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Pam always hated her name, the way it sounded like some sunny preppy girl. She had been born from two swimmers, their incessant happiness and insistence on her constantly being unable to show negative emotions more draining than any standard abuse could ever hope to reach, her attempts at rebelling turning inwards as she grew sulkier, loving the dark, the demented, all manners of taboo subjects and ideas. Over the course of her school days she had learned to sulk deeper and deeper, trying her best to be the epitome of gloom. Aggravatingly her parents had supported her every step of the way as she tried her best to be their opposite, their sunny disposition unblockable no matter how dark and thick her storm clouds grew. And worse her body seemed to disagree with her every step of the way, her dark spirit countered by her beach blonde hair, perky tits and reactive skin.

Of course she slowly found ways to properly darken up those light spots. Her hair was dyed every four days, finely ground charcoal sometimes mixed in to stain the roots while also keeping it silky. Her wardrobe changed, the bright pastels of her parents replaced over time with blacks, purples and midnight blues, obfuscating parts of her body and helping to hide her muscles from involuntary swimming and exercise meetings with her parents. Tan skin was much trickier to deal with considering she didn’t burn, she just tanned fast. Even a few hours in the sun would lead to her looking more like a depressed Gyaru than a proper denizen of the night like her fellow dark maniacs from the net. They had suggested parasols and other coverings to keep her form hidden and cloaked in darkness and there was a pleasant shiver that ran through her heart as she noticed her skin paling until it was as pristine and sun cursed as she could have hoped for. And yet despite her continuous attempts at achieving true gothic beauty, there was a fear that she was only a poser that proved to be true in her mind once she saw him.

Her ideal form was like the abandoned mansions in the forests near her house, their immaculate beauty decaying, untouched and delicate. The beach was always pretty to look at, but this was a temporary beauty, the foundations cracking, windows overrun with vines, an abandoned masterpiece far more beautiful in death than in life. That was her goal, striving for a haunting, uncomfortable beauty. That was how she came to become obsessively hateful towards Allister, a boy who effortlessly achieved her ideal and existed as that incorporeal beauty, his entire demeanor haunted and abandoned. She had seen him at a school trip to one of the gym matches since his stadium was nearby, the petite ghost leader stumbling out, his limbs like overcooked pasta, his face hidden under a polished porcelain mask that gleamed in the gloomy atmosphere of the place. The reason she hadn’t known of him before was because of how insistent her parents were on watching gym battles, the loud sporty fighting an immediate turn off for her. The design and graveyard theme of Allister’s gym though fit her aesthetics to a t, and without a hint of desperation or trying too hard in it. He just seemed to fit perfectly, surrounded by pokemon as decrepit and mysterious as him as he trounced his opponent.

That night when she returned she screamed in her pillows, feeling fake, phony, a ripoff of real darkness. She hated him, his perfectly demure style, his slender, weak arms, the air of mystery around him, she could feel obsession brewing among other feelings, images of his battles supplemented with pictures online as she began to roughly finger herself. Pam would often be distracted in the following weeks as she breezed through her last semester, her eyes firmly on the graveyard garden a block away from her homeroom’s window, a pair of binoculars helping her to spy on the brat, her heart thumping and panties dampening as she wanted to kill him, fuck him, BE him. Her online friends seemed to worship him as an idol, higher than even Marnie or her brother Piers. More surprisingly, he was older than her, his weak constitution making him still look adolescent due to nutrition issues and a tortured past. The more she found out about him, the more she grew obsessed, and she wasn’t alone, surprised that despite her late arrival to the Allister party, the ghost type leader had a decent if niche following. Yet like those old mansions of her youth, the people stayed away, his days mostly spent working on the graveyard garden nearby, alone, unmolested, abandoned.

After graduation she tried to dispel her fears of phoniness by going all in, only hanging around abandoned sites, collecting ghost pokemon or at least dark types that fit her increasingly dark moods and temper. Allister continued to win most of his battles while she could never seem to get the hang of it, her pokemon all weak, her occasional forays into the sun always leaving her tanned the next few weeks. Her resentment simmered, hating how she was unable to pull herself away from Allister’s streamed matches, her presence becoming regular near the graveyard outside his stadium in the shade of some of the nearby weeping willows. She couldn’t help the desire in her as she cursed and vowed for every inch of his body, her desires inflamed at night when she knew he couldn’t see her and the moonlight glimmered off his perfect, featureless mask.

