An involuntary gasp whispered from my lips as I watched Doc pull down his jockey shorts and kicked them away exposing the huge semi-hard cock swinging between his legs. I wanted to look away but I couldn’t take my eyes off it, I couldn’t believe it was so big. The thing was only partially erect but even now it was, at least, seven to eight inches in length and about half as big around, plus he was clean shaven which I’m sure helped to make it look even bigger and it appeared to be still growing.

I could hear that tiny voice in my head, “What are you doing?” it said in scolding tones “Look away, you’re not supposed look at that?”

For only the briefest moment I felt a mixture of shame and embarrassment, but those feelings were quickly washed away because Doc, who had still not noticed me took hold of his cock and began to stroking it.

My jaw dropped as I watched his member get bigger and bigger with each stroke as other not so familiar emotions erupted within me. They felt strange… so, primal, wild, and untamed.

An animalistic instinct had awakened from somewhere deep within my mind and caused my body to react.

I felt feverish, my palms were sweating and a tingling sensation tickled my skin. My nipples became engorged standing hard and erect as a not unpleasant electrical charge radiated from my feminine core spreading out across my body and leaving me a little shaky.

I felt my pussy get very warm, moist and… humm… how do I describe it? Needy. It was an almost uncontrollable urge to reach down and begin play with it right there.

The part of my mind that was still male and hanging on for dear life cried out, “No dammit! You’re man! Not this whimpering little slut and you’re getting turned on by a guy... you like pussy not cock!”

But over the last six months, my manhood, the male voice within me had grown weak and feeble slowly being devoured by the femininity that ran rampant through out my entire self, erasing all of the male ruminates of who I once was and forcing me on the inevitable path of femininity, the person I was becoming.

When this incredibly unbelievable thing had happened to me and body was transformed from male to female it had only been my body my mind was still male through and through but as more time has passed my mind was taking on all of the feminine the attribute’s one would expect a woman to have, like feelings and emotions… yuck! And if you want my opinion that part of being a woman sucked!

Every day I cursed that woman, I hated what that crazy old Gypsy had done to me… and all because she said I knew nothing of womanhood and needed to be taught a lesson. Well, let me tell you… I gave that old bat a piece of my mind which included a host of four-letter words and some very cleverly placed quips and that’s when the fat old cow did it!

She threw a white powder in my face, it stung my eyes and burned my nose and when I had finally brushed enough away so I could open my eyes the bitch was gone and, 'lucky she was!' or so I thought at the time. Upon reflection if she did this to me for some angry words I shuttered to think what she would have done had the confrontation escalated.

I met the Doc a few hours later at a local clinic had we known how entangled our lives were to become, I wonder if we would have still make the same choices.

I didn’t know what the powder was, but I knew it was doing something to me so I went to the nearest emergency clinic.

Doc had been the attending on duty and had witnessed the entire transformation. I had passed out and when I awoke I wasn’t at the clinic, instead, I awoke here in this apartment, Doc’s apartment.

After several days of utter shock and disbelief of seeing what had happened to my body, I questioned him on his thinking of getting out of the clinic. He reasoned the shock alone was going to be nearly impossible for me to handle.

“I witness the entire transformation and I still have a hard time believing it,” he had said to me.

Not to mention no one would believe us. He had been the only one there and in shock himself had not recorded the change, and people would have asked too many questions and if he answered any he’d most likely end up losing his license and I would most likely end up in a cracker factory for the mentally insane.

There were other reasons as well and I was grateful for what he had done though I didn’t show it very often.

I was angry at first and I had taken out my frustration on him. Throwing temper tantrums and fits of anger but the worst was the crying… crying! Can you believe that!? I couldn’t help myself, suddenly I’d feel all emotional and just start balling like a big baby.

Doc tried to help by comforting me but that was the last thing I needed, guys don’t comfort one another. We say stuff like, “Just suck it up and drive on… or… stop crying like a girl you big pussy!”

It was weeks before I had built up enough courage to go outside, that’s when the embracement set in – when I realized I had to go out in public looking like this.

Doc had gotten me some clothes that fit since I was quite a bit smaller now and none of my other stuff was even close to fitting. He had gotten me a few pairs of jeans, some tee shirts and even a couple of bras and a package of panties. It took weeks before I could wear the undergarments; in fact, it wasn’t until my crotch had been rubbed raw by my jeans that I started wearing the panties… And the bra came a little later when I learned that it really did help support these bags of flesh attached to my chest. Funny thing was that I had always been a breast man that is until I had a set myself – they always seemed in the way and their perky size drew unwanted attention to me.

