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Fission By Zn It was crowded at the Convention Center, as throngs of people made their way to the multitude of booth displays that had been set up in the vast interior of the hall. There was a good mix of exhibitors, with small start-up companies setting up booths alongside the corporate heavyweights. At each of the four corners of the hall, large projection screens displayed video promotions of the booth owners' respective products, the music and sound effects pumped out by impressive speaker setups. In the center was a large circular platform around which a thick ring of people were gathered. On the platform, two women were fighting each other. One had nearly completely naked, or perhaps she was wearing a skin- tight suit -- it was hard to tell, as her skin was unnaturally chalk- white, contrasting with her jet black hair. Her breasts and pubic area were covered with ornamental patches of jagged black patterns that seemed painted on. But her most striking feature, even more so than her completely white eyes with no visible irises, were the horrific, twisted claws that extended from each of her fingers to almost half as long as her arm. She moved about in feral, feline motions as she circled her adversary. Her opponent was a long-haired redhead dressed in form-fitting black leather armour, the leggings on her shapely but athletic legs reaching from her toes to her belly; yet it did not cover her exposed midriff, while a leather halter top reined in her ample chest. Her black gloves reached up past her elbows. She held a pair of huge swords, one in each hand, so large that the pommel extended halfway from her wrist to her elbows and had to be clipped on to her forearm. She circled her cat- like enemy warily, but her upright and elegant stance maintained an air of nobility. "Man, they look almost like the real thing!" commented one bystander. "Especially that Rayne character!" "Yeah," I agreed. "How does Terminal Reality get these booth babes?" "Well, whatever they're paying them, they're worth it!" another spectator chimed in. "They bring in all the crowds here at E3!" Judging by the size of the crowd here at the Electronic Entertainment Expo, the actresses, portraying videogame characters, should be worth a fortune. Most of the large videogame producers, and even some of the smaller companies, had hired women to dress up as characters in their videogames, to draw attention to their display and products. They were exactly the right bait for luring in their target audience, as the overwhelming majority of the convention-goers were, like me, young to middle-aged males eager to find out the latest in the videogame industry. Basically, other than these "booth babes", as they were called, the entire convention was a sea of testosterone and not a drop of estrogen. The two characters gave a good show of simulated combat, ending with the bad girl surrendering under the blade of the redhead as the audience applauded appreciatively. The crowd broke up as the two actresses went to take a break. I passed by a few more booths with game characters, aliens with scaly skin and insectoid eyes. One snarled at me, the prosthetics on the actor giving a surprisingly human expression to the alien face. It was amazing how realistic the prosthetics were these days. I wouldn't mind masquerading as some videogame character. Maybe I could even impersonate a hot booth babe character, using the right prosthetic appliances on my face and body to make me look like a sexy woman. The job would include free admission to the Expo (as well as requests for dates, I'm sure). As it was, I had to pay for admission, though it was worth the price to check out what was up-and-coming in videogames, not to mention costumes and prosthetics. I passed by a four-armed monster guarding one booth, and further down was a lady dressed as Cassandra Faust in a very revealing outfit -- no place to hide any prosthetics there, that was definitely her real body. "Oops, sorry!" someone said, bumping into and then leaning hard into me. I lost my balance and sat down hard on the floor. "What the hell!" I snarled. "Why don't you--" I bit off my reply as I saw who it was that had caused my spill. She had long dark hair framing an elegant face with a golden tan, a beauty that could rival any one of the booth babes, or even my fantasy girl, Miss November Playboy Playmate Beverley Taylor. She was dressed in a one-piece beige woolen knit dress that hugged her figure, with her slender legs sporting long high-heeled boots. She was sprawled on the floor right next to me, and in fact she had come to rest partly on top of me. "So sorry!" she cried, disentangling herself as she got to her feet. She brushed herself off, and then held out a hand to help me up. "Sorry, let me..." Her voice trailed off as she looked into my eyes. She had wide, hazel doe eyes that sparkled like stars. As I helplessly admired her face, I dimly realized that she seemed a bit dazed herself. I took her proffered hand, but she made no move to pull me up, the warm skin of her hand slightly tingling to the touch. I got to my feet also. She kept looking at my face with a smitten smile, finally saying, "Hi..." Despite the tan, her face turned a deep red. Now, I have to explain something: this has *never* happened to me before. What I mean is, no woman has ever shown any bit of attraction for me before. It was always me drooling after the beauties, who remained ignorant of my existence. Maybe it was because my social skills were on par with a potted plant. My girlfriends were always the two-dimensional type sandwiched in the centre pages of men's magazines; the last date I had where the female was aware of my presence was at the high school