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I was really disgusted with what I was looking at.

The nude girl was perhaps fourteen. She had almost no figure -- just the slightest hint of a waist and a tiny flaring of the hips. She was perhaps four and a helf to five feet tall, and her light brown hair hung straight to just below her shoulders, with no trace of a wave or curl. Her thin lips were, of course, totally devoid of lipstick; in fact, she wore no makeup at all. If she had had something to smile about, heavy braces on her teeth would have been visible.

She turned slowly around, and I could see that she had no real development in the rear, either; her cheeks were small and tight, with only the barest hint of the possible approach of womanly curves.

She stopped, again facing forward, and I looked at her sexual attributes.

What sexual attributes?

Her chest was almost devoid of anything that could be termed "breasts" -- small pink nipples surrounded by slightly darker circles of barely-raised areola that were just barely lifted away from her narrow chest by the almost-imperceptible swellings of what might, someday, be breasts.

Lower down, her development was equally obviously Not Occuring -- her small mound stood almost entirely bare of any signs of hair, and the slit was barely visible between the tightly-furled outer lips.

I was simply disgusted.

The basic reason that I was so disgusted was that I knew she wasn't the slow-developing fourteen or so she looked -- she was a full eighteen years old, today.

And I ought to know -- she was me.

It didn't make sense -- my mother and my cousins and my sister all had figures and tits and asses and nicely-furred pussies. And here I was, stuck at an apparent fourteen or younger. Even my younger sister -- just sixteen -- had a 36B-24-36 figure and three boyfriends all just waiting for her to decide which one of them was going to pop her cherry. (Not that it mattered; I happened to know she gave that up to her math teacher for a passing grade, six months ago.)

But it was my eighteenth birthday and I still had no figure at all and Larry and the Honkers were in town tonight and I was in lust with Larry Donovan, the leader of the band... (Not having outward signs of puberty hadn't stopped some of the hormonal and internal changes; I could and did masturbate myself to sleep dreaming of that big cock Larry's tight pants outlined.) And I couldn't go because it was an 18-up show and I didn't have a new ID yet and nobody was going to believe I was over eighteen without it.

Turning away from the full-length mirror, I picked up my plain cotton panties, terry-cloth shorts and little-girl top with the PowerPuff Girls on it, and got dressed, reflecting on the basic unfairness of the world.

Just as I finished pulling on the top (there were two pitiful little bulgey places in the cloth to indicate where tits ought have been), there was a flash of light from behind me in the corner of the room, a whiff of sulfur, and a fit of coughing.

Spinning around, I saw the most outrageous person I had ever cast eyes on.

Six feet plus tall, muscular and hairy-chested, -legged and -armed, with a full brown beard and a receding hairline, he was wearing a lovely blue and white lacy ballgown and combat boots. In his hand he held an incredibly tacky-looking wand with lots of trailing sparkly stuff and glitter and sequins and what looked like a huge sparkling glitter-coated (slightly-uneven) cardboard star on the end.

"All right," I said,"who the heck are you?"

"Well, dearie," he began, languidly waving the limpest wrist I'd seen since my older cousin took me to a Ray Davies concert, and then suddenly broke into another coughing fit "(Bloody special effects crew -- still too much sulfur in it, no matter how often I complain... ) Well," he continued, when he had his voice back, "I seem to be your Fairy Godfather."

"Cheeze," I groaned. "Literal bugger, aren't you?"

"Oh, yes," he simpered, "quite literally...". I'm sure you have never seen a six foot, lisping transvestite with muscles like a lumberjack and an incredibly limp wrist simper (and in a bass voice, what's more). Be glad. Be very glad.

"Anyway," he continued, toning down the nellie act just a bit, "I'm here to grant your wish, my dear."

"What wish would that be?" I asked.

"Why, to finally get your full sexual development and to go to the Honkers concert and sneak backstage and meet Larry Donovan and to fuck him until he's semi-conscious and you're walking bowlegged..."

"Eeep. How did you know about those fantasies?"

"Fairy Godparent Central knows all, my dear. It's just that our budget is so low and our caseload so heavy we usually have to miss out all but the most needful.

"And you, my dear, qualify as 'needful' -- you have been broadcasting nothing but Pure Need for weeks; it's even beginning to distract the Boss from keeping the stars in their courses.

