Red Ring of Sexual Transformation
Unending BE - episode 135453

Jim picked up the red glowing ring and asked the clerk what the ring did. She answered back in a matter-of-fact way that it was the ring of sexual transformation.

"So I can change what exactly?"

"Anything relating to sex... So you can change sexual organs. Grow them, shrink them, multiply them, introduce new ones, take away old ones. Things that are considered sexual like breasts can be altered but only if the ring agrees the transformation will alter their sex, sexual arousal, sexual preference, or sexual performance will the ring complete the command. You pretty much just give it suggestions."

"So I can make that ladies breasts grow?"

"Yes"

"I can make that dudes dick grow?"

"Yes..." she said with a bit of sigh

"Give her another set of boobs? Change her ass cheeks into sensitive breasts? Make them lactate?"

"Yes, yes, and again... yes."

"What about changing that chicks finger to be a little dick?" Jim said with a sparkle in his eye. He always had a thing for weird transformations.

"Yuppers. Anything sexual. Not really a hard concept to understand"

"And speaking of hard, I can make someone's junk always hard? Or only when a certain something happens like a trigger phrase or object?"

"For the last time, YES! Now are you going to buy the ring or not? And if you say, 'not' please keep in mind that the only rule I am obliged to follow in your world is to not change the customers. Browsers are free game..."

"Uh, I guess I'll take it"

"That will be 47,000 krybolds.

Not really sure what the conversion rate on that was, he handed her his american express no limit card and hoped that covered it. Bankruptcy versus weird magical transformations was an easy decision to make.

She swiped the card in her machine, asked Jim to sign, and as soon as the digital pen finished its last stroke, the card dropped to the ground, the store vanished, and Jim was left standing in an empty store front under construction with the ring on his right index finger. He tried to adjust it or move it, but it was stuck there and glowing. He picked up his card, stuffed it in his pants, and looked around to see if he could test it on someone...

*Change some chick's finger into a cock

*Jim decides to make strange changes to other people.

Jim watched the antics of the cheerleaders for a little while before growing bored once more, and began to look around for more victims. He was in a decidedly odd mood, the power of the ring causing to have some very weird ideas, each stranger than the last. There were lots of people in the area, most of them absorbed in their own business, which was mainly either conversation or eating, or in some cases, both simultaneously. No one seemed to really be paying much attention to the cheerleaders who were making quite a lot of noise about their changes, possibly because of the overall high background noise of the busy food court, possibly because of some magic of the ring.

After a moments study he had spotted a number of likely candidates for his 'special' enhancements, and spent a little while working out exactly what to try next. Eventually he mentally flipped a coin, picked the first ones out, and began.

The next one to be changed was a tall dark haired young man who was locked in a pretty intense kiss with a very good looking blond a few tables away. Jim concentrated, and after a few seconds the blond looked surprised and pulled her face away from her boyfriends, as she had felt something strange about his tongue. As she let it slip from her mouth her eyes widened in horror and she put a hand over her mouth, staring at him wide eyed. He had just realised that his tongue felt different when he saw her expression, and he tried to ask her what was wrong. The words came out very garbled and he raised a hand to his mouth, stopping in shock when he felt something protruding from between his lips, something that wasn't normal. Frantically he felt himself while trying unsuccessfully to speak, until his girlfriend shook herself out of her surprise enough to pull a mirror out of her purse and hand it to him.

Raising it to his face he stared at horror at what Jim could already see. Sticking several inches from his mouth and wobbling around as he tried to speak was a stiff smooth cylinder, which after a moment he recognised as a misplaced and hideously enlarged nipple! Sticking his fingers into his mouth he felt around and realised it had replaced his tongue. He didn't have any muscular control over it, it simply flopped around a bit, and as he felt it the thing became more rigid, protruding even further from his mouth with a very erotic sensation.

