★Memorable Author: [Rick Powers = Power Co] The Librarian by Character~collected

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If any of you are familiar with the Librarian series by the Power Company, it was one of their first and best stories.  However, there were a lot of storylines and characters.  In the next coming weeks, I will be posting the Librarian series by character/storyline.  I have not made any changes to the story, just made it easier to follow a single character.  I would recommend that you at least read part one in its entirety before reading these.

Stories in this collection:

Bill

Andrea and her Friends

Stewart

I hope you enjoy!

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The Librarian Character - Bill


Mary wasn't sure if her neighbor's name was 'Bill' or 'god'.  Those seemed to be the names she heard most coming through the wall at all hours of the night.  Unfortunately, Mary's bedroom and her neighbor's shared the same wall and all the noise from his bedroom made its way easily into hers.  And there seemed to be no end to it.  Sometimes the cries of joyous pleasure would keep her up until three o'clock and begin anew at seven.  All Mary could hope for was quick nods between the apparently athletic love-making going on inches away from her.  This gave her lots of time for reading, but over the days it built up an incredible resentment towards her unknown neighbor.

Finally, one day in late June, Mary's resentment came to a head.  As she was heading off for a day at the library, she saw that her car was being blocked by another car, parked askew in the driveway.  That was the last straw!  She knew from the noise the night before that Bill, or god, or whoever he was, was entertaining again.  And this must be the bimbo's car!  Mary plucked up every ounce of courage she had and stormed up to his door.  She rang the doorbell and then knocked as loudly as she could.  Instantly she regretted that last action as she felt a sharp sting of pain spread from her knuckles down her fingers.

As the door opened, Mary adjusted her horn rimmed glasses on her narrow nose.  "What!!  What th' fuck's..." a huge young man bellowed as he tore open the door.  He caught himself mid-sentence when he saw he was looking at a thin, meek looking woman, "Ahem ... I mean, what's wrong?"

Mary stared in awe at Bill..  He was well over six feet tall and incredibly handsome.  He was wearing only boxer shorts that barely hid the remains of a very large hard-on.  His chest was so wide and thick that Mary had to fight an unconscious urge to reach out and stroke his hard pecs.  Muscles swelled up in all of the right places.  But his blond hair and blue eyes riveted her to the spot.  All thought of why she was standing there totally escaped her.

Mary opened her mouth to speak, but all that she could think of to say was, "Umm..hi! I'm your ... neighbor .."

Just then a gorgeous young blonde woman walked up behind Bill.  She was wearing only a short cropped t-shirt and tiny shorts.  The shorts exposed her long, tanned and trim legs while the small top accentuated her ample breasts.  "Oh, sorry.  I guess that's my car that is blocking yours.  I'll move it in just a sec.  I've got to get going anyway, I've got an aerobics class."

"But ..." Bill started looking confused and let down.  Bill seemed to be a man of few words, Mary noted.  Then her mouth went dry and her heart started pounding as she watched the young woman press her body up against Bill and stroked his chest.

"I'll be back, lover," she cooed into his ear while her hand played its way down his stomach and headed for his enlarging crotch, "I always finish what I start."

Just as Bill reached for the woman's bulbous boob, she pulled away, slipped on some tennis shoes and bounced out to her car.  With a roar of the engine and a wave of her hand, she was off down the road leaving Mary and Bill speechless on his front step.

"Well, nice to meet you ..." said Mary as she extended her hand.

"Bill, Bill Mallory."  Bill finally remembered some manners and shook Mary's hand.

"Nice to meet you at last Mr. Mallory.  I'm Mary Ende.  Umm ... sorry about the interruption.  I guess I better be going now."

"Hmmm ... yeah, nice to meet you ma'am." replied Bill as he scratched his head.  This was a very confusing morning he thought to himself.

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Just then, Mary heard some voices coming through the wall.  Bill!!  Her mind was instantly fixed on one thought: she had to get inside that man's shorts!  She didn't care if he had another woman in his apartment, how could anyone compare with her?  Her confidence soaring, she strode out her door and over to Bill's apartment.  She noticed that the sun was just rising, and realized that she had been up all night without knowing it.  She had been totally absorbed in what she was doing.

Mary knocked loudly on Bill's door and waited for his sleepy response.  Bill finally opened the door wearing boxers and a sleeveless t-shirt. 

"Hi, remember me, I'm your next-door neighbor ..." Mary started to say.

Bill looked at Mary's face, barely recognizing her without her glasses, and said, "Oh shit!  I'm sorry ...  did we leave the car in your way again ..."  His question trailed off as he finally noticed what Mary was wearing and how gorgeous her body looked today.  How had he missed that body before?  He blinked his eyes, trying desperately to clear his vision so that he could see this amazing woman clearer.

Mary, noticing where Bill's eyes were staring, lifted her striking chest a little bit higher and turned lightly to the side so he could get an even better view of what she was offering.  "I'm sorry to bother you, but I just had a sudden craving ... for eggs ... but I'm all out."  She held her slender arms behind her back like a shy schoolgirl, which only accentuated her breasts more as they strained at the fabric of her swimsuit, "Would you happen to have any?"

"Ummm ..." Bill fought hard to control his thoughts, "eggs ... I don't know, I'll ... I'll go see.  I'll be right back, I mean, c'mon in, I mean, I'll go see."

Bill disappeared into the apartment, stumbling over things as he made his way to the kitchen.  Mary stepped into the apartment and looked around.  It was a typical college student's apartment.  Posters on the wall (mainly of leggy and busty models posing with bottles of beer), clothes flung around, empty pizza boxes in the trash, old rental furniture.  One difference was a large free weight machine that could be used for squats, bench press, and cable exercises.  And there were lots of weight plates and dumbbells scattered around.  Also there were lots of pictures of football players and a San Diego State Aztecs football jersey hung up by them.

Bill came back from the kitchen, "Uh, sorry, I don't have any eggs.  Would you like some pizza?"  He continued to survey the gorgeous woman in his apartment as she turned around inspecting the premises.  Had she really been living next door to me all this time without me realizing what a babe she was, he thought to himself.

Mary was over by the shrine to Aztec Football, "Is this you in all of these pictures?"

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"Uh, yeah," Bill held out his chest and walked over to where she was pointing, "I'm a linebacker for the Aztecs.  That's me, number 55." Bill said as he proudly pointed to a picture of him making a crunching tackle.  "I'm a fifth year senior this year, and I'm getting lots of attention by some of the pro scouts."

Mary drifted over to the weight machine, "So you must work out all the time, you have to be pretty strong to make tackles like that, don't you?"

"Yeah, I lift for about an hour a day."  Bill stretched his arms behind his head and flexed them, obviously trying to impress Mary.  "I'm one of the strongest guys on the team."

"Really?"  Mary stood behind the bar that was loaded down with weight plates on the bench rack, "I just started working out a few weeks ago.  How much can you 'bench'?" Mary asked trying to sound interested.  All she really wanted was to rip his boxers off and make wild, passionate love with him like she had heard him do so many times from the other side of the wall.

"400"  Bill replied, "That's what's on there now.  Say, if you ever want to come over and join me ... for a workout, or if you've got any questions ..."

"Bill!"

Bill and Mary turned around to see his girlfriend standing at the door of the bedroom, holding a sheet to cover her.  Even with a sheet around her, there was no denying her beauty and assets.  The twin bulges on either side of her hands were testimony to her large breasts while the draping sheet curved gracefully over her small, sexy hips.  Still she was no match for the knockout in the bathing suit that was making conversation with her boyfriend.

"Bill?  What's going on?"

"Oh ... Jacquie!  Uh, this is my neighbor ..." Bill tried in vain to remember her name.

"Mary, Mary Ende," Mary stepped toward Jacquie and extended her hand, "Hi.  I didn't mean to disturb you, but I was just looking to borrow some eggs from Bill."

Jacquie felt a sudden, strange surge of emotion as she looked at Mary.  Jealousy?  Anger?  No, decided a shocked Jacquie, she felt an almost instant attraction to this beautiful woman.  Her nipples quickly grew harder as she momentarily fantasized about what this woman would look like naked.  But then she just as quickly brought herself out of her reverie.

"But I guess he doesn't have any," Mary said, embarrassed at being caught by the other woman.  "So I suppose I'll just run down to the store ..."

Mary's sentence was cut short as she was overcome by a strange sensation.  She felt a certain warmth emanating from her chest.  It went down her legs, out through her arms to her fingers, and across her back.  She looked up at Bill and Jacquie but she was so overcome by the feelings that she was unable to say anything.  She looked back at the large mirror that Bill had hung by his weights.  Her mouth dropped open once again in shock and surprise. She could actually see her muscles growing!

First, small bulges appeared in her forearms and calves.  As they continued to grow, it looked like the muscle was spreading up her arms and legs.  Thin blue veins became darker and thicker as the strange phenomenon went on.  Soon, Mary and the others could see veins as thick as pencils protruding from her upper arms.  As the magical growth kept on, her thighs began to practically balloon out as inch after inch of powerful muscle was added to them.

Something else was ballooning as well.  Bill, spellbound by the sight in front of him, became incredibly aroused and his quickly stiffening member gave silent testimony to it.  As he unconsciously held himself and began slowly stroking his erection, his movements caught Jacquie's attention.  She tore her eyes away from the astonishing vision of Mary growing, to stare open-mouthed at her boyfriend's reaction.

"This is turning you on?" she asked her dumbfounded boyfriend.  "Muscles on a woman turns you on?  Five minutes ago I couldn't lick you back to life, now you're hard as a rock!"

"Yeah, I guess," replied Bill sheepishly as he strained to keep his hands off his throbbing cock.

"Well, you're sick!" Jacquie looked at him in horror.  "Muscles on a woman just looks so ... so ..." she turned back towards Mary, "Oh my god!!"

In the short while that they had turned away, Mary's growth had accelerated.  Her expanding pecs had stretched the swimsuit to the breaking point.  Her huge lats were forcing her arms out further and further while her arms themselves were growing thicker and thicker.  With a quick breath, her bountiful boobs burst forth, ripping the suit down the middle all the way down to her hard, defined abs.

Mary's quads had expanded to enormous size, each muscle bulging with power.  But they still led down to her tiny knee joint giving them an even more monstrous look.  Her calves were the size of grapefruits with the look of living steel.  Her back had gotten so thick and muscular and it tapered down so quickly to her small waist, that it looked like she was growing wings.

Mary was frightened, about to cry.  She had never expected anything like this to happen.  She had wanted to be attractive and confident, but now she was a .. she could hardly bring herself to think of it.  She was some sort of freak.  Sure she liked the way Rita's muscles looked, but compared to Rita, she was now a monster.

Mary tenuously raised her left hand and began to tighten her muscle.  Her biceps sprang to life, swelling her arm to nearly twice its original size.  Then she squeezed it harder and it grew more, and more!  She almost fainted from the size of the muscle she was staring at.  She had never seen an arm that size, even in the weight training books she had looked through.  But she had to admit, she was beginning to like it.  It was big, and hard, and powerful.  The longer she held her arm flexed, the more she liked what she saw.  She wasn't a monster, she thought to herself.  She was gorgeous!

A quick glance at Bill confirmed her feeling about herself.  Bill's raging hard-on was threatening to explode.  He was shaking in lust as he stood there staring at Mary's magnificence.

"You really do like my muscles, don't you Bill." it was more a statement than a question.

Bill nodded his head in embarrassed agreement.

Mary was puzzled.  "Why?  Jacquie said that it looks weird."

"Umm .. I dunno," Bill finally managed to put a few syllables together, "I think you look hot!  Like ... whoa!  Like you could take on my whole football team.  Can I ... can I ... feel 'em?"

"You want to touch my muscles?" asked a disbelieving Mary.  "Sure, c'mon baby, come here and feel these."  She flexed both arms in an incredible double biceps pose.  Then she turned to Jacquie and smiled a big radiant smile, "How about you?  You still think that muscle on a woman is ugly?"  Bill was touching her biceps, feeling their unbelievable hardness and size, running his hands over the high peaks and her bowling ball shoulders.  "C'mon Jacquie," she purred, "come and feel what a real woman feels like."

Jacquie was stunned by her boyfriends behavior.  Why was he ogling this woman and what was so thrilling about touching her muscles?  How could he think she was more attractive then herself?  Jacquie stepped away from the muscle goddess and her worshipper.

"All right then," said Mary as she lowered her arms and grabbed the edges of the torn swim suit, "I'll just come to you!"  With a loud rip, Mary tore the stretchy material completely off her body and let it drop to the floor. 

Jacquie stared in amazement at the woman walking toward her.  Every muscle was accentuated and flowing as she approached.  Jacquie was hypnotized by her awesome body.

Mary reached up and gently grasped Jacquie's wrists.  With no effort at all, she pulled the woman's hands down and then behind her back.  Jacquie had actually been struggling with every ounce of strength she had, but Mary was so incredibly powerful that it looked like she was offering no resistance at all.  The sheet that Jacquie had, drifted to the floor revealing her beautiful body with her tight, toned muscles and big breasts.  Her nipples were already fully engorged and sticking straight out towards Mary's perfectly formed and slightly larger nipples and boobs.

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Mary held Jacquie tightly against her as their large breasts compressed flat against each other.  A slight flex of her pecs let Jacquie know that there was a lot more strength that Mary could be applying if she needed to.  Jacquie had never before been held like this by any of her boyfriends, even Bill, who was by far the strongest of them all.  Mary held both of Jacquie's wrists with her left hand as her right hand drifted up to the back of her neck.  Then gently, but forcefully, Mary kissed Jacquie deeply and passionately.  Jacquie had never been kissed like this either.  Mary's soft, full lips pressed against Jacquie's with a gentleness that she had yet to experience from any lover.  Then Mary's long, super strong tongue invaded Jacquie's mouth, wrapping around the smaller girl's tongue and exploring the depths of her mouth, thrusting slightly like a lover beginning to enter her.

Meanwhile, Bill's heart was pounding along with his cock.  Right before his eyes, these women were enacting some of his deepest, longest held sexual fantasies.  He never realized it, but he had started lifting weights when he was 14 so he could meet buff girls and impress them while all the time secretly wishing that one would come along that could dominate him.  But the inconsistencies that society had forced on him would not let him recognize these desires, so he kept on getting bigger and stronger, never being satisfied with any woman he met.  He had almost started believing that he must be gay, until he saw this vision of womanly power in his own apartment.

Mary finished her erotic kiss and then held her right arm up, flexing her huge biceps until it peaked majestically.  She smiled again at Jacquie and released her wrists, still holding her against her bountiful boobs.  "So, Jacquie, what do you think of my muscles now?"

Jacquie tried to catch her breath after the best kiss she had ever had.  Then she caught sight of the massive arm that was just holding her, flexed in all its glory in front of her face.  She smiled a shy smile and began to stroke the mountain of muscle that was Mary's arm.  "Awesome,"  was all she could say for the next few minutes.  Then, "I want more ..." as she pressed her lips once more to Mary's.  Mary responded by lifting the woman in her arms and walking toward the bedroom, kissing her all the while.

"Hey!  What about me?" said a perplexed Bill.

The two women broke off their kiss and turned to see Bill standing in the living room with a huge, raging hard-on nearly ripping through his boxers. "I don't know," said Jacquie with a wink, "should we let him in, or is this club just for girls?"

"Hmmm ... he might be able to contribute to the festivities," Mary joked back, "but he'll have to lose those shorts."

Bill tore off his t-shirt and hopped after the women trying to drop his boxers.  He caught up to them and tackled both of them onto the bed.  For the next twenty minutes they explored each other's bodies with the emphasis on Mary's huge, rock hard muscles.  Slowly they worked around until Jacquie was sitting on top of Mary's big tits while she rubbed the bulging mass of muscles in her arms and shoulders.  Bill, still rock hard, inserted his member slowly into Mary's cunt while kneeling in front of her with her legs draped over his shoulders.  Bill's hands roamed over the giant quads, with their deep valleys separating the voluminous muscles, and over her bulbous calves, their strength and size keeping him constantly on the verge of cumming.

Mary lifted Jacquie by the butt and pulled her sweet sex over her mouth.  Her newly strengthened tongue explored her nether regions with thrusts and twirls and nibbles like no ordinary lover could.  Soon the smaller girl was bucking wildly in Mary's vice-like grasp.  Bill was turned on even more at the sight of his girlfriend in such a state of erotic pleasure and he began to pump furiously deep inside Mary.  Suddenly he felt a pressure on his big cock like someone's hand holding it, making it slow down.  He realized that Mary was simply applying the slightest pressure with her super powered vaginal muscles.

Mary lowered her legs around Bill's waist and pulled him deeper into her.  Bill reacted by running his hands over her rippling abs and up to her ample boobs.  From there he brought them up Jacquie's butt and across her back, finally cupping them under her bouncing boobs.  He squeezed and played with her nipples adding to Jacquie's pleasurable torment.  Finally, Jacquie screamed for god again and came like never before.  Bill could hold back no longer and he came with her, shooting his load of sperm deep into Mary's belly.

Exhausted, Jacquie collapsed on the bed next to Mary and began to slowly fondle her own breasts, then Mary's.  Bill fell backwards in a lump at the foot of the bed, trying to catch his breath.  Mary reveled in her new strength and how she had just made love to these two sex machines at the same time - and outlasted both of them.  The only problem was that she was finished yet!

She sat up and took Bill's flagging member in her mighty hand, "C'mon lover, don't poop out on me yet.  I need that hot rod of yours just one more time." Bill tried to speak, but it was obvious that he was drained, "No ... more ...""Then I guess I'll just have to take matters into my own hands." and with that Mary scooped Bill up in her hands like a rag doll.  With one hand on his chest and one on his thighs, she began bench pressing him.  Every time he came down, Mary would lick his cock or take it fully into her mouth.  Every time she pushed him up her arms grew bigger and bigger.

Bill reached down and felt her tremendous triceps bulging, even though he knew that she was hardly even getting warmed up with his 250 pounds.  But once more his manhood began to react to her muscular might and her expert tongue.  Soon he was hard and ready for action.

Mary set him back down at the foot of the bed and then got on all fours, straddling Jacquie.  "Feel those glutes, baby," she told Bill as she wiggled her rear at him, "ever seen anything like that before?"  Bill grabbed her perfect butt and started to rub his extended penis between her strong thighs.  Slowly he worked his way into her sex again.  "Yes!  Oh yes, Bill.  Grab me hard, fuck me hard!" Mary cried out as Bill began to speed up his rhythmic pumping.