prom, where this other loser, who couldn't find a date either, finally asked me to go with her. (I didn't have the guts to be the first to ask her.) It got to the point where I was insanely jealous of women. Why did they get to be the beautiful ones, picking and choosing among men who swarmed around them? Why couldn't *I* get the same sort of attention as Miss November just from the way I looked? I often thought about somehow disguising myself as an attractive woman and letting my shallow male acquaintances fawn over me. What would they think when they found out that Playmate Beverley Taylor was really me in disguise? Now this beautiful woman seemed to be as taken with me as I was with her. I was secretly pleased that she seemed to find me attractive, but also suddenly felt self-conscious and shy. I realized that I was still holding her hand, and let it go hastily. "Ah, sorry," I said. "Oh, no, no, it was my fault," she said, placing her palm on her own bosom to indicate her fault, and I couldn't help but notice her sizeable boobs. I spent a few moments noticing them. Okay, so it wasn't the most subtle thing in the world to do, but their enviously large profile was quite prominent even under her sweater. She noticed me staring, and not at her face. It was my turn to turn red. "M-my fault," I said. "Oh, no," she giggled, "I was the one who bumped into you. Umm..." she took my hand in both of her hands, a friendly grasp that was perhaps more than merely friendly? "Tell you what, can I make it up to you?" "How?" I said. What a dumb thing to say! A gorgeous woman is apologizing and here I was asking her for a more specific apology. But she didn't seem to mind. With a coy smile, she said, "I'll do anything you want." "Umm..." I could think of a few things that I would want her to do, none of them presentable in public. "I... er..." "How about I buy you a few drinks?" she asked. "Er, sounds good," I agreed. There was a cafeteria downstairs, and I wouldn't mind chatting with this gorgeous chick about whatever videogames she was interested in. "Great." She gave my hand a squeeze. "Why don't you meet me at six o'clock sharp." "Er, six?" I asked. "That's three hours from now." "I know," she answered. "Give me time to get ready." "If you say so," I said. She was probably giving me the brush-off; this was one way for her to disappear and never be seen again. "See you here at six, then?" "Not here," she said. "I'm at the Wilshire Grand Hotel, Room 1404. You'll be there, then?" "I guess so." She released my hand and turned to go. "I'll see you there. Room 1404. Don't be late!" "Wait!" I called after her as she started to disappear through the crowd. "What's your name?" She turned back to me and seemed to think for a moment. "Kylie," she said. "The name's Kylie." Then she disappeared into the crowd. I tried for a few moments to see where she went, but for someone who was so emphatically female in a sea of males, she had vanished surprisingly cleanly. - - The Wilshire Grand Hotel was a few blocks away, a few blocks of fighting congested city traffic. Parking was a problem: valet parking was too costly for me to afford with my meagre salary, but there was no other form of parking at the hotel. After circling the streets looking for legal parking, I finally found a spot that was, ironically, very close to the Expo, and ended up walking the few blocks to the Wilshire. I was half an hour late, sweaty and frustrated from the ordeal. I wouldn't blame Kylie if she had decided not to wait. The hotel was a high-class affair. In the elevator, other well-heeled guests cast furtive glances at my appearance, a sweaty nerd wearing tattered jeans and a T-shirt. I tried to ignore them as I stepped off on the fourteenth floor, but it fazed me enough that it was a moment before I found Room 1404. I knocked on the hotel room door. The wait seemed interminable, even though it was only a few moments before it opened. But the woman standing behind the door wasn't Kylie. She was about my height, and stunningly beautiful, with long blonde hair cascading in extended curls down past her shoulders. I saw right away that she was also quite voluptuous, with very full breasts, a bee- thin waist, and rounded hips. She was wearing a one-piece red dress of some shiny rubbery material that clung to her body, stretching over her shapely curves. "Uh," I stammered, "uh, Kylie said -- I mean, I was looking for Kylie - - er, I'm sorry, I must have the wrong room--" She simply stood there, smiling at me with a somewhat bemused smile. Her face was attractive, with thick lips and elegant eyebrows... with a start, I realized that I had seen this face before; I had seen this woman before. In fact, I had seen her naked. In the fold-out section of Playboy magazine. Miss November. I must have stopped breathing, so it was a good thing that she reached out and took my arm in her hand. "Come in," said the Playboy model with a pretty smile and tugged me into the room. I went in like a docile lamb, and she closed the door behind me. Her hand was still resting on my arm, and I felt her warmth radiate into me. "Now, do we need introductions?" "You're Beverley Taylor!" I blurted out before I could stop myself. She didn't seem to mind, but only said with a smile, "Well, I guess you don't need me to introduce myself. Maybe you can tell me who you are?" "I'm Roger," I said, hardly believing that I was talking to a woman who commanded the hearts -- and libidos -- of men worldwide. "Umm, I met this girl, Kylie, and she told me to come to her hotel room -- I guess I got the wrong room--" She put her other hand on my lips, interrupting me, and her touch was like a soft tingle. "You'll see Kylie in just a moment," said Beverley. "Relax, Roger, there's no need to be nervous. Do