Sk8r Dreams
(Part 2)

Reaver
Reaver27@hotmail.com
ICQ- 52121624
Can be found at nifty archive gay sf-fantasy section ( www.nifty.org )
or the Metabods site ( www.orgasmic.net/~metabods )

Foreward: Don't read this if you're not allowed to by someone or some 
law....blah blah blah
The following story was inspired by Jr Parz's story Master PC. I actually wrote 
it cos I was bored, plus I was on a bit of medication at the time so it's 
probably a bit strange. If you are reading this I am begging for comments and 
suggestion as to what should happen next. Anyway on with the story. I hope you 
enjoy it.

Reaver.


Part 11

Lying on his back, covered in sweat from another round of sex with Nick, James 
stared through the ceiling. He'd come close to losing himself and everything 
he'd done. It made him sick to his core, he glanced at the resting body of his 
friend, the worst thing was almost losing Nick. Anger filled him, and a need to 
release followed. The anger drained away quickly, some how revenge didn't really 
entertain him. On the other hand some mischief would. He got off the bed and 
raced to the computer, Nick awoke briefly, staring blarily at his master/lover 
before falling asleep again. Asking for a status report on the palm-top he 
waited patiently.

The report came back quickly. Palm-top inactive, all commands since loss 
aborted, blah blah, finally he came across what he was looking for. Currently in 
the possession of Danni Zambenitti and Patrik Simes - profiles currently held on 
both subjects. He'd been right, the two ex-cons had gotten hold of it and had 
used it. They must have been trying to turn everyone else in pre-teen/early teen 
sk8rs, but that didn't matter now. He was going to have a little fun with them.

First thing he did was transport the palm-top back into his hands. It appeared 
on the computer table with no fuss. Immediately he added some new protecction 
sub-routines that were similar to the ones covering the main PC. Nick was to 
stay in the house all day, just in case the mischief he was gonna cause got more 
widely spread then the two pre-teens. He got up, went and kissed Nick on the 
forehead, and left to find the two little runts.

While he skated along he managed to write in a general area command, he wanted 
everyone to ignore him and his actions. He wanted to observe all the 
consequences he caused in peace, and he was not in the mood to be watched. 
Arriving at Danni's house he left his skateboard on the lawn and just went 
straight in. The palmtop told him that both Patrik and Danni were here at the 
moment. He found them in the lounge room watching cartoons. Danni would every 
now and again, when his attention wasn't soaked up by the tv, massage Patrik's 
inner thighs.

James started typing away what he wanted to happen first. He pressed send and 
looked up to watch. Danni's eyes lit up as a hunger filled him. His hand glided 
up Patrik's thigh slowly toward his crotch. Patrik's eye had a faint glimmer of 
the same hunger in them, but he could only squirm cos he didn't want to anger 
Danni. When his friend's hand reached his crotch, he relaxed slightly and turned 
to face him. Danni ran his fingers through his passive friend's hair, spreading 
his fringe over his eyes.

He stood up and quickly undressed himself, his clothes making a baggy pile 
beneath him. Patrik immediatley followed suit (lack of), and soon there stood 
two naked, cute, athletic 9 year old skaters. Patrik went automatically to kneel 
infront of his friend, his hunger being for cum. A shove on his chest sprawled 
him on the floor, as Danni also had the same craving. The 69 position was 
quickly worked out and soon they were sucking away like a baby at a mother's 
tit. Cocks in mouths and racing away.

Soon they orgasmed, spewing out for some reason a large amount of cum, they both 
swallowed everylast drop like it was food and they were starving. Danni went 
down again, but he found this time his head was a little futher from Patrik's 
crotch.  Patrik reached up for Danni's butt cheeks and gripped them hard to 
bring danni's cock a little more into his mouth. They went again sucking away, 
Patrik finding it a little harder because for some reason it felt like the 
weight on his chest had increased, but he didn't care he was still hungry.

The next time they came it was a larger torrent, and it filled them up, the 
hunger died away. They rested for a moment, before Patrik croaked at Danni to 
get off him with his weight. They both struggled up. They looked each other up 
and down, they now sported pot bellies. Almost like the two boys were pregnant. 
The rest of their bodies looked the same as they had before, but now you went 
down then flat, young chest, hit the bottom of the pecs, then the stomach glided 
out and curved into a firm pregnant like shape. They looked each onther up and 
down in surprise again, then gazed at their own bulging bellies. They let their 
hands slides over their own flesh feeling the strange bulge of the new shape. As 
the hands felt themselves a slight adjustment came over them. The probing 
movements became more senuous as they felt the flesh and loved every inch of it. 
Danni began to finger his navel, smiling at the feeling. They loved their new 
stomachs, in fact they loved the bulging look. As Danni fingered his belly 
button and made swirling motions across his stomach he thought of how sexy it 
would be if everyone had a big stomach....he had an image of guys with large 
bellies. He smiled, he'd love to see some other young skaters look like this, it 
was so nice. He pulled his pants back on, they wouldn't fit round his newly 
enlarged waist, so he let them just ride on his hips lower then they normally 
could, forced down there by the bulge. A disdainful look at the shirts dismissed 
them, they wouldn't fit for one thing, and Danni felt the bulge was too hot to 
hide.

"Get some pants on Patrik, let's go out." Danni said, not occuring to him that 
not many other people would think a 9 year olds bulging stomach would be 
something to get a hard on at. James watched them and smiled, it was amusing for 
sure. The boys were cute and probably didn't know what they were doing before, 
but what they would up he'd decide on later. He put in a little thing to make 
this little change a bit more amusing, he wondered who would get it first. He 
followed them out.

The two sk8rs walked down the street, white and brown skin glowing in the sun. 
Bellies weren't really wobbling, they were firm, and they only swayed slightly 
with the walking. As they reached a crosswalk and waited for a time to cross 
another boy about their age stood there gawking at them. The kid looked like a 
regular stay at home type, neat clothes, shorts which were well above the knees. 
Shirt tucked in, black leather private school type shoes. His slowly looked up 
and momentarily caught Danni's eye. Suddenly the eye contact broke as Danni and 
Patrik crossed the street, the boy crossed too on his way to the shops. A growl 
rolled up out of his belly, and he felt a great hunger, he soon forgot about 
whatever his mum had sent him to pick up. Somehow something one of the boys had 
would satisfy him.

Danni sensed he was being watched, not looked at, watched. He turned to see the 
boy from the cross walk following. Another kid who liked bulges, he looked 
critically at the kid's own belly, but as far as he goes he's too flat. He let 
the kid catch up.

"Sup?" Danni asked him

"What?" a look of confusion crossed his face, "Oh you asked what's up? I thought 
I heard you say sup for a second. Nothing much."

Danni shook his head at that response, "Soooo what you looking for?"

"Oh nothing, just I wondered if you had anything to eat," a grumble rolled out 
audibly, "I suddenly got really hungry and I kinda thought.."

"We had something for you," Danni glanced at Patrik, and frowned. Patrik's eye 
lit up, Danni's followed a second later. "Yeah we do actually, but let's find 
somewhere a little more quiet, otherwise everyone else will want some and there 
won't be very much for you."

The kid's face showed a deep hunger, "Oh yes please. My name's Joshua."

"Mine's Danni, and this is my homie Patrik." Patrik rubbed his gut at his name. 
"Comeon we'll go to the rest room in the cd shop over there." James smiled.

They raced in and they begged to use the toilets, the shop keeper heard Joshua's 
stomach and thought it was some medical emergency and let them into the back 
room. It was dark, and they could see the selves were stacked with heaps of cds, 
they moved along to the bathroom quickly. They got inside and locked the door.

"So what have you got?" Desperation edging in his voice, he held his stomach at 
the hunger cramps.

Danni dropped his pants, Joshua looked at the hard on. He seemed confused and 
then a feeling that it was like a cow's udder filled with delicious cream came 
over him. He knelt and enveloped it with his mouth. He just sucked, like a 
vacuum cleaner. Danni sighed, and used one hand to grip onto his head and rub 
Joshua's forehead into his belly, while the other fingered his navel again. 
Patrik sat down on the toilet, dropped his long shorts and started to wack off 
at the sight. The boy just kept sucking, and the combination of the constant 
turbo suck and the forehead flesh being rubbed against his new belly, set him 
off quickly. He gripped Joshua's head and held it against him, but he needn't, 
cos he kept sucking, every last drop of the biggest load he'd every given.

Josh collapsed in exhaustion and relief, then got back up slowly. A look of 
dissapointment covered the faces of the two 9 year olds. He was the same, and as 
far as they could see his stomach didn't even bulge slightly.

"Oh thanx, that was nice. I've never been so hungry, thank god that filled me 
up."

"Can you take off your shirt?" Danni asked

Joshua did it, anything for them now that he was satisfied. They stared at his 
flat, toned stomach, frowning. Suddenly Joshua groaned and his stomach began to 
inflate before their eyes. He soon reached a similar girth to them, the waist 
band of his shorts stretched over his belly then gradually slid down as the 
flesh inflated. They soon sat on his hips, following the curve of his gut. Once 
they settled his shorts lengthed and widened. His leather shoes became a pair of 
black globe tactics. His neat short hair grew shorter, becoming a crew cut. His 
crumpled shirt morphed into a skateboard. The two boys nodded their approval at 
the new Joshua.

"Oh fuck yeah," He felt his new bulging stomach, "This is more like it." He bent 
over to  pick up his new skate board. "Thanx bro, mmmmm I can't believe I've 
been missing this. Phat new bulge, and becoming a sk8r, not much more I could 
ask for after sucking a weiner. Fuck I'm going skating."

He walked out, Patrik and Danni followed licking their lips at the new sk8r. He 
stopped in the storeroom and looked around a bit. He found some cds he liked and 
just shoved them in his pockets. He winked at them, "I'll need some real good 
shit cds too, some rap, ska, yeah this'll do too. Come by the sk8 park later I 
should still be there." He grabbed another and put it in a his bulging pockets, 
and with that he left through a back door. They went back through the shop. They 
smiled at their achievement, and a small hunger lit in them, but not the same 
gnawing hunger as before, this was just a desire to find some more subjects. 
James followed pleased and amused. No one but him could resist sucking on their 
dicks for something satisfy, and when they did...

They continued walking up the street, this time with new purpose. They weren't 
just showing off, they were picking sk8rs. Two older girls, about 16, were 
walking on the pavement toward them. They stopped and stared at the two boys, 
like many people did, it was just that these two locked eyes with them for a 
moment. Danni considered them, but decided not to 'choose' them just yet. He 
want to try some charm. The girl with hazel eyes wore a tee-shirt and over alls 
with the legs coming three quarters down her own. A rather falt chest would've 
made her look more like an effiminate boy, had it not been for the long brown 
hair. Standing 5'7" in leather sandals, on her back she carried a sort of cross 
between a purse and back-pack. The girl with the blue eyes wore a mini-skirt and 
singlet with butterflies embroided on it, that exposed a flat tummy with a navel 
ring. Her waist was waspish. Patrik wasn't very attracted to either the flatness 
nor the ring. Her singlet was stretched by some reasonable sized breasts, the 
bulge got him excited, at least girls have something going. Her blonde hair was 
shorter then her friends, but she stood taller. 5'9" in her tri-band converse 
sandals. At least Patrik could get a blowjob this time too, as young as they 
were.

They reached the two girls. Blue-eyes wispered something in hazel's ear, both 
kept their eyes on the boys. Danni loved the attention, but even in his pleasure 
he noticed the revulsion. He'd change their tune.

"Sup." Danni asked

Blondie sneered almost, "Get away from me kid, what's wrong with your stomach?"

"Nutin's wrong, just right." Patrik slipped in.

"That can't be healthy," The brunette said, still staring in awe, "You kids 
being fed right?"

"On the best diet a boy could want." Danni said, "The name's Danni, this is my 
homie Patrik."

The blue-eyed one definitely did not want the conversation to continue, but the 
brown haired girl didn't noticed. Eyes locked onto the guts. "Julie, and this is 
Racheal." Racheal looked at her friend in amazement at her casual response. Her 
revulsion at them was now very overt.

"Com'on Julie, let's get away from these freaks." She said, Danni didn't take 
kindly to the comment. He locked eye with one, then the other, 'choosing' them.