Mary thrust her boobs out as she arched her back.  Jacquie took advantage of the situation by grabbing hold of one of Mary's fat nipples with her mouth.  She sucked and flicked the nipple until it was bright red and bulging even larger, then she would do the same to the other as she continued to stimulate the first with her fingers.  Back and forth she continued while Bill was frantically pumping in the rear.  Mary was nearing a state of complete ecstasy.

Slowly, Jacquie noticed a small drop of liquid forming at both of Mary's nipples, almost like milk but golden colored.  Jacquie licked the drops down like a cat licking up milk.  She rolled them around in her mouth for a bit.  Whatever the liquid was, it tasted sweet, but it went down like fire.  Jacquie could feel the warmth of it spreading down her throat and then to her surprise, the warmth kept on spreading all through her body.

Finally Mary clenched every muscle in her body and shook as her entire body was overcome by her orgasm.  Bill orgasmed again, even though there was little life left in him and collapsed again, this time on Mary's back.  Mary's arms began to sag and tremble from exhaustion.  She went down to her elbows and then finally relaxed completely, half on top of Jacquie.

Jacquie had felt Bill's weight on top of her before after most of their love making sessions.  She usually put up with it and rolled him off when she could.  But now she had this giantess on her as well as Bill, and she must weigh as much as him if not more.  She decided that she needed to get out from under them and get out now!

Jacquie put her free hand under Mary's thigh while her trapped hand was about square in the middle of her chest.  Without even thinking if she were strong enough to lift these two, she began to push.  Slowly the two bodies began to rise off of her.  She couldn't believe what was happening!  Suddenly she felt a burst of strength and she straightened her arms.  She had just lifted more than 500 pounds!  Then she plopped them onto the floor.

"Hey! What was that for?" asked a befuddled Bill

"Did you see what I just did?" asked an excited Jacquie as she bounced up from the bed. "I lifted both of you off of me, and I felt like I could do it again!"  She held her arms up in a double biceps pose.  Small, but well defined biceps rose from her arms.  "How 'bout that mister football player?  Can you bench 500 pounds?"

"Your muscle seems to have grown some," said Mary as she studied Jacquie's pose, "but not very much.  How did you do that?  And why did it happen?"

"Aw, she just got some good leverage and we fell off."  Bill tried to explain.

"Good leverage, eh?  Care to arm wrestle then?  Put your muscle where your mouth is?" taunted Jacquie.

"Jacquie .." Bill began to protest, but Jacquie would not wait.  She grabbed him by the wrist and led him into the kitchen, Bill feigning to struggle all the way.  Finally she sat him down and she sat across from him.  They grasped hands and waited.

"Mary, you ref this.  Tell us when to go."  Jacquie told her.

Mary made sure that everything was set then said, "GO!"

At first, Jacquie pushed Bill's hand down a few inches, then he caught her and pushed back to center.  For a while they sat there pushing against each other, Bill's big arm growing bigger and hotter all the time.  Jacquie's small bicep swelled to its new size and stayed there.  Suddenly Bill grasped the table and really began to pour it on.  He had Jacquie's hand half way down, when he looked at her.  She looked relaxed, even smiling.  Then without warning, Jacquie forced their hands back to the center and then down the other side.

"Leverage, eh?" smiled Jacquie as she savored the last seconds of their match.  Then she put Bill's hand down decisively and kept it there for a few extra seconds, just to drive the point home.

"How ... holy shit!" Bill stammered.

"Let's try some weights now."  Jacquie sprung up from the table, her breasts bouncing lightly as she walked over to the weight bench.  "How much did you say was on here?  400 pounds?"  She settled in under the big bar.  "Wonder if I can do this?" she said as she grasped the thick bar.

"Wait!"  Bill rushed over to the bench.  "You might hurt ..."

He never got a chance to finish as Jacquie almost effortlessly lifted the bar from the rack.  She smoothly guided the weight down until it touched her marvelous tits and then pushed it quickly back up.  She repeated the feat nine more times before she racked the weight again.  All Bill could do was stand there with his mouth hanging open.

"Seems on the light side," Jacquie said as she sat up, "do you have any more weight we can put on?"  She looked around and spotted some large plates.  She easily lifted them and placed them on the bar, bring the weight to 700 pounds.  She settled under the bar again and lifted it. "Yeah, this is more like it," she said as she lowered the bar again.

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She pumped out six reps before she racked it again. "Wow! That was great!  I really felt it that time.  Maybe I could do more reps next time."

"Jacquie!  What you just did is impossible."  Bill was going ballistic.

"Nobody your size has ever lifted that much weight before.  Nobody my size has either, for that matter.  You've got to be at least twice as strong as I am, and I'm the strongest guy on the team!  What am I going to tell the guys, that my girlfriend could be the starting middle linebacker for the Chargers?"

Mary grabbed Bill by the waist and lifted him up to the ceiling, "Get a hold of yourself lover.  You've still got one of the prettiest girls in the world.  She just happens to be as strong as four men.  But if you behave yourself, you shouldn't have any trouble, right Jacquie?"

"That's right," Jacquie agreed.  "Besides, I saw today how you totally like strong women," Jacquie took Bill from Mary and slowly lowered him, then held him tightly against her big boobs, shaking her long blond hair behind her, "and baby, you've got one of the strongest now!"

Bill struggled uselessly to break Jacquie's grip, then gave in and began to love the feeling of powerful femininity that he felt in her arms.  "But I still don't understand what happened?"

"Maybe it was that strange liquid that I 'nursed' out of Mary's tits."  Jacquie looked to Mary, "It seemed to warm me all over and it was right before I lifted the two of you."

"Could be, see I drank a magic potion last night," explained Mary, "but nothing like this was supposed to happen.  But I think I know who could give me some answers."  Mary looked over at the weight bench and remembered her workout date with Rita.  "Oh my god, I've got to go!"  Then she remembered that none of her clothes fit anymore.  "Could I borrow some clothes, Bill?  The only thing that fit me is not exactly presentable right now."

"Uh, sure, try one of my jerseys," Bill led her back to the bedroom, "and I've got some sweats that might fit."

Mary was soon outfitted in the largest clothes Bill could find.  His football jersey that would normally fit over his shoulder pads, was a little tight around Mary's shoulders and chest, but it would have to do until she had a chance to go shopping.  She also borrowed a large pair of shorts that were much too big around the waist, but managed to stretch over her enormous thighs.

Mary gave them both a big kiss and left for her apartment.  She was surprised at the passion and strength that Jacquie put into her kiss.  She smiled as she thought about all that Bill had to work through as far as his fantasies about women and his place in the world.  But she knew that Jacquie was just the woman now to help him.

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Jacquie bounced back to her apartment and bounded onto the bed where Bill was sleeping.  "Hey lover, I've got something for you!" she announced much too cheerfully for Bill's mood.

"Jacquie!  Please!" Bill pleaded, trying to turn away from the irresistible force above him, "Give me a break!"

"C'mon, do me a favor." Jacquie pouted exactly right.  It was the pout that Bill couldn't resist.  One pout like that, and one of the most ferocious football players would become putty in her hands.

"Okay ...  then will you let me get some sleep?" Bill hastily bit down on the pill and then swallowed the sweet liquid as Jacquie instructed him.  "Hmmm ...  tastes pretty good.  Thanks, honey.  Now," he said sleepily as he rolled over to his side once more, "I just gotta get some rest."

Jacquie settled herself on the foot of the bed, anxiously awaiting any sign of transformation in her boyfriend.  She didn't have to wait long.  Soon, Bill rolled over onto his back, still with his eyes closed.  Jacquie watched excitedly as she saw his chest slowly expanding with each deep breath.  His legs and arms were growing, too.

Bill slowly opened his eyes and blinked, "What's going on?"  He looked up at his girlfriend, who was grinning from ear to ear, "Wow, what was that stuff?"

"How do you feel?"

"I feel great!" Bill responded while he felt an his chest.

"Aren't you tired?"

"No ...  I feel ...  energized" Bill sat up on the edge of the bed stretching.

"Cool!" Jacquie jumped up and grabbed Bill's hand, "Come with me."  She led him into the front room and sat him on the weight bench.  The bar still held the 700 pounds from the day before.  "Go ahead, sweety, see if you can lift it now."

Not quite understanding what was going on, but resigned to following his girlfriend's orders, Bill lay under the bar and grasped it in his big hands.  Hoping that the weight wouldn't crush him, he slowly began lifting the bar.  To his and Jacquie's surprise, the bar went up smoothly.  Then he lowered it slowly to his chest and pushed it back up.  He repeated the lift twice more before racking the bar again.

"I don't believe it!" Bill lay under the bar still, mentally adding up the weight again and again.  "What just happened here?" He sat upright, surprised to see that Jacquie had stripped off what few clothes she had on.  She sat on his lap and ran her strong hands over his pumped up pecs.

"Isn't it great?  Now you're as strong as I am." Jacquie's actions had the desired effect as she felt a stirring in Bill's lap.  Soon she was rewarded with a growing hardness in his shorts.  But the growth kept going and going, nearly lifting Jacquie into the air.  She slipped off of her boyfriend and slipped his shorts over his throbbing member.  "Holy shit!" was all she could say as she watched him rise higher and higher.  She didn't bother trying to slide the shorts down his legs, she merely ripped them apart, flung them aside and began to stroke Bill's giant cock.

Jacquie stood up and lifted the huge man in her hands.  She was almost strong enough to lift him with one hand, but for this maneuver she decided to use both hands.  She lifted him up and down like a barbell.  When he came to the top, she would suck on his bulging tip, making it strain ever harder.  She knew that her arm strength turned Bill on, and it wouldn't be long until he popped.

Sure enough, he did almost instantly.  He gushed into Jacquie's mouth while feeling the hardness of her upper arms.  But instead of going soft, like usual, his hard-on returned almost immediately.

"Mmmm ...  looks like you're ready for some more." Jacquie purred as she walked toward the bedroom with him cradled in her arms.  In response, Bill flipped out of her arms and stood in the doorway.  He spread his now massive lats and placed his hands on his hips.  Jacquie was impressed with the sight.

"Ready for more?  You bet your sweet, steel-hard ass I am!" He grabbed Jacquie by the waist and threw her playfully onto the bed then jumped on top of her.  He held her super arms down, reveling in the power he felt, glad to have the upper hand, strength-wise, for the first time in the last two days.  He slipped inside her and began to explore her inner regions with his long , thick shaft.  The sensations running through the girl's body were indescribable, as her now super strong boyfriend gradually increased his tempo and intensity.

Jacquie barely even registered the wave of warmth spreading over her body.  She probably chalked it up to the emotions welling up inside her.  Soon, Bill was exploding again, but his hands couldn't restrain her arms any longer.  Her hungry hands roamed over his exciting musculature and grabbed his hips, helping his thrusts to penetrate deeper and deeper.  Bill released another torrent of cum deep inside her, but Jacquie still lusted for more.  She held Bill's face to her nipples and commanded him to suck her.  He gladly obeyed, but was shocked by how large her breasts were.  He didn't remember them being quite this large, he thought, as he attempted to encircle them with his hands, all the while sucking and teasing her astoundingly large nipples.  No matter, all he cared about was pleasing her and bringing her to orgasm.

Bill came again for the fourth time and was beginning to feel his strength fading.  Although he slowed down the tempo, his cock was still rock hard and throbbing.  Jacquie casually flipped him over and then mounted him again, pressing her ravenous body tightly against his.  With long, slow, powerful strokes, she pulled him into herself.  Finally with her muscles bunching, nearly convulsing, her whole body exploded in the most intense climax she had ever felt.  Bill came one last time, as well, and then the two young lovers collapsed together, exhausted.

[hatour]

----------------

At that moment, a car was pulling up to the apartments where Bill and Mary lived. Five girls piled out of the car. They were in various stages of dress or nearly dressed and they were talking non-stop.

"I don't know what she's up to, but it better be good to get us up this early..."

"Sure, she's always up at this time, jogging or some thing..."

"This is summer, we've got a God given right to sleep till noon..."

"Still, she's our fearless leader, so when she says jump ..."

"You better say 'How high?'" Jacquie was standing in her doorways.  Sneering at the other girls. She was still wearing her bathrobe, which seemed to be stretching a bit around her infamous chest. Her sneer quickly changed into a wide, sexy smile. "C'mon," she gestured the girls in with a flick of her golden hair, "I've got something I'm dying to show you."

As the girls filed into the apartment, Jacquie noticed that one of them was being uncharacteristically quiet. She saw the tell-tale signs of a swollen lip and eyebrow. Jacquie knew that if she looked under the girl's baggy sweatshirt, she would be sure to find more bruises. How could someone deface such a thing of beauty as Charly, the thought to herself. Then she set her jaw and joined the others without saying anything that could embarrass her friend. She was glad that all five could make it on such short notice. There was Charly, 5' 6" of enthusiastic charm. She was really cute, but she kept on choosing the wrong guy. She had thick, curly brown hair and brown eyes and a smile that could brighten any day. Except today.

Suzann was a tall, buff, black girl. She had Whitney Houston's face and Angela Bassett's body. Yuki standing next to Suzann almost looked comical. While Suz stood  5' 11", Yuki barely reached 5' 4". She was an excellent tumbler and gymnast, though, and her long, lustrous, jet black hair was as always, beautiful. Jaquie was amazed that no matter what time of day it was, she was always perky and totally together.

Taryn yawned and stretched 5' 8" frame as she stood with the others. She looked like the typical girl-next-door with red hair and blue eyes and a smattering of freckles across her button nose. Except that she had the physique of a swimmer, broad shoulders, trim waist, long arms and legs. And finally, there was Kayla, who looked more like a model than any of them. She was as tall as Taryn, but nowhere near as filled out. She may have been skinny, but she had just the look that photographers love (as well as some men, I understand, but not usually the type that would spend much time reading chronicles such as these) with short, wispy blonde hair. All the girls were wearing shorts but they were wearing a variety of tops from Charly's baggy sweatshirt to Kayla's skimpy tank top.

When the girls had gathered in the small apartment, Jacquie directed their attention to the weight bench that dominated the living room. "Ladies, something remarkable happened last night," she started, trying to stretch out the drama of the moment.

"You lost your virginity!" one joked.

"You got married!"

"From what I've heard, something remarkable happens every night with Bill, honey!"

"Stop it!" Jacquie pleaded, smiling at their jokes, "And keep it down, Bill's sleeping in the bedroom. Seriously, something really cool happened, and I want to share it with you, cause I know, you're going to love it." With that, Jacquie removed the bathrobe. She was wearing a tiny tank top with spaghetti straps and nylon jogging shorts. The top barely covered her newly enlarged tits with plenty of cleavage showing on top.

"You're selling a new line of lingerie..."

"Just keep watching, smart ass," Jacquie replied as she raised her arms.

"Okay, so you've got a great looking bod, Jaq, what does ..."

The girls were suddenly struck silent as Jacquie began to slowly flex her arms. At first they thought her muscles were just incredibly buff. But they grew bigger. Then they thought that something weird was going on, that Jacquie had never seemed that muscular as her biceps swelled to the size of golf balls. But they grew bigger. When her biceps reached baseball proportions, the girls thought for sure that they couldn't get any larger. But they grew bigger.

Finally, Jacquie put everything she had into the flex. Biceps the size of grapefruits crowned her majestic arms. Veins and arteries popped to the surface, trying to keep up with the demand for blood. Her lats split the thin material of the tank top as they flared out like wings. Her magnificent breasts, freed from their constriction, spilled out, perfectly matching her mighty arms.

The girls, speechless for the first time since they had turned 12, gawked in utter amazement at their sexy, ultra-muscular friend. Jaquie turned slowly back and forth, making sure that each girl got the full view of her new physique.
"And check this out," Jacquie said as she lowered her arms and turned to the weight bench, "Taryn, you're good with numbers, how much weight is on this bar?"

Taryn tore her eyes away from Jacquie and quickly added up the weight, "Ummm, with the bar, I think, about 700 pounds." Then she paused and realized what she said, "Who's been lifting that much weight?"

Jacquie answered with a wink as she neatly grasped the bar with only one hand and raised it to her shoulder, "I have." Jacquie's arm and chest muscles exploded outward once again in response to the tremendous weight. After five reps, she switched hands and pumped out another five, then she racked the bar again. She shook out her arms and relaxed them again, and again they nearly returned to their normal size. "So what do you think?" she smiled back at the dumbfounded girls.

"Wait a minute, Jaq," Taryn finally found her voice, "I mean, just yesterday you dropped me in practice - now you're lifting like 700 pounds with like one hand! Is this some kind of trick ... or is it for real?"

"Kinda. I mean, those weights are real, and my muscles are real. But it's all done with ... magic. Here let me tell you what happened."

(At this point in my narrative, I don't believe that I need to go into all of the details about how Jacquie got her sexy muscles because I believe that you have probably read the first few installments of this story. So we'll just skip ahead a few minutes to where Jacquie has finished her story of Mary and Bill and Joe and the magic milk and the pills and the whole growth thing. Okay?)

"So you see," Jacquie continued after the parenthetical break, "I realized that we could all share this magic gift. We would be the most awesome team in the world! We could do stunts that other teams just dream of."

"So all we have to do is jack-off Billy boy, and poof, we've got muscles like AH-nold?" asked Suzann.

"Well, not exactly Suze. I don't know if every person will react the same way, or how much a person needs. And I don't want Bill to dry up without everybody getting some. Since there's five of you, and I don't know how many 'loads' it would take, we'll just start with one each and see what happens."

"Don't you think we should ask Bill if it's alright with him?"

"Let me put it this way," Jacquie said with a devilish grin, "I'm almost ten times as strong as Bill is, so he won't have much say in the matter. Besides I'll bet he's always wanted to lay all of you from time to time. This is a football player's ultimate fantasy! And on top of that, he loves seriously buff women. So what do you say? Are you ready to 'pump-up'?" Jacquie raised her arm and did a quick flex again to get her point across.

All six girls joined hands in a circle and shouted together, "Go Aztecs!!"

[hatour]

-----------------

"Jacquie ...? Jacquie ... knock it off will ya? I gotta go to practice ..." Bill struggled to wake himself up. He had been dreaming that he was making love to his girlfriend, or was it that girl from next door. Whoever it was, there was lots of feminine muscle and lots of cumming. In fact it seemed that he had never stopped cumming since she gave him that pill this morning. But now it was time to get going. No time for screwing around. He was the captain, gotta set a good example to the guys, and damn, hasn't she had enough yet?
As Bill opened his eyes he saw the gorgeous face of his lover beaming down at him. "Hi Sweety." Jacquie said softly, "I see you're finally awake."