Eventually her feelings boiled over one night when after hours of work that should have been simple but were clearly grueling to his weakened body, he pulled off his mask, revealing a perfectly moody and delicate visage, Pam’s fingers slipping under her panties while the other hand typed out an incoherent rant on her chat boards, her phone about to take a picture when she paused. This was a rare opportunity and sharing it would only make it less special, but as she came a sudden sadness overwhelmed her. She’d never be like him, his perfection unattainable to her. Eventually she cried to one of her friends later that night in private, their digital hugs doing little to soothe her tumultuous soul, though after she explained the source of her sadness, her friend seemed to offer a mystical sounding solution.

Pam had always taken her friend’s username of “witchbitch” as just a fun username, yet she seemed confident she could brew something for her and teleport it via her abra, though there was some confusion when she said Pam had to make sure she had a fetish of Allister’s to make it work when she drank it. Once it was explained to her though, Pam knew exactly what she would use, Allister’s mask, her fingers tracing imaginary eye and mouth holes, ready to claim their endless darkness for herself, even if it meant stealing everything from his soul. While her friend was brewing, she was spying, seeing where Allister went to sleep at dawn, looking at the layout of his room from the rare leader magazine articles on him that had environmental shots. Truly her depravity knew no bounds as she grew thrilled at the idea of the fact that in a few days she could attain perfection and she was masterbating to herself in the third person, already getting used to the idea of having his weak body, his easily burnt skin, frail frame, status, everything.

When the day finally came, or night in this case, her only warning was a notification ding before a psychic miasma popped up near her, her arms quickly grasping for the tumbling stoppered flask of potion. She hastily typed out annoyed, “YOU COULD HAVE WARNED ME A BIT BEFORE SENDING IT! Also thank you so so so so much!!!!” All she got in response was a simple “np” and then she was stalking through the grey predawn sky, trying her best to contain her heavy breathing as she watched her lovely, infuriating Allister retreat from the sun’s rays, preparing to retire till the afternoon. Waiting till the lights in his room turned on then off and the blinds were pulled down, Pam bounded past the fence that cordoned off the graveyard from the rest and broke into his shed, taking a minute to bask in his scent and sniffing some of his discarded work gloves. Once that flight of fancy was dropped she shook them out, a key plinking out against the planked floor.

Her slow trek up the stairs to Allister’s room was completely silent, as if she had levitate. It was so hard to keep control of her breathing, one hand clamped over her mouth to stifle her increasingly excited breathing, feeling lightheaded as she hit the top of the steps, all of her dreams beyond a meager door without a lock. For a second her heart froze, the door creaking as it opened, Pam cursing herself for not assuming this level of disrepair common in most houses and obviously present in his gothic mansion. And she had even passed cans of oil when she took the key! Idiot! That’s all she was, an idiot! Thankfully Allister’s faint breathing barely stuttered, just a few feathery sighs before settling back into its weak pattern. Truthfully she could have just stayed there for hours, watching his sleeping form, knowing he was completely at her mercy with him unaware, but as enticing as he was, his mask drew her more. It had a special glow in the predawn glow, faint cracks of light glinting off the polished surface, her hands sliding across the perfectly smooth surface, her thumb and forefingers eagerly fingering the black holes of its simple design and tracing its contours. It was time.

Gripping the sides gingerly, Pam raised it up, bringing it to her face and barely holding in a squeal as it seemed to pull at her flesh, mini vacuumous pockets tenderly sucking at her face while her lips puckered, the sound eerily reverberating around her face as she unstoppered the potion. And with the preamble out of the way she leaned her mouth back, clinking the lip of the smoky liquid up to her mouthhole and letting it pour down her throat. Almost immediately she began to cough, her body shaking as it felt like something fiery was snaking through her veins, Allister’s form turning restlessly as Pam’s gasps began to rouse him from his sleep. Yet none of that mattered once she could feel it working, every inch of her skin suddenly surging with sensation, a distinct feeling of warmth draining from her hips being dragged upwards, pooling in her breasts until her nipples felt like hot pokers, her mighty bosom jostling as she shrieked, freeing them from her dress as she felt her estrogen, her essence rumbling behind erect nipples, the tips slowly widening in their pores as she instinctively realized what she had to do with a squeal.