"Let's scram Rik, we obviously aren't wanted." He grabbed his mate, and walked 
away fast, around a corner. He wanted to get away before the hunger set in. They 
could suffer a while. Julie'd been nice, but her friend was a complete bitch, so 
Julie guilty by association. Maybe once they went hungry for a while they'd 
really appreciate them when they got back. He'd take the bitch himself.

They walked through town for a while, not hurrying, just searching. It was while 
they were walking down a side street when a couple of older kids skated past. 
Only a glimpse could be gained of their faces, Danni wanted to take a look 
though. So he followed.

The pace was easy to follow, Danni's attention was totally taken by the pair of 
fellow sk8rs. Suddenly they were off the boards, skidding along the pavement. 
Both kids groaned as they came a long stop, and lay prone on the ground. Danni 
blinked in surprise at the accident. His attention wavered long enough for him 
to notice the 'cause' of the accident, all 6'2%" of him. He stood there laughing 
at the two boys. He was about 18, white, blonde, 200 pounds, and very fit. Jock, 
that was the word that came into his mind. In his hand he held a footy, which he 
tossed and caught. His brown eyes were filled with michief. He strode over to 
his prey and nudged them. Still laughing.

Danni and Patrik slowly siddled up, being careful not to be noticed just yet. 
One of the kids begun to get up. Danni took him in, 5'7", maybe 15, brown hair 
that was cut short, hazel eyes. His limp bizkit tee was ripped slightly, and his 
cargo pants had holes on the knees. Elbows had deep abrasions, bleeding just 
like his knees probably were, he groaned. The bigger kid's attention was draw to 
him at that.

"Feel so cool now?" he smiled, "You guys piss me off." Out of spite he pushed 
the groaning boy to his knees. A sigh of anguish escaped his lips as his kees 
meet the concrete. The other boy also begun to get up, unaware of his friend. He 
probably stood about 5'6", his face was obscured by his locks 
of dusty black hair. Danni guessed he was an aboriginal. His brown hands gripped 
the ground as he groggily made the journey to upright.  His jacket had padded 
him from most of the fall and was only dirty, with a rip here and there. His 
long shorts were ripped in a couple of places, but since he had ended up on the 
dirt and grass he didn't have any major cuts, just some bruises.

"Come on get up you two faggorts." The young man kept going, "Damn weak skaters, 
wouldn't even get on the under-12s team cos you two are such little momma's 
boys."

"Fuck off pissant." one of them croaked, the man struck him for that.

"Now why'd ya have to go and say that when you know you'll just get hit. Ain't 
got nothing tougher?" The football player said.

Danni had enough, time for some action. James watched bemused. "Hey fuck-wit, 
shut the hell up."

The bully turned. "What the hell is up with you two, that is gross." He sort of 
pointed at their guts.

All three momentarily forgot about the situation as they stared. Danni decided 
to do all three. He caught the eye of each one and choose. They stood there for 
a while as the hunger overtook them. "So why the hell are you doing this?" Danni 
questioned. Patrik pleased by the attention, wet his finger and circled his 
navel with it.

"Cos all sk8rs are faggorts. These guys rolling along taking up the whole 
fucking walkway, so I shoved them off." He continued to stare.

"So what are all your names?"

"Jeff," The 18 year old said, "Jeff Mika."

"Mick Malorne." The aboriginal said.

"Damien Hastings." Said the last one.

Danni loved the hypnotic effect the hunger had. Turning to Patrik, Danni 
indicated that the two skaters could be his. Danni wanted the bullying jock to 
himself. The group moved to a more secluded area, which was hard to find.

A condemned house provided it. They calmy walked inside, followed by the three 
older boys. Danni walked into the first bedroom, and dragged Jeff along. Patrik 
led the other two into the kitchen.
    	Mick and Damien's stomach rumbled together. Patrik pulled Mick closer, and 
motioned for Damien to wait his turn on the table. The 15 yo white boy got up 
and sat on the bench and stared. Damien licked his lips, totally silent. 
Patrik's hands found his zipper and down it came, followed by his pants. His boy 
cock stood to attention waiting for the older black boy's attention.

Mick got on his knee's and begun to suck, even though he was normally repulsed 
by the very thought. Patrik's balls were full, since the last time he'd had a 
blow was earlier that morning with Danni. The sight of the older boy's dusty 
black hair bobbing on his cock set him off. He spewed it out, and Mick greedily 
gulped it down. Patrik helped him to his feet, and stood back to watch. The 15 
yo aborigional groaned, then begun to shrink before their eyes. Damien's eyes 
were wide, and his mouth opened wide. Soon a cute 8 year old face was looking at 
them from under a mop of black hair. His long shorts ended where his anklet 
socks begun, his size 5 odo's looked like a pair of toy shoes. He stood 4'9" 
when his stomach bulged. It looked like a ballon was inflating underneath his 
jacket. His friend's eyes were about to pop out and his jaw drop off. The silky 
fabric of the bulky jacket strained around his waist area from the tummy bulge. 
Mick unfroze and reached up to release the gut from it's confines. He let the 
jacket fall to the ground as he admired his new prize, hands gliding over the 
newly enlarged flesh. The belly was impressive, just as big as his new older 
friend, and made cuter by his outie navel.

"Fuck mate what happened?" Damien exclaimed

"Dude that was so fucking hot," Mick purred, "You have to do it." He playing 
with the exterior navel while he pinched the flesh with his other hand.

With a vicious shaking of his head Damien got up slowly and tried to get out. 
His stomach growled so loudly their ears hurt, a look of deep hunger took hold 
on his face. Then he locked eyes with Patrik, and begun to move closer to him, 
drawn in. "No, please." He begged before kneeling and taking the boy cock in his 
mouth and sucking. Watching his friend get some nourishment had made him twice 
as hungry, he needed it now.

Patrik rubbed the skater's forehead into his gut, pumping his cock into his 
mouth. Mick came up behind and begun to rub his gut up and down Patrik's 
buttocks. The tempo increased as he felt the new flesh pushing against his hard 
butt. Soon enough he lost control, spewing hard and long, savouring the feeling 
of the new unwilling inductee swallowing his load.

Damien staggered to his feet, away from the two pre-teens. Horrified he ripped 
the limp bizkit shirt off to check his stomach. A certain relief flooded his 
face as he stood looking at his still shallow 6 pac. Then he groaned.

He shrunk and regressed in age. Short brown hair grew out to a cute style that 
hit his shoulders and curled inwards. His hazel eyes glinted with mischeif, the 
tip of his now small button nose pushed back a little. A few freckles now 
spotted his face. He was about 9 years old, 4"11 and athletic. His flat stomach 
with it's innie belly button begun to inflate. While it was still inflating 
Damien unfroze and begun to strain, harder and harder, his face screwing up with 
the concentration. His gut reached it's fullest, a bit smaller then Patrik and 
Mick's, but he kept straining. Then with a *pop* his navel popped out, and he 
became an outie.

"Wicked shit." He played with his new belly button, "You look so hot Mick!"

"Oh fuck Dames! What you did with your belly button was so hot," He stroked his 
gut and groped himself, "I creamed myself." He stuck his hand down his long 
shorts, it came out covered in cum. He wiped it over his belly. "Lick it off 
boy."

Damien raced over and begun to clean his 8 yo friend. They were gonna go 
further, but Patrik stopped them. "Cum on, let's go look what Danni's done."



Jeff was still 18, that surprised Patrik, as the 3 pre-teen sk8rs walked into 
the bedroom scene. He soon saw why.

Danni had begun to play with Jeff, he'd found his control was total and utter if 
he tried hard enough. It helped that the 18 yo jock was pretty weak willed. His 
shirtless body exposed a hard, washboard stomach, that the 3 boys shied away 
from in disgust. The object of his attention still had his pants up, and wasn't 
giving Jeff his dose. Jeff slid his tongue over the boy's body, pausing to 
tongue his navel. Hands groped the mass of flesh, as the tongue approached the 
face for a meeting with the mouth. Patrik stared at danni as he got a betta look 
at his belly, if anything it had gotten bigger since they parted. The attention 
the Jeff was paying it had blow it up by another 8-10 inches around. They caught 
eyes, as Jeff sucked face with Danni. His hands sliding everywhere on the pre-
adolescent's naked upper body. Danni nodded at Patrik, and hands found his belt 
and button to let his pants down. They crashed to the floor, his wallet chained 
clashed harshly. Jeff jumped back startled, but when he saw the small penis 
awaiting his mouth he was driven mad with the hunger he felt and rushed Danni. 
It was all the dominant boy could do to stay upright as the 18yo sucked harder 
then a vacuum pump. Jeff had trouble reaching the 6 incher, with the extra belly 
in the way, and when Danni saw the fact his already large belly had grown during 
the foreplay he creamed himself in excitment. Jeff took it all and kept sucking, 
playing with his master's penis trying to get a second load quickly. He got it, 
and he drank that down, at last he seemed a little more calm. He got up slowly.

There he stood, 18, 6'2%", blonde, muscled. His shirt lay in the corner, strewn 
there in his frenzied attention of Danni. His snug blue levis showed a 
reasonable package, a snail trail on his flat, hard belly probably didn't lead 
to much excitement. A big smile broke across as he face as he felt something 
welling up in himself. He moaned with pleasure as his transformation over took 
him, totally taken in already without even having the gut for it. He begun to 
shrink before their eyes. 17, 16, 14, 13, 12, 11, 10, 9, 8, 7, 6..... the 
youthening stopped. the 4'5", 6 year old blonde grinned up at them. All the boys 
stared amazed at the once homophobic jock. A head full of scruffy blonde hair, a 
face with huge cow-like brown eyes, a lean, hairless, gleaming body that came 
from hours of skating. His snug jeans had become a pair of baggy cut off denims, 
the ragged hem ending half way down his lower leg, above his new globes. 
Everyone admired the child's beauty, as the last stage of his metamorphosis 
begun. He begun to inflate. He begun to REALLY inflate. His belly finished with 
a size closer to Danni's new width, passing Patrik and the other two boys. Where 
everyone else was lean besides their bulgin stomach, the 6 yo kept growing. His 
non-exsistent pre-teen pecs blew into sizable fat boy tits, as his arms bulged 
out beefily. His new cute, lean oval face blew into a cute round one, a brand 
new double chin bulging out. His thighs, calves and butt swelling with more 
flesh. The thighs and butt stretching the deniem shorts, forcing them to expand. 
The discarded shirt came to life momentarily to become a sk8board for the new 
skater. In the end it looked like someone had taken a baby sk8r off the street, 
rammed a air-hose up his arse, and left it on. The 6 year old child was now 
outrageously chubby, and from the look of absolute pleasure on his face Jeff was 
loving every new inch of himself.

"Mudda fuckas! Bitches, chu getting a good look of every phat inch?" Jeff 
reached down to lift his shorts up slightly, showing more of his bulging flesh. 
He licked a finger tip and slowly circled a young nipple. "Oh chu want a go do 
ya fuckas. MMMM I'm so fucking phat now. round, phat, sexy, bulging, fucken 
huge, chubby and hot. Which of chu pedo homies wants to fuck this 6 yo bitch 
first?"

Damien and Mick raced for a chance. Danni and Patrik hung back, pleased with the 
revenge they had exacted. Even to their sense it seemed to be a little twisted. 
No sense in wasting time here though, they could fuck Jeff later. They left, not 
bothing with byes cos the 3 new buddies were busy...

As they wandered they decided to take a short-cut down an alley way to another 
street. As they walked down the silent laneway a couple of barely teen surfer 
dudes came out from behind a big bin and walked past them withot a look. One was 
still doing up his fly on his shorts. The two big tummied boys slowed and walked 
past the bins looking in. In the private space stood the two girls they had met 
earlier.

Scruffier now, a little pale, from the hour of hunger they had endured Danni 
suspected. The blonde girl, Racheal if he remembered right, still wore her 
stomach exposing singlet. Where her waspish waist had gone, god knew. She'd 
obviously tried to eat a lot of stuff since then to try and satisfy her self, it 
asn't a really signifcant belly, but it was an improvement from the thinness 
from before. Julie had taken her shirt off, and had unbutton the top of her 
deniem overalls, her small, young breast hanging out in the air for all to see. 
Well only those who came past this way. The girls saw them, and the two pre-teen 
boys walked casually to them.

"Blow job boys?" Julie asked, her hunger obvious.