attractive women make you nervous?" She gave my arm a friendly, gentle stroking. "Not really, well, yeah, sometimes," I admitted. "And you find me attractive, don't you?" she said, teasingly. "In fact, you think I'm one hot babe, don't you?" She cupped her other hand behind my neck. "Uh, yeah," was all I could say. "Do you know why Kylie sent you here?" she asked. I shook my head mutely, while my eyes drank in the sight of her. "It's because I want you, Roger," said Beverley. "I need you." She stepped back further into the room, gently leading me by the arm after her and now I saw that the hotel room was a suite; we were in the living room part, but she pulled me into the adjoining bedroom. It was a luxurious boudoir, with a king-sized bed next to a large full-height mirror. A few magazines lay scattered on the countertop, one in particular laying open to a full-sized foldout picture of the very woman who was now leading me on. She stopped next to the bed. "Roger, I want you," she said in a sultry, low voice, "to look at me." She stepped back from me, tilting her head to spill her hair over one shoulder as her hands ran down the length of her hourglass torso. "Can you do that for me, please, Roger?" she pleaded in a seductive whisper. "Okay," I agreed, with what must have been a goofy grin. I couldn't help it. "You don't mind if I change, do you, Roger?" she breathed, slowly and deliberately reaching her hands to the back of her neck to unzip the dress of stretchy rubber. The action caused her to thrust out her opulent breasts. "Yeah, no," I mumbled. Without seeming to have unzipped anything, she brought her hands forward again, but now they were holding the corners of the red dress fabric that had become unsealed at the back. The dress became undone as easily as if the shiny rubber material had just been draped over her body. Now she was holding forth the red square of fabric just above shoulder level, and it hung down to just below her knee, obscuring my view of her body behind it. With a teasing smile, she dropped it onto the floor. She was not naked yet. Underneath the skin-tight rubber dress, she had been wearing a white satin corset. The sheer material enveloped her torso from her breasts down to her hips, tapering to a teasing point at her nether region. "Do you like looking at me, Roger?" she asked coyly. "Yes." She strutted to the bed, her hips swaying, and stretched herself out full length horizontally face up, with her feet at the head of the bed, and her head hanging slightly over the foot. Her hair hung past her head, spilling onto the floor. Then, she began to writhe seductively, her hips gyrating. Rubbing against the bed, the satin corset peeled back like a piece of soft snakeskin, and she slithered out, her upper body exiting first, sliding off the end of the bed onto the carpet, followed by her hips, and finally her legs sliding out of the white satin. She didn't seem to need her arms or legs, her entire body moving in a sinewy, supple motion. As she slid out of the corset, more fabric was revealed. Underneath the corset that had seemed to hug her skin so tightly, she had actually been wearing a black leather halter top, with matching tight leather panties that moulded perfectly to her shapely rear. She spread her legs and rolled onto a kneeling position. "Oh, Roger," she moaned, seduction dripping from her voice, "I want you to fantasize about me." Then she stood and slowly, deliberately slid her leather panties down over her swaying hips, the black triangle moving smoothly down her smooth thighs. She bent forward as her hands moved down her straight legs, till she was bent double as the leather undergarment reached the floor. Then, as she straightened up again, her hands reached up to her breasts and, in a single motion, the halter top came off in her hands, too. She was not naked. Beneath the leather halter top, she was wearing a lavender-coloured lacy bra that barely kept her large breasts from spilling out. Her pubis was ornamented by a simple matching thong. "Do I make you horny, Roger?" she asked, as she moved seductively toward me, her hands running over the smooth skin of her body. As she did, the brassiere and thong of lavender lace came undone and fell to the floor. She was completely and gloriously naked, her nipples jutting out from her luscious breasts, her pubes shaven except for a thin strip of neatly trimmed hair. She was standing right in front of me, now, her nipples almost touching me, and she reached for my belt. With a few deft motions, my pants loosened and slid down, leaving me with an engorged bulge underneath my underwear. She reached for my shirt and unbuttoned it one button at a time. She pulled me toward the bed and shoved; I fell, unresisting, onto the bed, and she fell right on top of me. Her warmth and her weight pressed against my bare chest as she pulled my shirt open, her breasts pressing against my skin. They were soft, but as she shifted her weight onto her breasts, I felt their substantial bulk. "Do you like my flesh?" she asked, as she rubbed her breasts up and down my chest. "Yes," I said. "My flesh likes you, too." She gave me a look burning with lust. "Do you want me to fulfil your deepest fantasies, Roger?" she asked. "Yes." She ground her hips against my raging erection, then leaned back to pull off my underpants. I was naked except for an unbuttoned shirt. "Do you want to fuck me, a Playboy Playmate?" she asked, easing herself onto my erect flagpole. As my cock slid into her, I felt her smooth warmth take me in. "Yes." "There's something else you want even more, isn't there?" she asked in a breathy whisper. "What?" She raised herself slightly, my member sliding out of her but aching for more. "This." She grasped the bottom of