"So you get the Special Exception."

He looked me over, shook his head, and said "Well, not much to work with, actually, but one does one's poor best." He sighed dramatically and raised his tacky wand.

And suddenly my clothes vanished.

"Hey!" I gasped, instinctively trying to cover up with my hands. Not, of course, that there was much to cover.

Rolling his eyes dramatically, FG sighed loudly. "Look, sweetie," he lisped. "The reason there's a Fairy Godfather on this job is so I won't get all interested in whatever you have or whatever I turn you into. I mean, if you were a nude Marilyn MON-roe, I mght bow down and worship you, but even then I wouldn't want to boink you. I boff boys, kiddo."

He wiggled a finger. "Drop the hands, sweetie."

Reluctantly, I did.

"Let's see," he murmured. "Five nine?" He waved the tacky wand energetically. As you might have expected, it left showers of twinkly glowing fairy dust behind it in the air, which all suddenly headed up in ranks and descended over me.

I can't describe the feeling, except that it was thoroughly weird, as I felt my entire body stretching vertically, especially in the legs. When I turned to the mirror, just as it stopped, I saw myself like in one of those amusement-park mirrors -- just like myself, but very tall and narrow. Actually, I looked like an anorexia victim. With long long legs.

"That's good. Ummm... 36?" More waving. This time, since I was facing the mirror when it began, I got to see the change. The gaudy shimmering dust settled around my hips, and, as I watched, they flared outward. At the same time, I could feel changes happening in my butt, too.

"Legs." Another wave, more dust, and suddenly I had the sort of legs models would kill for.

"Waist... 24." And it was so. The squeezing in that this involved was an even weirder feeling than the stretching of the other parts.

"Aannnddd -- 38C!"

My whole stance shifted as I had to hold my shoulders back to counterbalance the lovely tits that suddenly sprouted from my hitherto flat chest. Even without a bra, they stood up and out proud and perfect. I couldn't resist feeling of them. Wow! I had thought my teeny little original-equipment nipples were sensitive! The blast of sensation I got when I lightly tweaked these nubbins was incredible.

"O-o-okay -- need to tone that down just a bit..." FG muttered to himself, and gradually the sensation sank back to merely Very Pleasant. Still caused hot tingles lower down, though.

Lower down? I spun to the mirror again, fascinated by the way my new breasts swung and pulled with the motion. The first thing I realized was that, instead of my usual pasty white, I had a deep, golden tan... with no tanlines, top or bottom.

And then I saw...

Hair! I no longer had a furless pussy! Not only that, it actually looked like something that belonged between the legs of an adult female! I couldn't resist -- I reached down and felt of myself. The warm feeling definitely increased; I could feel myself begnning to open and I could feel my own warm moisture... I couldn't resist; I slipped a finger between the lips and began to stroke my hot wetness. It felt wonderful. I let the finger move along the slippery lips until I came to the nub at the top. I tased her a bit, feeling her slip out from her hood like a kitten extending her neck to be petted more. A couple more strokes had me barely able to stand; I could feel warm moisture on my thighs. Incredible.

"Ex-CUSE me!" FG barked. "If all you wanna do is the she-bop, then we can stop right here. But I thought you wanted to go to a concert and get fucked dizzy."

"Welll, yeah," I said. But, uh -- " I ran my hand through my lustreless straight brown hair, and then pulled back my lips to show my braces.

"No problem, kiddo!" he laughed, and twirled the wand again I felt something happen on top of my head, and something else happening inside my mouth. Looking in the mirror, I discovered that I had RED! hair cut in a tight bob that showed the shape of my skull but left no doubt it was a female head; opening my mouth and looking, not only were my braces gone, but I had the strongest whitest straightest teeth I had ever seen. A downward glance revealed that I was now a natural redhead, too.

"Decorations... ummm." and he lifted the wand again. When the fairy dust was through this time, I had a little black lacy butterfly tattooed on my right tit, and another on my left thigh, right by my mound... and my pubic hair was reduced to a neatly trimmed tuft in the shape of a heart with its point aimed directly at my pussy. Another glance in the mirror showed I was wearing expertly-applied makeup that emphasised full red lips and high, strong cheekbones; eyeshadow made my blue (blue? brown a minute ago, I was sure) eyes enormous, and black black mascara gave me huge lashes that batted sexily whenever I blinked. "The makeup, by the way, my dear." FG said, "is guaranteed smearproof and is completely automatic; it will appear on your face whenever you want it changed and will always be perfect for the occassion... And, of course for your persona, which, in this case, is going to be 'slut'. Right?"

