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“Aaaahh that was an excellent workout. Don't you think honey?” Rita was a powerful Amazon who took pride in her physical strength. She wiped a towel across her forehead as she entered the dressing room. Her girlfriend, Lilly, followed behind her barely able to walk. She was not at all accustomed to the high energy work outs Rita did.

"I ... I'm not... sure," Lilly said with a ragged breath.

"You should start coming to the gym more, otherwise you will always have four weak arms," ​​Rita said.

"Rita, I really love you... ugh... but I think another session would kill me," Lilly said and plopped down onto one of the seats, her body drained of all energy.

"I love you, too, Lilly. That's why I invited you to the gym with me. So we could spend more time together," Rita stroked her girlfriend's face as she smiled. "Besides, we are alone in the dressing room. Why don't we take a steamy shower? If you know what I mean." There was no way Rita could hide the erection in her pants even if she wanted to.

Lilly tried to smile, still obviously tired. "Ok, but take the initiative. I'm too tired to move."

Both girls began to undress, their eyes traveling over the other as they did. Rita was a 9ft Amazon with four breasts and a pretty big dick. Lilly was extremely petite and short by comparison, but her four arms allowed her to undress rather quickly.

The steamy shower water felt amazing to both of them as it washed away the sweat and eased the ache in Lilly's muscle. Rita's gentle touch as she had her way with the small girl helped Lilly relax even more. She was surprised she had that much energy left in her, but she thoroughly enjoyed her time in the shower with Rita.

When they emerged and began to dry off, Lilly noticed Rita was looking a little pale. "Hey are you ok? You don't look so good."

"I feel really strange. My entire body is pulsing, like someone had zapped me with electricity," the Amazon said as she looked over at her girlfriend. "You don't look so good yourself though."

Lilly looked at herself in the mirror. Rita was right. She looked as pale as her girlfriend did. Suddenly she felt very hot and almost dizzy. She reached out her hand to try to steady herself on a nearby locker, but it was too late. She was falling. Lilly tried to latch onto Rita to steady herself, but instead took Rita down with her. Both girls tumbled to the floor, Rita on top of Lilly.

Several minutes passed before the girls woke up. Lilly's eyes widened and a stream of new sensations flooded her mind, causing her to almost faint again. "Oh god Rita, something happened to me," she said.

Rita woke up feeling much the same way. She blinked, but it was like her mind was overloaded with input. Her head spun and her vision was a blur. It took a few moments for her to be able to see clearly again. When she could finally think straight she stood up and looked at herself in the mirror. She gasped at what she saw. Rita no longer had arms. In their places was Lilly. Lilly's head, arms and torso protruded from her right shoulder, while the girl's hips, legs, and feet stuck out of Rita's left shoulder.

"Oh my god, oh my god, oh my god..." Lilly repeated terrified as she flailed her arms and legs.

Rita tried to calm herself, breathing deeply. She couldn't believe it. Lilly was now an actual part of her body. The two had wanted to spend more time together, but never imagined they'd wind up doing so like this!

"Lilly, calm down," Rita said in a soft but commanding tone. "We've just merged together."

“This is not a merge. I've become nothing more than appendages,” Lilly said, almost crying. "We gotta call a doctor."

Rita lifted her right "arm" so that she could softly kiss Lilly on the lips. “Listen, there's nothing a doctor could really do. They can't really separate mutants once they are merged. Especially not like this. Besides. We always said we wanted to spend more time together, be closer to one another. What better way to do that?" Rita said gently.

Lilly wiped away a few of her own tears. “I know, I know. It's just, it's not fair. I don't want to be just a part of someone else's body, even if it's you,” Lilly said and Rita's stamped her foot angrily.

"Wow, did you moved my leg?" Rita said, completely perplexed.

"Apparently yes," Lilly said. She thought for a second and decided to try something. A second later Rita's mouth said "Lilly is the smartest and most beautiful girl in the universe."

Rita blinked in surprise "Hey, you used my mouth!”

"Hahahahaha, this is starting to be fun," Lilly said, relaxing a little. Suddenly a pair of her arms went to her breasts and began to massage them. She quickly blushed at the sensual massage.

"Oh yeah, this feels great," said Rita. With a little experimentation she found she could control Lilly's arms. At first Lilly tried to stop what Rita was doing, but it didn't take long before pleasure flooded her body and she stopped trying to resist it.

“Wow, I just realized I finally have a vagina!” Rita said as she looked at the vagina between Lilly's legs. It was already wet.

Rita moved both of her arms to face each other. Lilly blushed when she saw her crotch in front of her face. She didn't know if it was her own impulse or she was being controlled by Rita, but she began to lick her own vagina.

"OH GOD, THIS FEELS SO GOOD," Rita said rolling her eyes. Lilly was also very excited. She had never imagined eating her own pussy. It didn't take long at all until both girls were cummi ng, the climax rocketing through them both.

"Wow, that was intense," Lilly said as she gasped for air. "So that's what it feels like when a dick cums. My god it's awesome!"

"And you know what I just realized that we also share now?" Rita said, catching her breath, "The multiorgasm." Rita's penis was already getting hard again.

Lilly was getting used to the sensation of a hardening dick, and was only excited Rita brought her left arm down over it. Lilly spread her legs eager to know what it felt like to penetrate someone. “OMG, is this how my vagina feels? Warm and tight!” Lilly yelled, overwhelmed by the sensations of being on both sides of sex.

“OH CRAP…. I really am fucking… HUGE!” Rita exclaimed when she felt her dick slide into Lilly's vagina, the sensation fo being penetrated only heightening her excitement and arousal.

The two women had barely started thrusting together when an even more powerful climax overcame them. It left them both gasping for air and unable to speak or move for a few minutes.

“I think… ugh… we're going to need a while to get used to the double stimulation,” Lilly said.

"I think so too," Rita said lifting her left arm, a sudden thought occurring to her. "You're on birth control, right?"

"If you are worried about carrying a pregnancy in your left arm, that won't be happening. I've been taking birth control for awhile. Though now we both may need to take it."

"I have no problem with that," Rita said as Lilly's four arms helped clean her body. "I think we are adjusting to this rather quickly."

"That happens because you are the most amazing girlfriend in the world," Rita said through Lilly's mouth.

"STOP USING MY MOUTH TO PRAISE YOU!" Lilly said.

Both girls laughed and started dressing. Luckily for Rita, her transformation hadn't affected the fit of her clothes, a pair of hotpants, high-heeled sandals, and a double top for her breasts. The problem was Lilly, who just that day had attended with a dress, which she had to wear over her torso on Rita's right arm, while her legs only wore a black thong and her heels.

"Try to keep your left arm down,” Lilly pleaded. "Let's go to my house first so I can get some pants."

"Sounds like a good idea," Rita said. "Although there's one concern."

"Yes, what is it?" asked Lilly.

"I don't know how the hell we're going to drive my car like this." The girls looked at each other and laughed.

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