Allister for his part was confused and utterly exhausted, his weak constitution never leaving him with much energy plus his poor sleeping habits always left him feeling tired, so by the time he stopped drowsing in his sheets he barely had time to react to the crazed women wearing his mask stumbling towards him with her breasts out, a hazy purple trickle staining the underside of her breasts as thin treacles of the liquid dripped out.

“Wh-Who are you?! Wait stay back I-I’m a Gym Leader I can-mmph nnngh!” The strange woman put her full weight on him, pinning his weak limbs while slamming both nipples into the corners of his mouth, a shockingly sweet, milky torrent rushing down his throat. He had no choice but to suck it down, his throat in danger of being overwhelmed if he didn’t quickly gulp the hearty mouthfuls, a strange heat racing down his throat, pooling in his stomach and spreading out. Critical thinking was a mess, his emotional state chaotic with all of that estrogen shoveling into his system from Pam’s breasts, everything she hated about herself forcing its way into Allister’s body in sweet, viscous spurts. Before he knew it he was addicted to it, his mouth sucking eagerly until her teats ran dry, both of them separating suddenly, panting heavily as a purple aura surrounded them, the changes starting in earnest.

Neither had expected it to feel so good, Allister’s cock hard, which was a rarity for the frail boy considering his weak constitution and lack of interest in that stuff usually, yet he could feel his innards beginning to stir. For Pam she was almost lamenting that her breasts would soon be gone, his weak sucking at her nipples feeling better than even her own hands could ever accomplish, though while she was sure from Allister’s confused groans that things were progressing, her whole body charged with arousal, her skin blazing with desire. And then it began to compress. That was the only way she could really describe it, the pleasure not lessening as much as condensing closer to her core, slowly. It started in her fingers and toes, the twitching digits wiggling as their wild ministrations weakened, losing some of their length with their strength, containing a slightly feminine elegance to them, yet losing the muscle of her childhood exercises, her grip strength lowering by the second. It felt marvelous, all that useless strength she never wanted draining, her scalp tingling from the roots as her pores opened, hungrily devouring the length of her locks while blowing away most of the charcoal and dye, none of it needed as her silky locks gained some of the coarseness of the charcoal, clumping together into spikes with the blonde roots suffused in darkness, black now her permanent hair color as the once flowing mane now poked out from the edges of Allister’s mask on her face.

Meanwhile Allister was feeling an explosion of pleasure, the experience overwhelming given his lack of carnal desire for much of his life, his hips wriggling in discomfort as he slid them down with his boxers, eyes locked thoroughly on the moderately sized cock that pointed straight up, like some reaper’s index finger in its paleness and rigidity. While not looking for extinction, he was definitely after a little death, beginning to pump away, convincing himself this must be some twisted dream he was having, moaning as his vigorous rubbing sent the pleasure not just coursing into his cock, but spreading past the base of his shaft and radiating into the tender organs between his hips, all of them sparking up as his pleasure network was spreading out in a web of forming nerves. It wasn’t just the crackle of electric ecstasy that was spreading, but the crackle of bone as well, his course pubic hairs turning silkier, hips wriggling harder as the petite bones pulsed outwards, adding a prominent curve to his hips while strength began to massage itself into the muscles of his ass. It felt wonderful, his body writhing as he felt the stagnant cheeks exercised into a swell, his cute moans ringing out as fat joined in, swelling his ass into a succulent peach, large enough to tear his shorts apart if he hadn’t slid them off earlier, his mind racing as this proved to be just the start of newfound wonders.

