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"Are they in yet?"

"Holy shit Aaron they're so fucking hot!"

"I know that, I'm asking if they're in yet. We both can't be staring!"

Aaron's heart was beating hard, both excited and nervous as he waited to hear Caleb give the all clear. They were both beach bums, nothing to do since college broke out for summer besides take advantage of the beaches nearby and ogle up the girls enjoying the summer sun. After so many turn downs they were content to just stare, even if it netted them dirty looks from the various babes, especially the ones they had their eyes on today.

It had started two weeks back, goths and beaches making about as much sense as ketchup on ice cream, but they were there, a group of pale beauties clad in frilly swimwear that might as well be lingerie for all the ornamentation, Caleb whistling at them a few times each day they came much to their annoyance. Normally Aaron would have told him to hold back, but god did those girls know how to glare, a chilly, erotic thrill pouring from their mascaraed eyes, the group taking up more and more of their thoughts until it became an obsession.

He forgot who found their car first, accidentally spying them drying off by it one day, though it had definitely been Caleb who started noticing when they'd arrive, the two of them switching between food truck lines to stay inconspicuous as they noticed the icy goths all trudged haphazardly into the changing areas. They really needed to be more careful with their bags. It would be real easy for someone to sneak in and steal something like a swimsuit, or panties. Real easy…

"Alright they're in let’s go go go!"

They fast walked together, pretending to talk to each other, careful to make sure no one could see them well as the goth girls were staring at the entrance of the changing rooms. They crept closer, each one nervous that at any moment they'd be spotted, Aaron almost unable to believe their luck as they walked past the table with their black, linen bag, his hand ever so casually slipping into the beckoning hole. He almost cheered when he brushed something lacy, bunching it up in a single scoop with whatever else he could grab, Caleb doing the same as they continued walking, grinning like idiots at their bounties. They couldn't wait to see the goth girls get flustered, imagining their panic when they noticed the missing swimwear, glares nice and all, but an embarrassed blush? Ooh that'd be amazing. And it had gone so easily, the ditzes likely to blame themselves if anything. Of course, neither of the grinning pervs noticed the girls glancing over their shoulders as they left, their own triumphant grins leering at them as they began rubbing silver amulets, giggling as they cast their magic.

"Holy shit dude we did it! We! Did! It!"

They made it back to their sheet, Aaron dumping his in their beach bag while getting annoyed at how loud Caleb was being, looking around nervously, unaware of the black strips of bikini crawling up the bag behind him like a large spider, the bikini bottoms dragging themselves towards his trunks. Caleb though felt the need to gloat, holding up a mix of gothic delights, garters, chokers and bikinis all tangled together, bringing them up to his face as he gave a big sniff.

"Mm mm mm~! Smells like success."

As he pulled the bunch down, a set of black and white ribbons tangled in his blonde locks, the shaggy hair quickly tied in an ill fitting set of pigtails, a slight, barely noticeable tingle filling his scalp as the bunched up groups of hair began to grow, paling as they draped down his shoulders.

"Caleb! Stop fucking around! We'll get kicked out if they know it's us dude!"

It didn't help that it looked like he was goofing off with the stolen ribbons, Aaron not thinking too hard about how Caleb would even know how to tie them so perfectly, just annoyed at how blatant he was making it. Did he not realize what kind of trouble they could get into if they were found out? Sure he was definitely going to jerk off into his own set, but he at least had the decency to wait till he got back to the privacy of his own home. The final straw was seeing the garters on Caleb's wrists, Aaron burying his face in his hands in embarrassment, missing Caleb's eyes rolling upwards as he began twitching, his cock rock hard as he gurgled out incoherently.

Honestly he just thought the weird gurgling was his friend making fun of his nervousness as if he didn't have every right to be! Aaron expected any second for someone to shriek out and call them perverts, though he never guessed the shrieks would be his own as the strings of the bikini bottoms slid around his thighs, tying and tightening in one fluid motion as they brutally tore through his swim trunks and clamped around his now unguarded cock.

White streaked Caleb's hair more and more, the prickles intensifying with every shoot as his salt stiffened bangs drooped down over his eyes, a nice massaging pressure going through his brain, the dopey boy groaning as his fingers tangled in the pile, tiny cracks sending a nice thrum through his arms as those things maids wore in the animes he watched slid up his wrists, squeezing his arms as his cock gave a pleased twitch. He didn't get what Aaron's problem was, most of this his idea anyways. They had their prize so what was there to worry abou- a-a-

"Nnghhlkclkchurk..."