It seemed I couldn’t go anywhere without some guy ogling or wolf call whistling, I couldn’t even go to the local bar to drown my sorrows without some drunken asshole drooling and pawing on or me wanted to buy me a drink, I do however have to admit that was a benefit at least until they thought that one or two drinks gave them the right to put their hands on me… Ha! It didn’t take much imagination to know what they really wanted! And that wasn’t ever going to happen! The worst part of all that was that I had been just like them.

Yep, the Gypsy had really stuck it to me! Not only had my body transformed from male to female I had transformed into a very beautiful... or should I say, a stunningly hot assed little number with long wavy blonde hair, big blue eyes, tight little butt and even nicer pair perky round tits, ironically the exact same type of females I would have gone after.

But far worse than the body morph was what it was doing to my mind… every day that passed I lost a little more of who I had been and I had to admit seeing myself through feminine eyes, I was a real self-absorbed asshole! Yah, the old woman had indeed taught me the lesson she had set out to teach me, I had no idea a woman had to deal with so many different emotions and all seemingly at the same time, I now understood why I had always thought all women were bat shit crazy, how could a man ever truly understand and appreciate how complex the female thought process was. Men only think on one level and one thing at a time, zeroing in on our prey nothing else matter except assessing the situation, our goal to take down the prey. This equates to everything in our lives. Think about it, watch a man shopping for a pair of pants.

A man’s thought process; I know what I want, I know how to achieve that goal… going into hunter mode…. now attack. Men don’t shop, they zero in on their target and make the kill, buying a pair of pants? In and out of the store in under fifteen minutes, our goal achieved and satisfied.

As for a woman’s thought process; a woman can think on multiple levels and multiple things on each level all at the same time.

In ancient times, they were the care-givers and gatherers. Gathering eatables at the same time caring for a crying baby and thinking the cave needs to be swept out and what she can do to make big strong hunter happy when he returns with fresh meat or how to make him miserable if he returns empty-handed.

To say I was confused would have been the understatement of the century, though I will admit as of late, I wasn’t as confused. The two halves of my mind weren’t fighting for control so much anymore. The feminine side had won, what was left of my male ego was going the way of the dodo bird… extinct; it just didn’t know it yet.

Which brings us back to this present moment, my mind was being bombarded by so many different scenario’s and emotions that they were too numerous to count, let alone make any true sense of but among the torrent chaos one stood out the most prevalent one was a sexual fantasy and though my male side fought it… the fact was, I was hornier than hell and admit it or not it wasn’t the touch of a woman I was horny for, it was, well, I wanted Doc, oh Saints forgive me I wanted him in the worst way.

“I wanted… no,” I thought, “I needed,” every day that passed the need became stronger and stronger to the point that if I got too close to him and got a whiff of his male scent my pussy would get wet and the most erotic fantasies would leap into my head and would I craved to feel his huge shaft bury itself deep inside me, thoughts that were so foreign but the just the thought of this along with a fuzzy mental image was enough to send pussy juice running down my leg, My god I was so wet! And try as I might… to take care of things myself I couldn’t get the damn thing to work! It should have come with an owner’s manual.

Just then Doc looked up as our eyes met a momentary look of surprise flashed in his, this however quickly faded and was replaced by a look I could not quite put my finger on… it was a confidently assured look mixed with a sparkle.

It sent my stomach was doing summer salts and I wanted to turn and run from the room but I held my ground then screw up my courage and announced,

“I’ve decided that I’m not going to fight this anymore and that I’m rea,l bitch!”

My voice lowered to a whisper, “especially to you” I met his eyes, “I’m sorry.”

Doc’s right brow lifted slightly as if he questioned what I was saying.

I repeated my last statement, “I said I’m sorry.”

I could no longer meet his eyes for what I was about to say, my voice dropping even quieter. “I… I…” I was stumbling to try to find the words but couldn’t seem to get anything but half and incoherent sentences to come out. After a few minutes of this Doc held up his hand to stop my rambling.

He said in his quiet reassuring tones, “I think I understand what you’re trying to tell me.”

He paused then said, “Are you trying to tell me that you’re sexually frustrated? Or do you mean aroused – by me?”

I gave a little nod, “Both,” I said still whispering. I know my face had have changed five shades of red in just those few seconds… I was so embarrassed!

The way he had asked the questions had sounded so clinical that I was sure that he was going to give me a lecture about how the hormones were causing this and it was only natural but he couldn’t do anything because of some Doctor’s code of practice laws or patients / Doctor thing.

I wasn’t ready for what happened next, without another word he closed the distance between us placed his hands gently on my shoulders. Electricity tingled and lust infused fire heated my skin beneath his palms.

