DR. HOOTERS - Part III

From Nerd To Babe


    Brendon was spending Sunday evening reading  the  paper,  and
trying  to  recover  from  the  events  of  the previous day.  He
couldn't figure out what had happened - he surely must have  been
hallucinating  -  but he'd acted like a sex-starved boob.  Which,
he figured, he was; it  still  didn't  make  his  actions  right,
though.

    A little after 7PM, there came a knock on his apartment door.
Brendon was startled for a minute - he couldn't remember the last
time he'd had an unexpected visitor - but  he  quickly  recovered
and  went to the door.  Looking through the peephole, he was even
more surprised to see Jill; seeing her looking as she always had,
he  decided  that  yesterday must have just been a hallucination.
Brendon unlatched and opened the door.

    "Hi, Brendon"

    "Hi, Jill.  I certainly didn't expect to see you here."

    "Well, Brendon, I just wanted to make sure everything was  OK
after  yesterday's incident.  Me, yelling my fool head off, geez.
I'm surprised Mary didn't call the police on you."  Jill  stepped
inside, and the two of them started into the living room.

    Somewhat puzzled by  Jill's  apology,  Brendon  decided  that
things must not have gone as he'd imagined them.  Maybe he wasn't
such a jerk after all.   "Don't worry about it, Jill.  Everything
sorted itself out."

    Jill seemed genuinely excited by Brendon's forgiveness.   "Oh
good,  Brendon,  'cause  I  couldn't  bear  to see our friendship
ruined over this.  I must admit though, that  there's  more  than
one  reason  I  came over here..." Rather than sitting down, Jill
was moving toward Brendon now, backing him towards  the  rest  of
his apartment.

    Brendon stammered, "W-w-what's th-that?"

    Jill smiled as she put her hands on Brendon's sides, continu-
ing  to  back  him  towards  the open bedroom door she'd spotted.
"Well, Brendon, I realized only after our little incident yester-
day just how much you turn me on."

    Brendon, flushed, tried to respond  but  couldn't  quite  get
anything out.

    In Brendon's bedroom now, Jill  continued  her  come-on.   "I
want  you  Brendon, and I want you now."  She pushed him onto the
bed.  "You've got me so hot...  I've  got  to  have  you."   Jill
ripped  Brendon's shirt off, and started working on his pants.  A
growing erection slowed her down briefly.  "I think you  want  me
too, now don't you?"

    Brendon nodded.  His mind raced, but he wasn't going to  even
consider trying to do anything that might stop Jill.

    Letting Brendon's mostly hard penis free, Jill continued.  "I
thought so."  Already Brendon's penis was a good six inches; Jill
was pleased that  at  least  this  belied  his  nerdy  dress  and
manners.   Taking little nibbles and licks at his penis, Jill be-
gan working her way out of her own clothes.

    Brendon couldn't believe what was going on.  A blowjob?  He'd
heard  stories,  but never thought he be getting one.  It felt so
good, he almost climaxed at  the  first  full  stroke  of  Jill's
tongue.

    Having gotten Brendon fully hard, a solid seven  inches  Jill
knew  she'd enjoy, she worked her way up his body, finally impal-
ing herself on Brendon's  penis.   Sensing  his  excitement,  she
worked  him  very  carefully.   She had a couple of surprises for
him, and they would be so much more fun to deliver before Brendon
came.   She was thankful she'd thought to take a second injection
of the smart drug; her mind now made such matters as mind-reading
child's  play.  Realizing Brendon couldn't hold back much longer,
Jill began the orgasmic transformation into the  Bombshell,  much
slower this time.

    Brendon couldn't believe what was going on.  Not only  was  a
woman making love to him, but something was happening to her.  He
watched, entranced, as Jill's naked body mutated.  It was  occur-
ring  just at it had yesterday, but this time Jill was naked from
the start, and Brendon could watch her breasts expand, watch  her
hair lighten, and catch a glimpse of her newly beautiful ass. The
growing weight on his chest was  extremely  erotic;  he  couldn't
hold back, so he let himself go and came.

    At the moment of Brendon's orgasm, Jill pulled out the needle
she'd hidden in her dress, which she'd carefully left beside them
on the bed.  Lost in his orgasm, Brendon barely noticed the prick
in  his  arm,  and  did  nothing  to stop it.  Her mission accom-
plished, Jill stood up, allowing Brendon's cum to empty out  onto
his penis and balls.

    "OK, Brendon, now you've gotten what  you  wanted,  and  I've
gotten  what  I  wanted.  In case you'd forgotten, I'll be out of
the office the next two weeks; I'll stop by when I get back."