her chin with one hand and pulled. Beverley's face stretched and distorted. As she pulled forward and upward, the skin of her face came off, followed by the long mass of blonde hair. Her entire head was a one-piece mask. As she pulled it off, the face underneath revealed itself. It was Kylie. Her dark hair fell about her elegant face as it came loose from the mask. "Oh, lover," she moaned, her voice now back to her own, "did you enjoy Beverley Taylor?" My erection was stronger than ever before. Should I tell her that the only thing I fantasized more than humping Beverley Taylor was humping someone perfectly disguised as Beverley Taylor? She lowered herself back onto my stiff cock. "You know I can become Beverley for you any time, you know?" she asked. Her body was so sexy, it was easily an equal to the real Beverley's body. With her wearing Beverley's head, it was a seamless match. She held up the head mask of Beverley, now limp and lifeless in her hand, but the skin still looked amazingly realistic, the makeup and eyeliner still applied. "Looks real, doesn't it?" she asked. "Yes." The short reply belayed my immersion in my fantasy. "Want to wear it?" I thought I had reached the zenith of my bliss, having sex with a duplicate of Beverley Taylor, but now I was completely overwhelmed with arousal at the idea. I was on the verge of cumming. Me with Beverley's head, having sex with Beverley's body... Kylie didn't wait for me to answer, but turned the mask around and slid it over my head. The skin stretched easily, fitting snugly over my face. I felt the mass of Beverley's hair brush against my exposed shoulders. Kylie ran her hands over my face a few times, smoothing out the wrinkles. The skin of the mask perfectly transmitted the sense of touch, and I found that I could feel her hands on my face just as if I had been wearing no mask at all. I turned to look at the large mirror nearby. Reflected in it, Beverley's lovely head was sitting on my nerdy body. My eyes widened at how realistic the mask was, and in the mirror, Beverley's facial expression exactly matched mine. Sitting on top was Kylie, grinding against me as she turned to look at the mirror herself, her hair draping down to one side as she did so, the long feathery strands brushing against my chest. She raised herself and eased my engorged tumescence out of herself. My cock had never been this hard and this big before. "Come, Beverley, take a look at yourself," she said, and motioned me to approach the mirror. I slowly sat up onto the side of the bed, and she never stopped touching me, fondling me, running her smooth skin all over my chest. "It looks so real," I said. It was strange, seeing Beverley's lips move with my voice coming out. Kylie turned to the mirror, pulling me toward it. "Even Beverley's mother wouldn't be able to tell your faces apart," she said, stroking my new female face gently. We both faced the mirror admiringly, speaking to each other's reflections. "I feel you as if it were my own skin," I marvelled. "It's a very special material," said Kylie. "It's actually living tissue, and it bonds with your skin in a way that you can feel everything. It will respond to you, so you can turn pale or blush." "It can tell when I'm blushing?" I asked in wonder. "It can do a lot more than that. It's a living organism, and it can feel what you want, and change the appearance of the skin according to your wishes. For example, try changing your hair colour." "My hair colour!?" Kylie smiled at my surprise. "Just picture it in your mind," she said. "Sometimes it helps your concentration if you do a motion, like this; watch." She took her own hair in both hands and swept it back and over her scalp. As her hands brushed past her hair, it changed to a light golden colour. She smiled and shook her head, the masses of now blonde hair falling into place over her shoulders. "Let's see you do it," she said. I looked at the mirror, and then pitched my head forward as I bowed down, Beverley's golden locks spilling down and forward. Then I flicked my head back in a smooth motion, flinging my hair backward like a television advert for hair conditioner. When I looked at the mirror again, I had straight silken jet-black hair that had lengthened to waist length. "Excellent!" said Kylie. "The flesh has adapted to you very quickly. With practice, there's no limit to what you can reshape it into." "My God, this is so sexy," I said. My erection was getting even bigger. "Good, that's what I want," said Kylie as she leaned into me, turning her breasts to press against my naked male body. "That's what I *need*." Her massive breasts were warm as they rubbed up and down against my skin. She pulled me down onto the floor and moved over me, covering me like a giant towel. Her breasts pushed into me, the weight causing them to balloon out. The warmth was spreading through my skin. "My breasts are so big," pouted Kylie. "Do you like them?" "Yes," said Beverley's mouth, using my voice. "Do you want them?" "Yes." Her breasts began to expand and contract. Then they began to shift, like viscous gelatin, flowing slowly onto my own chest. As I watched, it attached to my own skin and started blending in at the edges, changing colour to match. I felt the warmth radiate into me. Kylie began to pull away, lifting herself off me, and the breasts that were now attached to both of us stretched. Then they began to thin in the middle, pinching off into separate globes as she moved apart from me. Then they separated completely, and Kylie stood up again, her breasts noticeably smaller though still sexy, with me lying on the floor now with breasts. "Breasts!" I cried. "It isn't just skin, it can be breasts, too!" "Of course," said Kylie. "It's a lot easier if it's skin or a skin