"Free." Racheal added quick "As many as you can cum into our mouths, no fucking 
though, just the BJs. You boys can blow loads right?"

"Yeah bitch," Danni sneered, "My load is guarantee to satisy. On your knees cum-
sluts."

Falling onto their knees the girls looked expectantly at the boys, not expecting 
satisfaction. Only a slight alleviment, just like they learned over the past 
hour that only cum, preferrably young, could give to this wierd hunger. The two 
boy's didn't care is anyone walked in on them, they could would just have to get 
in line to get their fill anyway. Danni looked at Patrik and they dropped their 
dacks. The girl's locked their eyes on the poles for a moment, then Racheal 
gulped down Danni's, and Julie swallowed Patrik's. The sixteen year old sluts 
begun to give a rapid, hard, head job to the 9 year old boys. Their hands 
gripped the boys buttocks, almost like they wanted to get even more of them in.

Danni and Patrik savoured the feeling, letting it linger before blowing large 
loads. More interested in what form the transformation would take. Danni sighed, 
as he did it, relieved to be getting some more of his juice out, but he knew it 
would be all for nothing if all they ended up with was a pair of phat girls, not 
guys. He looked down as they finished sucking the the poles clean. They got up 
licking their lips.

Racheal was about to say something when it hit, and both of the girls groaned. 
Danni watched as Racheal, who if he was str8 he'd have called hot, begun her 
transformation. Her breasts inflated, inflated until her singlet and bra 
couldn't hold the mass of flesh. They burst, rent, the pieces scattered to the 
ground. The mounds of flesh on her chest were now very impressive, having grown 
from a C to a EE cup. Then they begun to drain away, her new huge breasts soon 
became more like a boy's pecs, he noticed her once waspish waist thickened a bit 
while her hips shrunk, her body went from hour-glass curves to more a masculine 
shape. Her face grew more like a boy's, her blonde hair became ear-lobe length. 
A little hair grew on her legs. Soon a 16 year old boy in a mini-skirt and tri-
band sandals stood in her place, Danni smiled at the image. The pervesity of the 
image made him hard again, a blonde teen boy wearing nothing but a mini-skirt, 
g-string, tri-band sandals and a blissful smile. Then the new boy begun to 
shrink and grow younger. Soon he stood 5', and was maybe 10 or 11. The new flat 
stomach begun to grow. A respectable gut grew out of what was once a flat boy's 
stomach that was once a waspish waist most girls would kill for. The mini-skirt, 
to Danni's slight disapointment, grew into a pair of longshorts. The tri-band 
sandals stayed though, but grew to a more approriate size for his smaller feet. 
A reminder of a former girlish self.

Patrik watched Julie's transformation with interest, occuring simultaneously to 
her friends. The small mounds that might've been breasts flattened and spread 
into male pecs. Her stomach grew out the little it needed to. Her body going 
from female to effeminate male. She begun to regress, soon a 9 year old boy 
4'10" tell stood there. Long hair, and sandals still there. Julie's stomach 
expanded, ballooning out to an agreeable girth. Two sk8boards began to grown, 
creeping up from behind her back, probably out of the backpack she still wore. 
The transformation was short. The two new boys stood happy and satisfied. The 
first thing Julie did was to take off her backpack and take out the two 
sk8boards. Then she re-did up her/his overalls, the flap somehow fitting over 
her belly.

"So what are you guys gonna go around calling each other?" Patrik asked

"Ralph......nah just make it Raph." Ex-Racheal said, and looked at Julie.

"Julian." Ex-Julie smiled at the easy cross over.

"Cool," Danni said, "Whatcha doing now?"

"Goan go sk8ing round, maybe piss some ppls off a bit." Julian said, "Ye sounds 
choice, we're off." They jumped on the boards and were off.

"Jeez everytime we do that we never get any decent thanks. Ya know?"

"We''l catch em up later." Danni said, "While you got yer pants down, bend 
over!"

Patrik obliged, smiling. He wiggled his brown hole at his master/friend 
invitedly. Danni rammed it home the moment he got close enough. The two boys 
stayed joined at the hip, grinding and flaring, grunting and moaning, Danni's 
belly gliding over the baby smooth bottom of his friend. Gripping his ankles 
Patrik showed a great amount of flexibility, his stomach squashing between his 
torso and his thighs. Hands firmly gripped Patrik's butt cheeks, keeping the 
beat going strong, and getting stronger. He was pretty much rocking Patrik as 
well as pumping with his hips. Finally Danni exploded in Patrik, he didn't get 
off. Really he didn't mind, he loved pleasing Danni.

"What the fuck is going on here?" A harsh voice croaked from behind them. They 
turned slowly to see a cop. About 28, in uniform. He was 6', brown haired, hard 
faced, and looked mean. "You kids have some real problems." He glanced at their 
bellies, "REAL problems. Now give me your names, and parents' home addresses. 
What you kids are doing isn't allowed, full stop, even in private."

"Well that's stupid isn't it." Danni said casually, startling the cop. "I mean I 
think it should be encouraged, it's kewl. Wouldn't you like to do it?"

"You little shit." The cop said, he took a pace forward.

"Wouldn't you like to be like us, then you could see what we mean. Take a view 
from our end." Patrik chirped.

"Right that's it, you boys can come with me to the police station. Your parents 
can pick you up from there. You boys are in a lllo....." He slurred off as 
hunger overtook him, his eyes drew back to the tummies.

"You want?" Danni offered his boy penis. The cop slowly move toward it, his 
emotions and sensibilities losing to the new instinct as it grew stronger. He 
knelt, hugged the boy's arse and lifted him, as he stood up. Almost trying to 
draw all of him in, he took in Danni's balls too. Danni looked down from the 
heights he was at, clawing at the man's hair. He came slowly into his mouth, the 
cum flowing out. Down the 28 yo drank, until the flow became a drip became 
nothing.

He put Danni gently down, groaned softly as his transformation took on. He 
shrunk, and grew younger, the transformation was smooth and quick. At 10 years 
old, and standing 4'10", he wasn't anything remarkable. The uniform became a 
pair of kakhi baggies and singlet. His hair shortened to almost nothing, but his 
fringe lengthed to cover everything above the nose, almost like a veil. His 
stomach blew out, growing to a respectable size. The baton he'd had in his hands 
broadened and lengthed into a black skateboard. The deck was extra long, hitting 
his nipple height as it touched the ground. James smiled, another cop becomes a 
sk8r. More would follow. He'd seen enough, good laugh, could go on for longer he 
thought....but then there was such a thing as too much. He removed Danni's and 
Patrik's ability. He added something more.

They felt a pulse head through them, and the desire for more kids faded. Danni's 
bulgin stomach grew an extra 6 inches each, Patrik's grew til it was around a 
couple of inches smaller then his friend's. Now they had the biggest by far. 
Both looked like they could topple over at any time, but they never would, and 
they'd never have back problems, all the boys' muscles had adjusted perfectly to 
counter for the middle heavy bodies.

"Let's go see some sk8ing." Danni said. The trio headed in the direction of the 
sk8 park. The ex-cop sk8ed along side with his extra long board, leg's spread 
wide. His control was excellent.

Arriving they saw a dissapointing turn out at the park. It was a decent place, 
more because it was the only thing they had, if any of them had a choice they'd 
make it better. TOday was quiet, normally it was pretty full. The three boys 
spotted a group of pre-teens on the far side, as one turned Danni saw the tummy 
and knew it was their group. He pulled them along.

"Yo ma homies, enjoying that phat feeling?" He said as he approached them.

"Yeah G, should see the ppl checkin out our sexy bellies." Damien said, "Your's 
has swelled up, it's hella big now."

Danni moved closer, "You got a bomb yerself." He motioned them toward the bush 
that occupied most of the skate park; which was more of a spare lot with heaps 
of trees with a few ramps in it then the opposite when you thought of it. Course 
the sk8rs wouldn't have it any other way, many guy sk8rs had fucked their 
girlfriends in the bush. James had had a couple of episodes himself since his 
transformation, with guys of course. Some he'd transformed permanently, others 
just for the fuck.

The moment they got themselves some privacy they were off. Danni fell to his 
knees and took Damien's outie belly button in his mouth and begun to suck and 
nibble it. Damien undid his pants, letting them fall to the ground in a heap. 
Danni let his hands do the walking, and was soon wacking the boy off while he 
gave the navel a blow job. The concept was original James thought to himself. 
The other boys paired themselves up, except for a group of three. Off they went, 
a pre-teen, boy orgy. James settled himself down to watch the writhing mass of 
soft, young flesh. He'd gotten his entertainment, debts totally repaid. They 
could stay like this, couldn't hurt, added some variety to the sk8r sub-culture 
in town.

Thing was he wondered, tounge in cheek, which was the most entertaining; the 
transformations or the orgy? He let it rest.

		End of Part 11
_________________
Part 12

===================Sk8r Dreams "Guest episode" by 
Traveller369@gay.com=========================

It was early in the morning as James sat working on his computer. None of the
other boys were up yet, and he enjoyed the time to himself. He absently reached
down and started stroking his cock, and it was several minutes before he even
realized he was doing it.

Despite all of the incredible sex that he and his boys had, James still found
himself jerking off from time to time. It's just such a different sensation, he
thought to himself. Almost like having sex with yourself...

James' mind stopped dead on that last thought. It gave him an idea. He quickly
pulled up Maker and began entering his most complex program yet.

-----

It was later that afternoon as James skated aimlessly around the city, looking
for a likely candidate for his next little game. He was looking for someone who
he wouldn't need to transform much, if at all; someone who was physically pretty
close to ideal. He skated around the neighborhood for much of the afternoon,
without success, so he decided to try heading downtown instead.

He was at the mall when he spotted Eric, a kid he knew vaguely from school. Eric
was 6'2", and hugely built, easily weighing in at 225lbs or more. He played
football at school, and all of the top universities were just itching to get
their hands on him. It wasn't hard to see why: his chest was a huge slab of
Grade A beef, with a perfectly defined eight-pack and large pecs with
quarter-sized nipples. His arms were built to a similar scale, nearly as big
around as James' own not-inconsiderable neck. He was wearing an old, dirty tank
top from a local gym. It was probably designed to fit loosely, but on this
monster it barely fit, and each muscle on his torso stood out like the shirt had
been painted on. James allowed his eyes to wander downward, completing the
picture. Legs like tree trunks, tight muscular ass. And even limp his package
was clearly visible through the ragged cut-offs he was wearing. And on top of
all this, he was cute, too. Closely shaven head of blond stubble, bright green
eyes, and an honest face that always seemed to be smiling. In the days before
Maker, this would have been the type of guy that James would have drooled over
in the locker room. Even if he'd been planning to make changes, he probably
wouldn't have made many to this jock hunk. He skated over.

"Hey, what's up?", he asked.

"Hey! You're... James, right? I recognize you from school," Eric replied.

"Yup, that's right. So what are you doing in here on a nice afternoon like
this?"

"Oh, not much, just trying to kill some time. My girlfriend's out of town today
and I haven't got much to do."

James grinned. "Aw, that's too bad. Want to come by my place later and hang
out?" As he asked, he quietly tapped a button on his portable Maker to ensure
that Eric would accept.

"Cool, I'd love to."

James wrote down his address for Eric, then bid him goodbye and hurredly skated
home.

-----

When he got home, James found that all of his boys had gone out skating
themselves while he was gone. Good, he thought: what was going to happen next
would probably just have confused them. He sat down at the couch to wait, and he
didn't have to wait long. A few minutes later, Eric showed up at the door. James
ushered him in, and they sat down together on the couch to watch some TV. James
flipped past a few channels, then spotted a rerun of "The Prince and the
Pauper". Perfect, he thought.

"Aw, change the channel, this is a stupid movie," Eric complained.

"Oh, I don't know, I kind of like it."

"Why?"

"Well, haven't you ever wondered what it would be like to be someone else?"

"Yeah, I suppose I have every now and then... it'd be pretty interesting, I
guess."

"Want to find out?"

"Huh?"

James grinned and reached over to the coffee table, where the Maker palmtop was
sitting. He tapped a button, then reached over to Eric, looked deeply into his
eyes, and then before he could react, kissed him deeply. They both froze.