His girlfriend was watching him with amazement and disgust, equally mixed. Jim was watching both of them, trying to keep his expression blank and not draw attention to himself. A minute or so passed while the young man tried to come to grips with his weird change, before Jim decided to help things along a little and focused his attention, and that of the ring, on the fellow's girlfriend. Her expression suddenly changed from amazed and disgusted to amazed and lustful, and she leaned forwards and kissed the huge mouth-nipple, before slipping her mouth over it until their lips met. The expression on the face of the unfortunate boyfriend was really funny, and it got even funnier when she began to suck on his nipple-tongue. His expression crossed the line into undescribable when he felt milk flow from somewhere deep inside him out of his mouth nipple into her mouth.

She suckled for a few seconds, released his nipple from her mouth, and pulled her face back. Smiling at him she watched as a few drops of milk dribbled from his misplaced nipple and dropped onto the table. He simply stared in disbelief at her, as she wiped it with a paper napkin, then kissed him on the cheek.

The blond stood and tugged her bewildered boyfriend to his feet. Leading him by the hand out of the food court while giving him a suggestive look, she failed to notice that she now had a pair of large breasts pushing out the back of her sweater, twins to the ones on her chest, although Jim privately smiled at the sight. Her boyfriend looked around in helpless disbelief at the situation, his mouth-nipple beginning to droop and pull slightly back into his mouth, slapping him on the cheek when he turned his head too fast. He didn't know, although Jim did, that it would never entirely retract, always slightly sticking out past his lips.

Watching them until they turned a corner in the distance heading for the exit, Jim once more turned his attention to the people around him. Picking the next one on his list, he decided to

*Something else

Jim decided he was on a roll. He had picked a mouth changing theme and wanted to stick with it.

He spied another couple kissing near the balcony overlook. With a little concentration he managed to replace the guys tongue with a penis. An obvious choice but Jim was sometimes an obvious kind of guy. He managed to add a little trick to it though. He decided to make it a good two feet long but still about an inch thick. He also gave the guy the ability to retract it fully and somehow it retracted into his throat with the tip just behind his front row of teeth.

The guy coughed when his air passage was blocked by the enormous snake which immediately sent the two feet of cock through his opened mouth at high velocity directly into his female counterparts mouth and down her throat. This caused big eyes and shock from both of them.

The guy recoiled and took his hands to his face. He tried to sort of shove it back in which didn't work so then he tried to pull it out. The moment he tugged it sent pleasure waves throughout him and caused his new rod to stiffen.

Jim saw the girl was about to scream at the sight and the guy would be if he could make any sounds with the thing blocking his mouth. Jim's quick thinking changed the woman's mouth and throat into a giant throat vagina contraption. She still had teeth so it looked normal from afar, but no vocal cords or anything. If you looked inside it would just be a giant tube. Perfect taking "deep throat" as it were.

*Grow a breast in the middle of each hand of the 30-something businessman a few tables to the east

The business man a few tables to the east barely noticed the change as his palms got a little plumper. As he reached down to get his fork he noticed he had a little trouble picking it up. Instinctively he looked down as his hand and just stared at it. By now it was looking like he had a horrible allergic reaction to something. Everything was normal except his palm which now had a curve to it making it stick out a couple inches from where it should It still looked like a hand though. He turned his attention to his other hand to compare and both were having the same reaction. He looked himself up and down to make sure nothing else was ballooning and as he was doing this, two small nipples appeared on his palms and all the wrinkley lines smoothed away.

He looked back down and audibly gasped as he saw them both blow up rapidly to at least D cups which while small for this site's standards, was gigantic for a hand! He used his fingers on the left hand to poke his new right-palm-boob which immediately caused his penis to stiffen and shoot a load in his pants leaving a big wet spot for the world to see.

*Turn the testicles of the three arguing teenage boys to the west into E cup breasts

*Some other transformation to some other person

As Jim looked around, a gorgeous young woman walked by him. She was 5'10 with firm C-cups in a tight pink sweater, a nice ass in a tight gray mini skirt, and long legs. She was chatting on cell phone.

"Wow," she said to whomever she was talking to, "some people really need to use a mirror before leaving the house, or at least use a stairmaster. Too many fat women thinking their fat asses look good in skinny jeans.