"Oh, yeah," I agreed enthusiastically, luxuriously and wantonly caressing my tits and my mound while I licked my lips lasciviously at my reflection. God, did I feel like a slut!

"Okay. Wrappings." More glitter. When it cleared, I was wearing a lacy little black bra that pushed my tits up and out even further than they stood by themselves but left my nipples bare, and a purple thong that said "Bad Grrl" on the front in red. "You don't really need the bra, of course, but I'm told a lot of guys find getting a girl out of her bra sexy."

More dust added an old-fashioned black lace garter belt and thigh high sheer black stockings (the right one with a run just below the knee, a perfect slutty touch -- I liked FG's attention to detail).

Over everything was an old, too-big Cowboy Mouth t-shirt with the the neckline raggedly enlarged to show cleavage, and the hem knotted tightly to one side to pull it tight over my tits and to show my middle and the zircon stud in my bellybutton (when did that happen? I'm sure it wasn't there before... ) and an incredibly soft and shiny black leather miniskirt that covered the tops of my stockings and my garters (as long as I didn't move too fast).

I was already planning to do some really fast moving this evening.

"Annnnndddd..."

Ruby slippers! Actual, glittery, red shoes! But Dorothy never wore shoes like these, unless it was in her dreams. Bright blood red, with glitter all over them, they were absolute fuck-me shoes with four-inch stiletto heels and pointy toes. I wasn't too sure about those heels.

FG must have seen my dubious look, because he chuckled and said "Don't worry -- I've reset your balance and so on so you won't have any trouble walking or standing or dancing in those. You might have a little trouble running, but I don't think you'll be doing any running away tonight. Try a walk across the room and back."

I began to stride toward the mirror, noticing how my hips rolled and how every step gave a little flash of stocking-top and even a bit of the tanned flesh above. Turning, I -- "strutted" is the only word I can think of, like a stripper on the runway -- back to FG's side, glancing over my shoulder to see my sexy ass sway under the supple tight black leather.

"Well, what do you think, Suzi?" FG asked.

"Oh, I like!" I answered. "But who's Suzi?"

"You are -- at least for the night. 'Mary Blake' just wouldn't do for such a creature as you've become... and besides, you wouldn't want to use your real name for what you're planning tonight. So, for as long as you wear this body, I have renamed you 'Suzi Ceeamcheese'. You'll have full and legal and real ID in that name in your purse."

"I've heard that name before... somewhere..."

"On some of your cousin's records. It's such a good name for a groupie."

Again with the wand and the fairy dust, but this time it flew out the window.

"Take a look," he urged, gesturing me to the window. Where my five-year-old Civic had crouched before was a gleaming red Miata. "It's got a cut-down RX-7 turbo chassis under it, incidentally -- I know you like fast cars, so I made you a really fast one. Here's the keys."

I'd read about and dreamed about the Miata with an RX chassis that the head of Mazda's Miata group had; now I had one too.

"A word, my dear -- the cops won't be able to catch you, but radio waves travel 186,000 miles per second and roadblocks will play hell with the exterior finish.

"Let's see -- is there anything I've forgotten? Well -- you are a virgin, right?"

"Yes," I admitted, blushing. "But I practice a lot when I'm alone..."

"Can't have that in a groupie slut, now can we?" he asked. This time the fairy dust formed into a tight stream and swirled up under the hem of my skirt... I felt a sudden twinge inside myself and knew that my cherry had been magically removed.

"And, of course, you'll need a guide to backstage at a rock show, since you've never been before. Jiminy Cricket wouldn't do, of course, so -- you get the ghost of Frank Zappa!" He held out a hand and suddenly, there he was -- six inches tall, evil-looking little goatee, with his long scraggly black hair pulled back in a ponytail -- the works.

"Why Frank Zappa?"