He leaned close and whispered, “I guess we’re going to have to do something about this.” Then he smiled that irritatingly handsome smile of his, you know the mischievous one, the one that caused his eyes to twinkle with their seemingly own inner light, It was one of the things he did that made me feel – feminine

As a man the things that attracted me to a woman were her tits, legs and ass but as a woman the things that I found attractive about Doc were not so much his physical appearance, though it did factor into the equation it was more emotional driven. Little things, things I would have never noticed as a man,

Things like, the look in his eyes when he smiled or how attentive he was to my needs no matter how big of a bitch I was being or the way he looked at me when he thought I wasn’t looking back, I don’t have the words or true understanding to fully explain it. Suffice it to say, “What a pain in the ass! Emotions were”

I was nervous or maybe it was fear I was feeling? Anticipation? Perhaps… No, I shook that thought away quickly, anticipation was definitely not what I was feeling, no matter what the emotion was with Doc so close to me, I thought “There is no way I’m ready to go any further with this,” his scent was intoxicating! And I looked down not realizing I was staring right at his cock.

When I did, I snapped my head up and looked into Doc’s face.

He smiled… it was almost predatory as his eyes scanned my own scantily clad body up and down several times, then he met my eyes squarely.

“You look nervous like you’re having second thoughts”, he said.

I gave a little nod and then a bigger one indicating his midsection, “Um,” I stammered “You didn’t tell me you were hiding an elephant trunk in your pants”.

He glanced down and then back at me, he didn’t say anything but instead closed the distance between us. It startled me and I stumbled back and would have fallen had he not reached out to steady me. With his help, I quickly recovered my balance and he could have released me but he didn’t. In fact, he pulled me gently to him and wrapped his strong arms around me encasing in his embrace.

I stiffened at first but quickly gave into my bodily impulses and relaxed into his warmth sliding my own arms around his narrow waist allowing myself to relax and just enjoy the feel of his body next to mine indulging in the tactile sensation of his rippling muscles hard and unyielding and yet soft to the touch.

I found myself exploring his body with my fingertips as well as using my other senses, my ears heard the sounds of excited breath, my eyes drank in his exquisite physic but it was his musky scent more than anything that was driving me into the abyss of lustful aching desire, wanting more than anything to please him and to be pleased by him and that’s when I knew that I may have spent the first sixty-one years of my life as a true blue dyed in the wool chauvinistic pig, the poster child for the modern heterosexual male but now I found myself starting a whole new life as a completely different person.

And though I may not have mentioned this earlier but not only did the strange powder change my sex both inside and out it had done one more thing, it had regressed me in age, according to Doc, my body was that of a twenty-year-old young woman. I decided then and there this was my second chance and I was determined I would accept my new role and enjoy it to the fullest.

His hands were not idle either they slid over my body with gentle tender strength. Everywhere he touched me my skin heated and tingled sending bolts of electricity straight to my feminine core warming me from within and for the first time I felt truly feminine and it was erotic!

I could feel how stronger he was compared to me and I realized he had full control over me if he wanted it and he could do as he pleased and there would be little I could do to stop him.

I would have never thought that would arouse me but it did in the worst way! I felt the physical effects of sexual arousal as a woman and it was good!

Then his massive throbbing erection pressed against my inner thigh, he deliberately steered to my most sensitive part this sent me into lust-crazed frenzy my leg wrapped around his leg locking him to me.

I kissed his chest and sucked his nipples teasingly as I pressed my soaking pussy harder against his thigh riding it with long wet strokes of my sopping pussy.

“My god,” I whispered hoarsely, “I don’t think I’ve ever been so horny in my entire life.”

Doc enfolded me into arms and I instantly lost myself in a feeling of euphoria, it washed over me like a warm wave and the next thing I knew, Doc had lowered me to the bed and was kneeling over me.

His eyes burned with the lust of a hunters light, the look of a predator, a hunger driven beast ready to pounce upon its prey… and I was his prey.

My response to his feverish hunger was not to flee in fear as prey should but instead I roll my head back willingly offering my throat, my knees coming up as my legs opened, spreading wide, exposing my tender loins invitingly – no daringly.

Doc did not ignore my taunting invite. Like an animal he pounced upon my breasts, sucking, nipping, his hands squeezing and cupping. My pussy instantly became even more soaked and when he drug his teeth across my nipple, my back involuntarily arched, moaning and writhing like a wild animal as he teased my every nerve.

I could feel his cock pressing against my thigh only inches from where I knew it craved to be, where I needed it most.

Suddenly I felt a hand slide across that spot and a finger slip in as it passed between my velvety wet pussy lips sinking to its knuckles and then wiggling and stroking my G-spot.