He had a brief sensation of floating somewhere near the ceiling, looking down on
the both of them. So this is what it feels like to have an out of body
experience, he thought. Maybe those people on TV aren't crazy after all... Then
the world went black, and as he came to, he found himself looking, not into
Eric's green eyes, but into his own blue ones.

-----

"What..." Eric groaned, then stopped as he failed to recognize his own voice.
"What's going on?!"

"It's simple," James said with Eric's deep baritone voice. "We switched bodies.
You're me and I'm you."

"But that's impossible!"

"Nothing's impossible. Look in a mirror if you don't believe me."

Eric glanced across the room toward a full-length mirror, and stopped as he saw
himself - or rather, James' self. Both boys fell silent as they took in the
strangeness of the experience.

James was mostly aware of the feeling of being BIG. His body filled a lot more
space than it usually did, and most of the difference was rock-solid muscle. If
he flexed his bicep, the fragile material of the shirt stretched under the
strain. His chest felt huge, a mile across, like an unconquerable fortress. And
he could tell that there was incredible power in his arms. He could probably
bend a steel bar in half if he wanted to.

He ran his hands absently over his new body, feeling every muscle, every curve,
the light coating of blond body hair. As he did so he felt something massive
stir in his shorts. He glanced over at Eric, who was apparently having quite a
time with James' super-augmented sex-god body. Without even realizing it, Eric's
hands came to rest clutching at his crotch. He only stopped when he noticed
James - himself - boy, this is confusing! - staring across at him.

"So, um, what do we do now?", Eric said uncertainly.

"Oh, I don't know..." James said as he snuggled Eric's body up to his own and
started stroking his bicep. "I thought we might have a little fun together."

"But I'm not... gay..." Eric's voice trailed off as the sensations from his new
body started hitting him, along with a little mental nudge from Maker, of
course.

James grinned and pulled Eric up to him, looking deeply into his own blue eyes
and seeing Eric staring out from behind them. This was absolutely wild. Then
Eric grabbed James'/his own head and pulled them together, kissing him deeply.
They explored each others' mouths with their tongues, their familiar outlines
made strange by the unusual angle. James found that his new body had an
unbelievable lung capacity, and he could make one kiss last an incredible amount
of time, even allowing his partner to breath from his own lungs.

They finally broke apart, Eric with a dazed look in his new eyes. Kissing a girl
had never felt anything like this. James pulled the shirt off his body and
marveled at what was revealed. He'd seen it in the mirror a million times -
perfectly defined, perfectly tanned, perfectly smooth. But it still looked
different, seen from someone else's eyes. Sexier somehow. He realized how badly
he was lusting after... himself!

He looked over at Eric, who was starting to get into this, and was smiling back
at him.

"So what else can this body of yours do?"

"I dunno," Eric grinned, "why don't you find out?"

James flexed his arms, chest, abs, his entire torso in fact, and held in tightly
there for a minute or more. The veins could clearly be seen jutting out from the
surface of his skin, and he started to sweat under the strain. Suddenly, the
shirt seemed to explode, every seam ripping apart at once. He threw aside the
tattered remains and grinned at Eric, whose eyes were nearly popping out of
his/James' head.

"Oh, my god, that never seemed so hot when I did it myself! Get over here!"

They hurled themselves together and started making out with a passion. Each of
them knew their own bodies' hot spots, and used this to full advantage. James
felt himself moan as Eric buried James' agile tongue deeply in Eric's body's
ear, one hand stroking the fine fur of Eric's chest, the other kneading at
Eric's ass. James, in turn, lost no time in feeling his own body up, tickling
his own inner thighs relentlessly as the irresistably strong arm he now owned
pulled the two of them tightly together. They went on like this for who knows
how long, their bodies quickly becoming slippery with a combination of sweat and
saliva as they took turns sucking on each other's nipples.

When they came up for air for a moment, James realized that they were both stlll
wearing their shorts - a fact that would shortly become very inconvenient. In
fact, both their members were straining at the fabric, just begging to be let
free. Looking across at himself, he realized Eric had noticed the same thing.
Grinning, they both reached across, grabbed the other's clothes, and pulled
until everything, shorts, boxers, and all, ripped apart into so many shreds.
Gasping, they both drank in the sight of the cocks they new possessed.

James knew his own well enough, of course, but Eric's was a revelation. It was
porn star material, nearly a foot long if it was an inch, and several inches
around. It felt like he had a billy club attached to his crotch - but that, he
supposed, was only in keeping with the absurd power of this jock's body. He
looked up and Eric's borrowed eyes met his own.

"So what do you think, a nice pair, aren't they?"

"Oh fuck yeah. So can I... or do you want to..."

James pondered a moment. His body's own augmented throat might be able to handle
this monster, but he doubted that Eric's body was practiced enough at it. "Suck
me... me."

Without further encouragement, Eric obliged, wrapping James' parted lips about
his own cock. To both their surprise, he took it all, though the stretching was
visible halfway down James's throat. Immediately, James felt a wave of pleasure
wash over him. Eric might not be an expert cocksucker, but it was complete
instinct to James' body. He swallowed, massaging the end of Eric's cock in the
process, while his tongue encircled the base. Then he was off, and in a burst of
suction Eric pulled both of his body's peach-sized balls into James mouth,
bathing both gently with the eager tongue. From the sheer intensity of the
feelings washing over him, James strongly suspected that this was this body's
first blowjob. After all, how many girls would have been able to fit in Eric's
mutant member?

Despite its size, Eric's body lacked the sexual stamina of James', and all to
soon he felt something welling up inside his loins. Pulling Eric off of him, he
said, "Want to try something a little more intense?" With a smirk he grabbed at
his body's ass.

"Um... I dunno... wouldn't that hurt or something?"

James didn't wait to hear more, but instead, used the strength of his new body
to grab Eric, flip him over, force him into doggy position, and locked both arms
in a full-nelson hold. "Well, guess what, you're going to do it, and you're
going to fucking LOVE it." Despite the rough treatment, James could tell that
Eric was aroused. He made a mental note: this boy might have a bit of sub in him
- he's just never met anyone large enough to dominate him, except maybe himself!

He started by roaming about his body's crack with Eric's tongue, gently pushing
his way inside. This was a completely novel sensation to Eric, of course, and he
was moaning with pleasure. Then James took Eric's already well-lubricated cock
and pushed it inside his James' body's ass. It immediately slid in right to the
hilt, and they both froze for a moment as James' last trick kicked in.

The mind switch started to reverse, but stopped halfway, so that they were both
feeling the sensations coming from both bodies. The result was one of the most
incredible (and physically impossible) experiences that James had yet had:
fucking someone at the same time that person was fucking him. As Eric (James?)
rammed his cock in and out of James' (Eric's?) ass, they completely lost track
of who was who and what was what, succumbing to the unbelievable pleasure.
Suddenly, they both came at once, and in the blinding white flash of orgasm they
both passed out.

-----

It was James who woke up first, back in his rightful body. Apparently, the timer
he'd built into the swap had run out, and they were both where they belonged. He
picked up his palmtop and asked for a status report. Let's see, Eric had
mentioned something about a girlfriend... Ah, here she is. Jeri. Maker
indicated that she was currently arriving back in town, and no doubt the first
thing she'd do upon returning was go to see her boyfriend. James tapped a
button, and suddenly the both of them were no longer on James' couch, but in
Eric's own house, lying on his bed. He made a few more preparations, then
waited.

Soon, he heard footsteps coming up the stairs. "Eric, honey, I'm back!" The door
swung open, and Jeri strode into the room. She stopped, and when her brain had
time to comprehend what she was seeing, she screamed.

"OH MY GOD!!!"

Eric awoke with a start. "What? Where am I..." He looked over at James, then Up 
at Jeri, and froze in terror.

"Oh my god! What the fuck is going on here?! You're cheating on me, aren't you?

And with... with this fucking queer. What are you, some kind of fucking fag?!

Why the hell didn't you..." She froze midsentence.

Her whole body seemed to expand outward at once, adding at least a foot to her
diminutive 5'2" frame. The shirt, bra, and tight miniskirt that she'd been
wearing burst asunder almost at once, leaving her naked except for the pair of
white panties she'd been wearing. It began to expand ominously under the force
of the extra large genetalia forming behind them, ready to rip, but then it
curved and hardened into a protective cup and jock strap. Her breasts rippled
and flattened until they became a set of firm but unusually large pectorals,
practically man-tits. Her flat stomach bulged outward, then resolved into a nice
six-pack. Her waist stayed the same throughout the transformation, and with the
bulking above led to a sharply defined "V" torso. Arms and legs expanded, then
contracted in certain places, leaving drop dead gorgeous muscles, the pecs alone
the size of grapefruit. Her shoulder-length red hair shortened until it was only
a few inches long, then twisted into an afro-like mat of curly hair. Her skin
darkened to an olive-brown, seemingly half Italian, half Asian, and her hair
turned black. Her jaw hardened and facial features became more masculine, but
the face retained an impish, inquisitive, almost angelic appearance. Her eyebrow
and nose rings stayed in place, merely enlarging slightly, but in the now
slightly flattened nose they reminded one of a bull more than anything.

The physical changes complete, her clothes reappeared, but not as before. First
her sandals closed over and became a pair of cleats. Then a pair of sweatpants
appeared, and above that a tiny mesh jersey, bearing the name of the high
school, that didn't even make it to her bellybutton. Finally, a large set of
kevlar shoulder pads and chest guards materialized, and a streak of black
resolved under each eye. The transformation was complete: the pissed-off
girlfriend of a moment before had been replaced by a tall, good looking football
stud, fresh off the field after a spring practice.

"...Why the hell didn't you invite me?"

James smirked. Eric gaped.

"J-J-Jeri???"

"Jerry. I'm not entirely sure what just happened, but damn, I'm built," he said,
glancing in the mirror and adjusting his factory-fresh package. "Cute and hung,
too. I was never this good looking as a girl. You probably don't have to worry
about crushing me in bed anymore... maybe I can even take you on the field,
too."

"Oh really?" Eric replied, finally snapping out of it and standing up. "We'll
just have to see about that."

They wrestled for a moment, now well matched physically, and though Eric was
still naked and Jerry had pads, Eric was more experienced and quickly had him
spun around and pinned down on the bed. They were soon making out and James
busied himself with the difficult but enjoyable task of getting Jerry out of his
sweaty jockstrap - using only his tongue.

They all lost time as a rather athletic threesome ensued. At one point they Had 
a nice daisy chain going, each one sucking off the next. Not long after Found 
Eric getting fucked from both ends, James in front and Jerry from the back. He 
might be the dominant one on the field, but Eric showed signs of playing a 
different role in the bedroom. Still, they were both hot tempered, and it should 
be nothing less than an interesting relationship.

James finally managed to extract himself, leaving Eric and Jerry in a Blissful 
sixty-nine, oblivious to the outside world. As he was getting ready to leave, he 
pulled out Maker and made a few tweaks to the changes he'd made earlier. They'd 
be teammates on the football team now. It should make for some interesting times 
on the field... and even more interesting in the locker room afterwards. 

Maybe if the whole team... but no, he put that exciting possibility to the side 
for the moment, until he could work out his larger plans. Leaving the two jocks 
to their hot play, he skated off into the night.

	End of Part 12

Part 13
__________

James was skating along the pavement early one morning, enjoying the  quietness 
that falls over a town at 7:30 am in the morning. Kids walking along to school, 
or waiting for a bus for a ride to the further campuses. Up ahead James glimpsed 
a group of school kids waiting for a bus. Mostly they appeared to be from the 
new grammar school, rich, snobby place. They'd gone all out to attract people to 
the school, even recruiting kids from Metro areas.

James skated past the group, his attention focused so much on looking at all the 
potential cute subjects he missed the kid who stepped into his path. He rammed 
into him at full speed, and they both went flying into the dirt. The group 
turned their attentions and laughed collectively. Rolling off the kid James got 
to his feet. He held down his hand to the boy, who accepted it and got to his 
feet. The boy stood 5'3", probably 200 pounds there, brown eyes, short black 
hair, wore the clothes of the grammar school- blazer, shirt and tie, black tie, 
black shoes, navy wide brim hat with a tartan band circling it. His gut pushed 
through his open blazer, and hung over his navy school pants. The boy was cute 
though, somewhere under all that he was probably a damn hunk.

"James." He offered.

"Andrew," The boy replied as he rubbed his back, "Andrew Fafoutas, you should  
look where you're going."

