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Ben stood on the pier, feeling foolish and a bit creepy.  He’d been  trying to be inconspicuous as he stared at the group of guys working out  on the beach.  Not that they would have cared.  They knew exactly how  good their glistening, buff bodies looked in their little shorts.   That’s what Ben wanted.  He was tired of grinding in the gym to zero  results.  Sure, he was toned, but he wanted gains.  He wanted those  guys, who didn’t seem to have a care in the world.  He wanted to be the  one showing off his muscles.  He wanted guys to be wanting him, not the  other way around.  One of the guys in particular caught his eye.  The  guy was platinum blonde with a perfectly sculpted, proportional body.   That wasn’t what caught his attention, though.  What made him stand out  was his short height and the huge bulge, even from this distance, in his  tiny swimsuit.   
 

“Ouch!”  Ben loosened his grip on the stone in his hand.  He hadn’t  realized he’d been clutching it hard enough to prick his finger.  “Fuck  it,” he sighed to himself and threw the stone into the sea.  He waited  for a moment, unsure of what to expect.  Eventually he just shrugged and  walked down the boardwalk towards the train.  He felt like a fool for  even entertaining the idea.  He’d been on the way back to the office  after another disappointing trip to the gym on his lunch break when the  old homeless guy had stopped him.   
 

“Why so down,” the man had asked.  He was sitting, his thin, hunched  body covered in torn, ill-fitting clothes.  He had on mismatched shoes  and didn’t look like he’d seen a bar of soap in quite a while.  He had a  small, dirty blanket spread out in front of him with a truly random  assortment of objects for sale.  Normally Ben ignored people like this,  but something about the man’s voice grabbed his attention.  “Aahhh,  that’s the look of someone who can’t have something they want.  I’d know  that look a mile away.”   
 

“That obvious, huh?”  Ben stopped to humor the guy and noticed his  cloudy, milk-colored eyes.  He doubted the old man could see much of  anything, let alone his expression, and yet the man was staring directly  at him, even with the noise of a busy sidewalk.   
 

“Don’t tell me,” the man said, his brow furrowing.  “Girl trouble?   No,” he shook his head and seemed to be sniffing the air.  “Something  deeper.  Something about you?  Ah-ha, there it is.”  His dirty, bearded  face cracked into a toothless smile.  Without looking away from Ben he’d  reached onto his blanket and picked up a lumpy brown stone.  “From the  ocean,” he said quietly.  “Hold it in your hand and think about what you  want.  Fill the stone with what it is you desire…you’ll know when it’s  full…then give it back to the sea.”  The man spread his hands and  grinned again.  “That easy.  Throw a rock and get what you want.”   
 

“Sounds a little too easy,” Ben said flatly as he reached for his  wallet.  He didn’t intent to buy anything, but he felt for the guy.   
 

“Just remember, you don’t get something from nothing.  Make sure you really want it.  Everything has its cost.”   
 

Ben laughed.  “I knew there was a catch in there somewhere.”   
 

“No catch…it’s up to you.  You don’t want to, then don’t.”   
 

“Thanks for the advice.”  Ben handed the guy a ten and walked away.   It wasn’t until he was back at his office that he noticed the guy had  stuck the stone in his palm when he took the money.  He had no intention  of following through on it, but as he sat at his desk that afternoon he  thought about it more and more until he found himself on the train to  the boardwalk.  Now, on the train back, he just felt more disappointed.    
 

He let himself into his apartment and kicked his shoes off.  Just to  be sure, he checked himself out in the mirror.  No change.  His fitted  dress-shirt still clung to his thin torso, and his tight slacks showed  the same skinny legs.  “Thanks a lot, mister,” he sighed, loosening his  tie and unbuttoning his shirt.  He went into the bedroom and stripped  down to his grey boxer briefs, hating the sight of his lean build.  He  looked far from bad.  At 6’1”, he was taller than most.  His thick,  styled blonde hair was easy to spot in a crowd as it stood above those  around him, and his sharp, angular features were generally considered  handsome.  But what Ben hated the most was below his neck.  He stared in  disgust at his lean, toned torso.  He was in fantastic shape: each of  his muscles was clearly outlined and stood out from the rest, he just  didn’t have much bulk.  He looked at himself and saw a skinny, shapeless  rectangle.  His defined arms didn’t inflate enough, and it looked like  his thighs were miles apart from each other.  He had no ass to speak of,  and his short, thin cock was anything but impressive.  He worked out  daily.  He ate right.  He’d tried every supplement he could find, but  nothing would work.  At 24, he knew he should still have youth on his  side, but even that failed him.   
 