"He's earning his way out of rock'n'roll Purgatory; he piled up a lot of negative r'n'r karma with some of the things he said. Even if the Emperor is naked it's not polite to say so..."

"And I'd do it all again, if I had the chance!" Frank snapped. "Can we get moving so I can get this broad's hot groupie ass tucked in with the rockstar of her choice and clock off-duty for a while?"

"Okay -- you kids run along. And before you ask, no-one but you can see or hear Frank, so be careful when you talk to him to keep others from noticing."

I was already out my bedroom door and headed for the stairs.

Hopping into the Miata (and showing rather more than just a flash of stocking top, which I found exciting to think about), I heard FG's voice floating down from my window as I cranked the hot rotary engine up "... and be sure to be back before sunrise!"

"Punch it, and let's get this over with," Frank growled from the passenger seat.

The Miata was incredible; it ate up the road like a hungry tiger and went exactly where I pointed it. On the way to the arena, I took the opportunity to blow off a couple of 'Vettes and a Porsche at stoplights. It was wonderful watching their drivers' expressions in the rearview as the Miata pulled away...

"Having fun?" Frank growled from the passenger seat.

"Well, yes," I admitted.

Frank scowled; reaching into his shirt pocket, he pulled out a miniature pack of unfiltered Chesterfields and lit one. Then he climbed up the shoulder belt to the top of the seatback so he could see out.

"Okay," he said. "First groupie lesson -- parking the car."

"What does parking the car have to do with being a groupie?"

"Practise," he said, with an evil grin that looked positively Satanic on that face with that beard nose and eyebrows. "Turn in there."

I looked; the parking lot he was pointing to was one of the close-in ones at the OmniTheatre, and "Event Parking", according to the sign, was fifteen dollars.

"No way," I said. There are cheaper lots and there are even safe places to park on the street down here."

"Yup. But you aren't gonna pay fifteen dollars for parking. You aren't gonna pay at all. Well, not money, anyway."

"What do you mean?" I asked, though I suspected I knew... and the thought gave me sort of a warm feeling Down There.

I pulled into the lot, and there was a vacant parking space right behind the attendant's shack -- close to the gate, but out of sight of the street. I parked the car, looked up, and saw the attendant approaching. For just a minute I was worried -- I knew him! He was in my English class! In fact, because he was the class geek and I was the class titless wonder, we'd both felt excluded enough a lot of the time that we'd sort of become friends. "He's going to know me!" I breathed in panic.

"Know you? What the hell -- did FG make those oversized tits out of part of your brain? Would you know you if you saw yourself and didn't know you were you?"

"Uhhh... well..."

"Okay -- First Groupie Lesson -- 'Strategic Flashing'. Wait to get out till he's almost here, and then make sure he gets an eyefull as you swing your legs out..."

"Oh -- sure!" I said with a giggle. "Poor Dexter; he's liable to faint if I show him too much..."

"Don't worry about that."

I looked in the mirror; Dexter was coming up to the car, parking ticket in hand. He hadn't really noticed me in the car, he was just doing his job.

Timing it carefully, I flipped open the door, and swung around to get out of the car. As I did, my miniskirt (micro, let's be honest) slipped up until it was more like a wide belt. Not only did it show every inch of my legs up to the tops of my sleek sheer stockings, it showed my garter belt and... well, let's say that I'm pretty sure that Dex had not trouble reading the descriptive text on the front of my thong, as bad as his eyes were.

"Now lean forward as you get out..." FZ hissed. I did, and the old t-shirt I wore was loose enough and the cutout neck opening was large enough that I was wondering if one of my boobs was about to pop out right between Fred and Paul's pictures on the shirt.

Looking up at Dexter, I was amazed; he was standing there, white as a sheet, eyes huge behind his thick glasses. He was actually sweating. Most of the parking tickets he'd been hlding were fluttering to the ground, except for the ones crushed in his shaking hand. "Look down" Frank hissed. I did, and I was amazed -- Dexter had a sudden raging hardon; it must have popped up suddenly in response to... err... something he saw. With a sudden evil glee and an even hotter tingle in my pussy, I asked myself if I had any idea what could possibly have caused that... I thought I did.

"Okay -- here's the deal," Frank hissed. "You don't have any money, you need to park, and wouldn't he be a sweetie and sort of look the other way."

"And... ?"