"Right, and I 'spose you're totally innocent yourself." James said with an calm 
edge.

Andrew heard it and softened, "Okay I guess it's my fault too. You on your way 
to school?"

"Nah, don't do school. Just skate around with ma homies."

"Oh right, well I wish I didn't do school either." He glanced at the group of 
kids waiting for the bus, "They tease me there."

James nodded understandingly, "Yeah" He grunted, he pulled out his palmtop and 
begun to type into it.

"Got a palmtop? Shit your family must be rich. I got a laptop, had to cos the 
school requires it."  	"Wish you could dump skool?" James said without looking 
up

"I wish I could skate like you," He blinked and recanted, "Well not skate, just 
get away from it. You look like you got plenty of freedom. I just wish I was 
someone else."

"If ya could become a homie, would you?" He looked up this time.

Andrew considered, not seriously. "Yeah I spose."

"A real homey homie, like a supa mutha fucken trigging homie?"

Andrew shrugged, "Yeah."

James hit enter. Andrew froze, and his transformation started. 5'3" soon turned 
into 6'3", he burst through the blazer, shirt and tie quickly exposing his 
flabby brown flesh. The skin was a pale brown, more out of racial inheritance 
then actual time in the sun. His stomach grew with him, creating a huge beer 
gut. James knew Danni and Patrik would be drooling at the belly. His tits and 
flabby biceps became exposed as they burst the material, growing in proportion 
to the rest of him. His pants and shoes kept up with the gain. His navy school 
pants became a pair of black Tommy Hilfiger jeans which slid down to hang 
halfway down his ass, exposing a pair of plaid boxers. His black shoes became a 
pair Lugz bootz. Tits begun to shrink, tightening. They flattened, then bulked 
out into a sizeable pair of brown pecs, with perfect brown nipples pointing 
down, his flesh darkened from the light brown to a much more sunned colour. His 
gut receded simultaneously, making a flat shapeless belly. The 6 pac formed, and 
hardened, becoming an 8 pac.....8 hard lumps that stuck out on his belly. A 33"  
waist lead to a perfect V as his lats spread out. His shoulders became globes of 
muscles, as they broadened the gap between themselves to just under 3/4 of a 
metre. Biceps, triceps, and fore arm hardened then bulged with muscle. Biceps 
reached 24", that was without being flexed. James could imagine the man, who was 
now nearly as big as himself, flexing that body. 

His neck thickened slightly with muscle, while his double chin drained away. His 
face hardened, becoming more handsome, rather then just the childish cute 
before. His black hair became longer and longer, had James look around the huge 
Adonis he would have seen it flow down his back down to the small of his back. A 
flowing black sea of silky hair. The posh school wide brim, perching on his head 
moulded into a backwards base ball cap. Tommy jeans seemed a little tight as his 
thighs suddenly bulged with muscle and his new bubble butt firmed and took 
shape. They grew to an average baggy, and kept on going to a really baggy, and 
then kept widening till the Tommy jeans reached supa baggy. Two thick wallet 
chains formed, as his crotch bulged with a new bigger package. A heavy chain 
snaked around his neck, and a medallion nestled between his monstrous abs, just 
above his bulging 8 pac. A stylised 'A' on the front, on the back the small 
symbol 'J's' could be seen. Instead of the posh school boy, in front of James 
stood a 6'3", 17 year old, long haired, supa homie G, mexican-greek Adonis.

Andrew pulled his hair back over his ear. "What da fuck happened G?", he asked. 
Andrew felt somewhat strange, but for some reason this felt right. He looked at 
James, and he felt a burning in his loins. This was a feeling altogether new to 
him, the burning increased as he felt his package harden. The 12" snake slid out 
the top of boxers, his jeans were low enough that the base of his cock was the 
same height of the waist band of the Tommy hilfigers. "Damn nigga you sure da 
bomb!" Andrew said as he licked his lips.

"Well you sure do rise to the occasion," James said with a grin. Suddenly Andrew 
rushed over to him and James felt his sweet lips against his.

Remembering where they were James said, "Not here," barely able to pull himself 
off of the hot Hispanic. James then grabbed his board and begun to drag Andrew 
behind him.

"Where da fuck we going?" Andrew asked inquisitively.

"Someplace special," James responded. He thought for a minute and then said, 
"You know I really don't like the name Andrew. From now on I'll call you Andy."

"Yeah I like dat," Andy said with a grin.

Finally the two arrived at James's place. James led Andy to his bedroom and 
James quickly got undressed. He then  told Andy to get undressed, and soon the 
two hot boys were completely naked and kissing passionately. They were just 
about swallowing each others tongues when James pushed Andy onto the bed. Andy 
looked beautiful as his cock bounced against his taut stomach. James flipped 
Andy over and licked the inside of his ass. Gently James inserted his dick 
inside of Andy's tight ass and slowly began to fuck him. Andy was moaning as 
James increased his fucking. Soon Andy was on the brink of cumming when James 
stopped and took his cock out of Andy's ass. Andy waited as James came round to 
his face, showing him his hard dick. The latino couldn't resist swallowing it in 
one go. Andy was great at giving head because he used his tongue to massage 
every bit of James's cock. James was about ready to explode when he felt ready 
for another fuck. Andy instinctively spread his legs, and James started to ride 
Andy again for another ten minutes. Finally  Andy could take it no longer as he 
exploded a huge wad of cum all over James and his stomach. At that exact moment 
James let loose an eruption of cum inside of Andy's ass. Tired and exhausted, 
Andy fell asleep in James's arms as their bodies mingled in each other's sweet 
cum. James could feel Andy's heavy breathing as he thought about his new 
addition to his collection, and suddenly he formed an idea.

Waking from a short nap James stared at the hispanic homie next to him. The 
brown skin looked so warm and so smooth. His hugely muscled body was hard and 
comforting. The plan he'd been devising earlier came to mind. Sk8rs and homies 
as sub-cultures weren't opposing each other, they shared some traits and tastes. 
What if you put them in conflict though, pit the two groups against each other? 
James had given it some thought, because the idea would at the very least give 
him something to do with his bored intellect.

He would give Andy his own palmtop maker, the only restriction being that it 
couldn't be used against him in anyway. They would compete using the palmtops to 
transform people over to their respective groups. It would be turn-based, so he 
would have a turn, then Andy would go, and so forth. A turn would be one 
transformation. A transformation could be of a group up to six people. Anyone 
transformed during the competition is safe from being transformed again for the 
duration of the battle. To ensure quick transformations the person/s would just 
change on the press of enter; into gay, young males of the same group as the 
transformer.

He thought for a while about where they could hold the tournament, and his old 
school popped straight to mind. He smiled as he thought of all the kids they'd 
soon be doing this thing to. A time limit of about an hour should do them, no 
need to transform every kid in school....just yet. For a moment plans for the 
future of the city flashed into his mind, before he set them aside for now. The 
winner would be the group with the most transformed members at the end of the 
game. The group that wins would be able to claim all future transformations. So 
if he won, then he'd take most of Andy's group. He'd leave Andy and a couple of 
homies, cos rappers would be cool to have around. If Andy won then he would 
convert himself to Andy's group, but he'd stay in charge though. James reached 
over to his palmtop to do the necessary prep, and to instill the rules into 
Andy. Then he woke him.

Half an hour later they were on their way to the battle grounds. James carried 
his board under his arm, Andy could not and would not sk8. They walked side by 
side up to the driveway of James' old high school. It was a three storey affair, 
with a huge undercroft taking a lot of the first floor. >From where they stood 
on top of the incline they were level with the second storey windows, faintly 
you could glimpse kids slaving away at tedious school work through the tinted 
glass.

James checked his g-shock,11 A.M. it read in the day light. "One hour from now 
we meet here with our transformees. I go first, you'll know when it is your turn 
by the green light flashing on your palm screen."

"Kool." Andy said, "Ma man, I'll win enough niggaz over to wipe yo group out. 
Hope chu like becoming a rapping homie G, sexy babe." Chains clanking, Andy 
kissed James and then moved off to the office.

James shrugged and walked toward the undercroft. The large spacious concrete 
area was empty of life, James kinda expected that. He opened a door that led 
into the art room. No one looked up as he moved around in the class. Mainly 
because he'd made it so that everyone not already transformed during the 
competition would ignore him and Andy as they went around their duties. A table 
of four girls took his eyes. They sat there with their clay moulding aimlessly, 
or so it seemed to James. Chatting all the while, the teacher getting cranky 
over that.

They were typical 14 yo new-age girls. One girl had close cropped blue tinged 
hair, she wore a singlet with a mini-skirt and open-toed shoes. Next to her a 
girl with page boy cut brown hair wore a woolly jacket, with a pair of above the 
knee shorts and some black leather shoes. Moving around, a girl with braided 
brown hair wore 3/4 pants with a halter top and skate stars. The last girl wore 
a pair of black slacks, with a short sleeve tee, her hair was blue-black, it 
looked dyed, and it stood up in clumpy spikes. They'd do perfect. James 
concentrated on the foursome and hit enter on his palmtop.

All four girls froze at their work. Blue hair's breasts deflated, becoming flat. 
Then her chest and arms expanded to fill and stretched the singlet with teen 
muscle. Her leg's grew hairy as her mini-skirt grew into a pair of long shorts. 
Her tri-band sandals closed over to become prowlers. Her earrings remained, as 
her face took on a masculinity. Brown puppy eyes harden to fill with a certain 
male aggression she would take out in sk8ing and fucking l8r. 'Page boy cut' 
girl remained pretty feminine, and the only thing that really bulked up was her 
jacket; becoming a huge, mighty ducks jacket. Her shorts grew just below her 
knees as her black shoes became a pair of Doc Marten's. The girl with the 3/4 
pants bulked up enough to burst her top, the remains of her bra and shirt 
drifting lazily to the floor. 

It exposed a pair of nice hard pecs, 6pac, beautiful lats, and a gorgeous 
muscled back. Her definition increased as the lines cut deep and veins rose 
faintly to the surface. Her pants grew baggier and looked more like really long 
shorts. Her hair unbraided along her v-shapped torso, then it receded till about 
mid-shoulder blade height. A stud stayed in his left ear. The last girl quickly 
filled and strained her tee-shirt, every inch of her muscled body showed. Dress 
pants loosened into baggy black jeans, as her shoes became a pair of black globe 
averts. A heavy chain appeared on the jeans, as her earrings disappeared from 
her ears, but a small eyebrow bar appeared. Her face grew more masculine. The 
black dyed hair became red, but remained spiked, as the transformation finished. 
A pile of books at her feet turned into a sk8board.

They unfroze, and continued chatting. Their deeper male voices much louder then 
their old female ones. One of the new sk8rs made a crude suggestion about a cute 
blonde guy on the other side of the room quietly, they all grinned. A couple 
sported hard ons as the collectively looked at the cutie. James pulled up a 
chair to sit with them to wait for his next turn. They made room for him. They 
continued to work as they talked, skilful with their clay. Making sk8boards, 
ramps, cocks, and all manner of interesting objects. The blue haired boy let his 
hand land in James' lap, feeling him up.

Andy saw the green light flash on his palmtop as he walked into the office. He 
looked around and saw five boys, who were obviously troublemakers, waiting for 
the principal. None of them were speaking, and they just sat there looking like 
bad asses. There were three black guys, one Mexican guy, and one white guy.

One black guy was dressed in a New York Yankees baseball jersey with some saggin 
blue tommy jeans and some old Michael Jordan's on his feet. His chocolate skin 
and his toned muscles revealed that he was a track star, and the big bulge in 
his jeans revealed that he was a star in bed. The black dude next to him was 
dressed in a yellow Tommy shirt, some sagging white jeans, and the latest Nike 
sneakers. He was darker than the first dude and he wasn't as  muscular, but his 
face was still cute. The third black guy was wearing a white muscle shirt that 
stretched to show off his beautiful pecs and 6-pack, some brown slacks, and some 
leather boots. He was just as delicious as his other two friends. The hispanic 
guy was wearing a brown Dickies jumpsuit and some black Keds, and he was a 
little overweight, but that didn't matter as his dark brown eyes were 
intoxicating. The scraggly white kid sitting next to him was dressed in a Dr. 
Dre tee shirt and some sagging blue jeans with some new Reeboks. Andy hated 
these white guys always tryin to be Mexican or black, oh well he would soon 
change that.

