October 31, 10:06 AM

"I'm so glad we've got the pool to ourselves today," Becky said, her dark hair thicker and curlier even than he remembered. "It's perfect for a nice long swim before the Halloween party, isn't it?"

He remembered the ladies-only swim -- it had always inspired all sorts of guilt-inducing fantasies back in the day -- but the Halloween party was new to him.

"Oh, I know!" Dawn, a bit taller and thinner and fairer-haired than Becky, agreed. "I feel so much more like I can really be myself out there in the pool without any dirty men in there! So, are you still going to be a dancer for Halloween?"

"Well, thinking about it," Becky said, "But now that you mention it, I'm not sure how I feel about the guys seeing me dressed like that."

"I think it sounds like a kick, going around in just tights," Dawn said. "Just imagine you're wearing a skirt and don't look down, and you'll be fine. Besides, why shouldn't we be free to show off our beautiful bodies?"

"Why don't we both do it then?" Becky suggested. "Moral support!"

"That does sound kind of fun," said Dawn. With a mild giggle she unbuttoned her skirt...and from there everything returned to the script he had mapped out in his head all those years before. Including Becky following suit and the two friends admiring each other in their panties and tights.

"It would be kind of a kick going out like this, wouldn't it?" Becky asked, turning to admire herself in the mirror on the far wall.

Maybe if he imagined the conversation taking an unsexy turn now? He tried to imagine anything but what had come next in his imagination. It was no use; tearing his eyes away from Becky and Dawn for a moment, he realized to his mortification that he was not only hard, he seemed to be growing. His throbbing member was expanding like a balloon, bulging against the locker door. And it was only going to get worse; he knew that too well now that he knew the occasion.

They shared a girly laugh and a hug, and then Becky peeled her blouse away, drawing the same reaction from Dawn that he had imagined a hundred times. "That's a nice bra, Becky."

"Thanks!" Becky said, undoing it just as he had always imagined and peeling it away to reveal red lines on her breasts where they had bulged out against the fabric. "But you can see, it's too small. I didn't think I'd still be growing when I hit twenty, but here I am! Guess I'm going to need a D-cup pretty soon."

"So full and round," Dawn said with admiration, reaching out to caress her friend, who reacted only with a welcoming sigh. "Must be a drag lugging these around all day, Becky, but they sure are beautiful."

"Oh, it's not so bad," Becky said. "Worth it for how lovely they make me feel, and when I get in the water out there naked, the cool water on my breasts? It's a wonderful feeling! Now let's set yours free, too, shall we?" She drew Dawn's top off and Dawn obligingly reached back and removed her bra. "I wonder if guys ever admire each other in their locker room like this?" she asked coyly. "Probably not, huh?"

"And it's their loss, isn't it?" Becky said as they both removed their tights and panties. She admired her friend's body openly. "God, you're beautiful, Dawn."

"You too, my dear," Dawn replied, and they hugged. Inside the locker, he was desperately trying to tamp down his arousal, but it was no use. The telltale cock was only getting harder and longer, and he wondered how he even had any blood left in the rest of his body. The old nightmarish guilt washed over him yet again, but even that didn't reduce the swelling.

Becky and Dawn were not to be deterred from stirring up his arousal even further. Dawn ran her fingers through her ladygarden. "Such a relief to not have to worry about hiding this in a swimsuit!" she said. "And even more so for you, huh?" she asked, noting that Becky's bush was larger and thicker.

"Oh, I know!" Becky said. "Sploosh!" she exclaimed, cupping both hands around her pubic area and drawing them outward. "It seems bigger every time I go swimming!"

"Isn't it wonderfully erotic to look down and see a triangle, though?" Dawn asked. "God, I love that feeling!"

"Oh, I know!" Becky agreed. "It feels so dignified to be all grown up, doesn't it?"

They were both naked and still enjoying one another's company when the door from the pool swung open. It couldn't be Mrs. McDonough now that Becky and Dawn were adults, could it?

It was, and since it was ladies-only swim, she was nude as well. He felt himself getting lightheaded as his gigantic erection only plumped up further at the sight of his long-ago English teacher wearing nothing but a smile. She looked nearly seven feet tall now, her breasts approaching the size of cantaloupes yet standing out straight without a bra, her bush as full and majestic as ever as befit her dark curly mane that had not aged a day over the years.