The pressure wasn't letting up, the gentle massage now a tight squeeze, then a vice grip, his eyes rolling upwards as he began to twitch. It felt weird, pleasure prickling out amidst the pain, his temples throbbing at how much of a pervert he was being. Er, no why did he feel suddenly so reprehensible as a- W-Wasn't he proud of what he had done? Of violating her friends' belongings like a- No they weren't his friends they were lovely girls who he wanted to function alongside her dearest, most lovely-

He couldn't think, tears streaming from his eyes, his cock hard despite the discomfort, his arms throbbing as the garters squeezed down, his arms barely resisting as they began to shrink, the right garter sliding further down as he gripped his straining forehead. He had to be elegant no call for help h-he was almost there, almost better. She just had to squeeze a little hard-

CRRNCH

"AHHHHhh~!"

Something popped in her brain, drool pooling at the corners of her mouth as she groaned, her liquified brain mush solidifying, burst blood vessels in her eyes painting her pupils a burning scarlet as the crunch shifted her cranium to a more rounded shape. It left her nose pointed downwards, the bridge squeezed tighter, her eyes angled as her growing ponytails exploded out in two sheets of silky white locks. The dullness faded from her eyes as she worked her lips, pursing them thicker as her nose scrunched down, working the muscles of her jaw as it rounded as a cold, calculating intelligence filled her glare. Celestica felt much better, glad to be rid of those sickening thoughts, though there was much to improve, giving her tender cock a disgusted flick as it leaked an inelegant fluid. So much to change, so much to fix. She got to work untangling the rest of her outfit, ignoring the pleasured cries of her former friend, having no care for the inane begging of a soon to be reformed pervert.

Aaron wriggled around like a caught animal, his hands clutched around his cock as the bikini squeezed and rubbed. It was a rhythmic motion, his pained groans resolving to horny grunts, rub rub squeeze, rub rub squeeze. For a bit his struggling stalled, Aaron moaning as the groping fabric teased him, his muscles unclenching as he felt deep warmth building in his groin. He was really feeling it, trembling in an almost narcotic daze, feeling the heat soften his muscles, his cock weirdly softening as the rub rub squeeze pattern had him on edge. It was then, when every last bit of him was relaxed and turned on, his cock limp and leaking that one of the squeezes was extra hard, Aaron squealing as he felt his left ball push inside.

It felt wrong, unfinished, the struggling ball half shoved inside a hole it was not made for, but more than that, it was the single greatest stab of ecstasy he had ever felt, the bikini clad pervert nearly bucking half a foot off the ground with a screech, cum erupting forth in uncontrollable splatters. The heat was getting worse, feeling it bubble the liquids in his recessed ball, his tongue lolling as his hips tensed, rattling as the next bikini squeeze drove it further, harder, his ass feeling sore as he rolled off the blanket and into the hot sand. The heat inside made the sun cooked sand feel tame, his mostly bared cheeks scorched bare nevertheless as hair and imperfections were lost, leaving tensing cheeks that pushed against the flesh like something trying to escape, the poking bones spreading as he felt intimately how the hole his ball was being squeezed down was slowly widening, each squeeze finding less and less until he felt it pop inside.

"F-HUUUUCK S-STOP AHH G-GAAAAWD HEEELP M-HYEEEE~!"

At the pop, his left ass cheek bloated, his hip similarly widening as the chasm that had swallowed his left ball tore wider, a blissful sear stunning him long enough for the edge of the bikini to tease his remaining one inside, the sudden feeling of insertion making him cum as the chasm wriggled with new muscles.

"SHII SHIT SHIIIII GAAAAAH~!"

Each orgasm hastened its retreat, tearing the unnatural chasm wider, Aaron feeling it fuck himself into submission as the last of his cum spilled out, a hot puff pausing the thinning white rush that steamed on the sand, a weak trickle of clear washing out the rest of his shaft as it wilted further, completely spent. Normally that'd be it, but it wouldn't stop wilting, shrinking, the lips of the tear behind it sucking, clamping on the inner meat of his shaft like one would devein a shrimp, the most horrifically, disquieting orgasms following as his lopsided rear bloated to match, the back of the panties riding up his ass as they rubbed against his prostate.