"And make him feel good. Looking at this geek, I'd bet he never even saw a real naked girl, and I'm certain he's never touched one. With one hand you can get him to do anything you want..."

I thought about what he'd said, and then I got it. Grinning wickedly to myself, I walked up to my sweating classmate, letting my hips roll even more than FG's modifications made them roll naturally. Stopping when I could tell that I was about an inch closer than he really felt comfortable with me being, I licked my lips (those wide slutty harlot red lips) with barely the tip of what I knew was now a small, pink and very pointy tongue, batted my eyelashes, and ran one hand down my hip to smooth the skirt (which, of course, led his eyes downward and reminded him of what he'd just seen) and asked "Hey, Sweetie, is it okay if I park it there?" I was amazed at the tone and effect of my new voice -- you almost felt as if guys could fuck that voice all by itself and get off.

"Ummm, sure, ummm, ma'am..." he stam, mered, eyes rolling as he looked for an escape route. He backed up to preserve his personal space, and I stepped right into it again.

"How much for parking?" I asked.

"Fif... fifteen dollars," he managed to get out.

"Ohhh, that's too bad," I murmured, moving again, until my tits almost touched his chest. He stepped backward and to one side again. "I don't have any money with me..."

"Ummm, well, the rules..." he began, as he took the last step backward he could and found himself backed up into the Miata's side. He was trapped and he knew it. His eyes darted frantically from side to side, looking for an escape route. From his place on my left shoulder (the one cartoons always show the little demon sitting on), Frank chuckled evilly.

I took one more step, and this time I felt my tits press firmly against his chest. I rolled my shoulders a bit, both to make sure he knew what he was feeling, and to put a little stimulus on my nipples where they poked over my bra.

Dexter froze like a deer in headlights, and his already huge eyes get even larger.

"Do you suppose," I purred, moving in a bit more, for the kill, as it were, "that you could help me out with parking since I don't have the money?"

"Oh, no!" he blurted "My boss is very strict and he..."

"... isn't here right now," I murmured in his ear. "But I am and you are..."

By now my hip was pressed against the front of his pants and I could feel his rigid cock through the thin layers of material. I rolled my hips again, not only pressing my nipples against him again (i liked that feeling), but also stroking my hip against his dick.

I thought he was going to faint.

"Oh, come on, sweetie," I purred, turning so that his hardon was rubbing along the frot of my mound, pressing tightly against him and gently humping my hips. "I could be really friendly for someone who was friendly to me and helped me out..."

"Ummm... well... maybe I could... ummm..." He was beginning to hyperventilate.

"Oh, come on," I said, easing off for a moment on the pressure. He sighed with relief as he thought I was backing away, then jumped and gave a startled yelp as my warm slender hand slipped in between us and I lightly clutched his cock through his pants and began to squeeze it gently. "You could give me a free ticket... just one ticket," I continued, giving an extrs-sharp squeeze. "No-one would ever know, and I'd be ever so grateful..." and I stepped up the tempo of my manipulations.

"Ohhhhhhh... ohhhhh..." he moaned, his hips beginning to pump slowly in time to my hand's motions. "Just one ticket, and I promise you I'll make you feel so good..." I whispered on a warm breath into his ear.

"No... I... uhhh..."

"'No?'" I said, stepping back a bit and stopping stroking his rockhard dick -- but not letting go of it. "Maybe I ought to go to another parking lot."

"Oh, no -- don't do that!" he gasped out, and frantically peeeled off a ticket form the by-now rather sweat-soaked wad he was still clutching in one hand.

"Here -- free. Only please don't go now..."

"Awww. How sweet," I purred, stepping back and pressing myself firmly against him along the lenght of our bodies, my hand trapped between us still stroking his cock.

I gave him a little, close-lipped peck on the mouth, and then leaned forward, stuck out my tongue, and licked the side of his neck from his collar to his ear, which I slipped my tongue tip into, then nipped on the lobe. At the same time I began stroking him even faster and more firmly with my hand, at the same time pushing my tits against him as tightly as I could, allowing the shirt to slip downward somewhat so that he could look downward and see all of the tops of the warm globes, right down to my hard, pointy nipples pressing against his chest.