The mask was pulling tighter to Pam’s face, muffling her pleased moans as the ceramic gained a massage like pattern of rubbing and crunching, her features putty under its pressing influence. She wanted to go to the closest mirror and study all the changes in her reflection, but her body was still much too large for the changes running up her legs. Ah running, a daily task that had built up her calves and glutes past what she could hope to undo, the exercise ingrained in her body, yet now it was all slipping away. The weakness continued to press her mounting pleasure inwards, muscle atrophying as her legs wobbled and shrunk, the lifelong press of her thighs separating, her curves straightening out all across her legs and feet. Rolling her growing heels in the socket, she gave a muffled coo as their arches were deemphasized, her toned legs ands arm softening to noodles, their diminishing ability sending a comforting wave of acceptance through her as she fell back, unable to support her weight standing and content to let the changes progress as her the mask continued to tighten and crunch her face into shape.

Release was teasingly far for Allister, his tiny hands doing their best to satisfy, his whole body trembling with need, yet every time he felt he was close to cumming, the pleasure dove inwards, spreading further as the empowering ecstasy both thrilled and teased him. He could feel from his rubbing thighs that his skin was getting softer, smoother, plush, the paleness remaining yet he could tell it was more resistant, and more sensitive in a fun way rather than the easy to burn and damage layer it was replacing. One of his hands left his cock, leaving his right to pump away while his left traced the traveling smoothness, the subtle dips of his slim waist crimping inwards as he whined, feeling the squeezed out mass slosh downwards, thickening his thighs as he began to smother his cock, squealing as another failed release backfired into his spine. It was like the muscles were choking his bones at first, the soft tissue squeezing around his skeleton, hardening with ability before suddenly jerking at his diminished vertebrae. More of his toning waist grew visibly as inches were winched up his spine, only accenting his forming curves as his navel elongated into a gyrating, feminine tummy, his lips twitching into a smile as he shrieked, the smooth skin fizzing over his nipples as his cock shook, the rebound now traveling straight to the erect nubs on his flat chest.

“MMPH NNNGH AHHMMMPH~!”
If her mouth wasn’t so thoroughly occupied with being reformed, Pam knew she’d be wailing, her chin crunching to be as sharp as a scyther, the eye holes buzzing as her too large eyes shrunk to perfectly slot through them, a slight pressure under the receding eyelashes letting her feel an authentic darkness from sleepless nights, mascara no longer needed to make her seem tired or her eyes baggy. Her eyes kept fluttering, as her eyebrows sharpened to bolder lines, her nose popping down, but what really turned her on was the lowering pitch of her moans. They didn’t lower by much, but the tone was so utterly masculine that a few drenched spurts trickled down her slender thighs, a slight choking sensation filling her thickened throat as she pressed against it, feeling her Adam’s Apple form, her grasping arms causing the shoulder sockets to pop, the inwards pressure actually reducing her frame a decent amount though her rounded shoulders turned square, the rising pleasure now focused entirely in her core, her limbs thoroughly weak, dull and perfect in her eyes until she suddenly bounced against the bed, her clitoris throbbing.

The increased arch in his spine was showing its use as his body writhed, both hands ignoring everything else to tweak and play with the suddenly needy nubs of his nipples. Pinching them felt even better than rubbing his cock, precum condensating along the tip as wet, squishy noises accompanied the swelling. Soon his fingers weren’t just pinching, but gripping and squeezing, small lumps dimpling against his eager hands. Allister was in heaven, spittle flinging out as his tiny hands were soon overwhelmed by the swollen nips, massive mammaries sprouting from his slim frame, the pleasure drowning out the structural pain of his shoulders rounding down while his frame actually broadened outwards, doubling his body’s width while giving his chest the room it needed to rest on his heaving frame, a weak trickle of cum now dribbling from his cock as he dug into the sacks of fun, extremely excited to for once feel energy filling his limbs.