"Becky and Dawn! Hello. Out for a swim?"

"Hi, Mrs. McDonough," the younger women said in unison. "Enjoying ladies' day?"

"It is ever so liberating, isn't it?" the teacher agreed. "Just the way it ought to be, women able to enjoy one another's company completely without any distractions! My, I see the two of you have blossomed as well. You look beautiful." Truer word was never spoken, and though he was struggling not to pass out, he did enjoy the view. "No one should have to wear a swimsuit, don't you think, especially when we're this beautiful?" she continued.

"Oh, I feel beautiful in a swimsuit," Becky said. "I enjoy being a woman and looking so elegant. But I feel so free without one!"

That line, coupled with the image of Mrs. McDonough's majestic body, had always been his downfall before. Once again now, against his best efforts he felt a rippling spasm that burst the locker right off its hinges. Becky and Dawn gawked in unison at the huge erection that flopped out into the open now, and then squealed in embarrassment and rushed off to hide in the showers. But Mrs. McDonough did not look fazed or embarrassed in the least. Meeting his mortified eyes as he stepped sheepishly out of the locker, struggling to hold his enormous erection off the ground, she said, "Well, I see Dawn and Becky aren't the only of my old students who have grown up!"

"I'm...so sorry!" he stammered. "I don't even know how I got in here, and then they came in..."

"I'm not complaining, am I?" she admonished him, placing her hands on her hips as if to invite him to admire her bush. "Becky and Dawn may not appreciate it, but you always were one of us."

"Who is 'us', Mrs. McDonough? I'm confused. Some really weird things have been happening, including this" -- he gripped his overripe dick in both hands -- "And I'm not making any sense of it all."

"Perhaps you just need to relax and enjoy it, then," Mrs. McDonough advised. "I could certainly enjoy that if you could get it down to a more manageable size, you know."

"I wish I knew how," he grunted, struggling to keep it off the floor with both hands, though it occurred to him that maybe he really didn't need to. There wasn't much chance of it going down with her standing there nude before him anyway.

"It's all in your mind, of course," Mrs. McDonough said. "Just embrace your desire and stop feeling so ashamed of it. We all had to learn that sometime, and this is yours." As if to lead the way, she slid her right hand off her hip and into her bush, rubbing in tight circles and inhaling deeply. "No one should be ashamed of such beauty," she whispered to him. "You know that, don't you?"

The wonderful sight before him did relax him -- even as it transfixed him -- and he felt himself retracting slowly to a more manageable size. Feeling unabashed about it for the first time, he slid his hand up and down it just as he had been so good at doing -- against his sense of guilt -- for so long.

He looked back up at Mrs. McDonough, who was still masturbating. "Doesn't that feel better?" she asked him with a gentle smile.

His mind was racing with ideas as to just how much better it did feel, and maybe how they could bring Dawn and Becky into it as well, when the hallway door swung upon. "Heavens!" he gasped. Mrs. McDonough looked nervously towards the sound, and somehow he knew the new arrival would not be open-minded like she was. Only one option remained: he could always go down the drain again. Ignoring his ex-teacher's desperate warning against it, he burst out into the pool area as fast as he could, his erection now even more oversized than before and whipping back and forth between his thighs. The sensation would have been a guilty pleasure at any other time; now it was only a matter of guilt.

His guilt got a lot more intense when the surroundings out in the pool registered with him. All at once he realized what Mrs. McDonough and the girls had been talking about: it was female-only hours at the pool, and all the swimmers were just as naked as he was. As he dove into the pool and lunged for the bottom, he was aware of women scurrying every which way to cover up or hide; the hapless ones who were actually in the pool could do little but recoil in disgust at his invasion.

No matter! The drain, and then I'll be gone anyway!" He pushed himself downward as hard and fast as he could, heading straight for the drain and only vaguely aware of the outraged shrieks up on the surface. He would disappear as quickly as he appeared and none of this would matter...

Thunk! The now-familiar sensation did not come, and his forehead smarted as he realized he had simply bounced off the drain. Should he try again? There was no time to do so, as he felt himself borne upward by a firm feminine touch on his legs, and a moment later on his shoulders as well.

Emerging with a splash, he found himself thrown into a deck chair and restrained by half a dozen women, not a stitch of clothing among them. Though terrified and humiliated, he realized to his further horror that his oversized erection was only growing. How, he had to wonder, did that even happen?