"Hi ya Beautiful," Bill answered, still half asleep, "wow, I had the weirdest dream."

His train of thought was interrupted as he felt his powerful manhood being stroked and responding. He tried to sit up felt stuck to the bed, as if someone had placed a thousand pound weight on his shoulders. He looked around to see Jacquie gently running her hands over his chest and shoulders. Suddenly his mind snapped to attention.

"Wait a minute, if your hands are here, who's down there?" Bill asked as he lifted his head as high as he could. He saw the tight black curls of Suzanne's head bobbing up and down at the same time he felt himself nearing another climax. "Jacquie!!" was all he could say before his body was racked by his explosion.

Suzann expertly lapped up all she could then stood and smiled down at Bill. He stared in amazement as she licked the tips of her fingers. A good-sized ball of muscle bulged in her upper arm and her shoulders looked wider and a lot thicker than he remembered.

"Thanks Billy." was all she said as she turned to go. Whoa, Bill thought, she's really filled out! Then he remembered that he was being held down by Jacquie. He tore his eyes off Suzann's great looking rear and back to his girlfriend.

"Jacquie, wh- what's going on here?" Bill pleaded.

Just then Taryn walked into his line of sight and gave a funny little salute, "Just doing my duty for my country and the San Diego State Aztec Cheerleaders, Sir." she said in mock seriousness. She was wearing a T-shirt that seemed to be a bit too small for her. Bill remembered that she had always had wide shoulders and strong arms, but her tits had been on the smaller size. Now it looked like she had stuffed a couple of grapefruits in there, but he knew they were real by the way they bounced and jiggled along with her movements. And her arms were showing some great definition, as well. She knelt down and deftly began to arouse Bill once more.

Bill looked again to Jacquie who continued to smile at him. Was she going crazy? Didn't she see these girls going down on him? Wasn't she jealous? And how the hell was she holding him down like this?

"Relax, Baby," Jacquie cooed as she held his struggling torso down, "I'll explain everything." Jacquie stroked Bill's massive chest as she continued, "You see, I guess that pill that I gave you had some kind of magic effect on your cum as well as your muscles. After we made love so many times, it made me stronger, too. A whole lot stronger." Bill looked at Jacquie's chiseled but still small arms. "Check this out, Honey," Jacuqie said as she raised one arm and began to flex. Bill's eye grew right along with her arm and when it reached its peak he sheepishly reached out to touch it. When he felt its size and hardness, he couldn't control himself any longer and let go a torrent of cum into Taryn's waiting mouth.

Bill began to feel faint from the amount of sperm he had been distributing in the last few hours. "Hang on a minute, Lover." Jacquie shook her arm out, relaxing it again. "We're not quite done, yet. I wanted to share this strength with the rest of the squad, too."

"Not the guys, right?" Bill suddenly turned to Jacquie with a look of utter fear on his face. "N - not the yell leaders? Right?"

"No, silly," Jacquie pushed his shoulders back down, "just the other girls. And I only would let them have two, um, turns each, because I didn't know how much you, you know, had in you."

As Taryn left with a smile and wink, Yuki took her place. She lifted her arms into a double-bicep posed and flexed as hard as she could. Her arms erupted with huge hard muscles and high bicep peaks, looking like twin Mt. Fugi's framing her pretty face and black hair. "So, what do you think of my mountains, Bill?" Yuki asked proudly as she showed off for the captive football player. Bill's response was quite evident as his huge member ballooned up to a full, hard erection in an instant. "Coolness!" Yuki exclaimed as she pulled her long hair off to one side and settled her lips around Bill's throbbing head.

"Just two more times, Bill," Jacquie said, drawing his attention away from the sexy Asian beauty. "Once more for Yuki and Kayla, and then you're done. Could you do that for me, Billy," she tensed the muscles in her chest and sides until the tank top she was wearing began pop a few seams, then she swung her mammoth boobs slowly in front of his nose, "hhhmmmm, could you do that, Lover?"

Bill could help himself. For what seemed like the thousandth time that day, he could feel his whole body tense as released another torrent of cum. Again he collapsed with fatigue. How was he ever going to make it through football practice today?

Finally Kayla came in. It looked to Bill that all the growth from her first go around had happened in her chest. Her once tiny, pert 'model-tits', had blossomed into full size boobs and were stretching the spaghetti straps of her flimsy top. She had never talked much, being the shiest one of the group. Bill knew that it was also because of her high-pitched voice that she was embarrassed to speak.

"Hi Bill," Kayla said, or was it Kayla? Bill wondered. The voice that came out was so sultry, so smooth and sexy. She ran her hand through her hair then down her long, perfect neck and slowly, ever so slowly, over, and then around her breast, then tracing the separation down the center of her abs, and ending with one finger playing with the top of her shorts. "Do you have enough left for me?" That voice again coming out of that gorgeous face. Bill's cock was already stiff as a pole and aching for release. Kayla smiled as she started stroking the long cock and licking the top.

"A-Hem ..." Jacquie tried to bring Bill out of his trance, "remember me?"

Bill snapped his eyes back to Jacquie. "Huh? Yeah, oh Jac, I'm only doing this 'cause I love you," he pleaded, "you know that, right?"

"Right. And besides, I won't give you any other choice. As you can see, I'm a lot stronger than this morning." She pushed harder on his shoulders and it felt like the weight had been increased to two thousand pounds.

"Uh .... just how strong are you now, Sweety?

"Well lets just say, I could take on a whole football team of guys like you in a tug-of-war, and whip their sorry butts! You remember the weight you were so proud of benching out there?" She motioned to the other room. "I can curl it with one hand now for at least ten reps!"

That did it. The thought of his delectable girlfriend pumping that much iron pushed him over the edge once again. Kayla gladly slurped up Bill's final volley, licking the entire shaft to get every last drop. Bill's entire body went limp from exhaustion and he slipped quickly into a blissful slumber.

Jacquie stroked his sweaty forehead and cooed softly to him, "Rest now, my big buff boy, you've been working soooo hard." She smiled at her handsome boyfriend and then rose to join the other girls in the outer room.

It was almost a carnival atmosphere in the little apartment. The first girl Jacquie nearly ran into was an inverted Yuki. She was walking on her hands as easily as anyone would walk on their feet.

"Man! This is so easy now!" she exclaimed to the others, "I feel so light!" Then she balanced on one hand, "Hey check it out, I bet I can do one hand push-ups now!" She slowly lowered herself until her nose was touching the back of her hand and then smoothly pushed up to her starting position. Her tricep and shoulder bulged with the effort. Soon she became comfortable with the balance and started cranking out push-up after push-up. "Hey, I bet I could do a one-handed push-up for every point we score. Let's see those other cheer squads duplicate that!"

Suddenly Jacquie felt a large hand scoop her up and lift her almost to the ceiling. Suzann had Taryn in her other hand and was walking around showing off her arm strength. "Alright! No more drops on the aerials from now on. You guys feel so light, I bet I could carry the whole team in my hands."

Jacquie saw Kayla in the kitchen looking for food. But instead of bending down to look through the refrigerator, she was standing straight up and lifting the appliance up with just her two hands. "Wow, I'm really hungry," she said as she calmly searched the contents of the frig. "Hey Jac, you have anything besides cold pizza and milk for breakfast?" Jacquie saw that one of the thin straps on Kayla's top had snapped relieving some of the tension that her now huge jugs were exerting on the material.

"Hey, wait a second," Jacquie said as she surveyed the room. "Suz, put me down now, please. What happened to Charly? Where did she go?"

Yuki flipped effortlessly back to her feet and Kayla replaced the refrigerator as Suzann set Jacquie and Taryn gently down on the floor. Not seeing her friend in the front room or kitchen, Jacquie walked back to the bedroom. She stopped at the doorway stunned by what she saw.

Charly, their formerly petite team member. All of the girls on the San Diego State cheerleading squad had just powered up thanks to the magic in Jaquie's boyfriend's semen, just as Jacquie had earlier that morning. Each one was now easily as strong as ten men, with the exception of Jacquie who three times as strong as they were. Jaquie's body, when not flexed, looked no larger than any fitness competitor. But she could make her muscles expand to unbelievable size when she really used them.

Now they were looking at the back of Charly as she held Bill's large, powerful body easily in her two hands while she desperately sucked at his even more impressive cock. She had stripped off her sweatshirt to make room for her growing muscles. Her back, shoulders, and arms were covered in huge, bunching, bulging muscles which seemed to be growing in front of their eyes. It became obvious to them that while they were showing off their new strength to each other, Charly had slipped back into the bedroom for some more of Bill's super-magic jism.

"Okay, miss," Jacquie pretended to be like a cop speaking through a megaphone, "put the boy down and step away from the bed."

"No ... no ..." Charly growled back between slurps, "gotta have ... more ... gotta get ... stronger ... "

"Whoa there, girl," said Suzann as she cautiously approached the feeding lioness, "don't you think you're big enough now. I mean," she continued as she ran her long strong fingers across the ripples of Charly's burgeoning back, "check out these awesome muscles. Oooo, baby, you're hot!"

Charly slowed down her frantic pace to think about what Suz had said. "But ... but I want to be stronger than ... than .." The girls could see that she was about to cry. Jacquie stepped up and held her face while Yuki and Kayla took hold of Bill and lowered his unconscious body back to the bed. Jacquie noticed that the bruises on her face had disappeared since the magic had transformed her body.

"Charly ... it's ... it's okay," Jacquie comforted her, "No one's gonna hurt you ever again." She wrapped her arms partially around the girl. She could feel Charly's already large muscles going through another growth spurt, pushing her arms further apart. As Jacquie held her close, Charly began to sob. She buried her face against Jaquie's shoulder and clenched her fists as the memories of her abusive boyfriends flooded back into her mind. "That's okay, Charly," Jacquie consoled her, rocking her gently back and forth, "hell you're stronger now than any man in world. And besides, we'll never let anyone hurt you again, right girls, because we're a team, right?" The other girls gathered around Charly and Jacquie and joined in a group hug of strength and affirmation.

-------------------------

Bill and the San Diego State Aztecs went on to do very nicely that year. He led the nation in just about every defensive category, and helped his team win their division and the Holiday Bowl. Jacquie and the rest of the team set the entire country on fire with their outrageous cheers during the bowl game. Offers came pouring in from all over for photo spreads and videos. Bill was taken in the first round of the NFL draft, and signed a hefty contract with the Chargers. Bill and Jacquie were married that next summer and she completed her law degree. Jacquie now works as a sports lawyer for an up-and-coming firm in La Jolla.

[rodman]

Hi Hatour,
Great reposting by character of the great Power Co. story series. I wish someone would continue it or write a sequel to it. Karma to you!

[hatour]

The Librarian Character - Andrea and her friends


Stewart arrived home shortly before six and quietly slipped into the house.  Luckily, it was Saturday, and no one would be up for a while.  Stewart lived with his step-mom, Carol, and her brat of a daughter, Andrea.  His father was a widower and had married Carol when Stewart was in 4th grade.  Along with Carol came Andrea, two years younger than Stewart and the bane of his life ever since.  Unfortunately, Stewart's father died also last year, and Stewart did his best to get through his last year of high school.  Actually, Carol was a pretty good mom, quiet, hard working and self-sacrificing.  It was Andrea that gave him the most grief.  Andrea the Pest.

Stewart took a long hot shower, beating off a couple of times as memories of the night's events replayed in his head.  Would this monster ever be satisfied?  He hoped he would be able to control himself a little better today.  Then he flexed his big, newly buffed bod and felt all the great hard muscles under his skin.  He felt like a superman today.

As he stepped out of the shower he heard noises coming from the basement.  Then he remembered that Andrea was going to get together with some friends to start exercising today.  There was a weight set in the basement that Stewart's dad had set up in the hopes that Stewart might work out some day.  But Stewart had been much more interested in computers than weights, so the only use it got was when Andrea would lift some light weights every now and then.

Andrea was more athletic than Stewart. Not a jock, but just in pretty good condition.  She ran several miles a week and did some aerobics with friends.  Now it seemed that she wanted to try to get some friends involved with weight lifting, too.

Stewart had a wild idea of strolling in to the basement and showing off his buff new body.  So he found some biking shorts that someone had given him for a birthday and pulled out a tight white T-shirt.  He checked himself out in his mirror.  The clothes fit so snug that every rippling muscle was clearly showing.  And his overgrown cock made a nice big bulge in his shorts, too.

As he walked down the stairs, he got just the reaction he had hoped for.  There was Andrea, laying on the bench getting ready to press what looked like 50 pounds.  On one side was her friend Terri, a round-faced girl with nice tits, but a little too much body fat to go with them.  On the other side was Debbie.  She had a nice build and a cute face, too.  Of all of Andrea's friends, Stewart liked Debbie the best.  If he and Tiffany weren't a thing, he probably would have asked Debbie out a long time ago.  Standing at the head of the bench was a shy looking girl that he didn't know.  She was really skinny and the tight shorts and striped top she had on didn't help her looks any.

All the girls stopped simultaneously and stared at Stewart.  "Morning girls." he tried to sound casual, as if he did this all the time, "How would you like a real man to show you how it's done?"  With that he loaded another 250 pounds on the bar.  The girls were too dumbfounded to talk.  Andrea got up from the bench and scowled at her brother.

"You've never lifted a weight in your life, Stewart, how are you gonna ..."

Her question was answered soon enough as Stewart smoothly lifted the 300 bar and started pumping out reps.  The girls stared in amazement as Stewart's large chest and arms swelled with power.  Finally after about ten reps, he began to slow down as he pumped out three more.

Seizing the opportunity, Andrea straddled Stewart's prone body and leaned on the bar adding her 120 pounds to the weight.  It was all Stewart could do to keep the bar from crushing his chest.  Andrea motioned for Kelly and Debbie to hold the bar down, too.

"What?  What the heck are you doing?  Let go!  I can't hold all of you!" Stewart was wild-eyed at the prospect of being crushed.

"We'll help you as soon as you tell us what's going on." Andrea shot back.

"I ... don't know ... what you mean!"

"Just this!  You been a skinny wimp all of your life until today when you show up like some after picture in a bodybuilding magazine and start lifting twice your weight.  So what gives, big brother, and how do we get some of it?"

"Yeah!" the other girls chimed in.

"I ... can't ... can't tell ..."

Andrea guided the bar up to Stewart's throat, "Tell us now, or we'll crush your throat!"

"Okay ... okay," Stewart managed to squeak out, "Just let me breathe!"  The girls eased up the tension on the bar and Stewart spilled everything about the magic pills and the effect on him.  "And now I'm the one that big and strong ... and I can make ... others ..." his voice trailed off as he realized that he had said too much.

Andrea returned the pressure to his throat, "What do you mean, you mean without the pills?  How?  Answer!!"

"I slept ... with Tiffany ..."

"Tiffany?"

"Oh gross!"

"Woof! what a dog!"

"You wouldn't say that if you saw her today.  She's huge! And strong!  Just from ..."

"From what, Stewart?" Andrea asked, inching the bar closer to his neck.

"My ... you know ... my semen."

The girls stood in stunned silence.

"He's got magic ... cum?"

"What if he's lying?"

"Yeah maybe he just wants to get off..."

"No, he's too much of a baby to try to lie just to save his neck."

"We gotta drink ... it?"

Then the shy girl spoke up, "I'll give it a try."

They all looked at her.  Andrea said, "Are you sure Ginny?"

Ginny stood up and walked over to the bench.  She was just under 6 feet tall, gangly, with pipe cleaner arms and legs that seemed to stick out all over. "Sure, I mean my boyfriend back at my old school was kinda into that thing, you know?  It doesn't taste too bad..."

After lifting the weight back up with the help of Stewart and the other two girls, Andrea ordered the girls to get some jump ropes and tie Stewart hands and feet so he couldn't move.  Then she found some scissors in the next room that was used as a sewing room and she cut away Stewart's tight shorts, exposing his relaxed dick.  Stewart was protesting all the while and trying to think of computer code to keep his mind off of what they were doing.  Although he was a lot stronger than before, he was still no match for the ropes.

"Alright, Ginny, go for it."

Ginny gingerly knelt in front of Stewart and started gently rubbing this cock.  Then she proceeded to taking it her mouth and sucking it.  Sure enough, try as he might to not give in, Stewart's magnificent manhood began filling with blood.  Higher and higher it rose as Ginny hastened her pace, sucking and rubbing it.  The other girls were astounded at it's growing size.

"Way to go Ginny!"

"You go girl!"

"Holy shit!  Look at the size of that thing!" [As mentioned in part 3 of this epic, I have tried to affect the distinct language of the Southern California teenager.  For more about this, consult the definitive work on this topic, Dialects of Teenagers - Origins and Pronunciations, by Walter Heisenbacher- Mac] [Okay, I'm just kidding- don't go running to your local library looking for the book, I made it up - Mac, again]

Ginny was shocked at the mammoth cock she was working on.  Her boyfriend was only half this size.  But she continued working it harder and harder.  Soon it was all she could do to fit its hot, throbbing tip in her mouth.  She licked the shaft and wrapped her slender fingers around it, urging it to come forth with its magic jism.

Stewart was trying to fight the overwhelming feelings that were racking his body, but all he could think about was how good it felt, and how much he wanted to explode in the young girl's mouth.  He tried to think of computer programs but his mind kept designing a program to create supergirls.  Finally, he could hold back no longer.  His entire body quivered and strained and then finally let loose a torrent of super cum.

Ginny knew that he was about to blow.  She braced herself and got ready to swallow.  One more suck on the tip and he started to shake.  Then he started to cum.  And he came and came.  It seemed to Ginny like he would never stop.  It tasted so strange, but so good, that she greedily swallowed every drop that he offered.  Finally it was over.

Ginny stood up and wiped the remains of the sticky liquid from the sides of her mouth.  The girls watched intently for any changes.  A minute passed, and then two.  Andrea was just about to start the torture again to get the truth from Stewart when she noticed something happening to her friend.

Ginny felt a little dizzy as a warmth spread through her lanky frame.  Then suddenly, her tits, which had previously been little more than nipples pushing against her tight top, began to push outward on the stretchy material.  Soon her thin arms and legs began to fill in with toned muscles like a fitness competition.