He hit the palmtop and the transformations begun. The three black guys didn't 
change much as they were already Gs, but they did bulk up and grew a little 
taller. The Mexican guy changed slowly as his new muscles were taking shape. His 
shoulders got broader and his muscles bulged through the jumpsuit as it began to 
get tighter on him. Soon the jumpsuit adjusted to his form, but the front was 
left open to reveal his new pecs, hard copper nipples, and a V-shaped torso with 
a hairy love trail that led to more surprises. Finally the white dude had the 
most dramatic change of all. First he grew taller and his muscles began to bulge 
and fill out his clothes. Then his hair changed from a lightblonde to a dark 
black as it shortened to a crew cut. Then his skin changed from a tanned white 
to a dark chocolate as did his eyes.

Andy looked over his new boys, and gave them a kiss and a squeeze on the cock. 
"Come on ma homie bitches wez gunna look fo some mo niggaz." Andy said as he 
lead his new homies out of the office and towards some classrooms.

Out on the basketball courts James watched the four ex-girls ollie and grind 
around on their new boards. He'd had a decent chat to them before he'd taken 
them outside. The boy with the close cropped blue hair was Shannon, the guy with 
the page boy cut was Justin, boy with the shoulder length brown hair was Ryan, 
and the boy with the spiked bright red hair was Harry. They were all 14, and now 
all gay, teen male sk8rs. He smiled at his handiwork, then checked his palmtop. 
The words 'transformations in progress', flashed on the screen once or twice 
before the green light begun to flash. James' smile widened.

"Yo boys. I'm gon go get us some more guyz, back inna few." They stopped to 
watch him go, Ryan and Harry french kissed. They felt good to be out in the 
fresh air, sk8ing around.

James walked towards the gym, he knew there was almost always a class in using 
the building. He walked in to find a small class. There was probably 9 kids, 
probably a group of year 10s. The teacher was concentrating on 3 of the kids 
away from the rest, teaching them some basic bball skills. The other six were 
playing a game.

They all wore blue or yellow basketball singlets, with a variety of different 
shorts, mostly boardshorts. A pair of twins sized up against each other; short 
blonde hair, lean, blue eyed, 5'10", both wore a pair of navy coloured 
boardshorts and black/black skate stars. The only way to tell them apart was the 
colour of their singlets, it was eerie. A rather plump short boy bounded around 
the court tiredly. He stood about 5'6", he had long straggly brown hair, and 
blue eyes stared out a rather overindulged face. He gut and boy tits flopped as 
he attempted to block his opponents, his blue singlet finished half way down his 
belly, and his green board shorts rode on his hips following the curve of his 
gut. So a naked lower belly with his navel was out for all to see as he skidded 
around on a pair of joggers. 

A 6'1 boy strode around the court, heavy-build (comparatively to his opponents), 
strikingly handsome. A square jaw, framed with shoulder length hair, the colour 
skipped between sandy blonde and light brown in the light, jade green eyes gazed 
out from beneath his fringe. The yellow singlet hugged his v-shaped muscled 
torso, and hung untucked over his pair of cargo long shorts. A short weedy brown 
haired boy evened things out for the yellow side, with him on the side the big 
boy balanced the team out. A number 2 hair cut, hazel eyes, and no muscles that 
James could see. His yellow singlet and canary yellow boardshorts hung loosely 
on his minute frame. The final member of the group was a cute asian boy. 5'8", 
athletic frame, probably 60kgs, olive-yellow skin, grey almond shaped eyes, and 
shiny black hair that reached his bottom lobe. His blue singlet wore nicely on 
his fit body, his black silky basketball shorts flowed as he moved his cement 
coloured backdrafts nimbly. All the boys were probably 15, but the big boy 
could've passed for 18.

James hit enter after he had drunk in the 6 boys. They froze and begun to 
change. The big sexy boy grew an inch, bulked up bigger and burst his tight 
yellow singlet as a result. It exposed a hard, large muscled body, lat's spread 
out like wings, with a 31 inch waist with a deep 6 pac. A love trail could be 
seen leading down to a newly enlarged package. The waist band of his silk boxers 
worked their way out of his long shorts, as the shorts came to hug lower down on 
his body, almost mid crotch height. His long shorts grew a bit longer, the bball 
in his hands changed to a sk8board. His shoulders widened and his biceps pumped 
up to 18". The twins' hair grew longer, till the blonde hair fell between their 
shoulder blades. Their lean bodies begun to bulge, their shoulders broadening, 
their singlets changed into tight red muscle shirts that had a sk8board printed 
on the back. Their board shorts lengthen to below the knee, and stretched to 
half calf. James smiled, he'd never seen such long board shorts. They would've 
looked like an ordinary pair of board shorts, on an 8' giant, the waist fit the 
twins perfectly though. The asian boy grew to 5'10, keeping his athletic build. 

His black bball shorts lengthen into a pair of baggy silk rape-me pants, James 
nodded his approval. His bball singlet plastered to his taller body, the blue 
gave way to a silk black muscle tee with dragon designs on it, the silk clinging 
to his rounded pecs, lats, 8 pac and the rest of his torso's defined muscles. 
James would have laughed at the new singlet's cliché, but it looked too damn 
sexy on the boy. James watch the fat drain off the plump kid. He grew to about 
5'10", his shoulders broadened a little, and his brown hair thickened. His face 
rearranged and some freckles appeared across his nose, he looked cute. His green 
billabongs lengthen to just below his knees, as his singlet changed into a green 
billabong long-sleeved shirt, James frowned at the surfer brand name. The brand 
changed to SMP, more appropriate wear for a sk8r. The colours darkened, and the 
shirt had a stylized drawing on the back and the front of two hot skaters 
busting some moves, and SMP were written across his crotch in big letters. His 
joggers became some sublimes. Finally the weedy boy. He grew a few inches, 
finishing a maybe 5'7". He begun to beef up, his boardshorts managing to keep up 
with the growth, but his singlet soon succumbed. Soon enough he was 100 kilos of 
pure muscle, shoulder's huge globes that sat over half a metre apart, on top of 
a v-shaped torso. A deep 8 pac rested beneath a pair of very heavy pecs, his 
waist 31". The body looked like a spinning top perched on a pillar (his legs). 
His torso and back was massively defined and cut. His skin darkened to a deep 
tan, and his features and muscular development change slightly as he went from 
European descent to that of a south pacific islander. 

His yellow board shorts had become navy blue 3/4 pants, which hung baggy over 
his yellow skate stars. His thighs were massive and a slight stretching could be 
seen even in the massively baggy pants, along with the deeply cut brown calves. 
His jaw squared and his face took on a bit of neandthrallic look, it made him 
look hard, tuff but a certain intelligence in his eye made sure he would never 
be mistaken for some de-evolved muscle man. Even with his heavy brow.

With the transformations over James nodded his approval. All sk8rs, all 
different and unique in their own way. He like the way maker could be so random 
and predictable at the same time, and it produced beautiful sk8rs when he let it 
do it's own thing. Almost intelligent if it wasn't an AI. The boys wandered off 
the court, big sexy boy took a lap of the gym, using his new sk8ing skills. Or 
he could've been a sk8r before hand. They gathered around James, admiring his 
huge tall frame, and his teen cuteness. James towered over them. The biggest boy 
broke into the group after his lap of honour.

"Yo, Eric's the name." He said, gripping James' hand.

"James." short.

"Francis, bit of a pissy name huh?" Said the ex-fat boy

"Nah that's a wicked name, sorta hot." Said the short, hugely muscled, island 
boy, "Christian."

"Jeremy and Brad." The twin's echoed. James smiled, somehow he knew maker would 
make the twins not only more identical then they had been, but probably likely 
to say thing's together from now on. It had that kind of humour.

"Bruce Lee." The asian boy said smoothly. All the kids glared at him, and the 
big boy coughed. "Ok, ok. Can't I have a little fun?" James lifted an eye brow 
at the cute oriental kid. "Leicester, that's ma name man. Call it and I'll come 
suck ya cock."

"Reckon this is hella cool, thanx G." Eric said.

"Thank me betta bitches, let's go somewhere for action." James smiled, and 
walked into the boy's locker room. The boys followed leaving their gear where it 
was for now, they'd come back for it.

James led the six boys into the nearby boys' locker room. A few boys were still 
changing but of course none of the guys noticed James and company thanks to the 
Maker program. James gave a sort of cursory look at some of the teens. They were 
obviously from several different classes, getting changed before the siren 
should went for the next period. There were a couple of kids with ok bodies, the 
rest were either in need of real development or needed to hit puberty.

He led the boys to the showers. This was going to be good. Baggy jeans hit the 
ground with a thud, James' chain crashing. He told his new boys to get 
undressed, and then he turned on the showers. He felt the warm spray splash 
against his body, and he knew that the fun was about to begin. The other boys 
just undid belts let em fall, and those with shirts nearly ripped them off. He 
grabbed the asian and met his lips with a long luscious kiss. As they were 
kissing, the biggest of the new boys came up behind James and began to kiss him 
on the neck, nipping him. Meanwhile the twins found James' and Lewis' cocks and 
they began to suck on them hungry for cum. Then Francis and Christan came onto 
each side of James and began to massage James' firm pecs as they kissed each 
side of James' face. All of a sudden, Eric slipped his long hard dick into 
James' ass and began a slow fucking rhythm. Soon the whole group got into Eric's 
rhythm and the orgy continued for another ten minutes, when suddenly the boys 
came simultaneously in an eruption of sperm and sweat. The boys quickly dried 
off and changed back into their clothes when James said. "I wonder how Andy is 
doing."

End of Part 13

Part 14
_________

It turned out that Andy was doing just fine...Andy was strolling with his homies 
in one of the buildings' hallways. He had on arm around the waist of one of his 
sexy chocolates and the other around his mocha delight. His new boys Dwayne, 
Marcus, Tyrone, David, and Carlos were getting Andy pretty excited. "What are we 
goin do now boss?" Tyrone asked innocently.

"I dunno, but whatever it'll be, I promise my bitches, it'll be interestin," 
Andy said with a sly grin. At this point, with Carlos and Marcus's bodies so 
close to him, Andy was turned on so badly that he needed 
to deal with his hardening cock. Just then, Andy saw an empty classroom, and he 
formed an idea. He figured that they had some time on their hands, and he was 
sooo horny. He might as well enjoy some time with his new recruits. 

He led his boys into the classroom, and locked the door. He had a devilish yet 
seductive look on his face. He turned towards David and whispered, "Bitch drop 
yo draws."  All of his boys got undressed with glee. They had finally got the 
chance they were waiting for. The chance to fuck their master. Instantly David's 
dark lips met Andy's and they explored each other's bodies as their tongues 
explored their mouths. David's strong hands rubbed Andy's chest, as Andy 
massaged David's back and buttocks. David rubbed Andy's 
enormous pecs and soon he squeezed Andy's already hard nipples. Andy let out a 
slow moan as Marcus and Tyrone joined in on the action. Marcus began to lick 
Andy's sweaty ass and gripped onto his firm ass. When he felt Andy's ass was 
properly prepared, he slid his 10" piece of chocolate man meat into Andy's 
twitching ass. At this time, Tyrone was sliding his fat dick head into Marcus's 
awaiting ass. This overload was stimulation was almost too much for Andy and 
Marcus, but the best was still to come. Carlos decided to see how long Marcus's 
cock really was by slowly licking and sucking his stiff member. After seeing 
Carlos, Dwayne decided to do the same to his hot pimp, Andy. The boys soon began 
to get into a smooth fuck rhythm with Andy and Marcus being the center of this 
ethnic fuck fest. Then the passion and movements increase, and soon the boys 
could not contain their ecstasy anymore. First Andy and Marcus felt hot cum 
stinging their asses, as they began to pour white, molten lava out of their 
cocks. Carlos and Dwayne hungrily drank this cum down as they themselves came 
onto their chests and taut stomachs. The boys were exhausted, but Andy knew that 
the competition was still on, and they did not have time to rest. They cleaned 
themselves up and soon decided to leave. As they were coming out of the 
classroom, Andy spotted a group of guys loitering in the halls. He knew what he 
should do.

