*Claire found a naked woman in the telephone box.
Claire landed soundlessly on the ground a few metres from the phone box hidden behind some bushes. Her insectoid wings folded back into her and the clothing that had formed over her body slithered from her form, coalescing at the centre of her belly to become Alexis's familiar shape.
"Hey there!" Claire thought stroking a hand down Alexis's body. "I missed you for a bit there. I think I prefer having you like this to turning you into clothes. Perhaps we can find someone else and turn them into clothes for me."
"Thats the spirit!" Alexis shouted with glee inside Claires head. "Now your getting the idea. Its natural to want to change people you shouldn't hide away from your nature."
"Hrmm perhaps your right, I said that without thinking but now that I think about it I'm not sure I want to turn another living being into clothes!" Claire was shocked at herself, how quickly she'd resorted to the idea of changing someone to fill her immediate needs; it had been her first instinct.
Alexis wriggled in her hands and a little jet of pre-cum squirted from her mouth into the bushes they hid behind. Claire had been absent mindedly rubbing her this whole time.
"Oh sorry" Claire blurted out, an embaressed blush spreading across her face.
"I told you you could do that any time." came Alexis' reply, she was practically purring in Claire's mind. "Looks like its occupied!" Alexis said with a giggle, gesturing with her body towards the phone box. "And what an occupant she is!"
Standing in the phone box was a naked woman. She was shouting rather frantically into the phone and Claire could just about hear her from her hiding place behind the bush.
"Anyone? Hellooo? Operator? Emergency services? I'm locked out of my house!" the woman slammed the phone back on the receiver and started cursing and sobbing.
She was tall and fair haired more wavey than curly. She had wide hips, full thighs and a big round rump. Her skin was tight though, she wasn't over weight, her stomach was flat and her breasts were full but pert. She had clearly been gifted with the ability to keep all her weight in the right places. Her face, once Claire got a good look at it past the all her wavey hair, was the kind of womanly face that would be called handsome instead of pretty.
All in all she was beautiful and Claire couldn't help herself. She found herself lusting after her, she wanted to slide Alexis into the delicate folds that sat between those pink thighs. More than that she felt the overwelming urge to use this body as a canvas. To turn it into something even more beautiful.
Alexis could sense Claire was on the verge of truly accepting her new place in the world and so spoke. "Its not so bad is it? Do you not enjoy this new aspect of your life?"
The question threw Claire off guard a little. "I, I suppose I do. If I'm honest I feel closer to nature now, more natural and at home in the world than I have ever felt in my life, but its all so strange." she said with a littel dispair.
"Its your life before that was strange Claire, riding around in metal boxes. Covering your beautiful form with rags like you are ashamed of it. Trying to control creatures that just want to run as wild and free as you do." Alexis gave Claire the mental equivalent of a warm embrace as she spoke these words gently to her host.
The heady affect of Alexis' sexual energy and her own unconcious desires worked on her as she sat in silence wrestling with her desires and stroking Alexis while she watched the phone box from the bushes.
"I see it now!" Claire suddenly said out loud reaching an excited resolution. Then quietly to Alexis she thought, "Its a gift! Thankyou Alexis, I don't think I said that did I. You gave me this gift, I've been so rude. I feel so gratefull now, I understand it." she was babbling internally with joy as her life suddenly seemed to come into focus for her and she felt right with the world.
Alexis' sphincter like mouth merely puckered into a sort of smile as she rubbed her body against Claire's, writhing against her stomach.
However her unchecked outburst had been heard by the naked woman in the phonebox. She looked up startled out of her sobbing state. She was sure she heard a voice but didn't know where it came from. Seeing the bushes she dashed from the phone box where she was in the open and lit by its flourescent lights to the apparent safety they offered, only to be confronted by Claires naked form.
In the dark Alexi's body just looked like a shadow against her stomach but with a thought Claire told Alexis to sink into her belly out of sight. "Hi!" She said out loud. "And here I thought I was the only one who liked to get naked in the bushes at night." Claire smiled at the lady attempting to calm her with humour. "Did you lock yourself out too? Thats quite a coincidense."