covering, but with practice and good mental control, the flesh can do anything. Try picturing in your mind the breasts that you want to have." I did, and the ill-defined mammaries on my chest reshaped themselves into Beverley Taylor's boobs, identical to the finest detail reproducible on modern colour lithographic printing. "You're getting the hang of it," smiled Kylie. "I told you my Flesh liked you." She playfully brushed my newly acquired nipples, and I felt them on my own nipple, or rather, not my own nipple, but I felt it as exquisitely as if it were on my nipple even though I could tell it wasn't on my own nipple -- well, I'll be damned, basically it felt as if my new breasts were part of me and I had sensation there! "It feels like the boobs are my own!" I exclaimed. "Yes, there's a sort of mental connection that the organism makes with you," said Kylie. "In the same way that it responds to your thoughts, it can let you respond to its sensations. I think that's what causes the side effect." "Side effect? What side effect?" Kylie hesitated. "Well, after a while I noticed that I began to get..." "Get what?" "Horny," said Kylie. "It's a great feeling, actually, nothing to be concerned about, just something I noticed over time. It's probably from the amplifying loop effect of the Flesh responding to you and you responding to it." "I wouldn't be surprised; I got horny myself just from looking at you." "It's more than what you think. Remember how the Flesh can respond to you when you put it on yourself?" asked Kylie. "Well, when you touch someone else while wearing it, the Flesh can respond to that person's desires, and then transmit his desires to you." "You mean you can become someone's private fantasy girl just by touching him?" I exclaimed. Then, "Hey, wait a minute! You were reading my mind! That's how you knew Beverley Taylor was my fantasy!" "Well, it's nothing close to mind-reading, just a sort of subconscious instinct about what turns someone on," Kylie said, "and even then you can't just brush past someone; you have to touch for a while even just to get a vague reading." "Where did you get this stuff you're wearing?" I asked. "Funny to say," said Kylie, "I just found it one day. It was on the beach, just a glob of stuff, so I took it home and played with it. Over a long time, I figured out what it could do. I actually think it's some sort of primitive alien organism." "Alien organism?" I asked. "So, do you have to take care of it like a pet?" "A bit, but it's easy," said Kylie. "It's able to absorb a lot of our own liquid or viscous foods, if you just spread it on like lotion; I found that honey works well. But guess what seems to be the perfect food for it?" "What?" "Cum," said Kylie. "Sexual body fluids. It seems to really revitalize the Flesh and make it more responsive. I think it must be the protein content in the fluids or something." "So, you get to be horny and the Flesh gets fed. Sounds like a great partnership." I eyed my tumescence down below. "Speaking of great, will this go onto any body part?" "I already took care of that. When you went into me the first time, it wasn't just your manhood that came back out," smiled Kylie. "I gave you a little something extra." "Really!" I exclaimed. I looked at my dick and willed it to become bigger. It did. No wonder it was so big -- some of the stuff was on there and my subconscious mind was automatically commanding my penis to grow! I now had the breasts and the head of a blonde Playboy Playmate with black hair and an enormous studly cock. "What's the biggest it can get?" "The Flesh can expand its size several times over or compress itself somewhat," said Kylie. "See?" And cupping her breasts, she massaged them as they began to grow back to their previous size prior to passing some of the material to me. "But there's a limit to how much it can compress and lately it's grown enough that there was a bit too much for me to handle. I had trouble changing to a thin body, and even when I wasn't so thin, my boobs were huge just because I had to shift the Flesh somewhere." I recalled Kylie's substantial bosom pressing on me. "That's why you've passed some on to me?" I asked. "Yes, I needed to pass it on to someone who shared my own secret fantasies of impersonating sexy women. For the past few months, I've been going to different events in different cities, moving through crowds and touching people, sensing their desires and seeing if they liked disguises and sexy women." "Boy, well, I sure fit the bill." I said. "I haven't told anyone before, but since I was young, I've wanted to dress up as a woman. I don't mean just wearing women's clothes; I mean looking exactly like a woman, even to become like the identical twin to some hot babe, and take over her identity." "I sensed that in you," said Kylie. "When I brushed past you in the crowd, the compatibility vibes were so strong that I just had to feel you some more. So I pretended to bump into you so that I had a chance figure you out -- sorry if I caused any inconvenience. But you were just the person I was looking for, so I lured you here so I could demonstrate the Flesh for you." "I'm glad you did," I said. "You took a lot of trouble just to hunt down someone who could appreciate the Flesh as much as you." "It wasn't all altruistic," said Kylie. "I think the Flesh wanted me to do this, too. From time to time, I'd get the urge to find someone like myself, or the thought would come to me while daydreaming. I think it's how the alien organism communicates its basic wants to me. Also, there's something else: the more turned on you are about the Flesh doing this sort of thing, the more compatible you are with it, and the easier you can master it. That's why I lured you into this elaborate trap to