He knew on some level that he was being ridiculous.  Women hit on  him all the time and he had no problem getting laid.  He’d landed a  great job right out of college and had already been promoted to upper  management.  He had a huge, luxurious apartment and more money than he  could spend.  Ben told himself his life would be perfect if he could  just get this one thing, but it didn’t look like it would be happening  any time soon.  He flopped down on his bed to mope.   
 

“Uuuuhh….” Ben groaned, wincing against the bright light streaming  in through the glass wall that overlooked the city.  He didn’t remember  going to sleep.  The last thing he remembered was coming home from work  and then nothing.  He sat up, his whole body sore.  “What the hell…?”   He usually slept in his underwear but he stared down at his naked lower  body.  Something looked off.  He stood and sleepily stumbled over to the  mirror, blinking in disbelief at what he saw.  His lean, wiry body had  filled out overnight.  The changes were subtle.  His arms were a bit  larger and his shoulders stood slightly farther apart.  The outline of  his lean pecs had started to bulge out from his chest a little and he  had the makings of a small ass attached to widened thighs.  Even his  cock looked like it had grown and thickened slightly.  He flexed and  prodded himself until there was no denying it: he’d put on muscle.   “Holy…shit…” he laughed elatedly, pinching himself to make sure he  wasn’t dreaming.  He turned to grab his phone so he could take a picture  and stumbled again.  At the same time, when he reached for his dresser  his hand hit the side instead of the top.  He told himself it couldn’t  be what he thought it was.   
 

Ben hurried to his front closet and reached for the toolbox on the  top shelf, his straining arm only further confirming his fear.  Filled  with a mix of joy and dread, he leaned against the wall, straining to  his full height.  He made three marks so he could triple check and they  all said the same thing: he was just under six feet tall.  “Okay…okay…so  I lost a little height,” he stammered to himself.  “The average guy is  5’10”…I can spare a little for this,” he said, flexing again.  “It’s not  even enough for anyone to notice.”   
 

Ben was back to feeling elated when he jumped in the shower and  wrapped a hand around his enlarged member.  Just thinking about how it  filled more of his hand nearly made him cum, and his probing fingers  exploring the rest of his inflated muscles sealed the deal.  He’d  forgotten all about his minor loss of height until he went to get  dressed.  His boxer briefs were significantly tighter on his larger  thighs, as were his slacks, but what he couldn’t ignore was how they  drug on the ground behind his heel.  His inseam was a 30/32, but he’d  clearly have to get that fixed.  He’d have to go shopping anyway, as his  fitted shirts were already dangerously tight on what little bulk he’d  acquired.  None of this was enough to ruin his mood as he grabbed his  gym bag and headed out the door.   
 

Not surprisingly, Ben was having a hard time focusing all morning.   He sat at his desk, unable to think about anything other than the  seeming miracle that occurred overnight.  He kept flexing his arms and  pecs against the tight fabric of his shirt until he was afraid the  fabric would give.  He couldn’t believe how much better just that minor  growth had made him feel.  And it was becoming clear he wasn’t done  growing.  As the morning progressed, his clothes felt increasingly  tight.  More alarming was the way he knocked his coffee over and kept  missing his mouse when he reached for things.  If he was getting bigger,  he was also getting shorter.  It was hard to tell by how much given the  way his pants clung to his growing thighs, but he kept telling himself  it was worth it.  Finally,  when it got to the point where he was afraid  his clothes actually would give out on him, he decided to call it a  day.  “Hey, Jenn,” he said into his phone, clearing his throat.  His  voice sounded deeper than it should.  “Can you cancel my appointments  for the day?  I think I’m coming down with something.”  There was no  denying the change to his voice.  It hadn’t been high before, but now  there was a bass to it that hadn’t been there.  He hurried out of the  building and hopped on the nearest train, praying his clothes would hold  out.  In his head he could practically hear the stitches giving out one  by one.  Panicking at what would happen if he hulked out of his pants  on a busy train, he jumped off at the next stop to find a place to  change into his gym gear.  “Oh thank god,” he muttered at the sight of a  gym across the street.  It wasn’t like the expensive fitness center he  belonged to.  This was more like a garage that someone had filled with  weights and meatheads and slapped a sign on.  “Any port in a storm,” he  sighed.  He didn’t have to worry about explaining himself to someone at a  front desk since there wasn’t one, so he hurried back to the locker  room, feeling overdressed and self conscious in his business attire.   The guys around him had on oversized muscle shirts, if any at all, and  gym shorts that were plastered around their huge legs.   
 

He made it to the locker room just in time.  His top button gave in  to his expanding chest just as he made it inside.  Fortunately he was  alone since the room didn’t offer much in the way of privacy.  Unlike  his gym, there were no private shower stalls and sectioned off lockers.   It was one open room, with a wall of shower heads at one end, and a  wall with a few sinks and toilet stalls at the other.  In between was a  wall lined with lockers, divided by a large mirror.  He told himself it  was better than getting naked in an alley.  
 