The lady smiled feeling an instant comradship with Claire over their aparrent shared situation. "What are the chances? I did have a dressing gown but it got shut in the door so I had to leave it behind. Stupid cat!"
"Oh don't blame that cat." Claire said with a smile. It just wanted to be running free in the night! "You must admit as embaressing as it is it feels freeing to have the cool night air on your body."
"Well..." was all the lady could say to that before blushing.
Claire could tell what she'd said was true. "Lets go back to yours. Maybe I can help you break in to your place and then afterwards you can help do me."
The lady looked shocked and then embarresed. "Oh you mean I can help you break into yours." she laughed. "For a minute there I thought you were... heh" Her blush returned painting her cheeks a rosey pink. "I'm Poppy, like the flower." Poppy explained holding out her hand.
Claire took it and smiled. "Claire." she replied. "Lead the way."
Claire and Alexis both enjoyed watching the sway of Poppy's hips and arse as she walked ahead of them. A couple of times Claire had to stop herself from absent mindedly reaching out to touch.
When they got there Poppy went to look for a way in round the back. Once she was out of sight Alexis shot out of her hiding to wrap round a trellis and pull them up to the second story where they opened a window carelessly left unlocked. They made their way through the house and unlocked the back door leaving it open for poppy and calling her name.
Poppy came in shivering. Clutching her dressing gown to her chest, she was too cold to even put it on until she warmed up a bit.
"You poor dear." Claire said with exagerated concern. "Lets get you up and into a hot bath. Get your core temperature up."
Poppy gratefully let Claire lead her upstairs and run her a hot bath. She sank in and then looked a little suprised as claire slid in opposite her.
"Well I'm cold too!" Claire explained although it was a lie. Since fusing with Alexis the cold didn't bother her one bit. "Just lean back and relax Poppy, soak up the heat." Claire said reclining her head against her end of the tub.
Poppy did as she was told and shut her eyes. She couldn't help but feel the situation was not so innocent anymore. She was attracted to Claire which was unusual for her. She let her arm come to rest between her thighs and hoped Claire didn't notice what her hands where doing beneath the thick layer of bubbles. She kept thinking this is most unlike her as she worked on herself but something was makeing her shrug the thought off before it could stop her from acting on it further.
Poppy wasn't the only one moving beneath the bubbles. Alexis slid out from where she hid inside Claires body her form emerging from the skin without breaking it as though she swam through it. She began to stretch across the bottom of the tub. She could see exactly what Poppy was doing and she wanted in on it.
Claire smiled as she soaked in the hot water. "So what shall we turn her into?" she thought to Alexis, well aware of where she was headed and what she could see.
"I'll let you decide I think." Came Alexis' reply. "Changing her isn't the only option you realise though. We could fuse her."
"To what?" Claire asked wondering if someone else might be in the house somewhere and thinking it unlikely as Poppy would have been able to get back in much easier.
"To us." was Alexis' simple reply.
Claires mind reeled with the possibilities. Shapes and alterations for her body flitted through her mind driving her into a state of intense arousal.
Alexis had slithered almost to her goal and Poppy had nearly brought herself to hers. "You better make up your mind soon if you want to take advantage of Poppy's climax."
Claire reached a descision. "I like being able to pass for human." Claire explained. "However the idea of fusing with poppy makes me soo hot. So can you make these changes to me first?" Claire asked picturing exactly what she wanted in her minds eye rather than clumsily trying to explain it with words.
"Your wish is my comand." with those word a warmth spread from Alexis' root spreading out through Claires body.
She could feel her insides shift and change. She was shedding everything human about herself but her outer shape. Her insides became a muscular human shaped tube that ran from her mouth to her pussy, her human organs melting into her body. She would no longer have to eat or pass waste like a vulgar human she would exist on sexual energy alone. Her now redundant anus sealed over the little pucker no longer conected to anything so it just became smooth skin. Pussy like tunnels also grew from her nipples to connect with the main passage running through her and finally Alexis shifted aswel,l taking on a much more human colouring and moving south. She was now rooted out from where Claire's clitoris used to be and when not needed she could shrink right down to hide beneath her clitoral hood.