The pleasure was surging through her clitoris, the continuously condensing network growing too strong for her body to contain. Usually such pleasure was spread out over her skin, her tits, her ass, yet all of that was losing the sensation, her thick ass collapsing in on itself as fat deflated to muscle, curves flattening, and all of that ripe, pleasure filled flesh surged from her clit, a confused squeal leaving her as she felt something muscular thrust up, her engorged clit thickening as it scraped the walls of her vagina. Thrusting a finger in she found resistance, her snatch not as deep as it once was, her fingers tracing the throbbing outlines of her sensitive clit as the hard nub was more like a dried shiitake, the button rehydrating as a mushroom tip slowly, but surely joggled against her fingers and her vagina. With a meaty smack and tremendous crunch Pam could feel her hips crunching inwards, her organs suddenly feeling compressed, crowded, her innards a swirling mess of shifting pieces. More than anything though her hips began to mimic Allister’s discomforted wriggling, two distinct hot spots pressed down from the sides of her hips sensually pulling up, her estrogen dry ovaries letting off spurts of hot releases as slick juices tumbled from her vibrating snatch, her fallopians glomping on and sucking them off, down their lengths as Pam moaned in Allister’s voice, feeling the precipice of something wondrous about to pierce her cervix.

Where Pam’s body was pushing out and weakening, Allister’s was sucking in and only growing stronger, his cursed constitution fucking itself out of his body. He had always settled for being weak, an accident from his youth leaving him feeble and he had comforted himself with his accomplishments despite his various handicaps. Yet now that he had a taste of strength, real strength, not just mental fortitude, the feeling was addicting, an impossible dream coming true as he fully gave into the changes, not caring what they’d take as he purposefully crushed his cock between muscular, smooth thighs. Another cumless orgasm ricocheted inside him, the pleasure rebounding against his skeleton before splitting in two, lighting his deltoids, biceps and triceps with wondrous strength and a thin layer of feminine fat.

He desperately wanted to play with his cock more before it left him, but his arms were too short with the increased height of his abdomen and legs. Reaching for it he could feel the stretches burn nicely, muscle rubbing along his skeleton once more as each reach stretched his arms out a little more, his reaching fingers grasping longer as they slenderized, black polished nails tickling the tip before one final stretch popped his elbows and sloped shoulders into place, a victorious cry rising in pitch as he went at his member like he was trying to set kindling to flame. And burn it did, his Adam’s Apple smoking down to ash as the sultry tones of his attacker left his lips, this shocking realization doing little to stem his masturbation as could feel the end approaching. No not the end, a new beginning.

Pam, in similar euphoria, was begging for more of her body to fill the growing fire in her vagina, cumming no longer just a nice effect of masterbation, but hardwired as a necessity, the pitifully clear releases not doing it for her as she felt her clit/cock head continue to swell, her fingers pinching the tip as she began to yank at the mushroom tip.

“Ohhhh~ fuck! Ohhh~ yes!” Her vaginal pulls seemed to grasp at her frame, her spine’s vertabrae compressing as the arch of her back sealed itself to straightness, All that muscle swimming down behind her clit as it continued to be pried from the depths of her vagina, setting off every last pleasure receptor as the pale tip of it budded from between her lips, ovaries pumping further down her fallopians as they seemed to be inverting the tubes, churning them to vas deferens as two noticeable bulges formed on the border of her tummy, burrowing closer and closer to her dripping lips. She was so small now, so weak, so perfect as she tried tugging at her forming cock, trying and failing to pull it out as she realized she just didn’t have the strength to rush things anymore, submitting to the potion as her very erect nipples softened and browned.

His balls were thrumming, Allister grinning madly as he realized what was about to happen, a glance downward revealing his arching feet, perfectly petite toes with dark orbs of black polish adorning them. He was ready for it, begging for whatever this was to take him now, his entire body ready to cum, the edge of ecstasy driving him mad. His features certainly shifted to make that inner madness quite obvious, mascara replacing the bags of his wide eyed grin as said wide eyes widened past the limits of his socket, stretching the contours of his face to haunted maturity, teeth grinding as his jaw popped larger, lips swelling, nose an upthrust blade. As if to comfort him, his hair exploded out in a mass of silky locks, softening the blows as his head slammed into his pillow again and again as his fingers formed a net over his balls, pressing down on the surprisingly obstinate lumps and spasming wildly once their pressure made the masculine accouterments cede into his willing groin.

Allister cursed, he screamed, he came.