While Andy was fucking, James was looking for his next targets. He'd left the 
boys to wander and play amongst themselves on the grounds, but James knew they 
wanted to go to the skate park. They couldn't leave the school though, not until 
the competition was over. Of course after the competition they might not be 
skaters anymore, he thought. He paused slightly disturbed, his blue eyes 
darkening with thought. He shrugged it off.

James walked into the main building, there wasn't much on the first level at the 
moment, the classes were still in. He walked up a narrow flight stairs onto the 
second level. As he walked up the stairs he thought about how he didn't remember 
the stairwell being this narrow last time he'd been here. Then again he'd been 
5'7" and not 6'4" back then. The second floor was pretty much one big hallway. 
The corridor was spacious, fairly empty except for a small group of guys hanging 
further down the corridor. He looked over at the library that took up the 
majority of this level, it was raise slightly higher then the rest of the second 
floor. Memories leaked back into his super-charged sk8r brain. Even though it 
had only been just over 2 weeks now since he had found Maker the memories in his 
head seemed like they were a world away. He'd left Angelus Senior Highschool far 
behind him.

As he headed towards one of the huge library windows to take a look at the 
people inside, he happened to glance into the door of a classroom that opposite 
to the library, it had what looked to a be a study period in it. A group of four 
huddled around one table and the two others sitting separately away from the 
foursome. He couldn't see the four clearly, but decided to go have a look.

Missing each other by mere seconds, James and Andy continued on the competition. 
Andy came out an empty class a couple over, just after James went into to look 
at the study group. Andy's attention focused on the loiters.

Andy noticed three boys who were waiting outside a classroom in the hallway. 
They were just standing there chatting, when they noticed Andy with a sly look 
on his face. Andy looked over the boys. One was a small guy about 5'2" with blue 
jeans and a Garth Brooks T-shirt. The one next to him was about 5'8" and he was 
dressed almost completely like his companion except he had on a red and white 
striped shirt. The final guy was 5'5" and dressed in black jeans with a white 
button-up shirt tucked in. "What the fuck do you want? Are you some kind of 
faggot?" asked one of the boys.

"Yeah something like that, bitch." And with that Andy pressed "Enter" on his 
beloved palmtop. The shortest of the group started to grow taller. Suddenly his 
shirt exploded with muscles and his jeans shredded with his now huge thighs. His 
cock was now exposed and it began to grow into almost a water hose. He now stood 
at 6'1" and then his skin changed into a dark mocha color. His hair changed from 
a light blonde into a jet black as he grew a black mustache and goatee on his 
face. His jeans changed into some black Jncos, his shoes changed into some black 
boots, and he was left shirtless exposing his hard pecs and 6-pack. His 5'8" 
friend only grew a little taller into a 6' even. His muscles bulged and his 
clothes changed. His jeans changed into some blue Tommy Hilfigers, his shoes 
changed into some brown Lugz, and a purple Lakers jersey appeared on his hard 
body. His skin changed into a dark chocolate as his hair changed into a neat 
crew cut.

"John you're a spic and Mark you're a nigger!" exclaimed their ignorant friend. 
Suddenly he changed too. He grew taller into what looked like a 5'11" African 
god. His muscles flared everywhere as he stood in his now Hugo Boss khakis, 
brown dress shoes, and a greenbutton-up shirt. "And you are sum fine niggaz!" he 
said now proud of his new heritage.

"Come my bitches," Andy said, "we have more work to do." And with that they were 
off.

James had drawn up a chair to listen to the group of four talk while he waited. 
The group consisted of two guys and two girls, no romantic links. He remembered 
the people from when he went to school, they were from the year above him. Jean 
had short black hair, olive complexion, hazel eyes, round face and was a little 
bit of the stout side; he was a bit of a try hard homie. Mary-Anne sat across 
from him, she was pretty, wore plain clothes nothing over the top. Shoulder 
length brown hair, pale face, green eyes, standing she was short, very slim and 
gifted with bust. Ellen sat next to Marianne, sitting far higher then her 
friend. She was quite tall, slim, with long brown hair, brown eyes, she had a 
tan all year round because of racial heritage. James frowned for a second as he 
stared at the last boy, he remembered vaguely that the boy had a fairly shady 
record in regards to gurls. Jack, he was of average height, average build, baggy 
clothes that leaned toward sk8r fashion lightly without 'trying hard', light 
brown skin, thick dirty blonde hair that covered his ears, and a cute face. What 
made him stand out amongst the guys was his steel grey eyes, the girls just 
melted. Now James was gay he could see a little of what the fuss was about.

The talk mostly consisted of various formulae and ideas related to the work they 
were doing, James understood all of it easily. Now and again they would pass 
into gossiping, or small talk. James wasn't too caught up to notice the green 
light. He looked at the other two in the class, vaguely remembering them from 
his time at school. Shit happens, he thought, four nice looking skaters to add 
isn't such a loss.

He pressed enter, and the typical transformation freeze over took the group. 
Ellen stiffened as she begun to expand, her blue tattoo shirt soon bulged with 
new muscle. The arms on the shirt disappeared as the shirt became a tight blue 
singlet. The tan on her arms and face deepened deliciously. She sat on the other 
side of the table from him, so he missed the lower transformations, but he 
enjoyed watching her face become more like a guys, her face broadening. Her long 
brown hair shortened, shoulder length, then it was tied up in a tight pony tail, 
exposing an undercut that went all round Ellen's head except for an inch above 
the ears. Jack grew an extra inch, bulked a little, but kept a slim athletic 
build. A stud appeared in 
his right ear, and his skin lightened a couple of tones. His clothes grew 
baggier, puffa vest, lightning bolt shirt and skate pants, James couldn't see 
his shoes. James shifted his attention to Mary-Anne, he could see her better. 
Her bust shrank to a pair of nice teen boy pecs, as her shirt unbuttoned James 
could see her abs form and lats widen. Her biceps and forearms hardened with 
muscles, the biceps inflating as if trying to fill her long sleeves. Her dress 
fused and became a pair of shorts that lengthen to just below the knee, and he 
watched as her smooth girl legs thickened with muscles that came from boarding, 
and then got a light covering of hair. 

Her star sandals became a pair of skate shoes. As her face took on a hardened 
edge, and her hair shortened to a crew cut. Jean was last, he grew quite fast, 
actually gaining a couple of inches over Ellen and Jack, and then he expanded. 
His shirt had started off very baggy, but somehow he still managed to burst it. 
The muscles were nice, not too defined, and the same olive tanned skin. His pecs 
hardened into slabs of raw meat, and his lats pushed his ballooning biceps out. 
Deep cut abs appeared, while his face hardened and his hair cut became an 
undercut. His cream drill pants had become damn baggy while the rest of him had 
grown, his thighs filled the gap between the chair and the bottom of the school 
desk. A thick wallet chain snaked itself around him, as his leather belt became 
canvas, the long tag hanging out in front of his crouch like a suggestion of 
what he had packing in the baggies. His reeboks, finally, became a pair of 
adidas brodies, sorta compromise between the homie he'd wanted to be and the 
skater he now was.

Ellis shook his head, "Shit that was intense, what happened?" He explored his 
new body, everyone else followed suit.

"Dunno, but I like this body better," Jean stopped hearing his new deeper voice, 
"Man this voice. God I'm hot."

Marshall grinned as he found his new equipment, "God, I dunno how I got on with 
no cock all my life." He turned his eye to Ellis, "You look sexy, baby."

"Ma bud, you look so hot I'm gonna cream my pants." He replied.

"Shhhhhh..." Came the response from one of the other two in the class, the group 
gave him an evil look.

"Happy with yourselves? Good." James said.

"Yeah, it's pretty wicked." Jean said

"Uhuh, great." James nodded, "If ya love getting transformed the next best thing 
is seeing someone else transform."

"Wha?" Jack uttered, dazed with lust at the gorgeous guys at his table, still 
not realising he was one of them.

"Com'n, you'll see." He led them out of the room. The two other studiers looked 
after them, then looked down again as their minds just let the subject drop.

Andy saw the light flash on his palmtop. He grinned eagerly. He and his boys 
continued to stroll through some halls, and suddenly he noticed a group of five 
girls. They were about thirteen years old, and they were very proud to show off 
their bodies. The leader of the group had a pink shirt that ended just above her 
belly button and blue jeans that fit in all the right places. She was about 5'4" 
with long brown hair, and her plump breasts were very inviting. Her friend next 
to her was 5'3" with short black hair and was wearing a green dress with white 
open toed sandals. Another girl had a purple mini-skirt with a pink frilly 
shirt. She stood at 5'2" and her long brown hair was ever so soft. The girl next 
to her was a bright eyed blonde, with a blue dress that was barely legal for any 
dress code. She stood at 5'3" and she seemed like she was popular with all of 
the boys. The final one in the group was about 5'5" with curly blonde hair and 
was wearing small jean shorts with a purple top with the words "Princess" 
printed across it.

"What's going on fellas?" the leader asked Andy, and crew, licking her lips.

"Nuthin," Andy replied.

"You guys looking for a fuck?" she aked. The other girls giggled and smiled.

"Sure, but maybe after you changed." And with that, Andy hit "Enter" on his 
palmtop, and the girls began to change.

The leader grew to 6' and her breasts stretched into hard guy pecs as her shirt 
changed into a blue Old Navy t-shirt. Her hair shortened into a crew cut as her 
jeans exploded into some baggy Jncos while the rest of her body filled out with 
new hard muscle and changed into a dark brown hue. Her short-haired companion 
grew into a whopping 6'2" as her dress changed into a green baseball jersey with 
some baggy blue jeans. Her features became more masculine as her body began to 
grow with hot homie muscle and change into a dark chocolate. The girl in the 
purple skirt began to grow into 6'3" and her skirt transformed into some baggy 
khakis, and she was left shirtless as her breats morphed into hard pecs. Her 
stomach revealed hard abs as her skin changed from white to black. The blonde 
with the dress changed into a 6'2" heavily muscled Latino as her dress changed 
into a blue Dickies jumpsuit. The final girl grew into a 6'1" basketball all-
star, her shirt changed into a jersey and her shorts changed into a matching 
nylon pair of shorts. Her hair grew shorter as body began to display areas of 
lean muscle. "Yo what's up my niggaz?" Shouted the leader.

"Nuthn' dawg. Say watz all yalls names?" Andy inquired.

"Derrick," said the leader.

"Michael," said the short-haired friend.

"Donald."

"Jesus."

"Steven," said the final one.

"Well my bithes we better go," Andy said, "James has the last turn and I can't 
wait to see what he's got." And with that, the boys headed off to see what 
James's last turn would include.

James had made it to the otherside of the school when the light on the palm top 
came on. The four new sk8rs crowded round him to take a look at what he was 
interested in. His head came up and he scanned the corridor, he was easily able 
to see over the group with his extra height. Finally his eyes settled on a door, 
one that had "STAFF ROOM - NO STUDENTS PAST THIS POINT" written on it.
A smile crawled onto James' features.

Jean, Ellis, Jack and Marshall look up into his face, then followed his gaze. 
They stared blankly at the door, then they begun to smile too.

"Oh yeah man." Jack said, and grabbed the crotch of his skate pants.

"Wicked shit." Marshall said.

"Cum on then." With that James went in.

The room was a bit larger then his room, with kitchen stuff at one end, couches 
and chair at another, and table occupying another corner. Near the table an open 
door led to a corridor led to offices. It was about 15 minutes before the end of 
period and the staff room was mostly empty. Mostly empty save for three male 
teachers sitting on the couches talking and drinking coffee. Mr Donald, Mr 
Halbard, and Mr O'Conner. Mr Donald was the youngest of the three, he came in at 
31 years old. The other two were at least 10 years older.

Mr Donald was a weedy guy, about 5' nothing. He wore a lime green suit, bright 
yellow shirt, and a sickening purple tie. Only colour blindness could be a used 
as an excuse for the odd sight, and colour blind he was. Mr Halbard was a nasty 
piece of work, scowling creased up face on which a pair of horn rimmed glasses 
perched. He wore a white tee shirt and some grey dress pants, and he was as dull 
as he looked. Mr O'Conner was another of James' most unfavourite teachers. He 
taught sport, and cos he was never getting any he was always real hard on all 
his classes he had. He was wearing the same clothes he always seemed to wear; 
tracksuit and trainers. All three were bachelors; cos Mr Halbard was an idiot, 
Mr O'Connor had a royal stick up his arse, and everyone reckoned Mr Donald was 
gay as well as colour blind.