    Still groggy, Brendon wondered what Jill had meant  by  'I've
gotten what I wanted'.

                                * * *

    After leaving Brendon's  bedroom,  Jill  drove  back  to  her
apartment.  This super-brain stuff is great, Jill thought, as she
kept tuned in on Brendon's thoughts.

    Still lying on his bed, soaked in sweat, Brendon felt a  tin-
gle  go through his body.  Not sure what to make of it, he sat up
and examined himself.  His penis was limp now, and covered in his
cum, but he certainly looked OK.  The tingle began again, though,
and he noticed that his penis didn't look  right  somehow.   Even
fully  flaccid  it was generally bigger than this.  As he watched
it continued to shrink, along with his balls.

    After all that had happened,  Brendon  could  do  little  but
watch  as  his  body  changed.  His legs were looking thinner now
too.  What really startled him, though, was when something got in
the  way  of  his  view.  Reaching up his now dainty hands to his
chest, Brendon found breasts.  Not  large  breasts,  but  breasts
nonetheless;  what  chest  hair  he  had  was  gone too.  And his
breasts were growing at an incredible rate; remembering what  had
happened  to Jill earlier, he knew that she was responsible.  For
now, however, he could  only  watch  in  amazement  as  his  body
changed.

    Standing up to look in the mirror above his dresser,  Brendon
was  amazed  to  see  the face looking back at him.  HIS face, he
knew, but it didn't seem real somehow.  He reached to  touch  his
silky  smooth  cheeks,  where  there had been five o'clock shadow
just minutes before.  His hair, like Jill's, had  turned  blonde;
his  was  significantly  longer  as  well,  brushing  against his
shoulders.   His  lips  seemed  fuller,  and  his   prominent-if-
dignified  nose  could  now  be  best  described as "pert".  have
changed.'  It was true, the eyes looking back at him were not the
plain  brown  eyes  he'd  grown  so  accustomed  to, but a set of
ocean-blue eyes he could drown in.

    Letting his eyes drift down further, he gasped in shock;  the
pitch  of  his  voice  left  him  even  further taken aback.  His
breasts had developed far beyond "large", past "huge", into  "su-
pernatural".  They were heavy enough to be difficult to lift, but
were somehow held up firmly and proudly.  Jill laughed a  bit  to
herself  as  she sensed Brendon examining them; if he'd known the
work it had taken to make breasts like his stand out  like  this,
he'd have been amazed.  Even having been the one that had managed
it, she was amazed at how well the muscular and bone changes  had
worked.

    Seeing his body, even knowing it was his, was turning Brendon
on.   He had a hard on, or what felt like a hard on, but couldn't
figure out what it really was.   Getting  his  hands  around  his
breasts  to  his  pussy, he discovered his clit; he also made his
breasts thrust out even more, allowing  him  to  notice  his  own
large  nipples  getting hard.  He'd never seen nipples this large
before, and so curious, he let one hand reach up to play with his
left nipple.  Soon he was playing with it mercilessly, while also
massaging his clit more and more rapidly.  Unable  to  hold  back
any more, he lied back down on the bed, and worked himself to or-
gasm.  Continuing on, he soon found the pleasure of multiple  or-
gasms, and continued masturbating for some time.

    Brendon's playing had started Jill's motor revving before she
was  able  to disconnect; having nothing else that needed done at
the moment, Jill decided to allow herself her own pleasure.

                                * * *

    The two weeks of business briefings were very busy  ones  for
Jill.   The briefings themselves were quite interesting; since no
matter what happened, Jill could convince everyone that they  had
simply  heard  a  brilliant  presentation, she decided to use the
meetings as her very own psychological experiments.

    The first meeting Jill used as the control; she presented her
material  in  a  remarkable  way,  generating  many very positive
responses when the day was through.  But not a single man in  the
room  really saw her as a woman or was in the least bit turned on
by her.  In some ways, it was nice;  they  listened  attentively,
and  learned much.  In other ways, though, Jill was disappointed.
She certainly didn't want them ignoring her, but even just a  few
surface thoughts about her appearance would have been nice.

    Her next presentation she gave in exactly  the  same  manner,
but  completely nude.  Still, though, there was more attention to
her  presentation  then  to  her.   After  a  number  of  shocked
responses,  and  numerous impulses to leave which she had to sti-
fle, things went along almost as they had the first day.