Just as this change was finished several things happened at once. Claire and Poppy both cried out having reached climax. Claire from the changes and Poppy from her ministrations. At the same time Alexis' drove herself deep into Poppy's pussy with her fleshy pink clitoris like body.
Poppy was lost to her orgasm and bucked and rode against the fleshy appendage held within her. She cried out rubbing its slick length beneath the water not careing where it came from only about the feeling of it filling her and writhing within.
Claire concentrated through the pleasure using the sexual high and the bridge Alexis formed between their bodies to bring about changes in poppy. It was instinctive, a sort of genetic memory now she was what she was she new exactly what she needed to do.
As poppy bucked and cried out her tongue began to hang from her mouth. It swelled growing big fleshy and pink. Stretching out to impossible proportions to lick at her breasts, thighs and pussy. Soon another tongue grew out of her mouth equally large and prehensile. Followed by another and another. With each tongue that swelled from her mouth poppy's head seemed to shrink and loose defenition soon it was nothing but an opening between her soulders from which several tongues writhed and played.
Her arms where the next to change. Her Shoulders tensed and the whole length of her arms vibrated and then split into five. They melted apart seemlessly from her fingers to her shoulders and grew slimy and pink. Each of them became a serpentine clitoral tentacle.
Claire leaned forwards to kiss at one of the tongues snaking from Poppy's neck. It slithered down her throat and was soon followed by the others. She let them slide inside her, going right through to burst from her pussy at the other end. She forced her mouth, which was stretched impossibly wide, along the length of Poppy's tongues. Eventually it conected with the hole inbetween Poppy's shoulders and when she came away her mouth returned to normal size and the tongues were no longer attached to Poppy. Where the hole had been a pussy now sat nestled between her shoulders. Claire could feel Poppy's conciousness transfer to her body a little more with each appendage of hers that took root inside her body.
Next Claire guided the clitoral tentacles growing from Poppy's shoulders to one of her breasts. They slithered inside causing Claires modest breast to swell in size. Once inside, like the tentacles they took root in Claire leaving Poppy's shoulder smooth and round. Claire Guided the other shoulders clitorine tentacles to her other breast in the same way, sighing with pleasure as more of Poppy became part of her.
Claire finally started to pull the bulk of Poppy's body inside her altering her as she went. None of Poppy was wasted. Her torso and stomach Became a new internal organ connected to Claire's main vaginal passage by an internal pussy around where her stomach had been. She could use it to suck an entire person inside storing them as a kind of liquid goo that could be reformed as something else, or transformed into sexual fluids while their conciousness is drawn into Claires body to join the soon to be growing crowd there. Poppy's legs became thick cock tentacles that would shrink down when not used but stretch from any of her main oroffices to fuck things should she choose. Finally Poppy's pussy melted into Claires body along with the rest of her hips only for its delicate folds to swim back to the surface hidden away between her buttocks.
Claire purred to herself as she stepped out of the bath selecting a warm soft towel to dry herself with. She let her arms hang loose and instead grasped the towel with her two thick new cock tentacles grasped it and roamed her body carefully drying it. Although Claire could control all her new appendages with amazing ease and skill, this movement was actually a manifestation of Poppy's gratitude for her new life as part of Claire.
Unlike Alexis and Claire, Poppy's internal voice was very quiet. She would only be able to be heard when Claire was very quiet and still. However she could make her feelings understood through a strong empathetic bond and at times like now when Claire relaxed control of the appendages that used to be Poppy's body she could make her feelings known with actions too!
Finally dry and feeling very fresh Claire took control of the two tentacles drawing them back inside her pussy and quietly thanking Poppy. She found her way through the house and stepped out into the cold air. Possibilities ran through her mind. So many exciting sensations to discover out here.