ass, leaving red marks in her
beautiful globes as I rode into and out of her perfect ass.

   Bringing the flat of my hand down on her ass drove her wild and turned
me on.  She was grunting with passion every time I stroked in and out of
her and screaming out my name as I spanked her.  She began to tighten up
even more as her voice raised in pitch to a primal scream.  I used my
heightened strength to good advantage as I grabbed her waist and picked her
up off the ground, jamming her up and down on my cock.  I fucked her in the
ass like a ragdoll, her legs and arms limp, her groans and moans reaching a
fevered pitch.  I finally exploded inside her and felt her pass out
completely.  I moved her up and down, slower and slower until I finished
spilling my seed into her.

   I slowly collapsed onto the floor with her in my lap.  My rod shrinking
back to it's 8 inch size and then going limp completely.  Her breathing
slowed gradually as she whispered in my ear, "Yeah Kel....huh huh....Yeah,
I think you've got it..."

   We sat in the shower for a while rinsing off, toweling off and sliding
into bed for some much needed sleep.
   End of Ch III.