get you all hot and horny. See how easily the Flesh responds to you now that you have embraced this fantasy?" It *was* fantastic. I couldn't believe my luck. I could very well have been the next guy over, single and dateless while drooling over the hot babe in the next apartment, not realizing that that babe had previously been some nerdy guy like me! "Okay, show me how to do this," I said, looking into the mirror. Right now, I was a quiltwork of: hot boobs, huge dick, sexy face, hair to die for; nerd everything else. "Imagine it," said Kylie. "Let the Flesh spread out and cover your entire body." I closed my eyes and concentrated. In my mind, I saw the Flesh seep out from my non-human breasts like an ink stain, reaching up to my shoulders, spreading across my ribs and my belly. It joined with the Flesh on my face, rounding my ribs and crossing to the back from either side where it joined over my spine. It extended down my legs and arms, to my fingertips and toe tips. "Now," said Kylie, "imagine how you're going to look and let the Flesh take it from there." With my eyes still closed, I imagined Beverley Taylor's pretty face with blond hair, her neckline and gorgeous breasts. I felt each part of my body tingle as I envisioned the corresponding part on Beverley. Slender fingers, shapely thighs, rounded hips, pinched waist -- oww! I felt the gut-wrenching squeeze as my own body was compressed to a compatible size. It didn't feel at all comfortable. "It's squeezing too hard," I said, opening my eyes. "It just means you need to get into shape," said Kylie. "It gets better as you go along, so lay off the chocolates." She motioned to the mirror. "Not bad for a first try." In the mirror, Beverley Taylor gave me a wondering smile, her face and form duplicated just as I had imagined it: her breasts, her flawless skin, the firm breasts, yes, even the uncomfortably pinched yet seductively narrow waist, just above the rounded hips and her-- Oh. "What do I do with that?" I asked, pointing into the mirror. Kylie gave a bemused smile. "Not quite a complete woman yet, huh?" she chuckled. "That's okay, just let the Flesh cover up little Winky there, and it'll get tucked away so well, not even a gynaecologist could tell the difference." "Really? It turns me into a woman... everywhere?" I asked. "I have to admit, I went through the same worries as you," said Kylie, "but I soon found out that you just let the Flesh do its job and it will blend it in." "Wait, what are you saying?" I asked, reeling from the words. "You had the same worries? You mean you're a -- you're a--" "I have a wife," said the beautiful woman standing before me. "I get morning erections and I stand up to piss -- at least, when I'm not wearing the Flesh. I told you, Roger, I wanted to pass the Flesh onto someone just like me. Just like me." "Oh. My. God," I spoke, pronouncing each word like a separate paragraph. "Kylie's not your real name, is it?" "No." "What's your real name?" "I'm not going to tell you. Let me keep that private, after all I've given you." I still couldn't believe that the walking, talking wet dream in front of me was not really a member of the opposite sex. "But we had -- you and me -- er, I mean, just now we were-- " "You porked me," nodded the one who looked just like a sexy woman. "Yes, my cunt is courtesy of the Flesh. My dick is still in there, pressed against my skin, but as you can see, even with intimate contact, no one can tell the difference." "But your voice!" I said. "You don't sound like--" "Oh, *that*!" exclaimed Kylie, laughing. "Yes, I had to figure that out the hard way. Just let the Flesh go into your throat." "What?" "Just bite off a piece of it, and imagine it creeping into your throat, just where your vocal cords are," I sucked on my finger, and the Flesh that covered it came into my mouth. It took some doing to command it mentally, and I almost choked, but then it settled on my vocal cords. It felt like a piece of phlegm. "Imagine what you want to sound like, and then say something," said Kylie. "It tickles," I said. The voice that came out of my mouth was that of a young woman! "Oh my God, it works." "Let me take care of this for you," said Kylie, grasping my cock. "Since your Flesh was so recently bonded to me, I can still exert some sort of control." She pushed my penis up against the skin of my -- or Beverley's -- belly, and the skin seemed to give way, parting so that my penis sank into it. She smoothed over the part with her hand, and all that remained was a thin strip of pubic hair. "And now," said Kylie, looking at me in the mirror, "no one will be able to tell that you're not the real Beverley Taylor." I admired myself in the mirror, feeling my body all over, and in the mirror, Beverley did the same, running her slender hands over her torso, her very feminine pubis. "I'm Beverley," I said, and it was a female voice. I experimented with it. "Hi, I'm Beverley," I said, striking a pose. "I want to make love with you." I was making myself horny. Kylie went to the magazines laying on the countertop and brought the top one over; it the November issue, opened to the centrefold. "You're a perfect imitation," said Kylie as she showed me the centerfold. In it, Beverley was laying on her side, a black lace teddy carelessly draped to show certain naughty bits of skin. I went to the bed and lay down on it, posing just like the centrefold. "How do I look?" asked Beverley Taylor's mouth, using Beverley's own voice. "It's an exact match," said Kylie. "Now all I need is to get that black lace from Victoria's Secret," I said, "No you don't," contradicted Kylie. "Watch." She moved to stand in front of me, her hands on her hips. Black began to ooze out of her skin, covering her torso and neckline and expanding, but