    For her third presentation, Jill decided to  see  what  would
have  happened  had  the scenario she'd worried about come to be.
She started the presentation normally, but let  the  hormones  in
her  body  take  effect.   She intentionally slowed the rate down
significantly; otherwise she'd have filled the  auditorium  where
she was speaking with her breasts before the first break.  Still,
it was an impressive show; the men stared uncontrollably  at  her
as  her  breasts  burst their bonds and continued to grow.  Their
thoughts ranged from lust to disgust; the  thoughts  of  the  few
woman  in  the audience were even worse, save for a strong beacon
of pity one woman gave off.  Just out of curiosity, Jill let  her
breasts  continue  to grow throughout the day.  Mid morning, they
reached the floor, giving Jill a  thrill  as  her  nipples  first
touched.   By  noon,  Jill  had  a  hard time moving; her breasts
outweighed the rest of her body.  Finally, by the end of the day,
her  breasts  had  grown so large as to be difficult to see over;
they stood five feet high, and five feet out from her body.  Jill
had  also  made her nipples grow with her breasts; they now stood
out nearly a foot, and centered aureoles almost a yard in  diame-
ter.   Jill  couldn't believe anyone would be sexually excited by
these monstrosities, but many men in the audience were;  she  had
to  keep them in their seats with her will.  Finally, her presen-
tation done, she let them go; five rushed quickly  to  the  stage
and  began molesting her.  Or, at least, her breasts; they seemed
to have no interest in Jill herself.  Finally disgusted by  their
actions  and  not  turned  on by what little they were doing that
might have excited her, Jill  restored  her  body,  and  left  in
everyone  the  memories  of  the presentation she'd done with the
control group.

    The remaining briefings offered many other experiments;  Jill
tried  two  different  voices one high pitched and  squeaky,  the
other low and sultry.  She also gave one  awful  presentation  to
see  what  reaction she would get.  Perhaps the most interesting,
however, was the presentation she gave as a man.  It was the same
presentation she done to start off, but still every single man in
the room gave her more credibility because she was a  man.   Com-
bined with the animalistic reactions she'd received from many men
earlier, Jill was becoming quite disenchanted with half the human
race.

                                * * *

    During the evenings, as she traveled around the country, Jill
played the role of benevolent goddess.  Mentally drawing informa-
tion from wherever she needed it, Jill submitted  incredible  pa-
pers  all  over the world.  She knew many of the plans would take
years to be enacted, but still, it was worth the effort.  In  two
weeks,  she'd  written economic plans, environmental plans, plans
to stop hunger, crime, and most other ills of the world, and pro-
vided  much  needed  breakthroughs  in  medicine  and technology.
There were only two things Jill explicitly  decided  not  to  di-
vulge;  she  would not help the space programs, and she would not
divulge her smart drug.  Both were for selfish reasons, she would
readily  admit; she didn't want anyone else to have the power she
did.  Her own theories convinced her that there  was  intelligent
life  elsewhere;  she  didn't really want to risk the possibility
that they might be more intelligent than even herself.

    Jill's favorite activity as she traveled, however, was  look-
ing in on Brendon.  She had decided to wait until she got back to
change him back; that certainly would give  him  enough  time  to
learn his lesson.

    The first day, it certainly looked like he was  learning  his
lesson.   Jill watched mentally as he called in sick to work, and
spent day sulking  around  the  house.   Brendon's  reaction  the
second  day  surprised  Jill  though.   After  calling in, he got
dressed as well as he could, and headed out.

  Checking  in  on  him  later,  she found him back at home  with
boxes and  boxes of clothes.  She watched amusedly  as  he  tried
them  on; they just don't make clothes for the size woman Brendon
had  become, and his new clothes fit only marginally better  than
his  old  clothes.  The bra he'd bought was the wrong size  alto-
gether;  it ended  up  looking more like a string bikini on Bren-
don's massive breasts than a useful undergarment.

    Fascinated by how well Brendon was making out, Jill began  to
pay more attention.  It was incredibly easy, she found, to follow
Brendon's activities mentally while doing whatever else needed to
be done at the time.  On the third day, Brendon headed out again,
this time to speciality shops and to a few custom-clothing shops.
Jill was amazed at his resourcefulness, and at how good he looked
in his new clothes.  Over the next few days, Jill watched  as  he
worked  incessantly  on such things as walking in heels, applying
makeup, and dressing his new body.  Jill almost decided to change
him  back  then and there, but decided against it because Brendon
did seem to be enjoying the experience so much.

    The activities of the second  week,  however,  truly  shocked
Jill.   She  watched as Brendon got a job at a strip joint on the
outskirts of town, almost convinced that she  was  following  the
wrong  person.   In  this  new female body for little more than a
week, Brendon still managed to look like a pro.   Over  the  week
Jill watched all the big and little events in Brendon's life, in-
cluding to her amazement his first gynecological  exam,  but  was
not thrown into disbelief again until she looked in on his Friday
night performance as she flew home.  The performance  itself  was
impressive,  Brendon  showing significant improvement in just his
first week.  What shocked Jill, however, was  the  offer  he  re-
ceived  to  to  a  porno film afterwards and his rapid agreement.
'My God,' Jill thought, 'not only have I created a monster,  I've
created  a  slut.   Well, maybe not - he's still a virgin.'  This
gave Jill a thought.