Ben couldn’t believe what he saw when he looked down.  He had a  legitimate set of pecs now, and even his midsection had thickened so  that his abs were visible between the strained-open buttons.  He drew  his broadened shoulders back and sent most of his buttons flying.  He  still had to struggle with the remains as the sleeves were plastered to  his increasingly prominent biceps.  Ben’s jaw dropped when he looked in  the mirror.  His chest bulged proudly between his now-wide shoulders.   The shapeless rectangle he’d thought of himself as was steadily turning  into an inverted triangle.  His stomach had exploded into a bumpy  six-pack while maintaining his trim waist.  He had to see the rest.  His  pants were like spandex on his legs as he fumbled with the waist that  hung loose from his tight stomach.  The only thing he didn’t like was  the way they pooled at his feet, but he’d worry about that later.  He  had them halfway down his much larger quads and bent to pull them the  rest of the way over his growing calves when he heard a loud rip and  felt a rush of air against his ass.  His straining underwear had finally  given in.  The elastic at the legs and at the back gave out all at  once.  He blushed with embarrassment until he saw the cause.  The ass  that had started growing that morning was in full bloom as a tight,  round bubble.  His medium-sized underwear didn’t have a chance,  especially not when coupled with what happened in front.  Ben just  stared, dumbfounded, at the wide cock and heavy balls.  He’d always been  a grower, if you could call it that, but the thick hose dangling  between his thighs was longer soft than he should have been hard.   
 

After a few minutes of gawking he was finally able to pull himself  away from his reflection.  He blushed again when he pulled his mesh gym  shorts on.  They were stretched tight over his inflating lower half, and  without any underwear his new package was clearly outlined, but it  would have to do.  His shirt, a medium, wasn’t any better as it clung to  him like a second skin.  Ben paused in front of the mirror again,  unable to believe what he was seeing.  Instead of a lean, wiry pole of a  man he was looking more and more like he always wanted.  His blonde  hair, high cheeks and sparkling smile looked even brighter on top of  broad shoulders, a tapering waist, and a perky ass.   
 

He threw his old clothes away and went to leave when a thought hit  him: he needed to work out, and he was already at a gym.  He hesitated,  but threw his bag in an open locker and headed out onto the floor.  Even  with his recent additions, he still felt small compared to the muscle  beasts around him.  True, he was buff compared to his former build, but  next to these guys he was just “fit” at best.  They were friendly  enough, but Ben wondered why they kept staring at him.  He told himself  he was just being self conscious, and that they were all probably  regulars and he was some stranger.  Luckily they warmed up to him  quickly.   
 

“Oh, come on, you can handle more than that.”   
 

Ben turned and saw a bald, sweaty mass of flesh behind him.  The man  was several inches taller than himself and considerably wider.  He  didn’t have a shirt on, which left his bulging, striated torso on  display.  His chest was a shelf that sat on a thick muscle gut, while  his arms were corded muscle that hung at an angle from his bowling ball  shoulders.  The man’s thighs seemed bigger than Ben’s waist and he had  an ass that looked like it was carved from granite.  Ben looked away  quickly when he realized he was staring.  “Yeah?  I guess I didn’t  really pay attention to what I put on there.”  He saw that he’d loaded  the bar for what he used to lift, not what his current build was capable  of.   
 

“Here,” the man effortlessly hefted several more plates onto the bar.  “Try this.  I’ll spot you.”   
 

“Uh, okay,” Ben said, laying on the bench.  The man was even more  imposing from this perspective, which is why Ben told himself his heart  started racing.  He grabbed the bar and lifted, grinning from ear to ear  when he was able to handle the load.  It was still heavy, but he’d  never have been able to lift that with his old arms.  The giant man kept  his hands near the bar the whole time, a cocky grin of his own  spreading across his round, full face.   
 

“There you go!”  The man clapped Ben on the shoulder when he sat back up.  “You could’a done more than that easy.”   
 

“I don’t know about easy,” Ben said, rolling his shoulders against the uncomfortably tight shirt.  “I’m Ben.”   
 

“Turner.”  The man swallowed Ben’s hand before adding more plates  onto the bar.  Ben watched what looked like an impossible amount go on  before he and Turner exchanged places.   
 

“I don’t know if I’ll be much help here,” Ben said hesitantly, his eyes traveling up and down the mountain of a man.   
 

“Just need you to guide me,” Turner said, grinning as Ben stepped  forward so that he was standing inches from the man’s shiny scalp.  He  felt his stomach tingle at the sight of Turner’s arms and chest  exploding as he hefted the weight.  His eyes traveled down the man’s  braced abs to the lump in his tight shorts.  Ben realized his own bulge  was only inches from the man’s head, but he didn’t care about that as  much as he thought he would.  Turner’s deep grunt snapped him back to  reality and he helped guide the bar back into place.  “Get a little  distracted there?”  The look in Turner’s eyes told Ben the big man knew  exactly what he’d been thinking about.  “I’m just fuckin’ with ya,”  Turner laughed as Ben blushed.   
 