For the first and last time of his life, semen rocketed from his cock, arcing high in the air as his balls dove deep and fast into the sides of his hips, spearing the muscle apart and drenching his innards in estrogen as his cock drenched his bedding and even some of the adjoining floorboards in his cum. Never had he felt a release so strong before, the power of it taking out the only part of his body that seemed to be weakening. Yes the muscles of his shaft were tenderizing, his length collapsing into himself as he wheezed from the pleasure, high pitched squeaks the best he could manage as it pierced him, thrusted into his sensitive gooch as his receding cock was embraced by more muscle. His cock wasn’t getting weaker, the muscle was just buried beneath the surface like the rest, the roiling mass of lubricated muscle dragging it down until the tip slipped beneath the surface, one final searing cry leaving him as he felt it invert, the entire thing releasing a sloppy, wet slurping sound as her body writhed from her first female orgasm, a zen like calm following as her body fell limp to the bed, the only signs of life from her body soft whispery groans as she basked in the aftershocks.

One hand fingered the mask while the other circled around her emerging tip, her breaths racing closer together as the changes approached climax. There was no need to rub at her nipples any more, the once sensitive nips now inert as her fatty breasts suddenly seemed too large for her chest, the skin clamping down like a balloon losing air. Grunting, Pam watched through her mask’s peep holes as the fat was forced downward, the traveling swell losing most of its girth as it drained down her waist, filling in the curves with solid walls of flesh, barely any muscle as her tummy remained delicate, but clearly masculine. And with that there was only one place left to go, the full brunt of her body’s pleasure now zeroing in on her forming cock, the swell of traveling fat only pausing as it reached her receding ovaries, the visible lumps pressing noticeably harder and harder against the nearly sealed walls of her vagina, mounting until eventually…

FLLSSSHH
THWUMP
FLLSSSHH
THWUMP
“AHHH AHHH AHHH!” They pierced near the edge of her reduced cervix, two leathery, lubricated sacs slipping up the length of her cock as they slapped together into one testosterone laden package, testicles slapping violently against the underside of her groin as the remnants of her breasts surged beneath her cock in one final push. Pam screamed out, feeling all of that sensitive tissue that had once been the entrance to her snatch now get snatched up by the upthrust length of his cock, the appendage hardening as it rose five inches straight up in the air, a few hot pulses of clear fluids pumping out before his separated womb collapsed into a sphere, tubes connecting to the newly fashioned prostate as it throbbed and pumped something slippery into his balls. His scrotum tightened, the shaft shook and his hips thrust uncontrollably into the air as Pam proceeded to shoot out almost every last drop of her cherished testosterone out in a matching arc, twin splashes hitting the sheets and floorboard as he groaned, feeling utterly spent, especially with how weak his body was, yet for the first time in a long while, he felt right, complete, no longer a poser.

In their zoned out states, neither really noticed their clothes shifting to match their bodies past some of Allister’s torn or tightly squeezing fabric suddenly feeling roomier and Pam’s body feeling less draped as supported once his stylish gym uniform finished stitching itself together. Of course Allister made the first move once she had the strength to exit her stupor, stalking towards her old self with a manic excitement on her face.
“Well don’t just lay down like that, we have so much to do! So much to teach each other!” She was already slipping down his pants, Pam shocked as she began to stroke his shaft, his body still too tired to really resist much as he realized he hadn’t put much thought into what would happen after.

“S-So you like it?” God his old face was really creepy when it got intense like that, though he definitely tried to sound confident now that he had the body he craved.
“Like it? I loooove it! But I want to test things out, and you-” She flicked Pam’s nose as she said it, “Have to keep up my legacy as a gym leader. I’ll teach you everything you need to know about my Pokemon and my garden and all of the other stuff, but first-” Pam grunted as his cock stiffened under Allister’s touch, her lips hovering over his tip.
“Why don’t we teach each other about our bodies?” He nodded excitedly, happy as she seemed all too eager to take the lead, to make him her submissive little plaything as they gasped together, rolling about the gothic bedroom. Pam could already tell this was going to be the start of a blessed, well make that cursed considering their motif, life.

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