But the growth kept up.  Her breasts now stretched the top so tightly that they were being held flat against her expanding chest muscles.  Her arms were swelling with hard muscle and her legs started showing definition in her quads.  Then her butt, which was pretty much flat before, began growing and rounding and her calves blossomed into hard diamonds of muscle.

Ginny held up one arm and flexed it hard.  To her surprise a bicep the size of a lemon popped up out of her formerly shapeless arm.  She reached out with her other hand to see if it was for real.  As she felt her arm, her muscle seemed like it was made of rock, it was so hard and solid.  The other girls gathered around her, ignoring Stewart.  They touched her muscles and tried to squeeze them.  Terri grabbed a hand and tried to pull it down.  Ginny just grinned and held it motionless.  Then Terri put all her weight on the arm, even lifting her feet off the ground.   Again, Ginny didn't move an inch.  But a couple of seams in her sleeve popped open as her bicep swelled even larger.

"Geez Ginny!  How strong are you?" an incredulous Debbie asked.

"I don't know," Ginny shrugged her wide shoulders, "Let's find out."  With that she walked over to where the bar was racked. It still held 300 pounds.  Without thinking, she grabbed the bar and lifted it easily to her bulging breasts.  Her biceps finally pushed the fabric of her top too far and the sleeves ripped open exposing the largest arms these girls had ever seen on a girl.  Andrea ran back to the sewing room to get a tape measure while Ginny transferred the bar to her left hand.  With steady, controlled motions, she curled the heavy bar five times then switched hands for another five reps.

"Wow! That was easier than I thought it would be!" Ginny gushed as she returned the bar to its rack. "And you could only do twelve bench presses, Stewart.  I bet I could bench that all day!"  She held her pumped up arms and proudly displayed her big biceps while Andrea wrapped the tape measure around one.

"Check it out girls, Ginny's got guns! 13 inchers!" Andrea called out.

Then Ginny started pulling at the neck of her T-shirt, "But I gotta tell ya, this shirt is just too small now!"  With that she tore open her shirt like she was ripping a piece of paper.  Released from their bondage, her newly developed breasts poured out, bouncing in front of her until the came to rest on her powerful chest.

The sight of Ginny's boobs exploding out of her shirt was too much for Stewart. His hard on returned with a vengeance.  Seeing the stiffened member, Terri knelt down quickly and grabbed it with both hands.

"My turn, now." she said as she tried to duplicate Ginny's actions.  After a few tries, she got into the rhythm of it and stroked Stewart closer and closer to the edge.

"Stop!" Stewart protested, "Wait ... stop ... you ... don't know ..."

"Shut up Stewart," Andrea commanded, "Or I'll stuff a gym sock in your mouth."

"No ... help ... gotta ... stop"

"That's it!" Andrea found an old sock and forced it into Stewart's mouth. "Go on Terri."

Terri resumed her stroking and licking. She sucked the big red tip and nibbled on it, too.  Soon Stewart was ready to climax again.  How many times is this? he asked himself before he lost himself to the immense pleasure rocketing through his body.  When he came, Terri made sure to swallow all of it.

While Terri was waiting for the changes to start, Andrea straddled Stewart's legs and gently grabbed his big cock. "My turn." she said looking him in the eye.  He looked back with a shocked expression and tried to scream out a protest. But the socked was lodged too firmly in place and all it came out as was a muffled cry.  He lay his head back in resignation.

"You're gonna blow your own brother?" asked Debbie.

"Sure ... why not.  Besides, he's just my step-brother." Andrea said as she lowered herself closer to the already hardening rod.  She sucked him like an expert.  Slow and gentle at first, then harder and firmer.

Even though he was repulsed by the idea of his cock being sucked by his step-sister, she was so good at it that he couldn't resist getting turned on.  Suddenly he was rock hard again and felt a power surge all through his body.  He was huge, powerful as an ox, a superman!  The pleasure raced through him and he rocked and bucked in time with Andrea's deft hands and mouth.  Then, explosions went off in his head and groin as he released another torrent of jism, pumping it out, spurt after spurt.  His whole body tensed for one final second then went limp again on the bench.

As Andrea stepped back, wiping her mouth, she noticed that Terri seemed to be shrinking.  It looked like her outer layer of fat was just melting away.  But then it seemed as if all those fat cells suddenly concentrated in her boobs as they stretched further and further outward. Then her muscles started growing, and growing.  She was wearing a loose tank top over her pink sports bra, but the bra was having trouble containing her new size.  Her sweatpants, now four sizes too big, slipped down her legs showing off her bulging quads.  She stood there in just her panties flexing and re-flexing her legs.  Although Terri's muscles were probably no larger than Ginny's, because of her 5' 6" size, she looked huge.

Terri went to take her turn with the bar. As she lifted it neatly with one hand she saw that Andrea was beginning her growth spurt, too, and Debbie was tentatively kneeling down in front of Stewart.

"What's wrong Deb?" asked Terri as she lazily curled the massive weight, "Don't you want to be strong, too?  Look at this!" She held her rock solid arm up and flexed her thick bicep.  "And check out these abs." she said as she lifted her tank top.  The material of her bra had taken just about all it could and it was starting to rip at the top.

"Yeah, I guess" she paused for a second, playing with Stewart's relaxed dick, "It's just ... should we be using Stewart like this?  Just for our own growth?" Then she smiled wickedly and winked,  "I mean hell, let's share the wealth with more of our friends!"

"Right on!"

"Yeah, we could help like dozens of girls at school."

Then Debbie wrapped her beautiful lips around Stewart's quickly swelling monster of a cock and got down to business.  It began responding instantly to her ministrations and soon reached its magnificent fullness.  Debbie was impressed.  She had seen pictures of penises this size and once saw a movie with a guy this big, but she had never held on in her hands and mouth before.  She decided that she wanted to enjoy this as long as she could.

[hatour]

Just when Stewart was about to cum and his body was tensing up, Debbie slowed down and then lifted her head to watch Terri flexing her new muscle for the other girls.  She continued to stroke the underside of the towering cock, just enough to keep it hard but not enough to allow release.

Andrea and Debbie often dressed alike and today was no different.  They were both wearing oversized sweatshirts and tight aerobic leotards underneath with some loose shorts.  Debbie watched as Andrea stripped off the sweatshirt.  Her tits were filling out the leotard to the point of ripping.  Then her muscles stated growing.  Her arms filled with balls of powerful muscle and her legs kept getting larger and larger.  Debbie returned her attention to Stewart flagging pole, just in time to keep it rock hard and throbbing in pleasure.

Again and again Debbie would bring Stewart to the edge of release then slow him down.  This caused Stewart's erection to grow even harder, screaming for creaming.  Stewart was beyond comprehension.  All his mind could think of was cumming.  His entire body was wracked with the intense sensations and he bucked and arched his back trying to get off.

Finally, Debbie was ready and pushed the monstrous organ over the edge.  Explosions were going off everywhere in Stewart as he let go with everything he had. Debbie did her best to keep up with the deluge.  Just when she thought he was done another stream of warm, sweet tasting cream would spurt forth.  This went on for at least a minute, Stewart jetting forth his magic cum, and Debbie greedily gulping it all down.  In the end, Stewart was totally spent and he collapsed back on the weight bench.

Debbie rose from her knees in time to see Andrea lifting the bar with her right hand.  Her muscles looked huge and beautiful.  She had just walked over to touch the newly formed muscle when she felt an intense wave of warmth rush over her.  She stopped and pulled off her sweatshirt seeking some cool air.  She stared down at her arms as she felt a tingle pass from her fingertips to her shoulders then across her chest.  Then it started in her toes and went up to her vagina, thrilling her momentarily.  She closed her eyes to take in the sensation,

When she opened her eyes again, the other girls were staring at her, specifically her chest.  She looked down and saw the two most perfect breasts protruding from her chest.  But they were still growing.  Past a C-cup and well into a D-cup, these puppies were expanding quickly.  They were extremely heavy and started to weigh her down.  But then she felt a tingle run across her back and her back muscles started growing.  In seconds the stress of her tits was removed and she stood up straight and tall.  As a matter of fact, she thought to herself, they almost seem weightless.

Then Debbie saw the muscles in her forearms begin to writhe and swell.  And then her biceps and triceps.  Everywhere she looked on her body, there seemed to be inches and inches of muscle being added by magic.  She could feel power coursing through every cell of her magnificent body.

Debbie looked at herself in the mirror just in time to see her chest and tits rip through her hopelessly outsized leotard.  The material fell away leaving Debbie naked from the waist up.  The image that greeted her was some kind of combination porn star and Ms. Olympic.  Indeed all of the girls could easily go toe to toe with the best lightweight female bodybuilders.  But Debbie had a lot more up front than the others, including Terri.

Stewart realized somewhere in his darkening mind, that she had turned out just as he had imagined her.  He smiled as he gazed on her reflection in the mirror, then he finally passed out.

The girls spent the next few minutes posing and checking each others bodies out, then they found some extra clothes for Ginny and Debbie.  The clamored up the stairs and out into the light of another beautiful San Diego August day, leaving Andrea's unconscious brother still tied to the bench.  But at least they remembered to take the sock out of his mouth.

"So what do you guys wanna do?" Said Ginny, unusually cheerful, but not considering that she now had the strength of ten men and the body of a supermodel.

"Let's go to the high school and watch football practice - I wonder if Coach Sprokett would let us work out with the team?" Andrea said.

"Let's just find some boys and work out with them!" suggested Terri.

"We could go to the park and challenge some guys to a basketball game - I bet we could slam dunk easily now!" added Debbie

"Or we could just slam dunk some boys!" reminded Terri.

"Hey we could head down to Silver's Gym and watch all those big buff bodybuilding dudes salivate at the sight of us and then crush their pumped up egos by out lifting them with just our pinkies!" suggested Ginny.

"Or we could just pick 'em up and crush them in our arms and then drag 'em into a back room and then ..."

"Terri!" the other three shouted in unison.

------

Michael 'Moose' Muskowski was huge for his age.  At 17, he was nearly as big as some of the guys who played line for San Diego State.  Of course, the steroids that his assistant coach kept him supplied with helped quite a bit.  But Moose was also very intense in his weight training program.  He knew that if he wanted a college scholarship with any team besides Mt.  St.  Mary's Home For Girls, he needed to add another 50 pounds to his bench, and shave a couple of seconds off his 40 yard run.

Moose was just settling onto the bench under a bar loaded with 315 pounds when a group of girls walked into the weight room.  He barely noticed them because of his intense focus on doing the lift.  But everything else in the room seemed to stop as they strolled through the middle of the room smiling at the sweating boys and waving hi to them.  Moose lifted the heavy bar and balanced it before he started his set.  He didn't see one of the girls walk over to where he lay.  A beaming Terri stood over him with her arms pinned back to accentuate her large tits.

"Hi, how's it going?  My name's Terri."

Moose looked quickly away from the point on the ceiling that he always focused on when he did his heavy sets, "Uh ...  yeah, I've seen you around school.  I'm ...  kinda busy right now."  He struggled to raise the bar and then lowered it for one last rep.

"Yeah, I can see that," Terri swung he leg over the boy and straddled him, "So, do you mind if I just, you know," she began to run her fingers over his hot, sweaty chest, "sit here and watch?" She lowered herself until she was barely touching his cock and started slowly rubbing it with her butt.

"Geez, Terri!  Get off!" Moose's face was turning beet red, partially from embarrassment and partially because he couldn't get the bar off his chest.  "This is ...  really heavy ...  ya know!""

Terri paused for a while, mentally adding up the weight, then reached out and grabbed the bar with both hands.  The bar practically flew out of Moose's hands as Terri easily curled it up to her big breasts.  She repeated the action three more times and then smiled and shrugged her shoulders, "Gee, it doesn't seem all that heavy to me."

Moose was flabbergasted, laying on the bench with his mouth wide open.  Still straddling the boy, Terri reversed her grip, turned to her friends who were standing around the gym, and lifted the bar above her head with one hand, "Hey guys!  Does this bar look all that heavy to you?"

"No, looks pretty light."

"Naw, it's a playtoy, got any real weights around here?"

"Whatcha got on it, Terri?"

Terri made a show of twisting the bar while counting up the weight, "Hmmm ...  only about 310, 315 maybe."  She brought it down and curled it a couple more times and then placed it back on the stunned Moose's chest, "Here you go - it wasn't as heavy as you said.  You shouldn't have any problems with it."

Moose struggled to lift the bar back up which he finally did, and racked it immediately.  He lay there looking up at Terri's smiling face while severely conflicting emotions ran through him.  He was embarrassed that this girl had just totally out-lifted him, he was horrified at the prospect that she might be stronger than he was - a lot stronger!  - and, he wasn't sure, but he seemed to be really turned on by her display of womanly power.  Moose grabbed the bar and used it to pull himself up off the bench, keeping it between him and the gorgeous supergal.

In another part of the gym, Andrea was looking over the rack of dumbbells.  She picked up the largest pair on the rack, marked 120 lbs., and bounced them a little, feeling their weight.  "Too bad all these things are so light, it would be tough to get in a really good workout here."  She knew that all the boys were staring at her after that comment.  A couple even started to say something, but their mouths just stayed wide-opened and silent as they watched her flip the tremendously heavy dumbbells up one at a time, shift the other dumbbell to the other hand, and then catch the first one.  She was juggling weights that were almost as heavy as they were!

Over in a corner, Ginny was trying to strike up a conversation with a tall handsome boy.  He was Todd Blakeridge, quarterback, captain of the football team, one of the richest kids in school and definitely the biggest snob in the room.  Everyone knew that he and Kimmy, the head cheerleader, were the hottest couple on campus.  But Ginny was new to the school and hadn't gotten all the gossip, yet. 

"Hi, I'm Ginny." She said as she eyed his body as he was doing a set of lunges with a bar across his shoulders.  He sure is cute, she thought, great buns, too!

"Yeah ...  so?" he shot back between exercises.

"Um ...  so what's your name?" she was trying desperately not to lose face with such a good-looking guy.  She brushed her hair back, nervously.  She didn't handle rejection very well.

"Todd.  Now why don't you run along."  He finished his set and dropped the bar to the floor, took out a comb, and stood in front of a mirror re-combing his hair which had gotten slightly mussed during the exercise.

"Well, you don't have to be rude." Ginny's face was getting red.

"Apparently I do.  Now get lost or else."  Todd emphasized his point by pausing his combing ritual to flex his large biceps.  Satisfied that she saw his buff arms, he turned back to his own reflection, rolled his eyes, wagged his head, and went back to his preening.

Ginny lost it.  "Or else what, you puny geek!"  She stood in front of Todd with her hands on her hips.  "You think you're 'man' enough to handle me?"

"Oh please." Todd tried to ignore her and tilted his head in order to see himself.  He stopped and looked at her, "Look, I can see that you're obviously in pretty good shape and you think you're tough and all, with your little girly muscles, but don't make me get rough with you."

"Little girly ...  why you ...  I'll show you ..." Ginny emphasized her point by poking Todd in the chest with just one finger.  Todd went stumbling backwards, tripped over a weight plate and landed on his butt.  "Ha!  What do you think of that, mister macho?  I just took care of you with one finger!"

"I tripped you stupid bitch, I lost my balance, everybody saw that," Todd protested as he jumped up from the floor.

"Well come here, and I'll give you some more." Ginny taunted as she brandished her fists.

"I'm not going to fight you," Todd replied haughtily, but still feeling the sting in his chest where she pushed him.

"Okay, how 'bout we arm wrestle, so I can show you what these little 'girly muscles' can do?"  Before Todd could respond, Ginny grabbed his wrist and dragged him over to a weight bench and pulled him down until his elbow was on the cushion.  By now a small group of football players had gathered and was egging Todd along.

"Okay!  Okay!  If it'll make you happy, I'll teach you a lesson about what real strength is."  Then looking up to the boys, he winked, "No sweat, guys."  He looked back at Ginny and smiled his most condescending smile, "Any time you're ready, Muscles."

-----------

Meanwhile, back in the gym, Todd was struggling to comprehend his situation. He had been pulled down to a weight bench by a strange girl, clearly a lunatic, and goaded into an arm wrestling match. He could plainly see that she was no match for him. By far he was taller and stronger, and he had intended to demonstrate his obvious superiority with a quick pin, But the pin hadn't happened. As a matter of fact no matter how much effort he put into this contest, he couldn't even budge the girl's arm. The cheers from the other football players at the beginning were now diminishing in unbelief as their quarterback, their fearless leader, couldn't even beat a little freshman girl.

"Gee Todd," Ginny stifled a fake yawn, "that isn't sweat I see on your forehead, is it?"

"C'mon Todd! Quit messing around!" encouraged a tall black guy. He was wearing only shorts and shoes. When Ginny looked up at him she saw that he was all lean toned muscle. Probably a receiver she thought.

"Why don't you give Todd a hand," she said casually as she smiled up at him, "I mean, if you think it would make any difference." Her arm looked relaxed, not even straining to hold the big jock's hand motionless.

"Dave ... help me ..." Todd managed to spit out, "she won't ... let go ... can't budge ... her hand ..."

Dave knelt down next to Todd and grabbed the two hands with his hands. Then he pushed with all his strength. His lean muscles bulged with effort as the two boys finally began to force Ginny's hand away from center. Ginny simply gritted her teeth as she pushed back against the boys. A small but rock-hard muscle expanded out from the girl's previously smooth arm. Soon the four hands were at the center again. Try as they might, the lads couldn't move her hand again.

Another boy grabbed hold of the mass of hands and started pulling. Soon two more boys joined in. All of the boys wore worried expressions, not sure what to make of this strange girl holding back five football players. Ginny's bicep was bulging hugely, bigger than any guy on the team except maybe for Moose. Dave freed one hand to reach out and touch the bulbous muscle. Ginny just smiled at his reaction and but on an extra burst of strength, pushing the whole group of boys backwards a few inches.

Just then, Coach Sievers, the strength trainer, came out of his office, curious about the commotion. "What the hell is going on ..." He stopped in mid-rant as he felt a hand take hold of his waistband and jerk him back.

As he slammed against the wall, he instinctively tightened his back and butt to absorb the blow. And just as instinctively he balled his fists to punch out whoever had balls enough to try to rough him up. But he was stopped short by a beautiful girl pressing her ample chest against him. Literally, try as he might, he couldn't move away from the wall. He felt stuck between two rock walls. But his brain couldn't make sense of what his body was experiencing. He felt helplessly caught between two immovable objects.