They paired up for the rest of the workout, chatting and spotting  each other until Ben no longer felt out of place.  He was so comfortable  that,halfway through, he peeled out of his too-small shirt, leaving him  in shorts that were nearly as tight as his boxer briefs used to be.  He  felt fantastic.  Between the workout, his changing body, and fitting in  with the guys around him, he was like a giddy kid.  He flew through set  after set, surprising himself when he let out a series of loud grunts.   He’d never been overly vocal while lifting before, but now his deepened  voice was groaning and grunting with each heavy rep.  Turner seemed  amused by it, as Ben caught the man constantly staring at him.  When  they finally called it and went back into the locker room, he understood  why.  He’d grown even more in just the couple hours since he’d arrived.   His shorts were officially skintight and bunched at his thighs, with a  huge bulge in the front and a seam that disappeared between the two  large, separated cheeks in the back.  The rest of him had continued to  inflate.  He had a set of large, perfectly proportioned pecs, evenly  defined biceps and triceps, and a bat-wing back that tapered to an  impossibly trim waist framed by jagged obliques on each side.  The  changes were starting to show in his face now.  His high cheekbones  looked less skeletal now that his jaw had started to square and his nose  had softened above fuller lips.  He was handsome before, but now he was  becoming something else altogether.  He clearly looked different, but  Turner didn’t seem to notice.   
 

“Lookin’ good bud,” the big man said, watching Ben flex in the  mirror.  He joined him for a few poses before stripping down entirely.   Ben’s eyes immediately dropped to the man’s squat, thick cock.  “Come  on,” Turner said, nodding towards the showers.  “Gotta rinse off after a  workout like that.”   
 

Ben shook his head and grinned awkwardly.  Somehow the knowledge  that Turner had caught him openly checking him out wasn’t mortifying  like he thought it would be.  He pulled his tight shorts down thighs  that were nearly touching and gasped at the huge cock that flopped free.   It was a beast.  It looked like there was a banana and two large eggs  hanging there.  When he turned he caught Turner give him the same look.    
 

“Daaaamn,” the big man whistled.  “You short guys are hung,” he laughed, cranking on a shower.   
 

Ben practically waddled over, unaccustomed to how his new endowment  felt.  It wasn’t until he stood under the warm stream that Turner’s  words sunk in.  “Short?”   
 

Turner looked confused.  “Yeah, I mean, no offense, but it’s a tradeoff, right?”   
 

Ben’s stomach dropped a little.  “How tall are you?”   
 

“Me?”  Turner seemed confused by the question.  “5’11”, give or take.”   
 

Ben’s mind started racing.  Given how much taller Turner was, that  meant he couldn’t be more than 5’8”, if he was lucky.  “Oh…” was all he  said.   
 

“Hey man, you okay?”  Turner reached out and grabbed one of Ben’s shoulders when the other man looked shaky.   
 

Turner’s hand on his arm was electric.  “Yeah, yeah, sorry,” he  said, not pulling away.  “Just got a little dizzy.”  His head was  swimming.  He was trying to reconcile his loss of height while his body  was responding to Turner like he was the most beautiful thing he’d ever  seen.   
 

“It happens after a good workout,” Turner let his hand drift down  Ben’s arm instead of pulling it away directly.  They turned their  showers off and Turner started toweling dry, pausing when Ben just stood  there watching.  “You good?”   
 

“I, uh, didn’t remember to bring a towel,” Ben said, watching  Turner’s beefy body bend and flex, the towel looking small against him.
 

“Here,” Turner tossed him his towel when he was done.   
 

Ben should have been grossed out at using some stranger’s towel.  He  also should have been uncomfortable at standing totally naked in a  strange place.  Even at his gym he didn’t spend more time naked than he  had too, but now he was totally content.  And as he watched Turner pull  on a pair of bright blue briefs, it was everything he could do to keep  his twitching monster under control.  “Thanks,” he said, handing Turner  back the towel and quickly pulling on his too-small shorts.  He followed  this up with his old tshirt that now only came to above his belly  button after being stretched near to bursting across his built upper  body.  He looked at himself in the mirror, his huge new cock snaking  visibly off to the side with what looked like a cut-off tshirt showing  off his new muscles to cover his torso.  Coupled with his changing  features he looked very, very gay.   
 

“You want a ride?  You seem kinda out of it.”  Turner’s voice pulled him away from his reflection.   
 