Jim smiled. The ring warmed up, and...

*the woman's rectum grows a clitoris

Jim smiled, the ring warmed up. The woman did not realize it yet, but she now had two more clits. One in her throat and one in her rectum. Now every time she swallowed, she would receive sexual stimulation. Also every time something when in or out of her rectum, she'd become aroused. Jim also made sure all three of her clits were extra sensitive.

Jim then...

*followed the woman to the food court

Jenn, the lady he had just modified by giving her an extra sensitive clitoris in her throat and rectum, headed towards the food court. She got some fast food chinese (which is never good) and sat down to have a quick lunch. She took the first bite of her food and it send a shockwave of pleasure through her. She knew it wasn't the subpar food, but thought it was definitely strange. After 2 more strange bites, she had a mini orgasm.

Jim tried his luck to see if the Ring worked on food too. He concentrated and her eggroll transformed. However she did notice because it was obvious. The 6inch eggroll became a foot long slowly growing outwards, and the tip of it formed into the head of a penis. It was still an eggroll, but it looked like a giant deep fried dildo. Something came over her and she just had to eat this eggroll. She picked it up slowly like it was radioactive or gold and started to shove it tip first down her throat. She started sucking on it and moaning like it was a real dick with each thrust giving her immense pleasure.

*Replace a girl's pussy with a very hungry mouth

RRoST: Milk Time
Unending BE - episode 947042

Jim concentrated on the barista behind the counter at the coffee shop. She was a little shorter than average, blond hair just past her neck line, an average but slim build and donned in uniform with an apron.

Jim thought it would be fun to fill her breasts with hot milk that sprayed out in sync with the machine she was operating. First however those mosquito bites she currently had needed some upgrading. Jim concentrated on the girl and within seconds visible mounds were pushing her apron away from her stomach. She let out a slight shriek as she noticed the growth. Her breasts continued to grow, nice and round, underneath her uniform. Jim then used the ring again. He could not see any change but her breasts became much heavier filled with hot steamy milk, slowly dribbling out her nipples. One of her coworkers pulled the lever for milk on the machine and she let out a much louder shriek as the front of her uniform became wet and her entire torso became very warm from the hot milk that escaped her tits.

*Jim changes her coworker and gives her a gigantic dick

The blonde barista shrieked as her much enlarged breasts were now leaking hot milk. Unaware of what was going on, a brunette barista in a similar apron and uniform over black leggings, behind the counter gave her a puzzled look.

"You alright, Lindsey?" she asked.

"Umm...ya!" the blonde replied, not wanting to let on what was happening to her. "I think I'm going to take a break now, Corine!"

But as she turned to leave the counter area, she felt her breasts growing again. Her A-cup bra could no longer stand the strain, and snapped apart under her uniform. The rapid growth of her breasts soon were popping the buttons off her blouse, and it also shredded apart, causing them to further strain her apron. Soon, the shoulder straps of of the apron also gave way, and Lindsey's now massive breasts spilled out of her top, now sporting large areola as well. Lindsey whimpered as she tried to cover her stripper-sized boobs.

Meanwhile, Corine secretly (or so she thought) giggled to herself at her co-worker's plight, and slyly pulled the lever on the milk machine again, causing a large amount of hot milk to spray from her helpless co-worker's tits.

This did not go unnoticed by Jim, as he now concentrated on Corine. She pulled the lever of the milk machine once again, only for it to not have any effect on Lindsey this time. As she pulled the lever down once again, suddenly Corine felt a strange feeling sweep over her, and a heat in her groin. She involuntarily spun around to face the courtyard, leaning back on the counter as she grabbed her crotch.

"Ohh god...what's...happenning...to...meeee??" Corine grimaced, as she felt something stirring in her groin.

Pulling her hands away, she also shrieked as she watched a huge bulge form in her leggings, as her vagina was replaced with a huge cock & balls. Her new dick began to rapidly grow erect, ripping out of the front of her leggings as it grew to 18 inches in length and 3 inches in diameter, over top of testicles the size of grapefruit. Highly distraught, Corine reluctantly grasped her huge new cock in shock at what had happened to her, while Jim planned his next move.