Buck Sievers was anything but a helpless man. He had spent the better part of his 40 years as a weightlifter. The culmination of that training was a 6' 2" hunk of solid muscle that could go toe to toe with the best linemen in pro football. In fact, he had spent ten years doing just that. With his jet black hair and rugged features, he was still a very attractive man and constantly sought after by many women. Yet in all of his dealings with women, he was always the one in charge. Now he found himself being pressed against a wall by a high school girl, and he couldn't even budge.

"Hi ya coach," Andrea purred as she pushed her huge boobs into his chest. She was leaning forward and pressing him against the wall as hard as she could. With her feet planted, she knew that he was trapped. She flexed her pecs and the steel hard muscles expanded even further into the stunned man. "Why do you just let my friends have some fun with the boys, okay? No one will get hurt ... much. You know coach," she continued as she began to run her fingers across his shirt, "you really are incredibly buff. And I just love big, hunky older guys."

Buck managed to free a hand and grabbed one of Andrea's wrists. But try as he might, he couldn't stop her from her explorations of his anatomy.

[hatour]

"I'm sorry, am I making you uncomfortable?" Andrea asked as she continued to stroke him. "Let's go somewhere more private." With that she circled an arm around his waist and lifted him up against her as easily as a mother lifting a child. She stepped quickly into his office, shutting the door with her foot, and slammed him into a chair. She held him immobile with just a one hand on his chest and then straddled him with her iron thighs. "Let's get to know each other a little better, shall we?" she aid as she tore his T-shirt off him with a flourish.

---------

"Are you ready, boys?" Ginny coyly asked.

"AHHH, my hand, you're crushing my hand!" Todd was almost in tears.

"Oh sorry, Toad, I mean, Todd," Ginny said as she slightly relaxed her grip. "I know that you'll probably need that hand to throw with, won't you? Just remember this, Toad," her eyes bore into his, her teeth clenched and lips sneering, "I could have just as easily broken every bone in that precious little hand of yours. And this football season would be over for you. So just remember ..." Ginny grabbed the edge of the bench with her free hand and began flexing her entire upper body. The whole group began to move. Ginny's expanding chest, topped by her D-cup boobs stretched the material of her top to the breaking point. Her nipples became hard from the exertion, causing the fabric to tent out even more.

The combination of Ginny's powerful muscles and the momentary distraction provided by her comely endowments proved to be too much for the boys. Ginny slammed Todd's hand down on the bench and sent the other four boys sprawling across the mats on the weight room floor. Ginny rose, thrust out her awesome chest as she stood over the demoralized quarterback, and finished her proclamation, "... you .. are .. mine!"

As Todd looked up in fear at this striking example of femuscle, he knew it was true.

----------


Meanwhile, Moose was just getting up enough nerve to talk to Terri. "Uhh ... what's ... what's going on here?" he stammered as he surveyed the action in the room.  "What are you girls? Some kind of alien freakoes or what? I mean ... are you for real?"

Terri, who had just smiled at Moose's attempt to get away from her, quickly grabbed one of Moose's wrists as she moved closer to him, "Oh we're for real, baby. Here feel." She raised her free hand and flexed her big bicep then forced Moose's even bigger hand onto it. "Go ahead, big guy, give it a squeeze, see for yourself if it's real or not."

As commanded, Moose squeezed Terri's mound of muscle, tentatively at first, and then as hard as he could. The harder he tightened his grip the bigger his eyes got. He couldn't believe that any person could have muscles this hard. He placed both hands around the young girl's arm and bore down on it with similar results. The muscles in his forearm bulged out with the effort, but still were totally ineffectual. Terri held her arm flexed and smiled in amusement at the monstrous boy's reaction.

"Whoa, Terri, you're like, awesome! I've never seen anything like that before!"

Soon other boys started gathering around Terri, admiring her bulging body (especially how those two remarkable bulges in front sat so high and firm on her chest).  In the confusion and uproar that the girls were creating, no one noticed that Debbie, who had been enjoying herself just watching the others, had quietly slipped out of the gym, through the boy's locker room.

Debbie had been standing by a window when she just happened to see Mary's car pull up in the parking lot. She stared in wonder at the massive women who piled out of the car. When she finally recognized two of the women as Coach Wilkes and Tiffany, she got suspicious. When she saw Stewart was with them, she got worried and made a quick exit. Quietly she passed through the locker room and out into the morning, leaving her friends to their fate.

----------

"Andi ... come here quickly!"

Andrea slowly turned around to see her friend Ginny standing in the door of Coach Seiver's office. She had ripped the big man's shirt off him, but was currently struggling with his unwilling hands while her iron thighs clamped tighter and tighter around his waist. Why doesn't he want to rub my big titties, she wondered, why do I have to force him to do it? Now Ginny was interrupting.

"What is it?" Andrea demanded, obviously put out by the intrusion.

"Sorry to bother you," Ginny shot back, just as catty, "but I thought you would like to know, Debbie's gone. She took off while we weren't watching without saying anything to us. I think something's wrong."

Andrea reluctantly pulled the coach's hands out from under her top, "Nothing I'm sure that we can't handle now." She held both of Buck's wrists with one hand and flexed her other arm, "Right Coach?" His eyes grew wide in disbelief as he struggled in vain to free his arms.

Andrea released her dumbfounded captive and stood up to leave. She turned back to Buck and pointed her finger at him, "Now, don't go anywhere stud, I'll be right back to finish what we started."

Andrea, Ginny, and Terri walked slowly across of the weight room, loving all the attention from the boys. They stopped at the door, blowing kisses to them and then turning and wriggling their tight little butts as they walked out.

Buck Seivers stood at his office door, staring at the vision of loveliness that was just on top of him, dominating him. He struggled with his own conflicting emotions and fantasies. "Okay men," Seivers finally said in the most commanding voice he could muster at the moment, "let's ... uh, let's hit the showers ... and make sure they're nice and cold ones!"

Andrea  and her friends had just passed through one hall way when they turned a corner and ran into a solid wall of female muscle coming the other way. They momentarily paused, awestruck by the sight of Mary's and Rita's bulging muscularity. Then immediately they turned to run, understanding why Debbie had taken off so suddenly.

But these girls were no match for the speed of Maeghan. All they saw was a blur as the young gymnast raced past them and stood at the other end of the hall blocking their retreat with her hands held defiantly on her hips. Ginny and Terri crashed into Maeghan as they tried to slow down. Andrea managed to slip by while Maeghan used her superior strength to lift the girls and pin the other two against the wall.

"She's mine!" Tiffany shouted as she took off after Stewart's step-sister.

Meanwhile Rita helped Maeghan control the two struggling girls as Mary handed one vial to Stewart. Ginny's and Terri's large muscles bulged fiercely as they tried unsuccessfully to free themselves. Mary calmly held Terri's mouth open as she dropped two drops of the strength reducing potion in her mouth.

"I'm really sorry about this, girls," Mary said as she repeated the process to Ginny, "but you took something that didn't belong to you. This power is a gift to be freely given, not forcibly taken."

As the potion took effect, the struggling decreased. Rita and Maeghan were able to relax their grip considerably as the girls' strength returned to near normal levels. Then Stewart dropped a drop of the size reducing potion. Secretly, he liked the way the girls looked and really didn't want to return them totally to their original size. Their large muscles seemed to almost deflate as the magic did its work leaving them looking more like fitness competitors rather than bodybuilders.

----------


Meanwhile, Tiffany was still racing after Andrea. Unfortunately for Andrea, Tiffany was much more familiar with these hallways. When Andrea turned a corner, Tiffany slowed up knowing that she had run into a dead end. She walked to the corner and stood there with her hands on her hips waiting for Andrea to realize that there was no way out, except through her.

"Give it up Andrea." Tiffany announced down the dark hallway. Suddenly she saw movement along the wall. She was amazed that her eyes that had always need extra thick glasses were so improved by the magic that she could almost see as clearly in the dark halls as she could outside.

"You haven't caught me yet, slut!" Andrea cried as she rushed straight at her, trying to knock her over with her shoulder.

Tiffany, alerted by her super vision, braced for the impact. "Slut!" she yelled as the younger girl drove her shoulder into a wall of rock-hard abs and stumbled backwards. "I wasn't the one who jacked off my brother and had all my friends do it too!" she said as she leapt toward the stunned girl.

Andrea took a wild swing in the darkness and luckily caught Tiffany with her elbow, sending her crashing into a wall of lockers. "He's not my brother!" Andrea screamed as she balled her powerful fists and searched for her prey. "And besides, I could care less about him. I hate him!"

Tiffany seeing Andrea searching for her realized that the young girl could not see in the dark as well as she could. Deciding to use this to her advantage, she attacked. "Well I love him." she said as she delivered a vicious kick to Andrea's exposed stomach. "And I hate to see him used." She circled noiselessly and punched her savagely in the lower back.

Andrea took another wild swing in the direction she thought Tiffany was moving. But Tiffany ducked under her arm and came up from her crouch with a tremendous uppercut to the girl's jaw. Andrea flew backwards from the blow and slid down the hall, unconscious. Tiffany picked up the limp figure, threw her over her shoulder, and walked back towards the others.

-----------


"My beautiful muscles!" Terri cried, "What's happened to my beautiful muscles?"

"I feel so weak!" exclaimed Ginny.

"Here's the next one." proclaimed Tiffany as she effortlessly held up the still groggy Andrea. Mary and Stewart immediateely administered the doses of magic antidote. Stewart was careful though to make sure that she got both drops of his potion, hesitating for a second as he debated giving her three drops just to spite her. By the time Andrea came around, her strength and fantastic muscles were gone. And without the magic flowing through her speeding her healing capabilities, she had a very sore jaw and a throbbing headache.

"Oh god, I'm so small!" she complained as she examined her arms and legs. Actually she was still a bit thicker than she had been before, but nowhere near the picture of power that she had been just a few minutes ago.

"Well, that's three of them," Rita said as she stood over the crest-fallen girls. "Stewart, didn't you say there was four girls this morning?"

"That's right!" Stewart looked around, "Where's Debbie?"

----------


Debbie made her way from the school through the parking  lot, thinking that the search party probably wouldn't retrace their steps out that direction. As she passed by Mary's convertible, she looked inside and noticed a little pill sitting on the front seat. She remembered what Stewart had said about how he originally got his strength from taking some pills. Maybe this was one of those pills, she thought, and if it was, it probably wouldn't hurt to be a little stronger considering the size of those women that had accompanied Stewart to the school. She quickly popped it into her mouth and bit down on it. A sweet taste filled her mouth and she instinctively swallowed the liquid. Then she kept walking away from the school buildings towards the outdoor basketball courts and football practice fields.

-----------

"I don't know about you guys, but I'm stayin' away from downtown from now on," said a boy with a bandage wrapped around his hand as he attempted to spin a small pocket knife in his non-dominant hand. Several others were lazily shooting baskets and hanging around a beat-up old Chevy. "Know what I mean Lonnie, huh?"

"Yeah, there was some kinda weird shit goin' down there," agreed another injured boy. "Let's just hang here for a few days."

Debbie stumbled through the parking lot and into the shelter of some large bushes that separated the basketball courts from some tennis courts. She heard the boys talking but she didn't want to be spotted by them. Suddenly she was overcome by dizziness and she clung to the chain-link fence for support.  Things weren't going as planned, she was frustrated and afraid. And she was having second thoughts about taking that pill she had found.  Then one of the boys totally missed the basket and the ball came bouncing her way.

The boys noticed Debbie as the ball rolled to a stop by her feet. "Hey baby, throw us the ball!" one of the boys yelled.

Debbie had trouble focusing on the ball or the boy who had shouted at her. He seemed strange. His head appeared to be bandaged and there was another boy with an identical bandage on his head. As she stepped out of the shade, the sun seemed to be twice as bright as before. She shielded her eyes and stumbled again. It was as if she had lost all co-ordination.

"What are you stupid or deaf?" the other bandaged boy taunted.

To Debbie, every word sounded like a freight train roaring through her head. She finally found the ball and gently tossed it at the nearest boy. But in actuality her throw was so hard it almost took his head off.

A tall, dirty boy approached her quickly and shoved her backwards with his right hand, protecting a wrapped up left hand, "Hey, that ain't nice! You don't mess with us, bitch!"

Debbie fell back more from the assault on her olfactory sense than the ineffectual shove. This boy reeked and every scent was magnified many times over for Debbie.

The dirty boy grabbed her shoulder and squeezed as he pulled her toward a car where a couple of other boys were sitting, "What d'ya think we should do to her, Lonnie? We should teach her a lesson, huh. Teach her some manners!" He shouted at Debbie who was nearly wretching at the smell of his rancid breath. "She's not a bad lookin bitch, either. What'cha think Lonnie?"

Lonnie sat on the hood of the car which looked like it had been rolled up and unrolled, stripping Debbie with his eyes which always seemed to come back to her tits. He was tall and muscular, wearing tight white jeans and a dirty white tank top. He habitually flexed his large pecs as he stared at the girl.

"I'll take care of her," offered another tall boy as he clumsily tucked his small knife into his pants pocket. His other hand was bandaged like the smelly boy's.

"No lade ill tek er" Lonnie mumbled through swollen lips.

"What'choo say Lonnie?" the boy with the knife asked, "I can't understand a word you're saying since that broad bipped you last ..."

Lonnie grabbed the boy's shirt and pulled him nose to nose, flexing his big bicep, and stared at him before attempting to speak again, "I sed, no, Blade. See's mine." He thrust Blade away and thwacked his injured hand to remind him who was in charge. Blade winced as his cracked bones throbbed in pain. Lonnie grabbed Debbie and shoved her into the back seat of the car, then followed her and closed the door.

Debbie was glad to be out of the sunlight, but the smells of the car were no better than Stinky's breath. The stench of beer, puke, cum, and Old Spice attacked her just as Lonnie was settling in beside her. And then a fire started burning inside her. It spread like the warmth that had filled her back at Andrea's house, but it was different, really different. It burned as it coursed through her veins, every fiber of every muscle was exploding. Every cell in her body responding to a wake-up call that couldn't be denied.

Lonnie had maneuvered Debbie into a laying position across the big back seat and was busily trying to lift Debbie's T-shirt over her mountainous breasts. As he ran his hands up her thighs and under her shirt, he noticed the muscular definition in her legs and abs. Momma, he thought to himself, buff and sexy and oh so luscious!

[hatour]

Suddenly he stopped as he looked down at his victim. She was writhing and panting already. Was she so turned on by him that she was ready to come already? Wait, it seemed to him that she was somehow ... growing. Her tits seemed even bigger than they had a moment ago. Her head was pushing against one door and as he looked back he saw her feet pushing against the other side. Her luscious thighs that he had just felt up were growing thicker, muscles bulging out of the tops forming deep valleys of separation. Her shoulders were spreading out, muscle growing like crazy, until they were nearly as wide as the door. Lonnie saw her abs thicken as each individual muscle group popped out in stark relief. He looked back over his shoulder to see her feet burst out of her tennis shoes.

As Debbie's thighs continued to grow, her shorts began ripping up the sides to accommodate their new bulk. She grabbed the material of her shirt and ripped it off her expanding torso. It was right about now that Lonnie knew he was in the wrong place at the wrong time. Any doubt in his mind was completely erased when he saw Debbie tense her mighty arms and oaken thighs. With one great push, she tore both back doors off and sent them flying in opposite directions.

Debbie wrapped her massive legs around Lonnie's mid-section and sat straight up, surrounding his head with what seemed to be huge pillows of boob flesh. She placed her powerful hands on the ceiling of the car and pushed upwards. The other boys stopped to stare as two incredibly strong hands ripped the top of the car up and then proceeded to roll it back.

Finally free of her raunchy prison, Debbie stood on the back seat holding Lonnie by the front of his shirt. She was ten feet of perfectly proportioned, nearly naked, female muscle. Her fist was a large as Lonnie's head, each thigh was thicker than his body. Her bared breasts were bigger than basketballs, crowned with fat, two-inch thick nipples. Her lustrous black mane fell in wondrous waves to the middle of her rippling back. She flexed her arm as she raised Lonnie up to her face. Her bicep ballooned to mammoth size as she studied his face momentarily.

A deep guttural sound emanated from Debbie's massive chest, turning into a low growl as it rose, and finally came out as a full force roar, pushing Lonnie's hair back and echoing around the neighborhood. She ended with a snarl that reminded Lonnie of a tiger about to devour its prey.

"Elp mee!! Elp mee!!" Lonnie cried through his swollen jaw as a yellow stain slowly spread down the front of his white pants.

The two boys with head wounds collapsed to their knees as their legs were suddenly too wobbly to keep them up. Blade was busily trying to open his knife, frustrated by the wrappings around his right hand. The tall smelly lad picked up the only weapon he could find, the basketball and threw it at Debbie thinking maybe it would do some good.

Debbie saw and heard the ball coming almost before it left his hand. Her senses seemed to have been heightened to a superhuman degree. So were her reflexes. She easily caught the ball with her free hand as it streaked toward her. She looked again at the ball, deciding what it was and what to do with it. Although the pill had greatly augmented her strength, size, senses, and reflexes, it had left her mind muddled and confused.

Finding the thing was not alive nor a threat to her, she threw it back at the boy. But she threw it with nearly the velocity of a rifle. It struck him square in the chest and sent him flying backwards. He scraped to a stop along the blacktop, unconscious.

Blade continued to wrestle with the pocket knife. His good switchblade had been busted by some old broad last night along with his hand. But he felt almost naked without a knife, so he had stuffed his old pocket knife into his pants that morning, not really expecting to have to use it. Now he was fumbling around with only one good hand trying to pry the silly thing open.

Debbie stepped down off the car still holding Lonnie by the shirt. Out of desperation, the muscular boy began to pepper her mid-section with a series of blows. He was no slouch at fighting, having put down more opponents with his hands than the rest of the gang all together. But even his hardest blows were having absolutely no effect on the giantess. In fact, it felt like he was punching a concrete wall. He began to flail wildly at her arms and shoulders, not able to reach up to her head.

Finally Debbie took notice of the little man pestering her with his hands. She casually tossed him aside against the car. He slammed into the car with so much force that he was sure that his back was broken, but he was still conscious.

At long last, Blade coaxed the knife open. The blade was short but as sharp as a razor. By the time he looked up, Debbie was standing in front of him staring at the knife in his hands. Something in the back of her mind told her that she should be afraid of the instrument, but she couldn't understand why. As quick as a flash, Blade slashed at the giant teenager. The razor-edged blade carved a path up from her left hip across her stomach and under her right tit, ending at her nipple.