“Uh, yeah, actually.  That’d be great.”  Ben let Turner put his hand  on the exposed small of his back and lead him out of the gym.  His loss  of height was even more apparent when they walked down the sidewalk and  he had to walk faster to keep up with the taller man.   
 

“Here we are,” Turner said, patting the hood of an old school muscle  car a few blocks down the street.  Seeing the burly stud next to the  manly car sent another surge to Ben’s increasingly impatient cock.   
 

“It’s nice,” he said as he climbed inside, the car seeming cavernous around him.   
 

“She’s my baby,” Turner said proudly, pulling away from the meter.  He put a beefy arm up on the back of the bench seat, his fingers nearly  touching Ben’s head.   
 

Ben’s chest rose and fell quickly.  He couldn’t remember the last  time he’d been this turned on.  Turner oozed masculinity.  His rugged  features, his massive body, his manly car.  Ben couldn’t stand it.  He  inched over until Turner’s strong fingers were stroking his hair, then  resting on his shoulder, then around his waist as he slid against him.   Ben’s own shaking hands were pawing at Turner’s tight jeans until he saw  the shock of blue from the briefs underneath.  Turner was stoic as Ben  fumbled inside his pants, fishing out the wide, hardening cock.   
 

Ben was only dimly aware of what he was doing when his mouth dropped  and he swallowed as much of the warm, musky organ as he could.  He  heard Turner let out a soft moan and felt the man’s wide hand slide down  his back.  While he bobbed his head up and down, Turner’s fingers  wormed their way into the valley formed by his growing cheeks.  Ben  couldn’t get enough.  The sensations from both ends were overpowering.   He felt each of his new muscles tense and flex as jolts of pleasure shot  through him.  He didn’t even care that he was fooling around with a guy  for the first time.  It all just felt natural.  He was so into it he  didn’t notice the car had stopped until Turner lifted his head from his  lap.  He’d driven down a deserted, seedy looking alley.  “Don’t worry,”  he said, shifting to face Ben, “this is a good spot for this.  No one  comes back here.  Even though it was the middle of the day, the tall  buildings cast the alley in deep shadows.   
 

Turner didn’t say anything else, he leaned in and kissed Ben  roughly.  His hands were all over the blonde man’s ripped abs and perky  nipples.  Ben squirmed on the seat, eagerly returning the kiss.  He let  out a quick gasp when Turner abruptly tugged his shorts down, freeing  his thick, 8-inch beast.  They both stared at it in shock until Turner  took his turn, swallowing as much of it as he could and working the rest  with his hand.   
 

“OOOHHHhhhhhh….” Ben’s deep groan practically rattled the windows.   He panted and leaned against the door, watching Turner’s bald head bob  up and down on an impossibly large cock that was somehow his, between  sturdy, meaty thighs that were also somehow his.  He was near the  breaking point when Turner gave his dripping cock a final flick of the  tongue.   
 

“So why do I get the impression this isn’t all you want,” he said seductively.  “That ass seemed pretty eager earlier.”   
 

Ben was out of the car before he knew what he was doing.  He was  naked, save for his tiny shirt, when he bent over the trunk and wiggled  his perfectly round ass.   
 

“You are somethin’ else,” Turner laughed, sliding up behind.  He didn’t wait to push himself inside.   
 

“Oh..oh…oohh….fuuuuck…” Ben grunted as he squirmed in time with Turner’s thrusting.   
 

“Jesus you’re tight,” Turner panted, steadily pumping in and out  while Ben wiggled his hips.  “Hold…hold on…” Turner pulled out and spun  Ben around before lifting him up onto the trunk in one smooth motion.   He leaned in and kissed him, biting his lip.  “I wanna see that pretty  face,” he said, pushing Ben down on his back and hefting his legs.  He  slid the shrunken man down onto his cock again and picked up where he  left off.   
 

“Fu…fuck me…fuuuuck…holy…holy shit…” Ben panted, his huge new cock  slapping against his stomach while the shocks on the car squeaked loudly  under the weight.  A part of him knew that he was naked on his back on  the trunk of a car getting fucked by a stranger in a dark alley, but  like before, that only turned him on even more.  He gazed up at the huge  mass of muscle and the look of ecstasy on Turner’s face filled him with  joy.  Knowing that his buff new body was responsible was all that  mattered.  He didn’t even care about getting shorter if he could do this  to someone.  If anything, the size difference only made it hotter.   “Shit…I’m gonna…gggggguuuuuuuu….” Ben arched his back as his new cock  exploded like a geyser.  The sight must have been enough for Turner, who  quickly followed suit inside the other man.   
 

“Well that was somethin’” Turner said when they pulled out of they  alley.  They’d mostly been catching their breath since finishing on the  trunk.  “So where’m I taking you?”   
 

“It’s…” Ben froze when the address wouldn’t come.   
 