thinning itself out, slowly reshaping itself to become a thin lace teddy identical to the one in the picture. "You're kidding me. It makes clothes, too?" Good-fitting clothes, too; she filled out the teddy quite nicely. "It takes practice. You'll want to start with something simple, like a leotard or wetsuit, and get more complicated as you get better. Eventually, you can make jewellery, shoes, even eyeglasses." "So *that's* how you had all that stuff on underneath the red rubber dress!" I exclaimed, pointing to the red fabric laying on the floor. "That's right, I just formed each layer just before taking off the one on top," said Kylie, walking over to the red square and putting a foot on it. The fabric became a gelatinous material that gathered itself into a blob centred on Kylie's foot, and then was absorbed into her foot itself. As the bulge travelled up her leg, it thinned out, and her foot regained the previous appearance. "And that's how all the tight clothes came off so conveniently and easily," I said. "You just made them come off!" "Right again," she said, walking over to absorb the satin corset into her foot. "You could get rich just starting a clothing store," I said. "Not quite," said Kylie. "At first it looks and feels just like the real thing, but if you let pieces of Flesh get detached from the main organism, it only lasts a day or so, sometimes less, depending on the size and shape of the object. Then it starts to get this smell, not a bad smell but a weird smell. Then it loses its shape and crumbles away. So it's better to pick up after yourself." She was absorbing the leather halter top and the lavender lace the same way. A thought struck me. "Can I take the Flesh off completely?" "You can, but it doesn't do so well if you don't wear it once in a while. You'll find its response sluggish, and it doesn't hold its shape or colour. Try to wear it at least a few times a week, even if it's just turning it into your underwear and wearing that." "How do you take a bath?" I asked. "I find that the Flesh cleans your skin in its own way, so you don't need to bathe," said Kylie, "but once in a while I take it off to shower anyway, just to have the feeling of clean skin. You just have to take it off like a big body suit. Try it; just imagine a zipper running down your back and let it become reality." I envisioned it, and looked in the mirror. There, down Beverley Taylor's back, was a long zipper track! "Now just take it off." I reached behind and unzipped myself. The skin on my female back split open, and I easily pulled off the Beverley skin in one piece, pulling my legs and arms out. I was my nerdy, naked self again. Beverley's skin flopped to the ground. "Guess I need to lose weight," I sighed with relief as my tummy re- expanded to its usual proportions. "Wearing the Flesh, you'll be motivated to lose weight," said Kylie. "Besides, I was too busy having fun to eat too much, not to mention a significant increase in... 'physical activity'." "I feel like I've found a treasure trove," I said. "Let me put on the Flesh again; I want to try generating some clothing." I slipped into the Beverley skin and became a Playboy Playmate once again. For the next while, I practiced making the Flesh do what I wanted, first making simple black cotton briefs, and then making them into satin, nice and shiny. Then it was a thong. I tried a simple bra, then satin underwire. I tried lace, but it took a lot of concentration and it still wasn't perfect. Sometimes Kylie helped me by touching my Flesh, helping to command it. Pantyhose was easy, but shoes were hard. "You can't walk around in slippers," laughed Kylie at the simple affair I had produced on my feet, and she proceeded to form a pair of open- toed high-heels with thick glass soles, bejewelled buckles and interlacing straps that wound their way up her calves. Amongst all this, Kylie kept being a cockteaser, flaunting her sexuality and her mentally controlled shape. My brain knew that she was actually a man, but my libido couldn't help but think of her as a female. She kept forming these sexy clothes and doing a striptease. "You're making me so horny!" I growled, and it came out in Beverley's sultry tones. "Come here, you!" She was kneeling on the bed wearing a leather corset, and I leapt at her, grabbing at her to force her down onto the bed. I grabbed her, but she leapt back. I felt her skin came loose in my hands. She slipped backwards, bursting out of the back of her shell, as she left me holding the completely floppy skin of Kylie, leather corset and all. I looked at Kylie's face, now dangling limply in my hands, attached to the skin of her full body. Then I looked up at my companion who had been wearing Kylie's skin, now standing on the other side of the bed. It was Beverley Taylor. She was wearing the black lace teddy from the centrefold picture, standing there posing with a come-hither look. "Is this what you want?" she asked, and now her voice was Beverley's voice. She moved slowly toward me as I went toward her, two identical Beverley's gravitating together under the inexorable pull of sexual attraction. She reached a hand toward my pubis as I reached for her luscious breasts. "You want me," she breathed, "and you want to *be* me." We pulled each other down to the bed. Our strokes became more passionate, more urgent; her hands seemed to know just where to touch me. As she slipped a finger inside my cunt, I marvelled that it felt just as if I really had one. The skilful ministrations of her fingers brought an upwelling of sexual desire within me. "I'm going to cum!" I cried helplessly, and then sexual pleasure exploded. - - When I caught my breath again, she had once more become Kylie. "Did you like that?" she asked. "Yes," I said. "Thank