"So what have you got to say for yourself?" demanded a slim middle aged woman with an air of being in charge. She was tall and stern looking, with a short businesslike hairdo that always made him imagine a woman had no nude under her clothes. As she was naked, he now saw that was wrong; a small but stern thatch of pubic hair gaped menacingly at his huge cock.

"I...I didn't know." He was barely able to croak out even that.

"You didn't know," repeated a younger redhead who was proving to be beautiful when she was angry. "You come bursting out of the women's locker room naked in the middle of Ladies Only afternoon, and you don't even know why?!"

"I know you'll never believe it," he said, "But that's exactly right. Something bizarre happened to me this morning and I'm still trying to make sense of it."

"I'm trying to make sense of some things myself," the redhead said in a rather more conciliatory tone, as she was now admiring his massive cock. "It does seem a shame that we wouldn't get a chance to see this, don't you think, ladies?" Her friends looked on with a mixture of amazement and repulsion and morbid curiosity, and he could think of nothing to add.

"I'm...I'm pretty surprised with that myself," he admitted, drawing laughs from several of his admirers. Of a sudden he found his humiliation subsiding in favor of a sort of titillation -- he was a hostage on display, but he couldn't deny the fun in the looks he was getting, not to mention all the gorgeous breasts and bushes that one by one his captors were no longer bothering to hide. Somewhere deep within, a sense of assertiveness sprang forth, and he sat up a bit straighter in the chair without trying to elude the grasp of his captors. "Or maybe this is my Halloween trick, didn't any of you think of that?"

"Can you show my boyfriend this trick?" one of the women asked, drawing guffaws all around. He was aware of his member shrinking somewhat, but it was still quite oversized.

"You don't really want that, do you?" asked another. "I think I'd split in half!"

"Mmm, I'd have to agree," spoke up the older woman who had first accosted him. "I think Mrs. McDonough is probably the only one who could fit that inside her."

"Could she?" He couldn't hide his delight, now free of the usual accompany guilt for the first time -- and forgetting for the moment that she had already said it was too big for her.

Amidst the laughter from the other women, the redhead took his cock in both hands. "Oh, so you're another one of her ex-students who has issues with lusting after her," she said. "That explains a lot."

"Does it explain this?" he asked, gesturing down at her hands, which were now pleasuring him gently. Given his enormity, her touch was more teasing than satisfying, but he enjoyed it nonetheless.

"It's a measure of how repressed you've been all your life," she said. "And you, sir, were obviously very repressed! I hope you like the show as long as you're here with us, too. It looks like you do. I guess I should have known; we do see them in here every Halloween. It's a great time of year to cut loose, after all. But most of them have the decency not to crash Ladies' Hour."

"I didn't know it was Ladies' Hour!" he insisted.

"Maybe you needed that extra twist," she offered. "An extra strong dose of femininity to splash into. It does kind of tickle some of us to have you here, after all."

"Tickle is a good idea!" announced one of the younger women who had been holding him down. The redhead appeared to agree, for while retaining her affectionate squeeze on his hardness, she lifted it up to give the younger woman easier access. Soon she was tickling mercilessly up and down the underside of his shaft, which was just as sensitive as ever and now offered a lot more room for stroking and tickling. His humiliation now gone, he was soon squealing with delight at her teasing fingers, which were promptly joined by several more pairs while the redhead was busy teasing his thoroughly engorged tip with her tongue. She had no chance of fitting it in her mouth; but her tongue all about it was a nice if slight sensation. With several others now caressing, rubbing and tickling him all over his swollen cock, he was a helpless lump of pleasure, feeling as though a low-grade orgasm was washing over him to stay indefinitely. Amidst the wonderful naughtiness, he kept a longing eye out for Mrs. McDonough, hoping they would have the chance to find out if she could indeed fit him in, but there was no sign that she had ever come out of the locker room.

He was enjoying all the touching and tickling and teasing so much that he was scarcely aware of the noise at first when the hammer came crashing through the window once again. As if on cue, a few blissful moments later he felt the women taking his arms and legs firmly in their hands and soon he was sailing up and through the broken window.