*Something else

"And don't forget the shots" said the girl in line, blonde with plump red  lips and smart glasses.

"Yes ma'am" said Corine, and without thinking she began to stroke the coke can shaft of her huge new cock with both hands. It got rock hard and silky smooth and Corine started to blush as she got close to cumming. "What flavor again?" she asked the girl.

"Chocolate"

Corine began to pump harder, making eye contact with the blonde in line. She imagined her tight toned body and her pert tits and wondered what color her nips were. She followed the blonde's body down to her hips and a nice bubble butt in yoga pants and began to pant before she came loudly. She jerked out a chocolate shot into the cup and handed it to Francesca, who started massaging her nips to stream hot milk into the cup.

"Excuse me," said the blonde, "I said four shots."

Corine looked at Francesca for the cup and a little help. Francesca knelt down and started fondling Corine's huge grapefruit balls, one in each hand. Corine was stroking her shaft again more desperately this time because she felt she'd gone dry.

"Uh, um, excuse me ma'am"

"Yes?" snapped the girl.

"Our policy dictates that if a customer requests too much, they have an obligation to help"

*Jim decides he wants to change.

Jim decided that after having changed so many people in so many fun ways, it was about time he treated himself too. Jim had always liked the pictures of futanari, or dickgirls, and now that he had the power to change anyone's shape, he would turn himself into one! He focused on himself and felt the magic take over.

His body slimmed down, trimming most of the fat from his body, then he grew to a respectable six feet tall. His hips pushed out as his sides were sucked in slightly, and his thighs plumped up. On his chest, two perky D-cup breasts formed with thumb sized nipples, and his butt took on a pear shape. His facial features softened, his eyes turned blue, his hair turned dark red and was done up into a ponytail, and his lips became soft and plump. Lastly, his dick grew to eight inches long flaccid while a new tight pussy formed beneath his/now her balls. Once all was said and done, Jim had changed into Jen, a smoking hot redhead with huge rack and an even bigger secret hidden in her pants.

She even changed her clothes too, adopting an androgynous style or slim pants and a loose v-neck that showed of a modest amount of her cleavage. She even made a lip ring appear on her bottom lip, for added flair.

When Jen was satisfied with her new looks, she leaned back against her chair in satisfaction, ready to choose a new target...

Jen walked down one of the well lit and very open corridors lined with shops of all kinds. She walked slowly down the hall causing all sorts of reactions from the other shoppers walking around as well. Her gigantic breasts drew the attention of nearly everyone and those that stared long enough to see the bulge below had mixed reactions to say the least.

Jen didn't pay them much attention, for now. She had all the time in the world to do whatever she wanted. And right now she wanted to change some of the shop keepers.

She stopped infront of an old looking store that sold some books, greeting cards, and little trinkets. The middle aged man running the counter seemed friendly enough but bored out of his mind. He was idling spinning a ballpoint pen on the glass checkout counter's display cabinet as the 2 or 3 geriatrics in the store bought what they thought their grandchildren would think was cool but was most definitely not.

Jen concentrated on the store clerk, Brian, and decided that a bombshell of a girl out of a porno set in a library might attract a younger clientele to the store. Brian continued to spin the pen as his short brown hair started to grow out of his scalp at an alarming rate. As it grew down past his ears is magically grouped itself together in the back and formed a pony tail. At this point it turned into a platinum blond colour as it continued to grow down to the middle of his back. His face softened as some makeup applied to it, and his lips puckered out and reddened. A pair of rectangular lens glasses made their way onto his face without him noticing either.