It was maddening, every move making one side tighten, turning him on as he couldn't stop from cumming, each one making his cock slide further inside, the outer sheath coiling tighter and tighter into a clit. Warmth spread, his skin tingling to life as estrogen pumped throughout, every hair below his brows pricking up in waves, each pore bucking out their hairs as they tightened to a pale sheen. He tried to grab his shrinking cock, finding it too small to grab, trying desperately to pinch it out only for the bikini to flick his fingers off, driving in a final time as the pressure on his ass made his innards churn, his cock sucking inside to a leaking pussy as his prostate was battered into a womb. There was a final, mind rending orgasm as his entire body shook, sprouts of black tipped in green bursting from his scalp as he fell to a daze.

For a minute he just laid there, his flat crotch hugged tightly by the bikini bottoms, his cheeks cherry red as his thighs gradually swelled to match his plump ass. It took the final crunch of his knees angling inwards to wake him up from it, panic resuming as he tried to get up, finding his legs to be basically jelly as he rolled back over, his calves curving and jiggling while the bones in his feet ground together. He couldn't just stay there, he had to get help, remembering his friend nearby, his mind so frazzled he didn't even bother to wonder why Caleb hadn't attempted to help him yet.

"C-Haaa~leb my dick! I don't know what's happening but fuck my dick it's-"

"Gone? Good. And don't call me by that dreadful name. It's Celestica."

It sounded like Caleb with a frog in his throat, the voice reedier, higher, but the icy anger to it was very un-Caleby. It was cold and calculating, his friend's features matching it to a T as the regal, gothic face of a goth goddess stared down at him with contempt, his arms and head a near marble color that somehow looked healthy despite the unearthly paleness.

"Oh god what's happened to-"

She raised a hand to silence him, working her shoulders a few times to thin them down, plucking a black choker from the now neatly folded pile of stolen beachwear as she tied it around, each knot tug making her grunts rise to a more fitting, haughty tone.

"Hmmph. Nnngh! Ahh there we go."

Next came the bikini top, Celestica daintily dangling it in her left, her right moving to slowly tease a nipple, circling it as it puckered and rose.

"Mmm~ isn't it obvious what's happening? We took our swimsuits from the others, and now we're putting them on. They are quite form fitting aren't ahhh~ they?"

There was a finesse to her circling that was almost hypnotizing, the flesh hard and pale, his tan pectoral whitening in a growing circle, Celestica moaning as she worked on the remaining.

"In short, we're becoming goth gir- Oh heeecate!"

Celestica had slipped the bottom loop of the bikini top over her body, the bulk of her abdomen slimming to match her petite shoulders, the shifting muscle perking under her nipples as she gave a quick moan, her swim shorts stained as she pulled the top straps against her perked nipples.

"What are you doing?! Caleb you have to fight-"

"Ohh~ it's far too late for a fight. I'm not sure if you've noticed, but I've exorcised that brainless, impudent p-heeervert from this body. Dooon't worry soon to be sister, it's inevitable. Soon you'll know the- AH! Glory of having your entire identity wrung out like a sponge. How nngh maaa~rvelously morbid yes? I bet it's already started with you."

She pulled the scant top tight, dragging it back and forth, her waist fully paled as more and more of its girth moved upwards, tiny fruits ripening quickly as she teased them on the vine, moaning as the wet spot on her quickly drying swim shorts was refreshed. As mesmerizing as the sight of his friend growing a massive pair of breasts was, Aaron was horrified by the implications.

This couldn't be happening, a mind doesn't just bend like that. He was certain that despite the loss of his dick, he was still entirely him, even as his toes finished painting themselves black, his lower half completely gothified. Though the more he thought back on his own past, the more a certain kind of... prickle was felt. It was a certain kind of fuzz, making his thoughts occasionally misfire, the bikini from those bi- friends still not finished with her, a few more strands of black growing out from the brown tangle, the material teasing his clit.

"S-Stop it! You caaan't do this t-to... HELP! HEEELP!"

Celestica rolled her eyes at his pathetic cries, the other beach goers oblivious to anything no matter how loud he screamed. She gave her top a final tug, finishing off her navel's curves as she tied up her massive breasts. It was time to bully a pervert into submission.

"Did you really think the spell would let you call out for help? No one besides me can even conceptualize your presence at the moment. Which means I can do anything I want..."

She stripped, her shorts loose anyways, Aaron flinching as she stepped forwards with her still male feet balanced on the toes. He scrambled up only for her to grab him round the hips, rubbing her still leaking cock against his thighs, an unwanted lustful surge filling him at the sensation.

"W-Wait Caleb we can AHHH~!"

