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Henry Bowers could best be described as a junk heap held together by a poultice of hate, his body degraded from years in the mental asylum, his mind only strung together by the desire to kill the Losers club. Normally that'd just land you in prison for the rest of your life, but considering he also spoke of the tall shapeshifting clown that ordered him to do it through electro shock and therapy, the loony bin was where they decided was best to stuff the shriveled bully who seemed stuck in the past, unable to move past 86.

No one could quite make heads or tails of it, though what they knew for sure was that he killed his daddy and tried to kill a bunch of kids before they overpowered him in a sewer. Why they were in Derry's sewers was a topic of conversation for a bit, but all just wrote it off as kids being kids. Much like the memories of the ones he attacked though, Henry just faded from everyone's minds, receding into a reclusive weirdo at the psychiatric ward, only ever standing out when he had a violent outburst which were rare, but not uncommon.

He was just one of the loonies now. No longer an intimidating presence or the big bully. Every day he looked more like the father he murdered with his doughy body and do nothing lifestyle, yet he didn't seem to mind, still stuck in a daze from whatever trick his imaginary clown had pulled 26 years ago. Actually 27 now, the anniversary was the next day, though no one noticed or cared. They gave him his pills, gave him his soft utensils and mush and he was quickly shuttled back into his holding cell, another unremarkable day down in his now unremarkable life. Most nights with nothing to do, he just stared at a wall, muttering the names of the Losers Club, twiddling his fingers as midnight struck, the moon unveiling itself as an eerie glow blew over his room.

"Henry. Ohhh Henryyyy."

He jerked, looking like an epileptic about to have an episode, then returned to rest.

"Henry boy it's time. You want your revenge right?"

Another spasm, then nothing. The lilting voice sighed, clearly annoyed.

"HENRY! WAKEY WAKEY FAT BOY! YOU SURE LET YOURSELF GO BUT HERE! IT'S OUR ANNIVERSARY, HAVE A BALLOON!"

The clouds in his eyes cleared, one final jerk waking him as if he had been in a dream all this time. It was ironic then for reality to be even stranger than usual as a black balloon floated into the cell, sinking under his bed as for the first time in years, Henry Bowers had clarity.

Of course, those last 27 years had been a dream, one of those weird life in a day type deals. At least that's what he thought, no mirror to tell him he wasn't still the young lil shit he had been in 86. With a newfound presence came the ability to be scared again, a nervous gulp stifled as he looked under his bed. Wait why was he scared? The clown was his ally, his mentor, there was no reason to be-

"BOO!"

"GYAAA!! FUCK!"

The balloon popped in his face, Pennywise's face briefly outlined in the reflection as its breaking sounded like a gunshot, alerting the guards as the sound of keys and automatic locks opening grew closer. Confused to a standstill, Pennywise interrupted his frozen state, gleefully imploring, "Billy Boy I brought you a proper present. Look what fell out of your balloon. I think you'll get what you have to do. Don't worry, they'll have all the keys and meat you could ask for. After all, what do they expect from a comatose slob?"

Inside was a knife, his old switchblade, its pearly sheen in the moonlight hungry for blood as two half asleep guards popped in to see what was wrong, Henry playing it dumb as they opened his door. An hour later and the alarms were blaring, two dead bodies stripped of their clothes and Henry was following a balloon in a stolen Chevy.

Like all things in Derry, it all led to the sewers, the large water storage standpipe ominously in shadows as the only light from it were two silver eyes staring out at him.

"Welcome home Henry! Excited to see me again?"

For a second it looked like his father, Henry not even pausing to run into the drainpipe and stab him again, only for the knife to go tip deep, cutting through a thin costume like a zipper to reveal the full clown body of Pennywise.

"Eager to get going are we? Fantastic! Though times have changed. It's not too easy to just go up and stab someone these days. You'll need a disguise, but don't worry. I was hungry!"

He dragged Henry inside, his knife still stuck in his suit as he had no choice but to follow.