This sent me reeling over the fringe lunacy and into a tempest of uncontrollable lust, leaving famished with an appetite of unsatisfied need.

The overwhelming demand upon my sanity and aching feminine core had me gasping for air.

“Please, please,” I croaked barely able to get the words outs.

He stopped looking into my eyes, “Do you want me to stop?” he asked in deep… oh so sexy tone, that it only made what was happening to me worse or perhaps better, I couldn’t tell.

“No,” I said whispered firmly, then I flushed unable to meet his eyes, “It’s my… pussy… it’s so wet… it, it … aches… for… ” I couldn’t bring myself to say the rest aloud but my eyes met his squarely and they said what I could not.

A lust driven smile split his face as he positioned himself for the attack. He maneuvered himself between my legs which I had enthusiastically spread as wide as I could.

My heart began to pound and my back arched in anticipation as my hips rolled up inviting him to drive his huge throbbing manhood deep inside me but his attack was not what I expected.

Instead, his execution was slow and methodical. He lowered his throbbing cock only enough to push the head slightly between my aching wet folds and began to slide it back and forth. An electrical current jolted my entire body as it caused my muscles to convulse, unable to help myself I began moaning like a wild banshee, my nails digging deep into the flesh of his hard ass as I rolled my hips forward and attempted to pull him down trying to impale myself on his cock, but he would not let me. Using the head of his cock to tease me until I felt as though I would explode.

“Please,” I heard someone beg and realized it was me.

With no shame I begged again, “Please no more…give me what I need” the last part sounding more a command than a plea, and so it was meant.

Doc smiled. “Your wish is my command,” he said in soft tone.

My eyes went wide and I sucked in a sharp breath as I clenched my muscles when his cock invaded me, splitting and stretching wide my inner walls.

I cried out, “Fuck me! Your cock is huge!”

Driving the throbbing rod to my depths he then drew back and drove forward again then repeated again, and again, setting a rhythmic pace hammered my pussy mercilessly.

I cried out again, “Fuck me!” as his cock thrust in. I was saying, “Fuck me” more as an exclamation, Doc obviously misunderstood because his cock began pistoning in and out like a steam-driven locomotive.

My cries of, “Fuck me!” changed from the exclamations to the orders or pleas depending how you looked at it.

“Fuck me… give it to me! I want all of you inside me… mmmm, harder, oh faster...” my hips bucking like a wild bronc. “OH fuck me! Don’t stop!

The pressure inside me building, climbing to the top to the summit of ecstasy!

It hit like tidal waves, each orgasmic wave crashing through my body, my mind and soul – leaving me a quivering mass of spent femininity.

Doc did not allow me any recovery time he simply flipped me over and took hold of my hips dragging me to my knees. My arms and legs felt rubbery and nonresponsive to my brain's commands, not that I needed to respond to anything. Doc had complete and utter control over me.

He blasted his huge cock inside me and within a few minutes, he had me hovering at the pinnacle exploding rapture. Then my pussy erupted juices as I came again and again.

For an hour, Doc fucked me twisting, turning and bending my body to his lust driven will, slamming his huge cock into me. I have no idea how many times I achieved orgasm but when he finally reached his own apex of desire and unleashed, his cock pumping the hot juices in me filling me full of his seed then he collapsed panting hard. His cock was still in me and it felt wonderful and I didn’t ever want him to pull it out so as he started to roll over I wrapped my legs around him and rolled with him so that I was now on top I settled down on his cock feeling its pressure pressing all the way to my bottom, It felt, exquisite.

The days that followed were a mellay of sexual encounters everywhere, anywhere and as often as we could. Which was pretty much all the time and in every room of the apartment, once we even did it on deck where all the neighborhood could see.

A couple of weeks later he came home present for me, a little surprised by this I took it and opened the box was teal colored slinky dress and a set of matching high heels. I’m not sure what he was thinking but my wardrobe consisted of blue jeans and tee shirts and I liked it that way.

I set the box and pulled out the dress, I looked at it dubiously holding it out at arm’s length then turned to Doc with a questioning look etched upon my face.

Doc shrugged, “You’ve been cooped up in this apartment too long”. He stated matter a factly, then he smiled that smile of his and said, “I thought we’d go to dinner…and maybe dancing or something later you know have a little fun.”

Doc was smiling but I could see a slight shadow in his eyes, if I refused it would hurt his feels. Besides he was right I couldn’t hide here forever.

I met his eyes again and nodded then picked up the heels and tossed the dress over my shoulder.

“Alright”, I said. “But if I break an ankle trying to walk in these things.”