Without warning Celestica had slipped one of her manicured nails into his snatch, Aaron seeing stars as she fingered him roughly, more hairs springing out to the half black, half green mane with every inwards thrust.

"I told you that's not my name! Clearly you need to learn some manners... Amaris."

His brain throbbed at the name, two thin cracks of teal veining his blue eyes, his body helpless against the finger fucking. Celestica ran her fingers over his broad abdomen, tutting with distaste, though she did love the feel of his bikini against her shameful cock, feeling flushed at the thought of how hers would feel once it was cradled inside ornate polyblended patterns. She willed it, smiling as she felt something soft tickle her feet, climbing up with skill, her bottom piece tying itself firmly over her cock, bringing a friend as it whipped Aaron with the empty cups of his bottom half's missing top, stinging as a clasp broke off.

The metal stud dug into his belly button as it thickened, making him yelp as the metal piercing formed a half moon in his navel, the silver gleaming as it twisted. He grunted, thinking impossible through the pain and pleasure, the twisting piercing swirling his fat and muscle together, dragging his sides together, curving them, his anger and annoyance flaring through the pleasure as Aaronis came with a final twist, panting as Celestica stopped her fingering, only to press the cups of the bikini top to his body.

The coiled up mass of his waist bulged out awkwardly, his sides slender but the pot belly ruined the look, an issue Celestica was more than happy to fix as she scooped it up with the bra, Amaron squirming ineffectively as she slowly pushed it up. Each shove upwards made his pussy spasm, half his scalp dangling in black and green silk, a few more cracks in his eyes as the sensation of being sculpted like this was as erotic as it was disturbing. He could feel himself losing things, small pieces of who he was, his past, a small piece of him thrilled to feel his bulging belly made toned and fit, his fingers gripping the dimpled dips above his hips, the nails lightly digging in as they slendered to filed points. More than anything though was this odd annoyance at everything building inside, annoyed by his moans, the glare of the sun, her stupid male nipples that should have perked up by now.

"Huh? N-NO I- AHH AHH F-HUUUUCK~!"

At the thought both of Amaron's nipples suddenly hardened,  blushing to salmon pink as slivers of the cupped mass of shed fat slid behind them. Pressure built in his temples, that annoyance chief among them, throbbing as a straining sort of grinding rattled in his head. Celestica merely smirked.

"Ah is the mental side finally hitting you Amaris? Doesn't it feel amazing? The rattling of the former you's thoughts? That struggle as you snuff it out like a bug underfoot? How it sma-AHH~ OHH! I-IT'S Hahhh~ppenIIING!"

Celestica's speech was interrupted by the straps of her bikini bottoms digging into her hips, gripping her pelvis as they pulled apart. The only resistance was in her attempts to remain elegant even as her innards were being twisted and torn, the almost goth girl humping her partner, her erect dick sliding against Amaronis's bottoms as both of them squealed in their own ecstatic throes of lust and horror.

There was a loud crunch that echoed in his head, entire shards of teal gleaming through his eyes, his ribcage spreading as Celestica's twitching hands shoved the bra up in one rough motion. His spine snapped, another teal shard bleeding into the blue, his bangs erupting out as he furrowed his brow, pleasure making the pressure worsen until the annoyed furrow cracked his forehead slimmer.

"GAAAWD UNNGH JUUUUHSST STAAHHHP~!"

It was leaking out, his thoughts, his self, his name, dribbling down his thighs, drooling from his mouth, tearing out the corners of his angled eyes as his nose half perked from the change. The lacy top cupped the amorphous fat tightly, tweaking his nipples as he just couldn't bare it, his stupid breasts taking forever to just form as he grabbed the cups and squeezed.

"NNGH!"

It was an annoyed, raspy sort of groan, still horny, but with a tired deadpanned flavor to it, his brow furrowing further as his nose crunched slimmer, the pleasure wetting his thighs. Ugh it wasn't like he wanted to grope herself like some perv, she just HAD TO finish these stupid, sensitive things, Amarnis trying not to drool as she squeezed them into shape, the bra helping add cleavage as her nipples slid around the shifting fat, each squeeze working the muscles in her arms as they rounded to plush femininity. It did feel good though, reminding him of her one ex, not the brightest guy, but he sure knew how to- He was suddenly knocked on his ass, his shoulders rattling as they popped into place, getting him out of the annoyed goth persona long enough to realize he was almost finished, seeing Celestica moaning as she had let him go to press down on a leaking, shrinking nub. It was hard to think, hard to do anything that wasn't a complete bother so he might as well just give in already and stop-

"FUCK GET OUT OF MY HEAD!"