you." "Try the high heels again," she suggested. I did forming the image in my mind, and the shoes formed easily on my feet, already strapped on. The Flesh had become much more responsive to my mental commands. I also practiced becoming other women, going by the men's magazines that Kylie had on the countertop. Beverley Taylor had been easy, because I had fantasized about her so much and was familiar with every square inch of her skin. Others were harder. If I went by the pictures, I would have to fill in details for the parts that weren't visible in the photo. I tried becoming someone who I could see completely in my imagination, but then without an actual photo before me, it look a lot of effort to maintain the detail. "Just focus on each detail one by one," advised Kylie, "and once it's formed, the Flesh will hold the shape while you move on to the next detail." The advice helped, and soon I could become the identical twin of any woman pictured, if one part at a time. "It's going to be slower at first," said Kylie. "One trick I've learned is that if you need to change your looks all at once, you can form a second layer of Flesh underneath the outer one, and change that. Then when you're ready, you can pull off the outer layer, and you're already done underneath." I tried it, choosing a picture of Miss May, Berry Brooks. I took my time forming a mental picture of her, but my external appearance did not change. As I watched my Beverley self in the mirror, I reached my hands into a slit that formed between my breasts, and pulled apart. The skin of Beverley Taylor pulled open, the slit extending upward to her face and down to her pubis before forking and splitting open along the length of each leg. The lovely Berry Brooks, already dressed in orange bra and thong, stepped out of the bodysuit, which fell to the floor. "Oooh, you look yummy," said Kylie. "And, speaking of yummy, we need to get dinner." "You're right, look at the time!" I exclaimed. "We better order some pizza or something before it gets too late!" "Ordering delivery?" Kylie chided. "Nonsense, girl! When you can become anyone you want, you dine out in style!" "We're going out?" I asked. "In public? Er, I was hoping to practice some more as we ate." "Who says we won't be practicing?" smiled my chameleon friend. "We'll just be doing it with a bigger audience! Let's go!" And with that, she took my hand, and we walked out of the hotel room -- into whatever adventure awaited us! --- started 2006-02-28 finished 2006-03-13 Author's note: In December of 2004, I posted a story under the name "Symbiont" which established the setting for stories where an all- purpose, universal easy-to-use mask could be used in masking stories. I encouraged others to create stories, which followed from that. In keeping with this intent, "Symbiont" was written so that any continuing story did not really need to mention or have anything to do with the original establishing story. The hope was that, with the explanations for the mask out of the way, writers could concentrate on the actual storyline. There were no follow-up stories posted, which could have been for any number of reasons. Perhaps aspiring writers felt guilty building on material that someone else had written or perhaps it was just not as fun without explaining the masking and disguise technology. Or maybe the muse simply hadn't been around to inspire anyone. In any case, I wrote some stories myself, and this is the third of them. Perhaps it may spur someone on to more creativity, but if all it does is entertain and titillate, that would be enough for me. This story is somewhat unusual in that I usually write from the third person perspective, giving me more flexibility, but this first person thing seems to work well in this case. One advantage of the first person is that I avoid the endless repetition of the pronoun "he" and "she", along with the need for clarifying each time, which "he" or "she" is being referred to; in the past, this has been the cause for some delay as I revised my story drafts. I took some artistic license with E3: although an admission fee is mentioned, entrance is actually free to those who register early enough for this yearly expo. I will leave it to the reader to identify the videogame characters portrayed at the convention, with this hint: the redhead was the first videogame character to pose in Playboy magazine. --- Afterword #2: I've decided to try posting this story on Fictionmania.tv, hoping for exposure to a wider audience and more feedback. It's a bit of an experiment for me, a testing of the waters, if you will. Prior to this, all my stories had only been posted to the masking Yahoo! groups (at "http://groups.yahoo.com/group/maskingwriter/", and the now defunct MaskFiction and MaskFiction2 groups, as well as the dearly departed MaskFiction.com web site). This small online community nurtured my first steps in sharing what had previously been private and closely guarded erotica. The welcoming encouragement of that community, as well as the fiction of others, inspired me to imagine more and write more. I hope that I can in turn give the same inspiration to others. Since the posting of this story is a trial balloon, so to speak, I do not give permission for this text to be posted anywhere else other than on Fictionmania.tv. Later I may decide to relax that restriction, if things work out well. Note: the OpenPGP signature, which makes this text tamper-proof, is specific to this file, and does not have the same signature as the version posted on the Yahoo! group MaskingWriter. I have signed every single one of my stories using GnuPG. If you get any erotica of mine that has no GPG signature, it is an illicit version. I eagerly await any feedback. Zn ([email protected])