He was sure to notice the next part of the transformation so Jen used the ring to take away his voice temporarily. After that it took only seconds for him to grow a pair of boobs larger than his head. His jeans morphed into stockings with a micro skirt on his now bigger ass. His stomach and waist sucked inwards as his hands, arms, legs, and feet all feminized. A pair of 6inch heels replaced his trainers as he dropped a foot in height leaving him 6inches shorter than he was a second ago. When Brian felt the cooler air on his legs and his vision blocked by a huge pair of breasts, his first instinct was to scream, but nothing came out. He started moving his arms about wildly, none of the patrons noticing a thing yet.

Jen wished that he would seem calm and normal to the outside world and unable to act differently then he was supposed to while at work. She then restored his voice and the new bombshell that was Brian took her place at the register and slowly licked her lips as she stood proudly jutting her chest forward. It didn't take more than 20 seconds before a couple of horny guys that spied her through the glass mall divider windows started wandering into the store feigning interest in the store's items while ogling her.

*Jen continues down the row of stores making more changes

Jen continued down the row of stores and stopped when she was infront of a pet store. She spotted one of the female workers feeding one of the pet bunnies in one of the stores' center cages. Jen used the ring and the lady's ears moved to the top of her head before growing long into bunny ears and covered with soft white fur.

The girl's exposed midriff was perfect as a small puffy tail appeared right above her ass. For good measure, Jen expanded her bosom amply to about volley-ball sized. Her now too tight t-shirt formed into the same material as her white tail and ears, shortened into a bikini style top.

*Jen continues to another store

Jen walked to almost the end of that particular mall hall, and saw one of the daycare centers directly across from the playground thing that parents often dump their kids off into. Jen decided to make a sweeping change to the center, mostly just to see if she could.

She concentrated on the ring and wished that anyone working at the mall's childcare center would grow breasts at least 2 foot in diameter and very spherical upon entry of the store that would not go away. They will then fill with milk and lactate profusely.

*Jen continues to loop back through the mall making changes to anyone she wants

Jen returned to the two women who were getting their faces scrubbed. Two employees had just finished rinsing of their faces and were now in the final steps of the process. The woman on the left could have been a model, with porcelain skin and light blonde hair, and her body was thin and curvy. The other woman looked more like a pornstar, with huge jiggling boobs, jet black hair with pink highlights, a multitude of tattoos across her body, and piercings here and there. and They each peeled the faces off their respective customers and placed them flat on their work tables. The customers didn't say a word, merely enjoying the experience and commenting on how great of a job they were doing.

Next, the employees leaned their clients faceless bodies back and took off the customer's pants and panties, exposing their pretty legs and naughty bits. The blonde's pussy was tight and neatly shaven, while the raven haired woman's had multiple ring piercing's on her labia as well as a clit ring, and was much larger and looser than the blonde's. They then spread the women's legs apart and explained the treatment.

What they would be doing was a "rejuvenation method" that made the client feel as though she were almost a whole different person. It was new, exciting, and most of all, exotic. What they were going to do was rearrange and trade some parts with each other, giving them a fresh and new look. Both of the women's faces smiled in glee and waited for the employees to begin.

They went both placed their hands on their client's vaginas and began to massage around them deeply. After a few moments of this, their fingers sunk into the skin a bit before they pulled them off and placed them next to their respective faces. As before,there was no blood, only a blank patch of skin were the genitals had been. They then repeated this process for each woman's anus as well, peeling them off and placing them on the workbench.

Next, they picked up each woman's face. The blonde woman's face was placed in the crotch of the black haired woman's, a tattoo stating "SLUT" tattooed right above her eyes. The black haired woman's face was likewise placed on the blonde's crotch, her face fusing seamlessly to the groin. The employees then took the woman's assholes and placed them on the black haired woman's body, which now contained the blonde woman's face. They placed both of them between her butt-cheeks in a straight line. As for the black haired woman, her original pussy was placed in the middle of the blonde woman's old face, and nearly covered her petite face entirely. The other pussy, the blondes, was placed where her anus had been, the small pussy squished by the blonde's tight ass.

When it was done, both women remarked on how new and exciting they looked, each apparently happy with their predicament. However, when they walked outside the salon, the blonde freaked out, upset that she didn't have her correct body anymore. Although the other woman seemed quite pleased with the results, and made her way out of the mall before the other girl could catch up to her and try to take her old body back.