That did it -- two more strokes and I felt his hips jerk hard three or four times, he let out a deep, almost agonised-sounding moan, his eyes rolled up in their sockets and he slumped back against the car as if he were unconscious.

At the same time, I could feel his dick pulsing in my hand, and felt something warm and wet. I looked downward and the front of his jeans was dark and soaked. His hips jerked a couiple more times, and the wet dark area spread some more. I caught a whiff of an odour that seemed as if it ought be familiar, though I couldn't place it; when I raised my slightly sticky fingers to my face, I smelt it more strongly. Evcen though I had never smelt it before, I suspected what it was (and I was right) -- this was only my first whiff, but by the end of the night I had become very familiar with the smell and taste of cum {even grrl-cum, for that matter, but we'll have to wait till I get to the right part of the story for that... }

Stepping away from the semi-conscious form of my classmate, I slipped the ticket he'd handed me under the windshield wiper and started to head for the auditorium.

"Hey!" Frank said from my shoulder. At some point while I was giving Dexter his first hand job (mine too, of course) Frank had lighted another of his unfiltered Chesterfields.

"What?" I asked.

With an evil grin, he gestured toward the car, where Dexter was just getting up on his feet. "Doesn't he deserve a little tip, too?"

With an equally evil grin, I'm afraid, I agreed that he certainly did.

Spinning back around, catching Dexter by surprise, I grabbed him, bent him back against the car, and proceeded to give him the biggest, sloppiest, wettest, deepest tonguiest kiss he had ever had or probably would ever have in his life.

Then I dropped him and he slumped against the red car again.

"By-bye, big boy!" I carolled as I swivel-hipped my way toward the OmniTheatre.

"Head around to the stage door," Frank said. "It's time for Groupie Lesson Number Two -- 'Getting In Without A Ticket'..."

"Okay, here's the deal," Frank said, as i walked toward the backstage entrance of the OmniTheatre. You have to get past the doorman and probably at least one roadie before you get a shot at the band."

"Do i handle them like i did Dexter?" i asked.

"Likely not; he was just a geek; these guys are pros, used to dealing with groupies. They're gonna want more than just a feel. And each one you gotta get past is gonna want more... It's sort of a ritual call-and-response thing, really; thousands of empty-headed hot-pantsed sluts just like you have been refining and polishing it since just about the beginning of rock'n'roll."

"Okay, so what do i do?"

"Well, first you give the traditional opening gambit... there's the doorman!"

And there was the doorman, indeed. Standing with his arms folded as he lounged against the doorframe, he was big, muscular and bored out of his tree, i could tell.

"Try to just waltz past him," Frank hissed.

I trotted merrily up the steps, stilettos clicking on the sheet-metal treads, boobs threatening to bounce out at any second. I waved and grinned to the guy, and reached for the door handle, started to open the door, and...

"Not so fast, girlie," he said, grabbing my wrist and yanking my hand away from the door. "And where do you think you're going?"

"Hey -- i'm with the band!" i said.

"Right. Where's yer backstage pass?"

I made a show of searching the very few hiding places that my current costume offered.

Frank said "Don't forget to check to make sure whether you've got it 'round your neck... , " so i reached down between my boobs just in case it was somehow there and i just hadn't noticed. He noticed that, though, and his eyes sort of stuck there as i gave up checking and pouted in my best empty-headed slut fashion and whined cutely "Aw, shucks, i must'a left it home!" and stomped my foot (drawing attention to my Long Legs and Short Skirt). Then i put one finger in my mouth and sulked, sucking on my finger tip and occasionally licking at it with my tonguetip.

"Okay, you're not gonna bluff him. Get closer." Frank advised. I took a step closer. Unlike Dex in the parking lot, this one didn't back off. In fact, he grinned kind of knowingly and renewed his attempt to look down my top, gaze past my tits and check out my pussy, all in one view.

Giving that poor finger a real workout, i looked up at him from under half-lowered eyelids, kind of like Bacall getting ready to tell Bogart to put his lips together and blow, and said, low and sultry -- more a purr than words -- "I could be nice if you'll just look the other way 'till i'm inside..."

I took another step, bumping up against his leg as he lounged half-sitting on the step railing. Turning my hips a bit, i pressed my mound up against his thigh and used his denim-covered leg to stroke my cute little kitten.