"Hell, do them man." Ellis urged James unnecessarily.

James hit the button hard. 11 years stripped from Mr Donalds face, and he grew 
from 5' to 6'. As he lost his weedy frame he burst his jacket and shirt, the 
coloured strips floating to the floor. It exposed a hard, muscled 20 yo bod. A 
cute face which looked better once his hair grew a bit longer. His green pants 
turned into cream cargoes, his leather shoes became flicks, his hard new body 
was covered by a tight, white tee. Mr O'Conner regressed to about 20-21, the 
wrinkles smoothening, his bald patch disappearing. His tee soon looked like it 
was painted onto his body as his body expanded, larger then Mr Donald had 
expanded. His biceps burst the short sleeves, making it a muscle tee. His 
trackie pants turned into adidas rape-me pants. 

Finally his trainers became a pair of EVs. Mr Halbard regressed to 20, then kept 
going to 16. His clothes very little, he expanded into them. Going from a height 
of 5'9" as a 16yo to 5'11", and putting on another 25 kilos. His sirt was baggy 
so it hid his body, but James could still see nice biceps and forearms. His gray 
hair turned blonder, and grew longer, until it got pulled into a pony tail. His 
face lightened, becoming cute, his horn rims changed to a pair that was more 
discrete, and they only added to his cuteness. His grey dress pants became a 
pair of grey jnco widelegs, his white tee becoming a blue limp bizkit shirt. His 
trainers morphed into a pair of converse sublimes.

"Shit." Was all the group of four who watched could utter.

James smiled at the three new guys, he hoped that the two adults were teachers. 
He'd talk to them on the way to the meeting grounds. "Let's go bros,", the three 
new guys got up at James' command, "Gots to go down to wait for Andy and his 
niggaz."

"Who's Andy?" Marshall asked.

"He's a homie who's playing the game with me, and I can't wait to see his band. 
He's got the final turn, so we might be waiting a while if he decides to enjoy 
the last turn."



Andy realized it was his turn. The final turn. What could he do? Or rather who 
could he do. He was still wandering the halls with his boys when he came across 
a group of hall monitors. Each one had a bright orange sash going across their 
stomachs indicating their 'high authority'. Each one also had a badge with their 
name written across it. It seemed their names were George, Robert, and Chris. 
They soon noticed Andy and the gang and decided to stop them and have some fun.

"Excuse me but do you have a hall pass young man," George asked in a snotty 
tone. He stood only at 5'6" but he had a lot of guts to talk to this sexy 
Latino, but unfortunately he had a bad wardrobe as well. He was dressed in a 
pair of green corduroy pants with a blue Hawaiian shirt tucked in. He looked 
like a used car salesman.

"What," Andy replied in a cool manner.

"You need a hall pass in order to wander the halls during classtime," chimed in 
Robert who at 5'6" as well was kind of a cute Hispanic guy, but his mousy and 
nerdish personality turned off most people. He was wearing some dark blue Levi 
jeans with a dark green shirt that had the school logo printed across it.

"Yeah we got a hall pass. I gots one right here." And with that, Andy unzipped 
his fly and pulled out his huge cock. With all three of the boys staring, Chris 
was able to pull his jaw off of the floor and speak.

"I'm going to report you to the principal right now," he shouted as his 5'7" 
body grew slightly taller like a cat ready to spring. His green shorts and white 
button up shirt seemed like theyabout to burst with his anger at being defied by 
this strapping hoodlum.

"I don't think so bitch." He pressed 'Enter' on his palmtop and the boys began 
to change. George's pants morphed into some baggy black jeans that hung around 
his ass and his Hawaiian shirt morphed into a new football jersey while his body 
grew and stretched into 5'10" dark skinned homie with a swimmer's build. Next 
Robert began to feel his body change as his jeans changed into some baggy Plugs 
and his shirt changed into a green Polo shirt. His body grew into a 6'1" 
bodybulider's physique as hair was sprinkled on his chest and a thin love trail 
lead down to his newly enhanced package. Chris changed just as drastically as he 
grew to 6', his muscles grew and bulged while his shirt transformed into a 
yellow Fubu shirt and his shorts became brown khakis. His tranformation was 
nearly complete as his hair became shorter and his skin darkened. Andy looked 
his new boys over. "Well, well, well. It seems that I have made some excellent 
additions to my collection. Well the match is ova'. Let's go see what James has 
in sto' fo' us. I can't wait for him to see my boys;" he said with one of his 
trademark grins. And with that, they went off to meet James and see the results 
of the contest.

Out in the open air all Andy's homies squinted, they'd been inside a bit long. 
Andy spied the sk8rs all lounging around the front lawn of the school. They 
talked loudly, or wrestled, mostly they sat on their skateboards. He saw James 
instantly, his huge frame would've stood out even amongst the crowd of his 
homies.

"Yo Andy, see ya got sum nice home boys." James called out as he got up.

"Sup?" Andy called back, "Ya boys ain't that bad, betta off homies though!"

James moved up close to the hispanic supa-homie, he rubbed their bare chests. 
"We'll see, how many ya got there?"

"16. Wha bout you?" The group went quiet.

"......17." The sk8r group went quiet. James beamed, "Oh dumb luck man, you 
lose!"

"Fuck....... ya'll be taking sum ma boys now won't chu?" He frowned.

James turned and looked at both groups. "Nah fuck what I said before." A look of 
puzzlement came over Andy's beautiful latino face. "I'm not gonna take any of ya 
boys, you're all too good together." He paused, "Plus I kinda think having 
homies around would be the coolest."

"Oh fuck yeah." He hugged James tight, "You're the bomb, dawg."

"Yep, but you need a pad for yourselves, how bouts we go 'shopping'?"

"Fuck yeah."

"There's just a couple of things I wanna do first." He gripped Andy's crotch, 
and squeezed hard. "I wanna give you a present in return for being such a hot 
homie and good guy to play against....by the way you got good taste." He looked 
at Andy's homies, "Choose one of my boys, and he's yours."

"Yeah sounds kay. What else you wanna do" Andy panted, his desire to fuck over 
coming any ideas of finding a pad.

"Well I need to have a long fuck before we go shopping.....wha da ya reckon this 
place would look upgraded?" James turned and looked at the school.

"Tha skool? Dunno, like what?"

"That can wait, tell ya when we shop." He slid one hand over Andy's bronze skin, 
the other into his baggies pulling out his palmtop. "First gonna give 
ya a sk8r. Goan pick."

Scanning the crowd of skaters Andy's eyes came to rest on Leicester. "Asian, 
black singlet and snap pants. Make him one of ma homies."

"Cute and asian, damn. I wanted him to myself." James smiled, and keyed inthe 
changes. Leciester realised he was being looked at, and every one else turned to 
look at him. James hit enter.The asian sk8r froze, and everyone took a step back 
to watch him transform.

Leciester stood at 5'11" now, a gain of an inch, and he was quickly losing his 
athletic build as his body gained more meat. His tight singlet tore asunder with 
a loud rip, and the silk came apart. His new muscles were hard, and his body was 
still inflating. His nipples pointed outward as they grew larger in diameter, 
and a thin trail of hair grew from his belly down to his pubes. His face lost a 
bit of it's boyish quality, and took on a hotter more masculine edge. The snap 
pants became a pair of loose black tommy jeans. As his upper body grew the jeans 
went from loose to baggy, sliding down his arse to expose a pair of jade green 
boxers and a nice thick package. James watched his skate shoes become a pair of 
boots, as a heavy chrome plated wallet chained formed. Finally his muscles 
slowed their growth and a white Nike cap appeared on his head backwards. His 
muscled yellow skin glowed in the light. There he stood, a sexy, muscled, Asian 
gangsta. "Yo ma niggas." He gesured to the homies, "Wanna see a china man whoop 
yo ass?"

Andy looked at his new gift and almost came with delight. He rushed over to 
James grabbed him by his ass and pulled him closer to himself for a hug and a 
tongue filled kiss. "He's fuckn' awesome," Andy said as he dove in for another 
kiss with James. James was happy that he pleased his Latin lover. Damn with all 
of this hot action, Nick was in some tough competition for James's affections. 
He pulled away from Andy long enough to enter some commands into his palmtop, 
and then he pressed "Enter".

"Well boys, it looks like we have earned some R&R, so without further ado. Let 
the games begin!" And with that, James pulled Andy and his new playmate closer 
to him. He kissed them, and soon other boys began to follow hs lead as a sex 
filled orgy began to insue.

While the homies and sk8rs quickly set about fucking, the school and it's 
grounds begun to churn and change. James positioned his cock in front of the new 
asian homie's mouth, the head of his snake touching his lips. A sudden heave in 
the ground threw James forward, his cock popping into the willing mouth, he felt 
teeth grate his foreskin. As he begun to pump Li's mouth Andy was positioning 
himself to pound the cute asian's ass. Andy leaned forward and grabbed hold of 
Li's enlarged pecs, gripped them tight and rammed home.

A shudder went through all three, but James decided that he wanted to finish 
what he started with Andy. He grabbed Andy and the two began to tongue wrestle 
as each boy explored the other's body. Li came behind Andy and began to slide 
his Asian dick into the Latino's tight bubble butt. James slowly started to lick 
Andy's brown nipples as Andy threw his head back in ecstasy. The three soon grew 
into a steady rhythm of sucking, fucking, and kissing. On a wall colourful 
graffiti begun to scrawl itself, depicting stylised scenes or just tags.

Eric was busy ramming his cock into the arse of a homie. "What's ya name?"

"Steven....just keep fucking me wid that ivory pole of yours white boy.."

Eric scanned the scenery, his eyes settled on the twins sucking away. The two 
lithe, smooth, blondes lay in 69, you couldn't tell them apart. Every action one 
did was echo simultaneously by the other. It must have felt like giving yourself 
a blow job. Francis was wanking off with a couple of homies. "Hey fat boy, come 
here and take care of this all star cock that's loose here."

The ex-fat boy jumped up, he brushed his hair over his shoulder and raced over. 
He positioned himself above Steven's flagpole, facing Eric. Gently he lowered 
himself, circling his arms around the bigger boy. Once he felt those big black 
balls on his ass he didn't hesitate before grabbing Eric's head and kissing him 
deep.

Robert pushed George to the ground. "Yeah man, yo gonna suck this big black cock 
into that sweet mouth yo got." He sat down on the smaller black teen's chest. 
George's hands run down the bodybuilder sized muscles on Rob's body, as Rob 
unzipped his baggies to release his 9 inch cock.

"Oh fuck no man, not the huge rod yos got." George said while moaning with 
desire.

"Ya'll gonna eat ev'ry inch I gots nigga." With that he lifted his weight off 
his submissive partner and squatted over his face. Slowly he fed him the cock, 
"Take ev'ry inch mudda fucka." One of George's hands slid over Rob's bubble 
butt, while the other freed his own cock from it's baggy confines. George began 
to frantically jack off his chocolate meat while he gently fingered Rob's dark 
asshole. Rob could only moan and groan as he shoved his meat further down 
George's throat. Rob's orange-sized balls rested on George's chin as George 
continued to suck the black cock for all it was worth.

The sounds of fucking, slurping, pounding, moaning and groaning grew more 
frantic as the campus neared completion. Homies' pounded white boy ass, while 
sk8rs had their cock sucked. Teen muscle clashed against muscle and cock clashed 
against cock as every boy realised that no matter who you were, it didn't matter 
when it came to sex. Every one was equal. Eric had moved onto the homies who'd 
been jacking off before, leaving Steven and Francis to fuck. A low grumble 
signalled the end, as the sk8rs and homies collectively came together. 
Screaming, yelling and groaning as there cum gushed. The gushing sounded like a 
roar with the amount their balls churned out.

They fell to the ground, exhausted. James landed next to Andy, they stared at 
the new set of buildings in front of them. The school was now changed. What had 
once been an area of separated buildings was no a huge conglomerate. The school 
was now in the form of a square with long hallways, giant towers, and small 
windows. The school now looked like a secret, mysterious private fortress with a 
gothic/medieval theme of architecture. In front was an odd sign that had a new 
title for the school.

"James Hall's School for Young Adults?" Andy asked inquisitively.

"Like it? I think it's time we had a place dedicated to teaching kid's our way 
of doing things." James said with a wry grin on his face.

End of Part 14