Inside was a half rotted corpse of a redhead, gnawed on in a number of places though her face still retained its shape, oddly familiar though he couldn't quite place it.

"Oh feeling a little peckish yourself? Or maybe you're confused. Ah right your brain's runnier than mashed potatoes in a bath. But don't worry, you're looking at your future, your Beverly hills in the swamp. There's no way the police'll find you once you're her."

He was confused, Pennywise taking the corpse and gobbling it in one bite as his jaw opened to a sharklike array of serrating teeth, a large glowing lump moving down his throat as Henry looked down. For the first time he realized he was old, far too old, fear returning as the clown's swollen arm wrapped around him, the flowing lump glowing as it surged into his body, his screams echoing into the cistern as his body began to creak and break.

"Oh and I told you I haven't eaten in 27 years, so I'll need some fear from ya. Hope you don't mind, it's nothing personal, but this will most certainly be worse than every trip to the dentist. Enjoy."

Enjoyment was the last thing on his mind as it spread from his shoulder, Henry screaming like a stuck pig as the entire shoulder wrenched itself from the socket, dislocating and ramming into his collarbone as both shattered to pieces. Muscle was tearing, bone powderizing and all of it reformed in excruciating detail. He could feel the individual muscle fibers as they tore like overplucked guitar strings, the same fibers healing in a way that felt like maggots crawling under the skin as his shoulder rounded, his skin sagging as it looked like a baggy suit for such a slender edge. The pain only spread from there, any relief from the changes overrun by the horror of the next ones, his muscles dissolving to acid, his bones grinding together as they forced his wingspan to lose a few inches, the pooled blood from his internal tearing shifting to fat as his right arm now stood feminine and graceful, a whole lot of pain for just one arm.

His hand flexed, the feeling akin to being slammed in a door as it repeatedly shrank down in bursts of pain, the dark night erupting into stars of violent torture, the world spinning as he stumbled deeper into the drain pipe. Each finger was torturously bent backwards, one at a time, some force gripping and pulling until the knuckles broke, going up each joint until with the finger fully ruined and torn, it snapped back, longer and feminine, the dried blood pooling in the tip of his nail beds to give the illusion of black nail polish.

"AGH S-STOOOP SCHLSDFJLJAHHHP!"

His anguished screams were drowned as the rest of his collarbone broke, the jagged bone piercing through his innards, blood rushing up his throat, coating his Adam's Apple as each gurgle rose, rolling the lump as he drowned for a time. Bits of it dribbled down his lips, dyeing them ruby red as his collarbone took its time healing, pressurizing his organs as the blood was reabsorbed, his Adam's Apple taken along for the ride as a mature feminine voice begged for mercy.

"HNNGH p-please I can't ARGGGH!"

Somehow knowing what was coming made it worse, the changes going twice as slow as they repeated down his left shoulder, the whole limb breaking in twenty places as the painful feminization made Henry feel certain he was going to die. There was a brief lull as the last finger snapped back in place, the sudden lack of pain nearly pleasureful as he moaned, trying to catch his breath as he surveyed the damage. There was enough light glowing off the walls and in the water to make the changes clear, his arms and hands loose, a few inches gone as his uniform sagged on his body. He went to go rub the loose flaps only for a sudden tug at his spine to send him to his knees, splashing as the top of his spine reeled in the loose flesh, pulling it taut almost to breaking, feeling like his whole outer layer was going to rip to shreds any second.

Instead it stopped once his moles and hairs popped off the tightly reupholstered luster of his middle band of flesh, no longer loose or flabby but tightly form fitting and smooth as can be, though the silkiness was lost under the pain of his throat strangling itself further from the tightening of his neck.

"Oh, need a little help?"

Pennywise moved behind him, grabbing the quivering mess of a killer as saliva plinked onto the water below.

"You're brimming with such thick, delicious fear. Oh I can hardly help myself. Oh you understand don't ya Henry? After all you always thought any woman who got into a bad situation was asking for it. Well, are you asking for this?!"