Blade quickly stepped back expecting to see blood gushing from the wound and preparing for his next attack. But like the night before, there was no blood. In fact, there was not even a mark left by the knife. Like the night before, he lunged at his target out of fear and confusion, hoping to fend off the monster with a sharp stab at her abdomen.

Debbie swiftly grabbed the boy's hand and hoisted him up to head height. She held him there with one hand and stripped him of his weapon with her other hand. She looked at the blade, examining it, then scraped it across her thick nipple. She gasped as pleasurable feelings flowed through her. Back and forth the blade went, harder and harder she scraped as her nipple grew larger and larger in response to the stimulation. Finally metal gave way to steel-hard flesh and the knife blade snapped off.

The stunned gang member had been watching Debbie turning herself on, but was beginning to fear for his life. He kicked wildly at the massive body and succeeded in kicking the underside of her basketball-sized boob with his steel-toed shoe. As Debbie reacted to the unexpected pain in her chest, Blade managed to wriggle free of her grasp.

Lonnie had had enough time to gather his wits by now and had climbed into the car. The big engine roared to life as Blade hit the ground. He sprinted to the car holding his unwrapped hand which had also probably been crushed.

"Run 'er down!" Blade shouted as he slumped into the safety of the car. "Kill that fuckin' bitch before she kills all of us!"

Lonnie need no encouragement as he had already stomped on the gas and was aiming the car at Debbie. The beat-up Chevy's tires spun furiously, trying to grab onto the asphalt as the car swerved toward its target. Debbie turned to face the mechanical monster, roaring across the playground. She sneered as it gained speed and headed straight toward her. Another animalistic growl swelled up from her huge chest and escaped her mouth in a snarl that would frighten a Siberian Tiger. She lifted one massive foot as the car approached and smashed it down on top of the hood.

The car, which had gotten up to almost 40 mph, came to an abrupt halt under her gigantic foot. The huge engine was crushed beyond repair. Lonnie and Blade smashed against the front window, shattering the glass. They both crumpled back to the seat unconscious.

Debbie raised her arms in victory, tensing her incredible muscles. Her soft, smooth curves were replaced with ripples and ridges of muscles as she flexed. Bulging mounds of steely muscle bunched and swelled across her body. She was bigger than any human could possibly be. Bigger than any superhero. And she reveled in her unbridled power. The steam from the crushed radiator billowed up, rising like a cloud around her feet. She looked every inch, every foot, like a goddess come to walk among mere mortals.

"Holy smokes!"

Mary and her four friends had raced over to the sounds of the fighting in time to see the destruction of the car. They saw the bodies of the gang spread across the playground and the awesome display of femuscle as Debbie flexed.

"Ladies," Stewart said, his eyes wide as silver dollars, "I think we've found Debbie."

"Oh my god, she's huge!" Maeghan stared in awe at the giant teenager.

"The bigger she is," said Tiffany as she started toward the towering girl, "the harder she'll fall!"

Before anyone could stop her, Tiffany ran up to Debbie and grabbed one of her tree-trunk legs. Almost more out of annoyance than anger, Debbie swatted at Tiffany with her hand. The blow sent the girl flying backwards towards the others. Maeghan reacted quickly and caught Tiffany before she hit the ground. She was shaken but unharmed.

"Hold on, everyone," Mary cautioned, "it looks like we're going to need to use our brains on this one and work together."

With a growl, Debbie turned toward the group. Somewhere in her clouded mind she knew that they posed a grave threat to her. But she was feeling so powerful that she wasn't intimidated. She roared a challenge to the women.

"Rita, circle behind her, Tiffany and Maeghan on each side," Mary commanded, "Stewart get behind me.." The women did as they were told.

At the mention of Stewart, Debbie swung around as if recognizing him. She recollected that he was a source of power, and what she wanted right now was more power, more strength. She stepped toward him but was stopped by Mary's hand on her arm. She looked down on the puny woman who dared to stop her and flexed her monstrous bicep, breaking Mary's hold.

Debbie swung her massive hand, intending on sweeping away Mary, but Mary ducked under it, pushed at the giant's mid-section, and knocked her back a few feet. Debbie regained her balance, surprised that one so small should challenge her might. She stepped forward with a growl and reached out to grab Mary. But the mighty Librarian was quicker than the giant woman and delivered a stunning punch to her face, rocking her back again.

This time Debbie stopped to clear her head, shaking off the last blow. Then she countered with her massive fists balled and aimed at Mary's head. Mary raised her arms to protect herself, warding off the girl's heaviest blows. Suddenly, Mary struck out again with a thunderous punch to Debbie's mid-section. The giantess doubled over from the unexpectedly strong punch. Mary followed with a resounding uppercut that stood the reeling giantess straight up again.

Rita took this as her cue. She dove at the stunned teenager, wrapping her knees together and pulling her over backwards. Immediately Maeghan and Tiffany jumped onto her arms and pinned her down. Between the three powerful women, Debbie was held motionless.

"Okay Stewart," Mary beckoned him forward, "let's get this antidote down her. And hope to god that it works as well on her as it did on the other three [She of course is referring to the other three girls who attacked Stewart in a previous part of this story which hopefully you will remember even though it seems like it was years ago that you read it - you did read it didn't you? I mean this whole thing won't make much sense if you haven't read the first six parts - which you really should do before continuing on. Thanks.]."

Stewart pulled out the two vials and handed one to Mary. She carefully approached the screaming giantess and held her head down by her hair. She held the vial over her mouth and dropped in two drops of the strength reversal potion.  Debbie continued to struggle as the potion took effect, but the muscles that were just bulging with frustrated power began relaxing. Maeghan and Tiffany also began to relax their grip, lest they accidentally hurt the girl.

Stewart held out the other vial for Mary to administer the size reversal potion. But suddenly, Debbie, her mind still somewhat clouded by the whole experience, quickly pulled away from Tiffany and swiped at Mary's hand. The bottle flew out of her hand and across the basketball court. Everybody watched helplessly as the glass container arched its way through the morning light to its expected demise.

With a flash, Maeghan reacted first, her powerful legs propelling her up and towards the landing zone. She made a diving catch just as the bottle was about to hit the pavement. She rolled with her momentum, clutching the potion in her hands. Still she was not able to stop several drops of the  potent formula from spilling out of the opened vial. Quickly she was back on her feet and standing with her comrades handing the bottle carefully back to Mary.

Tiffany had controlled Debbie's arm once more and Mary had pinned her neck to the ground so that the hapless girl couldn't escape. Now Maeghan resumed her grip on the other arm and Mary examined the remaining contents of the bottle.

"A lot has spilled out," she said studiously holding it to the light, "we'll just have to hope that there's enough left." With that she held the girl's head down and repeated the process. Barely two drops issued forth from the dark colored vial. Mary held her hand over Debbie's mouth to make sure that she swallowed the potion. Then everyone stood by waiting for Debbie to return to normal size.

-----


"Wh ... where am I?"

The stunned young woman struggled to sit up. She looked around to find herself surrounded by unfamiliar faces, mostly female, mostly attached to incredibly muscular physiques. The only face that she did recognize as her eyes began to focus was a man's face. It was her friend's brother, Stewart.

"Stewart? Stewart?" she repeated to herself as her mind slowly worked its way out of the fog. She looked down to see that she was totally naked. With a gasp she attempted to cover herself, but she was not too successful. Her hands could not begin to hold in her voluptuous bosom.

Suddenly, Maeghan came running up with some clothes in her hands. "Here," she said as she pulled up to a stop by the embarrassed girl, "I just ran over to the boys locker room and found some stuff that might fit you."

Debbie self-consciously clutched the clothes  and looked nervously around. Tiffany playfully grabbed Stewart's ear and led him away from the circle, "That's enough gawking for you, young man!" she scolded. "Besides, lover boy, Aren't I woman enough for you," she said as she clamped her arms around him and gave him a powerful squeeze, mashing her own wonderfully full breasts into his torso.

Debbie quickly slipped the top over her head. Maeghan had picked out the largest football jersey she could find, meant to fit over a three hundred pound lineman with shoulder pads on. However, the jersey fit Debbie's shoulders perfectly. Then she pulled on the shorts she was given and slowly rose to her feet.

Mary, Rita, and Maeghan all gasped simultaneously. Debbie continued to rise ... and rise ... until she towered over the other women. Although the magic potion had greatly reduced her size, she had not returned to normal. She looked down on Mary and Rita, surprised how short they seemed. Although Mary stood a statuesque 5'11", Debbie was clearly a head taller than her, easily six and a half feet, maybe taller.

The bottom of the football jersey dangled a good 8 inches away from Debbie's steel-plated abs and high enough above the shorts to give everyone an awe-inspiring view of her stomach muscles. She grasped her arm and felt as her large bicep swelled in her hand.

"Oh my god!" Debbie quietly said as she examined her muscles, "What's happened to me? The last thing I remember was swallowing some pills I found in that car back there and then stumbling through the bushes."

"You mean you don't remember these boys," Mary pointed to the boys still strewn across the basketball court, "or how you crushed that car?"

Debbie looked at the still steaming car as it lay like a great beached whale at one end of the court and at the boys, just now beginning to stir. "N ... no ... just images ... sounds and smells ... all mixed together ... did ... did I do THAT?!?"

As the group surveyed the damage that the rampaging hulkette had wrought, another group of boys approached the courts, laughing and joking, bouncing several basketballs. They suddenly fell silent at the sight of the muscular females and the obvious fight that had just occurred. As glad as they were that this particularly nasty gang had come to such an end, they stopped in their tracks and slowly began retreating. Rita turned toward the group, recognizing some of them from school.

"Hey, just a minute there, Ralphy," Mary called out as she stepped toward the boys.

"Is ... is that y... you, miz Wilkes?" a tall red head stuttered.

"It hasn't been that long since you were in my class, has it, Ralphy?" Rita replied with a big grin. "I didn't mean to frighten you guys, just wanted to borrow your ball for a second."

The boys slowly returned to the court and Ralphy bounced his ball to Rita, "Sh ... sh ... sure thing miz Wilkes."

Rita took the ball and handed to Debbie. "Just a hunch," she winked at Mary and smiled at the teen tower of power in front of her, "but would you be interested in joining the girl's basketball team this year?"

The End

[hatour]

The Librarian by Character - Stewart

Mary opened the bottle, shook some pills out onto her hand, and looked to Rita, "Will one be enough, do you think?"

"We could start at one with Meaghan." Rita replied thoughtfully, "But if it isn't enough, we won't be able to increase her strength, remember?  How about if we give her two, and measure her strength increase?"

"Look how skinny I am!" Meaghan said, "How about four?"  She grabbed four pills out of Mary's hand and quickly swallowed them.

"Meaghan!" Rita cried.  She began to say something when there was a sound of a car door closing in front of the house.  Rita and Mary walked to the front window and saw  a thin man, carrying several books and papers walking toward the house.  He was juggling the books unsuccessfully and managed to lose several on his way to the door.

"Shit!" Rita cried as she noticed the man.  "I forgot all about Stewart!"

"Whose Stewart?" Mary asked.

"Stewart Thompson.  He's the school's computer genius.  He graduated last year and is heading off to college to study electrical engineering.  I asked him to come over yesterday when my hard drive went down.  I was hoping he could save my files.  But I totally forgot that he was coming tonight."

"Rita," Mary said as the two women watched Stewart struggle with his pile of books and at the same time try to keep his glasses on and not trip over his shoelaces, "I think we found our first male test subject."

Suddenly the women heard Meaghan cried out, "Rita!!" as she stumbled out of the back room.

Rita spun around and almost fainted at the sight.  "Mary, get the door!" Rita shouted as she raced toward her niece.  She got to her just in time to catch her before she hit the floor.  Effortlessly, the older woman held the frail girl in her powerful arms and walked back to the weight room.

Meanwhile, Stewart had reached the door and attempted to knock.  This sent his books and papers flying again.  Mary opened the door and greeted him with a warm, "Hello.  Can I help you?"

"Oh no, it's all right," Stewart responded as he busily rearranged his things into a manageable pile, "this happens all the time."  Then he reset his glasses again and looked up to the person who had opened the door.  His mouth dropped open as he saw the beautiful amazon before him.  The books slipped from his hand once more, but he didn't even realize it this time.  Finally he came back to reality, and knelt down to pick up his things once more.  Again he stood up and readjusted his glasses.  He tried to say something but no words could form in his mouth.

Mary smiled one of her most devastating smiles and took him by the arm.  "Come in, Stewart.  Rita told me she was expecting you.  My name is Mary Ende.  I'm the new librarian at your old school and a friend of Rita's.  Won't you sit down, she'll be right out."

Stewart sat down and placed his belongings on the table in front of him.  The new librarian? he thought to himself.  Why did I have to graduate now?

Finally Stewart was able to put a few words together, "It's nice to ... meet you ... ma'am."

Mary noticed that Stewart had not taken his eyes off her chest and shoulders since he walked into the house.  "Do I make you uncomfortable, Stewart?" Mary asked in her friendliest voice.

"Oh, golly no, ma'am," Stewart blushed, "it's just that I've never met any librarians that, you know," Stewart laughed and snorted as he stumbled over his words, "<snrkt> look like, <snrkt> well ... as big as ... you."

"Just call me Mary."

"Thanks, Mary <snrkt>."

"Do you think women shouldn't be strong, Stewart?"

"Oh, sure ... I think that's okay!"

"Do you think I'm still ... attractive?"  Mary knew exactly where she was leading him.

Stewart's heart started beating a little faster.  He began to fidget with a pen in his shirt pocket.  "Oh, yeah ... I mean, <snrkt> I think you're quite attractive, ma'am ... uh, Mary."

"Would you like to .. feel .. my muscles, Stewart?"  Mary moved slightly closer to him.

Stewart's heart started racing.  He was close to passing out, but he managed to shake his head and say, "Sh ... sh ... sure."

Stewart's hands were shaking as he slowly reached towards Mary's arm.  Mary helped by taking one hand and gently placing it on top of her relaxed bicep.  Then she placed his other hand under her arm.  "Now see if you can reach all the way around my arm with your two hands."

Stewart had large hands to go with his 6 foot frame, and he was able to reach around and touch fingertips, even overlapping them slightly.  He estimated the size of her arm to be about 16 inches.  He was already getting excited by the size of her relaxed arm

"Now hang on tight."  Mary began slowly raising her arm and flexing the prodigious muscles.  Stewart felt something like steel cables shifting under Mary's sleeve, and then pushing against his hands.  To his utter amazement, and thrill, Stewart's hands began separating.  Father and farther apart they were forced by Mary's expanding bicep and tricep.  His 'manhood' was responding in time with Mary's flexing, bulging in his pants noticeably.  Finally she finished her contraction with Stewart's hands resting around 25 inches of womanly power.

"Know how I got this big?" Mary cooed as she held the pose for Stewart's obvious enjoyment.  He merely shook his head, unable to think about anything but this incredible fantasy woman in his hands.  "Well, I didn't get these muscles from lifting books."

Stewart finally pried his eyes away from Mary's bulging arm muscles, "No?"

"No."  Mary gently removed Stewart's hands and relaxed her arm.  She set him back in his chair and continued in a whisper, like she was sharing a secret, "I used a magic potion."

"Really?"  Stewart whispered back.

"Mmm hmmm," Mary shook her head, "and now I need your help."

"You need my help?<snrkt>"  asked a wide-eyed Stewart.

"That's right.  You see, I've shared my power with several women, including Rita ..."

"Ms. Wilkes?" Stewart interrupted.  He could hardly believe all this was happening.

"Yes.  And it's worked great on all of them.  But I was wondering ..." Mary paused for dramatic effect, "how well it would work on a ... man."

Stewart stared into Mary's eyes, "You mean, you want to try your potion on ... me?"

"It could be a lot of fun ..."

"Oh, oh, golly, I don't know <snrkt>..." Stewart stammered.  His heart picked up its rapid pace again and beads of sweat appeared on his forehead.

Just then, Rita poked her head around a corner, "Uh, Mary could you come here, please?  Oh, hi Stewart." Stewart turned to see Rita and his eyes nearly popped out of his head again as he saw her big arms.  Even unflexed, they were a lot bigger than he had ever seen them, and he had spent a great deal of time watching her around the school for the last four years.

Stewart had become aware of his attraction to muscular women in the ninth grade when the girls in his class started becoming more developed.  He found that a pair of well muscled legs would turn him on more than a pair of skinny, 'model' legs.  And in San Diego [that's where this story takes place, if you haven't read the first two parts yet.  And what are you doing reading part three if you haven't read parts one and two.  I wouldn't have to put in so many of these explanations if you would just read the story in the proper order. - Mac] [sorry for such a long interruption, as I was saying, in San Diego ...] the girls seem to wear very little clothing, especially in the spring and fall.  Stewart had also found himself drawn to girls with defined arm muscles, thus his fascination with Mary's huge guns.

"Mary, I think you need to see this." Rita said as she disappeared into the back of the house.

Mary got up and followed Rita quickly.  Stewart's curiosity finally got he better of him and he also followed, but at a distance.  As he entered the back room of the house he couldn't believe his eyes.  Rita and Mary were standing next to a thin girl wearing shorts and a tank top.  She had a pretty face, which was currently scrunched up in what looked like pain.  She stood with her hands on her hips and shuffled her feet rather nervously, as if waiting for something.

Looking again, Stewart saw that her arms and legs were too thin, like the girl was anorexic or something.  Her shoulders and knees stood out too much and she had little or no breast development.  She was fanning herself, complaining about it being really warm.  And then it started.

Stewart noticed it first in her legs.  Her thighs and calves began to swell slowly.  Layer upon layer of new muscle formed where previously it was almost non-existent.  He looked at her shoulders and saw muscle forming there, as well.  The girl had lowered her head as if in concentration, and clenched her fists.  Looking up her arms from her fists, Stewart saw muscles writhing and growing in her forearms, getting bigger with every second.  She threw her head back, like she was enjoying the sensations washing through her body, and curled her arms several times.  With each curl, her biceps seemed to grow larger and larger, until they looked like they might burst through her skin.

When her biceps and legs had taken on the toned look and size of a fitness competitor, she slowly turned around and gripped the bar that Rita had been using.  Then she spread her lats out, stretching the fabric of her tank top.  Only her lats didn't stop spreading like Stewart thought they would.  They kept fanning out, getting thicker and wider.  Soon, her top was stretched tight and small tears began appearing in the fabric.