I shrugged, “I guess I’m going to have to learn how to do this sooner or later.”

Two hours later I stepped out of the bathroom.

The dress fit me perfectly hugging my every curve flawlessly. The bust line pressed my tits together so that an ample amount of cleavage was showing and surprisingly enough the heels were actually comfortable and easy to walk in.

Doc was standing a short distance away staring slack-jawed straight at me. Immediately I felt uncomfortable I looked down turning this way and that looking for something wrong with something.

“What?” I demanded, “what’s wrong?’

Doc shook his head as if to clear it, then said, “You’re wearing make-up.”

His tone slightly surprised.

“What’s the matter with it? Does it look stupid? I knew I shouldn’t have tried putting it on I need to go wash it off.”

I started to turn back to the bathroom but Doc caught me and turned me to face him, I felt stupid and I was going to start crying at any moment. Stupid female emotions!

He crooked a finger under my chin and lifted it so that I was looking directly into his eyes. He said in a very sincere and very sexy whisper, “Come with me.”

Taking my hand he led to the bedroom and then maneuvered me in front of a full-length mirror so I faced it. He stood directly behind me his hands resting on my shoulders. Then he leaned very close to my ear. I could feel his breath on my neck and it sent a shiver up my spine.

In that same voice, he asked, “Do you know what I see when I look at you?”

I looked at my reflection for several moments then turned my head shyly and looked over my shoulder up into his eyes searching them for a clue to the answer.

He leaned very close his cheek touching mine and whispered, “I see the most stunningly beautiful young woman in the world, and she just happens to be the very same woman, and I’m in love with.” 

A deluge of emotions erupted from within me and surged straight to my heart, tears welled up in my eyes and I turned and through my arms around his neck and blurted out, “I am so in love with you, I didn’t know how to tell you.”

I had to fix my makeup after the tears I didn’t care though I could deal anything as long as continued to feel like this.

The evening was magical and I was floating on cloud nine. I danced until me feet hurt, Doc liked to watch me staring with hungry eyes and it was me he hungered for me. I gave him and everyone else a sexy show embracing my femininity on the dance floor and letting it flow from me my dance moves graceful, gliding and sensuous.

We had just left the club and were walking to the car. When suddenly a figure appeared seemingly from nowhere just ahead of us and the figure had a familiar shape and gate, my heart skipped a beat as the woman passed under a street light illuminating here face. It was the old Gypsy woman.

Our eyes locked and a stabbing bolt of fear rushed through me, the fear wasn’t that she was going heap another curse upon me but that she would remove the one already upon me.

I had stopped in my tracks. Doc had stopped as well and giving me an inquisitive look he then followed my line of sight and seeing the old woman he went stiff all the color draining from his face his head snapping back and forth between the Gypsy and myself.

The old woman ignored Doc except to wave her hand at him. He didn’t move after that.

She came right up to me and fixed her gaze on me.

She spoke in her thick accent, “Vell, have you learned the lesson you needed to learn?”

I managed a small nod.

The old woman thoughtfully rubbed her chin. “Hmmm... Yes, I believe you have learned your lesson,” she leaned forward peering deeply into my eyes

“AH” she exclaimed, “that is not all you have learned, is it?”

I managed another shake of my head then my eyes flickered over to Doc who stood unmoving in what appeared to be a trance. The old woman glanced in Doc’s direction.

She nodded her head thoughtfully muttering unintelligible words, then her gaze fell once more upon me searching my eyes.

I had said nothing to her but she spoke as if I had.

“Are you sure about this?” she waggled a boney finger in my face. “There is no turning back”.

Again I said nothing but she answered as if I had again.

“So be it!” she announced then waved her hands in the air in a strange pattern. I must have closed my eyes because when I opened them, she was gone!

Doc seemed to awaken from his trance, he shook his head looking all around thoughtfully, a confused look shadowing him.

I smiled when he looked at me, he returned the smile and then said, “That was weird”

“What?” I inquired in an innocent tone.

Shaking his head he said, “Well for a moment I thought I saw the Gypsy woman and she was going to change you back.” The look in his eyes sent my heart fluttering. I knew exactly what he was thinking, I felt the same about him.

I glided over to him and standing on tippy toes I took his face in my hands and pulled him down and kissed him passionately.

When I finished I said, “Don’t look so worried my dear, and forget about the Gypsy, I don’t think we’re ever going to see her again”.

Doc searched my eyes for a long moment then asked, “Is that what you really want?”

I responded by kissing him again and then with a sparkle in my eyes and a mischievous grin on my face I said, "When we get back to the apartment I’m going to show you just how much it is exactly what I want."

The end?

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