Jen was very satisfied with this outcome, but she was not quite nearly done...

*Change some women into just butts

Jen looked over at the receptionist, thinking that she too should get in on the fun. She took one look at her and new what she wanted to do. the receptionist girl had a wonderful butt, nice and perky, and Jen loved the shape of it. And so, he changed the girl to suit her tastes, and felt the ring glowing with power as it shaped her to her whims.

The receptionist's body just sort of, collapsed in on itself within a matter of seconds, condensing her body into her hips and butt. Having no body, her clothes fell away, revealing a solitary butt sitting in the receptionist's chair.

On her front was her exposed and neatly shaven pussy, and on her back was her pert butt, leaving her highly immobile. Jen wiled her to turn around, so that her but now faced the desk. Two eyes appeared on either butt cheek, very close to her tailbone, and a little microphone headpiece appeared that reached around to her butthole. A customer walked in and she was greeted by the butt, who spoke using her anus. The headpiece was a bluetooth device that let her manage appointments, and very soon the customer was checked in and waiting for her beautician.

Jen liked this a lot, and decided to go for it again, changing the new customer in a similar fashion. Everything above her waist disappeared, and she was now just her hips, butt, and legs. Two eyes appeared above her vagina, allowing her sight again. A salon employee came over and led her to her station, where she began waxing the woman's pussy and scrubbing her thighs for her 'treatment'.

Jen smiled in contentment, ready to start changing again...

*Change more women into butt forms

Jen eyed a row of women with their heads stuck in dryer machines, with their faces obscured from the shoulders up. An employee came over and lifted one up, revealing that the woman's head was gone. In it's place, a copy of her butt was on her shoulders, her nether bared for all to see. The employee guided her to her station, where she massaged the woman's butt, a part of the treatment, before she waxed and shaved the butt-headed woman's pubic hair from her 'head'.

The same happened to the customers, and as each woman left the machines, their heads were replaced with exact copies of their asses, pussy and assholes included. Jen then chose to...

*More butt changes

The manicurist had finished with Jen, giving her nails a glossy red nail polish to finish it off. She thanked the woman, whose out she had turned into a penis,and was about to leave her when she decided to change her one last time. The woman's upper half, including her dick face, disappeared into her short skirt. Jen went over to look at the reduced woman and ripped off her skirt revealing the changes made.

The manicurist was now nothing more than a pair of legs, with some major modifications. She had changed her feet into hands of roughly the same size, allowing her to walk and continue her job. Her eyes had been relocated to her crotch, just above the penis that was now stuck just above her pussy. With a deft movement, the woman raised her leg and waved goodbye to Jen.

On her way out, she saw a pair of twins getting their hair done. She wanted to change them, but not before she hit the rest of the staff with a little gift. She focused the ring, and felt it's power reverberate in her hand. The faces and vaginas of all the employees (except for the butt-girl) switched, so that the employees had to take of their skirts and pants to see. Two of them were about to begin working on the twins, both of them nude from the waist down, their thighs squeezing their soft cheeks.

The two began their work, stripping the twins of all their clothes before beginning. They peeled of the the twins pussies and set them aside. They then took off the left twins head and placed it next to her sisters, pushing her head to the side a little to make room. The right sisters breasts were then taken off and set aside. Then they replaced her breasts with her twins butt. Their mouths and noses were taken off, and placed one on top of the other in the right twins blank crotch. Both noses were taken off, but only one was placed above her navel. The other was tossed aside. Finally, their pussies were placed on their faces and the rest of their body parts were placed in the 'extras' bin, which was full of discarded body parts.

Jen was quite satisfied with the outcome, and watched with glee when the sister went outside the salon, followed by twin screams from their shared crotch as the realized what happened. They also garnered some attention too, drawing the gaze of many shocked onlookers.

Jen exited the salon, thanking the little butt-receptionist before she left. Now Jen wanted to...

*Jen stays in the mall