Then Stewart noticed that her shorts were raising slightly.  Her legs were taking on new size and definition and her butt was filling out her previously loose shorts.  She stood on her toes and her calves exploded into thick, hard diamonds of muscle.  At the same time, big gaping rips tore across the back of her tank top, exposing huge mounds of rippling muscles and a sports bra that was struggling to stretch around her newly grown torso.  She ripped the useless top off easily and turned to face the others.

Staring at her big arms and thick pecs, she opened her mouth to say something, but was overcome with a new sensation.  Her bra that had been stretched tight across her chest began to sag slightly and then push out away from her.  Soon, Stewart could see the tops of her breasts pushing out of the bra and heard the seams beginning to pop.  The girl reached up to contain her expanding boobs with her hands, but the touch on her already super sensitive nipples sent her into near convulsions and increased the growth rate.  In an effort to free her lungs to breathe again, she grabbed the material intending to take the bra off over her head.

Instead, her forearms swelled, and without realizing what she was doing, her supercharged muscles ripped the bra apart.  The girls breasts burst forth and Stewart almost did the same.  His rod was rock hard and threatening to explode in his pants.  Finally, the girl's growth stopped.  She stood between the two women, pumped up and sweating from her ordeal.  Her voluptuous breasts were heaving with every breath, but showed no sign of sagging as they were held firm and high on slabs of chest muscle.  Even relaxed, her arms looked bigger than Rita's, and when she flexed one to check it out, she left no doubt.  Her arm was at least twenty inches around with other-worldly definition and density.  She reached down and ran her hands over her wide thighs and up to her perfect butt.

All in all, she was the most perfect woman that Stewart had ever dreamed of seeing.  He had recently discovered several sites on the internet that had pictures and stories of women like this, but he thought it was all fictional and the pictures merely enhancements.  Now he was staring at proof that these wonder women really did exist.  And he was unbelievably turned on by the sight.

Maeghan finally came to her senses after the sensations subsided.  She gasped as she realized that she was mostly naked and that a man was staring at her.  She spun around and tried futilely to cover up her rather large endowments.  Rita reacted just as swiftly and handed Maeghan a oversized t-shirt that she had laying in a corner.

"Put your eyes back in their sockets, Stewart." Mary said with a smile, "Don't you know it ain't polite to stare?  Besides, haven't you ever seen a girl before?"

"No ma'am, at least not one like that!  Except on the internet," Stewart pulled his eyes off Meaghan gorgeous body, only to look at the equally stunning figure and face of Mary, "but I thought it was all make believe!"

"It's real, all right," Mary said, "It's weird, but it's real.  So, are you ready to try a little magic?"

Before he could answer, they were interrupted by a squeal of glee coming from the weight bench.  "Cool beans!" shouted an exuberant Maeghan.  Mary and Stewart turned to see Maeghan lifting the same bar that Rita had previously curled.  It still had 1000 pounds on it, but Maeghan was curling it rapidly.

"I wanted to see if I was a strong as Aunt Rita," Maeghan announced, "and look!  This is easier than I thought.  I wonder ..."  With that she grasped the bar with just her right hand.  Slowly, and with a tremendous effort, she raised the bar near her shoulder, but not all the way.  Quickly she grabbed the bar with both hands and lowered it to its resting place.

"Geez, Mary!  Did you see that?" a shocked Rita shouted.  "She's almost twice as strong as I am!  I don't think we want the girls to be that strong!""

"It seems that four pills were a bit more than what we were looking for." Mary agreed. "Perhaps one pill per girl would be sufficient."

"So what happens now?" asked Maeghan, "How long till the stuff wears off?"

"Don't you like being this powerful?" asked Rita.

"Oh yeah, it's the coolest!  I can't believe how good it feels," Maeghan continued as she ran her hands over her massive upper body, stopping only when she saw that Stewart was staring again, "But how long will it last?"

"As far as we know, Maeghan," Mary explained, "this is a permanent change."

"Cool beans!  This is great!" enthused Maeghan.  "I love how I feel, how I look."  Then noticing Stewart smiling at her again, "What's he doing here?"

"Glad you asked," Mary walked over to Stewart with the bottle of vitamins in hand, "Stewart here just volunteered to be our first male test subject.  We now know what these babies will do for a woman.  It's time to find out what effect they will have on a man.  Not that I'm planning to give them to many men, but in case they should get their hands on some, we need to know what to expect.  Stewart, strip down."

"What?" Stewart looked at her hoping she wasn't serious.  "Why do I have to be naked?"

"In case you end up growing bigger, I don't want you to rip up your clothes.  Besides, I want to be able to monitor everything that ... you know ... happens." Mary said with a smirk.  "Now strip."

A minute later, Stewart was standing in the midst of the three gorgeous, flesh and blood representation of his deepest fantasies wearing only his briefs.  Mary handed him two pills and instructed him to bite them in order to release the magic liquid.  She reasoned that it took the pills longer to affect Maeghan because she had swallowed them and it took some time for the liquid to get into her system.

Stewart did as directed and then stood there, trying his best to cover his underwear with his hands.  Suddenly he felt a rush of warmth flow over  his body.  He looked down and saw his arms lifting slowly off his chest.  The women surrounding him smiled in approval of the changes happening.  Stewart's pecs ballooned outward, while his arms swelled larger and larger.  His shoulders widened and slowly became capped with huge, round muscle.  His legs and calves joined in the muscle growth, taking on the look and hardness of chiseled marble.  Finally, his abs flattened and then became a pronounced 'six-pack' of bumpy, rippling muscle.  Even his face took on a more rugged, muscular look, and his chest and back hair grew thicker and darker.

Stewart glowed as he flexed his new muscle, checking his look in the mirror.  "I think I died and went to muscle heaven." whispered Mary breathlessly.

"God, what a hunk!"  agreed Maeghan.

Rita eyed the noticeable bulge in Stewart's briefs, then said, "Let's see what the kid's got.  Get on the bench, Stewart."  Stewart willingly obeyed.  "How much could you bench before?"

"I ... I don't know," Stewart said as he lay beneath the bar, "I never lifted weights before.  I always thought they were too heavy."

[hatour]

Rita shook her head in disbelief.  "Well, give this much a try.  Just push up on the bar and lock out your arms.  Then slowly lower the bar to your chest and raise it up again."

Stewart tried with all his strength to lift the weight, but he couldn't budge it.  Rita and Maeghan stripped some plates off bringing it down to 800 pounds, but still Stewart couldn't make the lift.  Then they tried 600, then 500 pounds.  Finally, at 400 pounds, Stewart lifted the bar and was able to slowly push out one rep.

"All those great muscles are just for show!" a surprised and disappointed Mary said.

"Actually, he is probably four times as strong as he was before, if not a little bit more." Rita reminded her friend.  "At least we know now that these pills don't affect men quite as much as they affect women."

Stewart was still lying on the bench while Maeghan took the bar from his hands and easily placed it back on the rack.  Stewart got a great view of the bottom of Maeghan's big boobs under her shirt from that vantage point and was obviously enjoying the show.  The affect of extreme muscularity on a woman along with really big tits hit Stewart with an immediate reaction in his groin.  Slowly, majestically, the biggest cock that Rita had ever seen tore its way through his briefs.

"Oh my god!"

"Cool beans!"

"Holy shit!"

All three women stood transfixed as 12 inches of rigid manhood displayed itself and the remains of Stewart's briefs fell away.  Stewart sat bolt upright, trying to cover himself with his hands.  This proved as futile as Maeghan's attempt to cover herself before.  Quickly, he gathered the remains of his briefs around him and ran for the bathroom leaving the three women smiling and giggling.

"Wow, Mary," Maeghan finally managed to say, "Did you know that would happen?"

"No, but it is an interesting side effect."

"Or 'front' effect." Maeghan corrected and both burst out laughing.

"I can tell, this warrants some in-depth study," Mary said, "but right now, I want to go back to that magic shop and see if I can get some answers from the woman there."

"And I better get on home," Maeghan said, "before Mom misses me ... MOM!  Oh boy, how am I going to explain this to Mom?" Maeghan said holding her arms out to reveal her newly muscular body.

"I've got an idea," Rita said as she walked to the kitchen.  She came back with a pill, "Give this to your mom and tell her to call me in the morning.  Your mom has always been jealous of my athleticism, ever since we were kids.  Tell her this might even things up a little.  And don't worry about your dad.  He'll love what this will do for your mom, and they'll probably have a great time tonight."

"Oh, that's gross, Aunt Rita!" said Maeghan as she wrinkled up her nose at the thought of her parents making love.

"Would you like me to give you a lift home?" Mary asked Maeghan as the teenager packed the pill into a jogging bracelet that had a pouch for small items.

"No, thanks, Mary." said Maeghan as she opened the door.  "I feel so alive, so powerful, like I could fly home.  Thanks again for the gift, Aunt Rita.  You're the best."

With that, Maeghan jumped down the few steps in front of Rita's house and headed off in the direction of her home.  Mary turned to Rita, "Well, my friend, I'm going to get going now, too.  Do you need any help with Stewart?"

"No, I think Stewart will be fine, in a little while." Rita said with a smile, "I've got some old clothes that will probably fit him, once he 'composes' himself."

------

Meanwhile, back at Rita's house, Stewart was still locked in the bathroom.  Rita stood outside the door talking with him, but he refused to come out.

"Stewart, it's okay," Rita reassured him, "everyone's gone now."

"I can't come out ... just ... yet, ... Ms. Wilkes..."

Rita heard Stewart breathing harder and faster for a minute and then let out a soft moan.  She had heard this several times before and she had a pretty good idea what Stewart was doing.  "Are you all right?" she asked, "Can I help?"

"No ... I mean ... yes ... I'm fine," Stewart replied in an exasperated voice, "I'm sorry this is taking so long ..."

Again Rita heard Stewart's breathing increase.  She had finally had enough of this.  She placed one hand by the handle of the door and began to press inward.  The metal creaked as it resisted her efforts.  But this lock was no match for her strength.  It gave in with a loud pop.  Rita held the door to keep it from slamming against the wall.  Then she saw Stewart.

He was sitting on the toilet seat holding his foot long cock in both hands.  As Rita came through the door, he froze like a child who had just been caught doing something wrong, his teary eyes wide, his cheeks blushing.  But the sight of Rita overpowering the door lock was too much for him.  He was so totally turned on by her sexy power that his cock exploded with a stream of semen while his entire body convulsed.  The jism arched across the room and landed in a large puddle of the seed.  Then he collapsed against the back of the toilet, exhausted.  Yet his hard-on remained, the massive thing twitching, wanting more and more pleasure.

Rita surveyed the room and then knelt next to the shaken man, "Oh Stewart, I'm so sorry," she attempted to console him, "we never thought this would happen."

"Every time I come I hope that I can relax this monster," Stewart was nearly crying, "but all I can think about is that girl and her huge muscles and breasts, and then I can't control myself again."

"Big muscles turn you on?" Rita asked.

"Yeah," Stewart replied, "as you can tell."  He motioned to the small lake of semen on the tile floor.

"Maybe if you come once more, you can relax." Rita suggested as she gently took his huge member in her hands.

"I don't know, Ms. Wilkes ..."

"Stewart," Rita said as she began to lick upward along his long hard shaft, "it's time for you to just call me Rita."

"Okay ... Rita," he was having a hard time concentrating.  "Like I said, I don't know ... if that will work ... I've already come five times!"

"Just ... leave it to me." Rita said between slurps.  She covered his big cock head with her lips and went down on him as far as she could.  She was enthralled by his size and hardness, and he had already come five times, he said!  Rita began to rub up and down on the shaft faster and faster all the while sucking harder and harder.

In a minute, her efforts paid off.  Stewart arched his back, tightening nearly every muscle in his body, and shot a load of cum into Rita's waiting mouth.  She had tasted many men's cum before, but Stewart's was somehow different.  It tasted sweet, almost familiar, but Rita couldn't place the taste.

Stewart's stalwart erection flagged slightly, but then returned with a vengeance, bigger and stiffer than before.  Rita again took the cock into her hands and mouth and began working on it again.  Suddenly, she felt flushed, like a fire had exploded inside her.  She paused momentarily in her work and fanned herself.

"Whoa, I feel really warm all of a sudden." Rita said as she pulled at the collar of her t-shirt.  To her surprise, the shirt gave way like wet tissue paper, disintegrating in her hands.  Her upper body was exposed except for what her sports bra covered, and that was being stretched to its limit by her enormous breasts.  With no where else to go, they were spilling over the top of her bra.

Stewart, seeing the changes that were taking place in Rita's already massive body, couldn't contain himself again.  His rock hard penis shook a little and then let go another stream of jism.  Rita, though, was ready for this one and readily sucked down the entire load.

Rita stood up a little shakily and looked down at Stewart's still raging hard-on.  "C'mon," she said as she picked him up with one hand under his tight butt and the other still playing with his plump and hot head, "let's see if we can do this another way."

She carried him effortlessly into her bedroom and plopped him on the bed just as another wave of warmth filled her body.  She stood over Stewart's prone body and upright rod and reveled in her growing power.  Then she tore off her bra and shorts and jumped on top of Stewart.  She nestled his huge cock into her hot, soaking cunt and started to gyrate and pump him.

"Um Rita, I've ... I've never done this ... um ... before?"

"You haven't?" Rita asked without stopping, "Not even with your girl friend?"

"No ... she sucked me a couple of times .... like what you did ... but not ..."

"Don't worry, Stewart, I'll take care of everything.  Just do what comes naturally."

In no time at all, Stewart was getting into the rhythm of Rita's movements.  And in a little while more he was coming again, grabbing Rita's sexy hips and pulling himself deeply inside her.  Rita paused for a moment and then continued pumping when she realized that Stewart was still hard.  Both partners started breathing heavily in time with the motions.  Stewart reached his hands up and began exploring the wondrous contours of Rita's body, which excited him all the more.  When his hands reached her nipples, waves of pleasure racked her body.  He gently rubbed them until they were fully erect, then he grabbed her breasts and kneaded them roughly.

Rita felt a deep warmth spread over her and suddenly felt energized again.  She tore Stewart's hands away from her tits and pinned them to the bed.  His giant cock felt so good inside her, filling her like no one had ever done before.  She slowed the rhythm and increased the pressure of her humping until both were on the verge of coming.  Finally, Rita nearly stopped her motion altogether as every muscle in her body tightened and grew to a frightening size.  Both partners were shaking with anticipation until finally they orgasmed together.

Rita collapsed on Stewart's heaving chest and tried to catch her breath.  In a few moments she felt the familiar warmth flooding through her.  At the same time, she realized that Stewart's penis was still rock hard inside her.  She slowly raised herself and separated from her friend.

"Obviously, this isn't going to work either." Rita said as she leaned on her elbow and held Stewart's cock in her hand.

"Goo ... goodness, Rita," Stewart stammered, "your muscles ... they're ... growing!"

Rita looked at her arms and chest.  She had grown!  She jumped from the bed and stepped quickly into the weight room.  The sight that greeted her in the mirror was nothing short of astonishing.  She raised her arms and hit a double-biceps pose.  Her once large arms had grown into mountains of muscle that rivaled Mary's.  Her lats spread out so far that she nearly doubled her former chest size.  And her thighs looked monstrous compared to her still small waist.

"Shit! There goes the Ms. Olympia!" Rita murmured as she turned slowly to view her glutes and back, "Then again, I could probably give Dorian a run for his money in the Mr. Olympia!"

Stewart had followed Rita into t he room out of curiosity, but when he saw her posing in front of the mirror, he couldn't believe her size.  As she placed her hands on her waist and flared out her back, he became so turned on that he could feel himself about to blow another wad.  Rita turned toward him and scooped him off the floor, taking his throbbing cock into her mouth again.  She already had one mess in the bathroom to take care of, and she didn't want another one in her weight room.  Stewart arched his back, knowing that Rita would never drop him, and let go with another stream of cum into her mouth.

Rita set him down gently and said, "We could keep this up all day, Stewart, or at least it seems like you could keep that up all day.  But if you ever want to go out in public again, we had better try something else to get your friend there to relax.  Why don't you try working on my hard drive.  It is what you came here for after all." 

What Rita really wanted to do, was to continue letting Stewart come inside her and see how strong she would become.  But she knew that that would be using the young man when what he really needed was some one to help him.  As she showed him to her computer, though, she had another idea.

"See what you can do with this piece of junk, Stewart, I need to clean things up around here and find you some clothes."  She winked at Stewart as he sat naked in front of her computer and then turned to her task.  She found the hypodermic needle that she had used before and removed the needle part.  Then taking a large drinking glass, she went into the bathroom.  There she meticulously sucked the cum off the floor and deposited it into the glass.  When she was satisfied that she had gotten all of it up, she wiped the area clean with a cloth, then took the glass back to the kitchen.

------

Stewart Thompson was pulling his car to a stop, but not outside his own house.  He had made a little detour to the house of his girlfriend, Tiffany Chambers.  As he sat in the dark car, he nervously fingered two small vitamin pills that he had taken from Rita's house while she was cleaning up.

He had always had a thing for Tiffany.  She was smart and funny.  She was the president of the Physics club.  She may not have had the greatest figure in the world, but she was okay looking and besides, she loved Stewart, and that was enough for him.  But now, he had a chance to give her the kind of body that he had always fantasized about.  She could be as muscular and beautiful as Rita or Mary, and still be smart and funny.

Stewart got out of the car and stashed the pills in a pocket in the shorts he had on, along with the car keys.  Then he walked over to the tree that grew by Tiffany's second floor window.  With surprising ease, he lifted himself through the branches until he was right outside her window.

Stewart pulled himself up with one hand and rapped on the window with his other.  Again, he marveled at how easy it was to support his weight with just one hand.  His big muscles bulged again as he repeated the greeting.  Finally a sleepy Tiffany walked to her window to see what was making the noise.  The moon shone brightly overhead, giving the whole scene a soft illumination.  She was startled to see Stewart hanging by his hands in her tree.  She raised the window and leaned out slightly.

"Stewart!"  she cried out in a whisper, "What are you doing?"  Then seeing him do several one handed pull-ups, she amended her question, "How are you doing that?"

Stewart pulled himself up one last time and swung his feet into Tiffany's window.  He slipped noiselessly into her dark room.  Tiffany, still shocked to see her boyfriend climbing in her window, clutched at her small lacy teddy, "What are you doing here?" she demanded in a whisper.