“It’s….?”  Turner cocked an eyebrow at the bewildered expression  Ben’s face.  He reached down and rooted through the other man’s gym bag,  pulling out a wallet.  “That look right,” he asked, holding up Ben’s  ID.   
 

Ben wasn’t sure that it did, but he nodded.  “Yep!  Sorry, I don’t know what that was.”   
 

Turner reached over and tousled his bright blonde hair.   “S’okay…can’t be pretty AND smart.”  For some reason the condescending  comment didn’t offend Ben in the least.  He felt like they were heading  for the wrong side of town as Turner drove, but when the bigger man  finally pulled up outside an old apartment building he hopped out.   “Thanks for the ride,” he said, leaning in the open window.   
 

“No, thank you,” Turner said, leaning over and giving him a kiss.  “See you around the gym?”   
 

“You know it,” Ben said, giving Turner a long look at his solid bubble before the man pulled away.   
 

Ben stared at the apartment building before going inside.  He had no  idea why his ID said he lived there.  It was familiar, but the small,  rundown building clearly wasn’t his opulent apartment.  He climbed the  grimy stairs to the third floor and stepped out into an old, worn  hallway.  Reaching into his bag, somehow he had the key to one of the  apartments.  He opened it up and heard a familiar voice.   
 

“Hey man.”   
 

Ben dropped his bag and rounded a corner to see his friend Russ  standing in the kitchen.  He’d known Russ since high school, but they’d  drifted apart in college.  While Ben had pursued a degree, Russ was  content to work in a warehouse.  They still got together for drinks  every now and then, but Ben had never been to Russ’s apartment.  And he  certainly didn’t live there.  “Uh, hey,” Ben said, confused.  As strange  as all this was, a part of it felt oddly right.  The longer he looked  at Russ, the less weird this felt.  His friend was tall and lean like he  used to be, but with a mop of shaggy brown hair and more wiry muscles  from lifting heavy things all day.   
 

“How was the…did you wear my shorts out?”     
 

Ben suddenly realized that’s why they didn’t fit.  They weren’t his.  “Uh…yeah?” He grinned bashfully.   
 

“Oh my god, look at you,” Russ laughed, his eyes fixed on the skin  tight shorts and the clearly outlined cock underneath.  “You’re  ridiculous.”  The sound of his friend’s laughter filled Ben with an  unaccustomed warmth.   
 

“You want ‘em back?”   
 

“Yeah, just put ‘em in the…hey!” Russ was cut off when the shorts hit him square in the face.
 

“You said you wanted ‘em back,” Ben was grinning from ear to ear.   In just the few minutes since he walked in to the small apartment it  felt like a weight he didn’t know he’d been carrying had been lifted.   Nothing about standing pants-less in front of Russ felt weird in the  least.   
 

“I didn’t mean right now!  Oh, grooosss, they’re all sweaty,” Russ whined, tossing the shorts back to Ben.   
 

“You never complained about sweaty before,” Ben said, unsure of what  he meant or where that came from.  He walked over and wrapped his thick  arms around Russ’s thin waist, his hands fiddling with the top of his  friend’s pants.   
 

“You are in some kind’a mood this evening,” Russ said, turning  around to kiss Ben on the top of his head.  “But if you want to eat,  I’ve gotta finish this.”  He gave Ben’s meaty cheeks a swat and sent him  out of the room.   
 

Ben went down the hall to the apartment’s only bedroom and went to a  dresser that he knew would have his clothes in it.  His head was  starting to hurt.  He knew he lived here with Russ, but at the same time  he knew he didn’t live there.  But if he didn’t live there, he didn’t  know why it all felt so natural.  He peeled out of the confining tshirt  and checked himself out in the mirror.  He didn’t look like he’d gotten  much bigger, or shorter, since leaving the gym, but he was already  bordering on bodybuilder size.  He looked like he could pass as an  underwear model.  There wasn’t an ounce of fat on his muscular body.   His shoulders and back were broad enough that his huge, round arms hung  at an angle, making his tapering, shredded stomach all the more  apparent.  He almost had an hourglass figure as his lower half exploded  outwards again at his massive ass and meaty thighs.  This was no  power-lifter bulk, either.  Each of his muscle groups stood out,  separate and striated.  And then there was the monster at his crotch.   The low-hanging log looked obscenely large on his shorter body, and he  doubted if there was anyone who could take him without splitting open.   At the same time, he realized he didn’t really care about that.  The  tingle in his ass from his romp with Turner told him he was more  interested in being on the receiving end nowadays.   
 