                                * * *

    It was almost midnight when Brendon heard the  knock  on  his
door;  with  all  the  excitement of the past two weeks, he would
have been up anyway, but this knock he was expecting.  He  opened
the  door  to see an incredible specimen of a man; six feet tall,
muscular, handsome, and with a huge bulge in his jeans.

    "Hello, Jill," Brendon said in his most seductive voice.

    Jill was a bit taken aback. "How did you know?"

    "Easy, Jill. You were able to change my body, and  were  gone
for  the  past  two  weeks.   I  knew  you'd come back to see the
results."

    "I've been watching," Jill  responded,  not  certain  how  to
proceed.

    "Oh, good.  Don't I make a good girl?"  Brendon  glowed  with
pride, and it made him look all the sexier.  "You know, I've been
saving myself for you."

    Jill didn't know this; it annoyed her that she  didn't.   Be-
fore  she'd  said anything, Brendon grabbed her hand with his and
started leading her into his bedroom.

    "Come on Jill.  I can't wait much longer.  I'm always so HOR-
NY in this body..."

    Jill followed Brendon into the bedroom, and let him  lie  her
down  on  the  bed.   He removed her shirt, shoes, and socks, and
then finally his pants and underpants.  He noticeably gasped when
he saw Jill's cock - it was a foot long, and still growing.

    "My god you've got a big one  Jill!   Not  that  I'm  one  to
talk..."  Brendon  pulled  his T-shirt and bra off in one motion,
revealing his tits.  Jill looked in amazement as Brendon  contin-
ued  to  strip.   She knew how big they were, but still they were
even more impressive in person.

    Coming over to Jill, Brendon began rubbing his  body  against
Jill's,  and playing with her now rock-hard penis.  "You know how
big they are, Jill?  Sixty three inches.  Sixty three  incredible
inches.   63-24-38.  I've looked in big boob magazines for years,
and while some women claim to be twice as big as that, not one of
Tem   has  bigger tits than I do.S  Brendon smiled seductively at
Jill.  RAnd they arenUt nearly as hot and sexy either,  baby,  ",
he added.

    Jill couldn't help but be turned on by Brendon's actions; un-
familiar  with  the  body she was in, she nonetheless enjoyed the
focused sensations in her penis.  And Brendon certainly knew what
he was doing.  'Well then,' Jill thought, 'maybe it's time that I
show him that I know what to do to a woman's body.'

    Brendon offered no resistance as Jill rose up, picked Brendon
up  almost  effortlessly,  and  laid him down where she had been.
Jill then began playing with Brendon's tits and clit,  using  her
own  memories and readings from Brendon to excite him as fully as
possible.  She didn't want to wear him out before she'd  had  her
own pleasure, though, so she stopped before he reached orgasm and
thrust her penis into him.

    Neither Jill nor Brendon was capable of much rational thought
after that.  Jill glowed in the concentrated sensations her penis
gave her, and the feeling of control her larger  body  gave  her.
Brendon, on the other hand, was thrilled with the array of sensa-
tions coming at him, and the feeling of protection Jill was  giv-
ing  him.   He  was  almost disappointed when Jill came; when she
continued on, apparently having made whatever modifications  were
needed  to  do so in advance, Brendon found himself coming almost
instantly.  They continued for hours, Jill's abilities  providing
the  extra  energy when needed.  Brendon fell asleep with Jill at
his back, holding what she could of his huge right breast.

    The next morning, Jill  went  to  Brendon  before  she  left.
"Brendon?"

    Brendon decided to let her in on his decision.  "Brenda, now,
I think."

    Jill smiled.  "I knew.  I just wanted to give you the  chance
to  tell  me.  You know, I was going to end you two weeks of pun-
ishment by coming back and changing you  back.   But,  since  you
don't seem to want that, what would you like?  Oh, and don't wor-
ry about your various records and what not.  I've taken  care  of
those.  Brenda."

    Brenda was relieved to hear that; she had been  worried  what
would  happen if she'd needed identification somewhere.  She then
turned her thoughts to what she would like.   "You  really  don't
have  to  do  anything, you know.  I'm still enjoying what you've
already done."

    Jill blushed a bit at that comment.  "Still, you deserve  it.
Name something."

    Brenda hesitated.  "Anything?"

    "Anything."

    "Could you make me bigger?"





































