A lovely whirlwind flash later, he found himself hurtling through the air above the city that petered out into suburban tracts laid out neatly below him, then into the multicolored splendor of the late autumn countryside. Out past the woods and in the hilly prairie, he found himself descending at last over a clutch of red brick chimneys all jutting from beneath the grassy earth. As if fired through a sniper's gun, he found himself heading directly, squarely and unstoppably towards one of them. Totally unable to alter his flight path in any way, he straightened up as flat as he could and braced for a painful landing, yet somehow he knew he would whoosh down the chimney without a scratch just as he had done in the drain.

Sure enough, the passage through the chimney was but a momentary blitz of darkness, followed by a bizarre but not painful sensation as he bounced off the hearth inside and landed, unhurt and clean, on the couch in a tiny living room. Imperfectly shaped as if it were carved out of a hole in the ground, which he quickly remembered it was, the room was awash in warm light from a single table lamp; and it opened into a slightly larger room with a dining room table that was now covered in bottles of ink and glue and glitter and messy stacks of clothing. A round window beyond looked out onto a bucolic scene of hill and dale and other half-hidden homes.

"I'm in a hobbit hole," he muttered in disbelief, standing up gingerly.

"I wish you would stop calling it that," came Nicole's voice from just down the hall. "It's just a movie, and so what if our place looks a bit like that?" She emerged into the dining room, her long blonde hair now cut short and her lithe figure a bit more filled out than....when? When had he known Nicole? He couldn't recall, but it was definitely her. "Now, let's make our masks already. It's only a couple of hours until the party and I know you don't want to go to the wank club without a costume."

"The wank club?!" he responded.

Nicole turned and gripped him by the shoulders. "Don't you back out on me now! We agreed, we both wanted to give the place a try and it was nothing to be ashamed of, and Halloween was the perfect time to do it since we'd be in costume and no one needs to know it's us! Mind you, I would be fine without the costume, but you're too shy for that." Her face softened then. "Of course, I've always found that endearing in you. It's why we've been friends for so long."

"We have...of course we have," he corrected himself quickly. "And yeah, I have always wanted to try the wank club." Then a horrifying thought occurred to him...although he didn't know just what the wank club was, that name made it sound like his girth on his last stop could be a big problem. Instinctively his hands flew to the front of his pants, and he was relieved to see he had apparently retracted to normal.

Nicole laughed. "Not that again! Whatever it looks like, it's nothing to be ashamed of, I told you."

"Of course not," he agreed, now sensing that at least that much was normal -- for now."

"And I have my insecurities, too, you know," she said. "I mean, I've told you before, I have a big vulva. But it's mine, and I'm not ashamed." She patted the crotch of her white jeans affectionately. "And don't think I don't know you've always been curious about just how big it is. Tonight you'll finally find out!" With a wicked grin, she turned her attention back to the art supplies on the table. "Now, here's your mask. Let's paint them."

She handed him a plain white eye-mask, and he assessed the options on the table before him. Quickly deciding on an array of brightly colored stripes, he began painting diagonally across the mask in a perverse rainbow. He'd gotten a third of the way across with pink, green, yellow and sky blue when Nicole took notice of his pattern. She burst into laughs. "You want to have all the gay guys in the club hitting on you, do you?"

"Nah," he said with a knowing grin, though he wasn't really sure of anything. "Any of them get too close, I'll just let you flash your big lips at them and they'll run off screaming."

Nicole laughed harder, to his relief. "Cute," she admitted. "But why the rainbow if you're not going for the gay look?"

"Taking back a man's right to embrace bright colors no matter which way he swings," he said. He wasn't sure where the answer had come from but he liked it. Something had finally snapped at him as far as shame was concerned, anyway.

Nicole looked at him endearingly. "God, we could be so good together if you hadn't been so uptight all these years. Where has that beautiful attitude been all this time?"

"Good question," he admitted. And, to his mild surprise, Nicole did not pursue the matter any further.

Figuring he might as well milk the look for all it was worth, he added glitter and sequins to the mask. Once it was done and set aside to dry, Nicole, at her suggestion, swathed his lower face in all the rouge she could apply, promising it would clash deliciously with the mask. Then it was time to choose a top for each of them to wear. Nicole pulled out a wonderfully garish paisley pattern with a multicolored splash background. "I was thinking of wearing this one myself," she said, "but your mask is crying out for it, I think. Let's try it on you."