Celestica had known it would feel good, but she didn't know it would also hurt, that pain not a negative in the slightest as her sadistic side relished in the tear of muscle, the clamping and snapping of bones. And really what better way to accent how marvelously orgasmic each shift felt than with a bit of pain to spice the changes. She completely forgot about Amaris as her cock twitched, her spreading hips opening up a gap, a gap that tore at her cock, her lips trembling as she held back her screams of rapturous release. She bucked once, knocking something over, not even cognizant of the squeals from her changing friend, her hands feeling up her hips as they bloated, a gush of white spilling onto the hot sand as her ass erupted with enough force for each cheek to clap together as if applauding each improvement to her body. It was such a needy gap that gnawed on her cock, feeling tubes and meat plunge into her shaft as her balls emptied, like the ground of a cursed grave, ready to pull an unwary guest into the underworld.

"Ohh~ YES! TAKE IT! TAKE AAAAALL OF IT! SWALLOW IT WHOLE!"

She didn't want to miss any of the fun, her cock still hard somehow even as a ball slid inwards, the tight grip of her bikini bottoms ushering her extraneous cock to dark depths. Even in the death throes of her masculinity she tried to remain elegant, gritting her teeth as she bunched her index and middle finger together, pressing on the remaining ball before swirling it into her widening slit. White spunk leaked down her legs in waves, a lifetime of masculinity being ejected as it solidified over her swelling thighs, forming a stocking as she gave a trepidatious jab into the slit below her cock.

"AHH AHH YES!"

Her toes dug into the sand as her cock gave its final twitches, smothered in thigh fat, pressed by manicured nails and the grip of her bikini, every inch of her refined and perfect as she felt it rupture and pop, Celestica smiling as she noticed a group heading her way.

Amarnis barely made it twenty steps, groaning as the pressure in his head was fucking annoying, his struggles so boring as that annoyance groaned out in a sultry monotonous note. There was barely any teal left in her eyes and each thought was such a chore like this. It surprised them both when the cold grip of the ocean splashed on their legs, that moment enough of a let up for his temples to shrink, an ear piercing crunch piercing his psyche as they tumbled into the water, thrashing about as the final changes ran through their head.

God his fucking cries were so annoying! Amaris just wanting to not give in even though this fucking hurt. She was tired of having this loud little shit in his head, this fucking creep a virginal loser anyways so she figured she should pop his little stop stop please don't-

"GAAAAH~ AHHH AHH ahh ah... ohh hff hff..."

Amaris's lips plumped in the water, three fingers shoved into her pussy as she felt the final pieces of that loser dribble out her ears. She had to work her brows a bit, her eyes locking into new positions, her chin a little sore as it scrunched, her finished black and green hair dripping ribbons as she rose from the water. The last of his cries faded under a wave of apathy, the goth girl uncaring as long as the annoyance was over, the fluid leaking from her ears silvery as it dripped down her lobes, hardening into twin cross earrings.

"Ugh, why did I get the stubborn one? I haaaate hard work."

She looked around, spotting Celestica talking with their friends, her brain needing a few more moments to recall all their names, though even with mental changes, the new her rarely ever gave enough of a shit to bother keeping them in mind. She trudged towards them, annoyed by her friend's haughty laugh as she recounted the changes to the goth group.

"Oh and it made such a lovely sound when I took over his life, not that he had much of one I can assure you of that. A shame that he gave in so soon, I would have loved to torture him longer but alas, a worthless soul through and through. Thank you Talia for the lovely bikini! A shame you girls couldn't see the carnage due to the localizing filter or else-"

Amaris just groaned, already tired of hearing her talk, just wanting to lie down and sleep. Beaches always had the best dreams and all of them had a sunblock charm on so their skin remained pale no matter how long they were out in the sun.

"Yeah yeah they were limp dicked pussies so we made them match what they were. They know Celestica. Who cares. Let's just stop with the magic and relax oka-"

SMACK

Amaris rubbed her ass, the smirking look of the passing lifeguard as he went to his perch flaring her temper, the other girls glancing daggers at him, a red handprint still stinging on her pale skin. She was angry, that anger bubbling stronger and stronger as she made her way to the group, remembering just why they were all such close friends, even if most of the memories had just been implanted. They were a coven after all, and the more members, the stronger the group.

"You know, on second thought, do we have another bikini girls? I say we let Celestica have some fun..."

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