Like with her corpse, Pennywise's mouth opened like a snake's, Henry screaming as he wrenched his head backwards, rows of teeth buzzing like saws as his jaws clamped shut over the thrashing man's body.

"Hmmm, cld yoush a liiiiil keshup."

He chewed like it was Big League Chew, Henry's screams rising out every time he opened his mouth as the bones of his face buckled and burst. His face was mush, ruined to a featureless pulp as his nose was compressed, his forehead collapsed, his face a mighty ruin as Pennywise spat out the wreckage.

"Careful Henry, they always said tv would rot your brain, and now your head's gone too! Here let me help with that..."

Somehow he was still conscious despite his head looking like corned beef, a weak gurgle all he could summon as Pennywise pulled one of his feminine thumbs up to his lips, pursed them and blew like he was inflating a balloon.

In some ways he was, the broken contours of his face painfully realigning, his whole head swelling and deflating with Pennywise's breaths as it reformed vastly different than before. One of Pennywise's hands was on mold duty, prodding the broken bits of jaw, rounding them, extending his cheeks as he moved it like a balloon animal. It was starting to resemble a human once more, the chin gaining a slight cleft in its shape though it was much smaller than before, his cheeks slender as all the fat from his sedentary years had been chewed out. His eyes rolled in the sockets, air blowing the warm jelly like they were molten glass, shaping them, their color turning blue as the red shocks of burst veins inside healed, tears streaming down as the weight of them yanked his eyelashes out to fluttering length.

A few exaggerated puffs sent his recessed features bouncing out, Henry screaming as his torn ears reemerged, sounds and nausea rolling through him as the spirals reconnected, a bent, cute nose erupting out to finish the changes as his face came out a perfect copy of Beverly's. He was groaning, gulping down air, trying to fill his lungs before the next barrage, grunting as his brown hair pulled itself from his scalp. It tore at it till blood ran down, dyeing it ginger as it brushed down to the knot in his spine.

His brain was a mess, the torn segments from the full frontal chewing reforming changed, new memories mixed in with the old as a feminine bent tainted his thoughts, mixing with the dizziness as he sloshed through the sewer. The nausea was only growing worse, his stomach rumbling, his insides feeling liquid as they began to shake. And in all of this he was slammed against a wall as the first notch of his spine popped inwards, forcing his body to quake as the slamming pops traveled down his spine like a captive bolt stunner. Each one shattered a link, the numbing release from pain followed by the pain of healing as his posture arched, each thrust forcing his chest to arch forward, his ass to extend. Before he knew it the fat in his stomach was shivering, splitting down the middle as the nausea reached a fever pitch, what he thought would be him vomiting instead a shocking eruption of pleasure.

"GYAAA F-FUUUCK Ohh OHH FAAAHHHK~!"

The fat slithered upwards, a slimy disgusting lurch making him bend forwards, gasping as the first strands of it stabbed his nipples, swelling them and making them ripe with sensation as he traveled between moaning and crying. It felt unbelievably good, his cock at half mast as his body tried to decide which was winning out, each dry heave increasing the heft of his breasts as his stomach's skin was pulled tight by the coiling of his arched spine. Somehow the erotic pleasures were heightening the depth of the pain, his spine fully caving inwards with a painful smatter of cracks while his chest exploded with fat, the globes sending brutally blissful signals to his brain as he felt his stomach punch inwards, his cock standing tall as he screamed, his hands groping his swaying globes to try and drown out the pain with something pleasant as the feminine feelings grew addictive. He was losing himself to the crossing waves, his brain buzzing between two precipices and as his ass surged to life, he began bucking with hot, horny need.

He was cursing up a storm, using up every last slur in his vocabulary as his stomach flattened, pulling flat, forcing the rest of his girth to dump down into his ass. He groped his body, confused at how something so painful could be turning him on, how he could want more after swearing his mind would shred at the seams. His stomach was so smooth now, so thin, so petite. He slammed against the walls of the sewer, screeching as the fat in his ass writhed like a living thing, swelling and swelling until his cheeks couldn't take any more. Henverly groaned as he felt it grip his pelvis, clutching the bones harder and harder until it began to pry them apart like a vice grip being loosened.