He opened the drawer he knew was his and pulled out a pair of bright  purple bikini briefs.  Ben had never worn anything like them in his  life, yet he knew exactly how they’d feel.  The front pouch could barely  contain his new equipment while the back left more of his ass exposed  than covered.  Instead of feeling ridiculous, he felt sexy and content.   He went back to the kitchen where Russ had set out the food on their  tiny, two-seat table and felt his stomach growl.  He’d always had to  force himself to eat, but now he was realizing his buff build required a  lot of fuel.  He listened to Russ talk about his day while he shoveled  plate after plate in his mouth.  He just grinned at Russ between  mouthfuls, grateful for the other man’s cooking skills.  Ben knew he  wasn’t much of a cook.  Or was he?  He felt like he should be, but at  the same time he knew he wasn’t so great at following too many  directions.   
 

“So how was your day,” Russ asked when Ben had finally slowed down on shoving food in his mouth.   
 

“Good!  Had a great workout…Turner gave me a ride home.”
 

Russ raised an eyebrow at the mention of Turner’s name.  “He didn’t  want to stick around this time?  I still get hard thinking about last  week.”   
 

Ben didn’t know how to respond.  “Uh, no, he had to go,” he said,  wanting to change the subject.  “I think I need new work clothes,  though.”   
 

Russ looked at him, surprised.  “Did you get a job?”   
 

Ben was confused again.  “Huh?  No, I…” he froze.  Why did he think  he had a job?  Russ brought the money in.  He did some modeling and some  dancing every now and then, but he didn’t have a steady job.  He wasn’t  smart enough for that.  He blushed and grinned.  He’d been feeling  foggy-headed and drunk all afternoon, and that sensation seemed to  settle in.   
 

“You just want to go buy yourself more cute underwear,” Russ chided.  “I know that game.”   
 

Instead of arguing that he was employed in a high-paying managerial  position, Ben reached for Russ’s leg under the table.  “We could get you  some more cute underwear,” he purred.   
 

“We’ll see,” Russ said, giving Ben a peck on the cheek.  “There might be something leftover this month.”   
 

Ben didn’t understand.  He had more money than he knew what to do  with.  He didn’t have to worry about scraping by.  Did he?  He had no  idea.  Russ took care of the money so he didn’t have to worry about  that.  He got up and cleared away the dishes, knowing this was his job.   Instead of loading them in a fancy dishwasher like he usually did, he  filled the sink and he and Russ stood there washing and drying  everything by hand.  Normally he hated doing dishes, but he was  perfectly happy.  Russ had to put them away since he couldn’t reach the  top cupboards anymore, but instead of being bothered by this he knew it  was just another way Russ took care of him.  His tall friend  put on  some music while they washed and he found himself dancing along,  something else he never used to do.  Ben had never been much of a  dancer, or someone with rhythm, but now he was swaying and bouncing in  perfect time.  He was also never one for dance music, but now he  couldn’t get enough of it.  
 

When the kitchen was cleaned he pushed Russ into the small living  room, the only other room in the apartment besides the tiny bathroom,  and onto the old couch.  Normally after dinner Ben would just crash and  watch TV, but he knew they didn’t have one.  They couldn’t afford cable.   Instead, he was the entertainment.   
 

“Dinner AND a show,” Russ said, settling back on the couch with a  hungry look in his eyes.  Ben just kept gyrating and flexing, moving his  new body in ways he never imagined.  He twerked his huge new ass and  bounced the stuffed pouch of his underwear against Russ’s face.  Ben  should have felt mortified at the thought of dancing around like some  stripper, but all he felt was turned on and sexy.  He couldn’t get  enough of Russ’s hungry eyes, and it felt good to be moving his buff  little body like this.  He didn’t like sitting still.  He couldn’t  imagine sitting at a desk all day, even if he had the attention span for  it.  He leaned in an pulled Russ’s shirt off, exposing the other man’s  wiry torso.  Russ was hairier than the mostly-smooth Ben, having a  dusting of wiry hairs across his lean pecs and down his flat stomach.   Ben loved how it felt when he ran his hands through it before sliding  them down and opening Ben’s shorts.  He fished his friend’s long, thin  cock out and wrapped his lips around it.  Russ moaned and shifted on the  couch while Ben’s tongue went to work.  When Russ was good and hard Ben  pulled his mouth away and went back to his dance, leaving the other  man’s pulsing cock out.  “Oh, you tease,” Russ sighed, leaning forward  to pull down Ben’s tented bikini’s while he flexed his giant arms behind  his head and wiggled his hips.  Like Turner, Russ couldn’t get more  than the tip in his mouth, but he didn’t try for long.  After a few  quick slurps he spun Ben around and spread his cheeks.   
 