"I've just had the most incredible thing happen to me," replied Stewart as he circled Tiffany with his arms, "And I want to share it with you!"

Tiffany was surprised by the strength she felt in Stewart's arms and the hardness of his chest.  She pushed back slightly and began examining him with her hands.  She couldn't believe the difference in her boyfriend.  The wide, round shoulders, the deep, thick, manly chest, the flat, hard stomach.  She played her hands down the front of him remembering the old Stewart and marveling at the new one.  Then she continued her sweep to his crotch.  Immediately, his super charged cock responded, filling her hand with a bulge like she had never felt before.  Without looking up, she deftly slipped the shorts that Stewart had on over the enlarging member.  She was aghast at the size and girth of Stewart growing cock.

"Oh Stewart!" was all that she could say as she began to stroke his huge cock, "Oh Stewart!"  Tiffany moaned as she started to lick and kiss Stewart's majestic pole to its unbelievable limit.  In another instant the hard rod was in her mouth and Tiffany was sucking him deeper and deeper inside.

Stewart reached down to stop her, to tell her about the pills, but the sensations she was sending through his body felt so good that all he could do was rock and sway with her motions.  Then suddenly, without much warning at all, he exploded into her waiting, hungry mouth.

Tiffany was surprised at the amount and taste of her boyfriend's cum.  She swallowed as fast as she could to keep up with the stream filling her mouth.  But it tasted so good that she didn't mind at all.  She savored the last drops and licked the big throbbing head clean, just to make sure that she got it all.  She smiled as she realized that instead of going limp as he usually did, Stewart's big cock looked like it was ready for more.  She wrapped both hands around it and started stroking again and nibbling at the tip of it with her teeth.

Stewart finally regained his senses and looked down at Tiffany working hard on his hard on, trying to get him to come again.  He only had a few seconds to get her to stop before the overwhelming sensations took control of him again.  He grabbed her shoulders and slowed her down as he slowly slid his member out of her hands.

"Tiff ... Tiff ..." Stewart was trying to contain himself, "Stand ... stand up for a minute."

[hatour]

The love crazed girl slowly rose, her face beaming toward the object of her affection, while she held on to the object of her fascination with one hand. "What is it Stewart?  Is something wrong?  You said you wanted to share your gift ... isn't this what you meant?"

"Ummm ... not exactly, not that I mind at all," Stewart tried to explain as quickly as possible, "it's just ... how ... how do you feel?"  Stewart took a small step back to look at the girl.

"I feel fine," replied Tiffany, "I'm a bit tired, it is the middle of the night after all, but I'm glad to see you ... what's going .... on ...?"  her voice trailed off as she felt a little dizzy.  She held onto Stewart for support as a wave of warmth swept over her.  "Gosh, got a little dizzy there for a second," she looked up at Stewart, "Do you feel warm all of a sudden?  What are you smiling at?"

Indeed, Stewart was smiling as he recognized the initial signs that accompanied the growth process.  He stared at Tiffany as she was illumined by the moonlight.  For a moment it seemed to Stewart that she was shrinking slightly, as if the layer of fat that surrounded Tiffany's body was melting away.  But at the same time, it looked as though all those fat cells were being redirected to her breasts.  Tiffany's breasts, which previously had been average for a girl her age and weight, started lifting the front of her teddy.  The magic in Stewart's semen was transforming her average breasts into mounds of soft but firm tit flesh.  Her nipples hardened at the brush of the teddy material as it rose and stretched over the growing boobs.  The hardened nipples tented the teddy away from her body, hiding her stomach and thighs from Stewart's stare.

If he had been able to see through her nightgown, Stewart would have been amazed at the changes taking place in his girlfriend.  Her stomach became flat and as hard as his, but shrinking to a dainty size befitting her gender.  Her thighs were swelling with power as inch upon inch of rippling muscle was added to each leg.  Tiffany stared, dumbfounded, at her arms as they, too, were beginning to show lots of bulging muscles.

Suddenly, the two young lovers heard a ripping sound as Tiffany's expanding back tore through the thin material of her teddy.  Tiffany easily removed the torn garment with one hand as she flexed her other arm in bemused amazement.  She stood in front of Stewart now looking like a goddess of muscle with her big tits sitting high on a chest packed with muscular power and her arms and legs flexed.  The strength of more than ten men flowed through her body, and she loved the feeling!

"I take it this is what you're talking about, Stewart?" asked a still flexing Tiffany with a smile. "That's okay, you don't need to answer.  I can tell by the way you're clutching that hot rod of yours that this is exactly what you had in mind."  She took a step back, put her hands on her hips, and spread her legs.  Then rising up on her toes, she flexed her legs to their utmost.  Her legs were easily the size of most heavyweight female bodybuilders.  Then she raised both arms in a double biceps pose that almost rocked Stewart into another ejaculation.  The moonlight cast wonderful shadows over her body, accentuating her bulges and curves.

"I've known about your fascination with muscular women for some time, Stewart."  Tiffany relaxed and moved closer to Stewart, reaching out for his chest.

"H ... how?"

"Remember that time that I came over to your house to study, but you were still at the computer lab at school?"  Tiffany's hand roamed across his chest as she continued, "Your mom, I mean your step-mom, let me into your room.  While I was there, I took the liberty to glance through some of your files to see what you were doing on the internet.  I had a hard time at first, wondering if you could possibly be interested in me and those women that you had so many stories and pictures of.  I mean they were sexy, in a way, kind of powerful and sexy, so I wondered what you saw in me.  But then I realized that you must have been attracted to me for some reason, and I decided to not worry about it and let you work it out for yourself."

"You knew?  And you didn't mind?"

"Well, a little bit.  After all, those are pretty impressive bodies those women have."  Then she smiled again and raised her eyebrows, "But then again, I'm not exactly chopped liver either, am I?"  She lifted her big boobs, arched her back, and placed one hand behind her head, flexing the bicep to its fullest.

"And ... and you don't mind being this big?  This strong?" said Stewart hopefully.

Tiffany looked at her magnificent body, washed by the moonlight, "Are you kidding?  I love it!  The only two problems facing me right now are 1) how am I going to get dressed in the morning and how much will I have to spend on new clothes; and 2) how can I find out how strong I am?  I mean, am I stronger than you?  Let's see that massive bicep of yours again."

Stewart lifted his arm and flexed his big muscle.  He was so proud of his arms now.  They must be at least 18 inches around.  Tiffany rested her hand over the top of the big peak and squeezed.  Stewart's arm almost immediately deflated in pain from his girlfriend's super grip as she pressed in on his muscle.

Then Tiffany raised her arm and told Stewart to push in on her bicep.  Tiffany's 16 inches fit easily into the palm of Stewart's large hand, but when he tried to squeeze, it felt like he was squeezing a rock.  He couldn't even make the slightest indentation in her arm.

"Let's wrestle," Tiffany said as she lowered her arm and grabbed a nearby end table.  She cleared off the items on top and the two naked opponents knelt down opposite each other.  They locked hands and Tiffany waited until Stewart said go.

It was no contest from the start.  Stewart gave it all he had, but Tiffany was just too powerful.  They had the same result with the other hand.  Finally, Stewart gave up, admitting defeat.  He flopped back on the bed with his hands in the air.

"I give, I give." he cried as he lay on his back on Tiffany's bed.  "I know when I've met my match."

"Your match?"  Tiffany said as she stood triumphantly over her boyfriend, "You mean your master ... or would that be mistress?  Whatever!"  She lay next to Stewart and stroked his shoulders and chest again.  "But I was wondering ..." her hand was working its way further  and further south, "what if I got another blast of your 'power juice'?"

Stewart looked at her in alarm, "Ummm ... I don't know if that's a good idea."  He proceeded to divulge all of the night's activities and how it seemed that Rita kept growing and growing and how he wasn't sure if that was a good thing.

"I'll tell you what," Tiffany put one hand on Stewart's chest and pinned him easily to the bed while the other hand circled his shaft and started pumping slowly up and down, "I'll be the judge of that."

In no time at all, the magnificent pole had risen again and Stewart was nearly ready to explode.  Tiffany shifted her hold and placed his giant cock into her mouth.  Licking and sucking him with her new found strength, Tiffany brought him closer and closer to the edge.  Stewart tried to resist, but the sensations washing over his body were too much.  He let loose a torrent of cum into the super girl's mouth.

Tiffany, again, swallowed quickly to keep up with the flood, making sure to get every drop.  Then she licked up the rest starting at the base of the cock and slowly working upward toward the majestic tip.  She was rewarded with one final spurt as she reached the crest, which she caught and consumed.

Moments later, she began to feel the familiar warmth flowing through her body.  All Stewart could do was stare in amazement as his girlfriend started once more to undergo the most wonderful transformation.  Her muscles were growing right before his eyes, just as Maeghan's had done back at Rita's house.  Her already large breasts slowly stretched and grew rounder, bigger, and firmer.  Her nipples, excited by the growth of her breasts, became engorged with blood and grew to the size of cherries.

Tiffany knelt above the prone figure of her boyfriend like a dominant she-beast.  She raked her heavy breasts across his chest and teased his lips with her hot nipples.  Then she placed one hand on his back, between his shoulders, and lifted him up to her lips.  Her bicep bulged as she held him firmly against her mouth while her tongue forcefully explored his mouth.  Even if he had wanted to, which he didn't, he couldn't have broken free of her hold, so Stewart relaxed and enjoyed the feeling of being 'taken' by a girl.

Tiffany released Stewart and smiled as a new thought crossed her mind.  "Oh, I've just got to know."  she said as she bounded from the bed and opened her dresser.  She pulled out a cloth sewing tape and walked back to Stewart.  She flipped on the small light that was on a table next to her bed.

"Okay, kneel up on the bed, raise your right arm, and flex."  she commanded.  Stewart hesitantly agreed.  He was half afraid of what the results might be.  Sure, he knew that Tiffany was now many times stronger than he was, but what if she were actually bigger than him, too?  Still he looked at her arms, and although they looked really strong and sexy to him, he thought that his were bigger.  He proudly raised his arms and flexed as hard as he could.

"Ooooo," Tiffany cooed as she read the tape, "I'm impressed!  18 big, powerful inches of hard, manly muscle.  Okay, now you measure me."

She handed him the tape and stood straight up, causing her boobs to jiggle slightly.  Tiffany noticed that Stewart was staring at her marvelous tits as they came to rest on her thick chest.  "Not there, Stewart," she said jokingly and then raised her unflexed arm and pointed to it, "Here.  Try to concentrate."

Stewart wrapped the tape around Tiffany's arm and read off the measurement, "12 inches.  Now flex."

Tiffany slowly started to flex her arm muscles.  She took her time just to see the effect it would have on Stewart.  Farther and farther she stretched the tape.  15 inches.  16 inches.

"17 inches!" read Stewart, a bit relieved that he was still the larger of the two.  Still, his lengthening cock gave silent testimony to just how turned on he was by his girlfriend's mighty muscles.

Then, suddenly, Tiffany flexed her arm even harder.  A mound of muscle the size of a baseball popped out of the top of her arm forming an incredible peak of rock hard muscle. She stretched the tape past the 18 inch mark and Stewart's cock snapped to attention.

"18 and one half!" Tiffany was practically bursting with pride.  Before Stewart could say anything, she pushed him back on the bed, "Now watch this!" she announced as she reached down for the bottom of the bed.  "I've been doing some mental calculations," she said as she grasped the edge of the bed and began to lift, "and I'm wondering if I'm strong enough,"  slowly she lifted the bed in her hands, "to lift this bed with you on it, by one end."

Her forearms swelled to tremendous proportions as her hands strained to hold the cumbersome weight aloft.  Her biceps bulged as she supported the bed and her boyfriend.  As she rattled of the complex formulas to find the weight of the bed, figuring in vectors and gravity, the dimensions of the bed and the increase in Stewart's weight, Stewart rolled over on his stomach and gazed lustfully at her massive arms.  He played his fingers over the bulges and contours.  He traced the thick, blue veins that ran from her forearms to her shoulders, and then ran his hands down across her rippling pecs and settled on her nipples.  With a soft moan, she stopped talking physics and tilted the bed until Stewart slid down and into her arms.

Then she set the bed down gently on the floor and flung Stewart down on top of it.  She stepped back and hit another double-bicep pose, "So as I was saying, before I was so rudely interrupted, I estimate that I have the strength of at least 25 full grown men.  What do you think?"

Stewart was captivated by the sight of his super muscular girlfriend.  Although her muscles were not that much larger than his, because of her 5' 6" frame, she looked incredibly buff.

"I think you are the most beautiful, intelligent, sexy, wonderful woman in the entire world," Stewart stood up and picked up Tiffany with relative ease, "I also think you should shut up and lay down with me for a while before I have to go." 

Stewart laid her down on the bed and turned out the light.  He looked at her again in the moonlight, totally in awe of her muscular beauty.  Then the two young lovers cuddled up next to each other, knowing that they would have to part before daylight, and that daylight would come all too soon.  Stewart nestled his head between Tiffany's massive bicep and huge shoulder.  He lay his arm over her stomach and gently stroked her ponderous breast.  Stewart was in heaven.

------

Stewart had just woken up in his girlfriend's bed, still nestled in her muscular arms.  He sat up quickly, remembering where he was, and horrified that he had slept there so long.  If he didn't get out soon, Tiffany's dad might catch him, and then all hell would break lose.

As Stewart quietly lifted himself out of bed, Tiffany stirred and slowly opened her eyes.  She reached up and pulled Stewart back down to her, laying him on top of her newly expanded tits.  Stewart knew that it was hopeless to resist his Amazonic girlfriend now, so he gladly returned to her arms and her bounteous bosom.

"Stewart," she said sleepily, searching his face and feeling the strength in her powerful limbs, "This wasn't a dream, was it?  You really were here ... and you turned me into some kind of supergirl..."

"Oh Tiff," Stewart whispered back, "Is that ... okay?"

"You silly boy," Tiffany held his head in her mighty hands and pressed her lips against his for a super kiss, "It's better than okay - it's great!  The only problem is ... I've got to get some new clothes!"

"Yeah, me too, if you haven't noticed.  My pencil necked geek outfits just won't do now that I'm so big."

"Oooh, I noticed," Tiffany cooed back as her hands roamed over her boyfriend's back and butt, "Hey, how about I pick you up around ten and we'll go shop together."

"Cool!" Stewart pushed away from the sexy muscle girl and once again rose off the bed. "But I gotta get out of here before someone sees me."  He dressed quickly and started out the window.  As he turned to blow Tiffany a kiss, she sat up and cocked one arm behind her head then flexed her bulging bicep til it reached its awesome peak.

"See ya soon, lover." she whispered with a wink.

Stewart could feel his manhood responding to this fetching image of raw sexual power, but he knew that that would just get him into more trouble.  Smiling wanely and giving a quick wave, he reached out for the branches and disappeared into the morning.

Stewart arrived home shortly before six and quietly slipped into the house.  Luckily, it was Saturday, and no one would be up for a while.  Stewart lived with his step-mom, Carol, and her brat of a daughter, Andrea.  His father was a widower and had married Carol when Stewart was in 4th grade.  Along with Carol came Andrea, two years younger than Stewart and the bane of his life ever since.  Unfortunately, Stewart's father died also last year, and Stewart did his best to get through his last year of high school.  Actually, Carol was a pretty good mom, quiet, hard working and self-sacrificing.  It was Andrea that gave him the most grief.  Andrea the Pest.

Stewart took a long hot shower, beating off a couple of times as memories of the night's events replayed in his head.  Would this monster ever be satisfied?  He hoped he would be able to control himself a little better today.  Then he flexed his big, newly buffed bod and felt all the great hard muscles under his skin.  He felt like a superman today.

As he stepped out of the shower he heard noises coming from the basement.  Then he remembered that Andrea was going to get together with some friends to start exercising today.  There was a weight set in the basement that Stewart's dad had set up in the hopes that Stewart might work out some day.  But Stewart had been much more interested in computers than weights, so the only use it got was when Andrea would lift some light weights every now and then.

Andrea was more athletic than Stewart. Not a jock, but just in pretty good condition.  She ran several miles a week and did some aerobics with friends.  Now it seemed that she wanted to try to get some friends involved with weight lifting, too.

Stewart had a wild idea of strolling in to the basement and showing off his buff new body.  So he found some biking shorts that someone had given him for a birthday and pulled out a tight white T-shirt.  He checked himself out in his mirror.  The clothes fit so snug that every rippling muscle was clearly showing.  And his overgrown cock made a nice big bulge in his shorts, too.

As he walked down the stairs, he got just the reaction he had hoped for.  There was Andrea, laying on the bench getting ready to press what looked like 50 pounds.  On one side was her friend Terri, a round-faced girl with nice tits, but a little too much body fat to go with them.  On the other side was Debbie.  She had a nice build and a cute face, too.  Of all of Andrea's friends, Stewart liked Debbie the best.  If he and Tiffany weren't a thing, he probably would have asked Debbie out a long time ago.  Standing at the head of the bench was a shy looking girl that he didn't know.  She was really skinny and the tight shorts and striped top she had on didn't help her looks any.

All the girls stopped simultaneously and stared at Stewart.  "Morning girls." he tried to sound casual, as if he did this all the time, "How would you like a real man to show you how it's done?"  With that he loaded another 250 pounds on the bar.  The girls were too dumbfounded to talk.  Andrea got up from the bench and scowled at her brother.

"You've never lifted a weight in your life, Stewart, how are you gonna ..."

Her question was answered soon enough as Stewart smoothly lifted the 300 bar and started pumping out reps.  The girls stared in amazement as Stewart's large chest and arms swelled with power.  Finally after about ten reps, he began to slow down as he pumped out three more.

Seizing the opportunity, Andrea straddled Stewart's prone body and leaned on the bar adding her 120 pounds to the weight.  It was all Stewart could do to keep the bar from crushing his chest.  Andrea motioned for Kelly and Debbie to hold the bar down, too.

"What?  What the heck are you doing?  Let go!  I can't hold all of you!" Stewart was wild-eyed at the prospect of being crushed.

"We'll help you as soon as you tell us what's going on." Andrea shot back.

"I ... don't know ... what you mean!"

"Just this!  You been a skinny wimp all of your life until today when you show up like some after picture in a bodybuilding magazine and start lifting twice your weight.  So what gives, big brother, and how do we get some of it?"

"Yeah!" the other girls chimed in.

"I ... can't ... can't tell ..."