They crunched with meaty shifts, his pained screams tinged with pleasure, his ass bloating as it became clear it couldn't contain all that bulk, siphoning the rest down his hips to cushion the bone splinters as his thighs writhed and jiggled with corruption. A glowing light formed around the corner, Heverly groaning as he ran towards the warmth, screaming as his hips continued to splinter apart, finally stumbling into the warm glow of his childhood house, though wasn't he in the sewers? And wait wasn't his house a trailer and not a suburban-

GLRSHH

"GAAAHHHD~! NNH NNGH MMPH!"

He fell onto a bed, moaning, squealing, writhing, his mind crumbling under the pressure and pleasure, his thighs squeezing as his rock hard cock trembled on the brink of something massive. He could feel his knees shatter, angling inwards as his femurs split in three and grew, grinding against his fibulas as his tibias extended, forcing his feet to flex. He was going to die or cum or do both at the same time and he couldn't hold back the blissful shrieks, the fear of what was to cum, both merging and swimming in his mind as his feet collapsed inwards, the pain of their daintification lost under a sudden surge as Beverly felt her cock burst.

Each orgasm ricocheted across his body, filling his muscles with soreness as he tossed about like a woman possessed, screaming and creaming in equal measure. His hips were thrusting, grinding against some invisible wall as the sheer force of his releases sent his dick slamming into his body, years of pent up cum spilling freely as he flopped to the now wet sheets, scrabbling at them as tension built in the base. He rolled over, gasping as the smooth flesh around his balls began to bubble, his face screwed up in intense concentration as his balls unloaded until they were naught but raisins, his cock a shiny pink as it began to sink.

It was the single most sensitive part of his body, a coil of pleasure and pain condensed in the tip of his cock and the sides as it began to crinkle, the bubbling flesh between his legs like a marsh, a fitting image for the last name bubbling up into his mind. His balls sank into the spongy flesh, burning raw as they were swallowed, crushed and pulled, something clear and sticky now spilling from his cock as it only hastened the ebbing of his cock, the sides pulsating more visibly as they grew ribbed and tight. It was stabbing into him like a slow switchblade, the tip burning hotter and hotter as it pulled in tightly, cock rubbing against cock as the friction felt like it was scraping against a rug, the muscled hug of her body jerking it far more intensely than any hand could accomplish as her body gave one final spasm before her legs slammed together, crushing her cock into a pulp that burned all the way down, building its mix of ecstasy and agony until she felt it split, something nestling deep into her body as a cool rush of cum cooled the burning.

Beverly screamed as the orgasm ran through every inch of her, buzzing in her breasts, rolling about her head, driving her fingers down to chase it as she fingered the forming lump, stabbing her clit again and again as cum spilled forth from her heaving body. It didn't matter who she used to be or what she was going to do, all that mattered was the satisfaction rolling through her muscles as she felt her labia puff, two lips finishing the change as Beverly Marsh collapsed into her sheets with a blissful moan that tapered off into a fulfilled, final sigh.

"Ohhh fuck that felt good. Mmm such despair, such wonderful erotic destruction."

Her mind was twisted, her lips twitching as a phone appeared near her. She knew what she had to do, what was needed of her, a sure way to destroy the Loser's Club once and for all as she pulled up her rolodex of members, ready to seduce and murder them one by one.

"Bill! Please! It's Beverly! I'm, I-I'm in Derry! It's back! It's- OH GOD HELP BILL PLEASE HELP IT'S IN MY HOUSE!"

She hung up and smirked, one down. In a few days he'd be here, then she'd take care of him one way or another and call up the next. She didn't imagine it'd take longer than a few weeks to finish. And somewhere in the darkness, Pennywise was laughing as his return had been announced, with a real bang.

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