“OOoohhh…” Ben cooed when Russ buried his face between his ample  cheeks.  His body was a live wire while the other man’s tongue worked  against his hole.  His rocky calves flexed as he went up on tiptoe time  and again, his untouched cock throbbing and dripping.  It was more  intense than any head he’d ever received.  When Russ finally pulled his  head away Ben knew exactly what to do.  He jumped up on the couch so  that he was straddling Russ, who’d shed his pants.  He grabbed the back  of the couch for support and lowered himself onto his friend’s thin,  solid pole.  His piston-like thighs were strong enough so that he could  bounce his short new body up and down on Russ’s cock easily.  His own  huge monster flopped against the other man’s stomach and chest while  Russ’s fingers had a death grip on his ass.  It actually got seemed to  get easier as he went, and when he reached down to grab his cock he  understood why.  He couldn’t wrap his short, stubby fingers around it  anymore, and he could tell that he’d gotten shorter.  His skin also  looked different, having taken on a deep, golden tan.  The thought that  he was shrinking while impaling himself on another man pushed him over  the edge.  He doused Russ, who just smiled under the onslaught.  Ben  kept pumping until he felt Russ spray inside him.  They collapsed in a  heap onto the couch to catch their breath.   
 

“You…really want that…underwear…” Russ grinned and panted.  Ben  couldn’t remember the last time he’d felt so content and safe as he did  laying in Russ’s thin arms.  He would have stayed there all night, but  Russ pulled them off the couch to get cleaned up.  The instant he stood,  Ben could tell that he’d definitely gotten shorter.  When they reached  the bathroom, he saw that hadn’t been the only change.  His skin was a  deep, dark tan, save for the tan-line shape of very skimpy swimwear.   His muscles had gone through what felt like a final growth spurt. He  didn’t know how he knew it was the last, he just did.  The area around  his broad shoulders and neck was covered in lumpy muscle that corded its  way down between his shoulder blades, creating a deep valley down the  middle of his back.  His thighs now pressed together and his arms  wouldn’t easily fit into any sleeves from here on out.  His face had  also undergone another transformation.  His nose was officially a tiny  button and his lips were soft and full above a strong, lantern jaw.  He  was beautiful.  There wasn’t a single wrinkle that he could see, and his  hair had lightened to a bright, platinum blonde.  He knew he couldn’t  be much more than five feet at this point.  He didn’t care.  He didn’t  care about much of anything other than Russ’s lean body against his.   
 

“Night’s still young…wanna go down to the beach,” Russ asked as they toweled off.   
 

“Beeeaaaach!” Ben said excitedly, his deepened voice ringing through  the apartment.  Like the beast at his waist, his deep voice seemed out  of place on such a short body.  He was like a kid going to the toy store  as he hurried to get ready.  As his tan line suggested, he pulled on a  bright pink swimsuit that wasn’t much more than a thong.  He covered it  up, grudgingly, with a pair of shorts smaller than the underwear he used  to wear and a spaghetti strap muscle tank.   
 

Ben was a buff little ball of eager energy on the way.  Russ had to  hold his hand to keep him from running to the train and Ben could hardly  sit still the entire way there.  He’d barely set foot onto the sand  when he was stripping down again until only the small pink swimsuit  remained.  He actually did run over to the exercise equipment, leaping  up onto the pull up bar and effortlessly knocking out a lengthy set.   People on the boardwalk and the guys around him stopped to watch the  scantily clad little muscle man, and Ben loved it.  He loved being  looked at.  He loved showing his body off.  He dropped to the ground and  started to head towards the parallel bars to do some shoulder dips when  he froze.  Something about the pier in the background had caught his  eye.  Ben looked up and saw a tall, skinny man staring at him.  He had a  flash of memory.  He remembered everything with no confusion.  His  tall, skinny body.  His fancy apartment.  His high paying job.  He  looked down at himself in horror.  He couldn’t even see his stubby  little feet over his ballooning pecs.  He was almost naked in public.   He could actually feel the sea air on his nearly-exposed, obscenely huge  package.  Had it just been yesterday that he stood up there, looking  down at the short little blonde?  He remembered his wish, and the old  man saying there’d be a price.   
 

“You okay babe?”   
 

Russ’s voice brought the new memories clashing against the old.  He  knew he had one last choice.  He thought about what he’d be giving up.   His wealth.  His old body.  His brains.  But then he thought about how  he felt in Russ’s, no, in THEIR, apartment.  He looked at his stout  little body again and remembered the way Russ’s laughter made him feel.   There was no choice at all.  He'd rather be short and dumb than rich  and lonely.  If it meant he could keep that feeling, he’d pay the price  willingly.   
 

As soon as he had the thought he felt something pop in his head.   The memories that had been so clear started to fade until they took on a  dream-like quality.  Rich?  Tall?  he could never be those things.  He  wasn’t smart or interested enough to go after wealth like that.  No, he  and Russ were happy with each other, and the occasional third party,  just scraping by.   
 

“I’m fine,” he waved to Russ, rolling his head on his thick neck to  loosen his huge shoulders.  He hopped up on the bars, his short legs  dangling well above the ground, and started his set.

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