New Panties


Part I

Halloween was only two days away and Cory Fisk was desperate for ideas. He was laughed out of every costume store in the city and now an hour before the city rolled up its sidewalks, we was almost laughed out of every clothing store entirely. Faced with the grim thought of making his own costume he pressed on. Last year he went as a pumpkin made of an orange back and popcorn. He went home alone despite the copious amounts of alcohol that was flowing. He vowed this year would be different.

At five foot ten he was a slender man, who despite valiant attempts to hide it, really was a geek. He even had the star wars Darth Vader cape to prove it. Left with little other methods of scoring with the opposite sex, Cory was hopping to impress the rather intoxicated ladies at his fraternity Halloween party with an amazing costume. It would help break the ice, maybe even get a few girls to come to him.

This dream was being quickly shattered by each farewell bell that dunged behind him. With no more department stores left, Cory looked further down the street. Three banks made way to a pharmacy, which obscured his view from there. Having nothing better to do he strolled father down to DD's corners. A center of bars and strip clubs nestled just passed the respectable districts of the cities downtown core.

Among the seedy bars and hot night clubs was an exotic clothing retailer just opening with the falling sun casting shadows to hide its patrons. Knowing no one in the area would recognize him, Cory decided to check to see if they had any costumes left. It was out of the way for most people and the naughty nature may help improve his odds this weekend.

Blood racing for various reasons, Cory descended the concrete steps into the store. Vanilla incense assaulted him as he entered the small boutique almost making him reconsider his decision. Uncomfortable with the wares around him, he tried to calm himself by browsing the shelves. Numerous toys, video, and games were stacked all across the shop, with only a small selection of clothing left in the far corner.

Cory sighed as he wandered through the sparse collection.

"No costumes left!" Came a bark from behind him. Startled out of his skin, Cory spun to find a little old lady grimacing at him. "I got toys games and videos."

"That's okay, I was just looking," Cory said embarrassed, scanning the isles for the quickest escape.

"You like toys? We got toys for him and her. What you want?" Cory was uncertain weather the broken English spoken by the stores clerk was for real or an act, but either way it had an unsettling effect on his nerves.

"Um, her," he said trying to get to imagine the clerk to imagine that he was not a sad bachelor in need of a plastic playmate.

"Good good. You like to please her. But you know what pleases her?"

"No, I really wish I did though."

"Ah! I got just the thing!"

"No!" he screamed, feeling embarrassed. "I mean, I was really just looking for a costume really."

"Costume? You want to be someone else? Be different that what you are?"

"Yeah," he said feeling the sadness of the truth of the statement.

She stared at him hard. It felt like she could see within him scrutinizing his very being. Then all at once she broke her gaze. "Ah! I got just the thing!"

"I thought you didn't have any."

"I keep one. Special. For someone who wants to know."

Not wanting to rock the boat and loose a potential costume, Cory just silently followed the dynamic woman to the back of the shop. After numerous bangs and shouting in a language that he was sure no one could really understand, she re-emerged from the back, padding off a thick layer of dust.

Striding up to counter she plopped a box down smiling. "You like."

Peering inside, Cory pulled out a small pink thong holding it in the light until the realization hit that they were women's underwear. Shoving it back into the box quickly he flushed deeply. "This is women's cloths." He whispered.

"Yes yes, You be different. Life of party. You like."

Cory was pretty sure that wasn't a question. But as he thought about it, it was a unconventional idea and he could see the drunk girls wanting to have a suto-lesbian experience for kicks. If nothing he might at least get to second base.

"Um, how much?"

"I like you. For you my friend, 300 dollars."


"It's special. You not regret. One size fits all. Great material."

Cory was desperate and if it got him some action no price was too high.


"Great! Just remember, Panties go on with two feet, pull up. For off pull down same way. One feet no work. Must be two, Off up no work, only down."

"Right." Cory said not understanding. Underwear are underwear aren't they? he though.

"You understand later! Bye now!" She shoed him away to greet the next person.

Glad to have that over with and a costume to boot Cory ran out of the adult boutique. It wasn't until he found his car that he began to wonder about the rest of the costume. Deciding it was best to wait, he through it into the back seat until he was home in the security of his apartment.

It wasn't until later that night that her got the courage to open the box again. He had never really thought of cross-dressing before but the idea of breaking the taboo was kind of exciting.

Caressing the lid he tensed and through open the lid to see the scrunched panties he had seen in the store. Laying them to the side her riffled through the rest of the paper packaging to realize to his horror that it was all filler.

"EXPLATIVE!" he screamed. "That bitch screwed me and I still got my fucking cherry!"

Tossing the box off the bed her took a good look at his new three hundred dollar panties. The pink material was sheer, with a single white bow on the top, and lace rounded off the edging. Cory had to admit they were cute.

"Well lets see what three hundred dollar panties feel like shall we."

Slipping off his jeans and boxers, and after discovering which end was up, he slowly pulled up the panties. As the lacy thong slipped between his pelvis to rest against his bare privates, the room spun into darkness.

He woke a while later coughing stale air from his lungs. Making sure his vision was steady, he walked into the bathroom, the only room with a mirror, to check to see if his brains were poking out anywhere. The slight buzzing in his head was almost pleasant.

Flipping the light switch he peered into the mirror about the small sink. Confused as why he didn't see himself he tilted back and forth to see passed the woman in his line of vision. Poking the mirror, realization slowly filtered in. The hands before him were smaller, more feminine, the arms were groomed hairless, the chest, the CHEST?! was huge! Tearing off his shirt he stared at the large globes on his chest. Breasts. He had freaking breasts!

Looking back into the feminine face before him, he cross-referenced his vision with touch. A caress of his breasts brought their nipples to full attention, a quick pinch brought out a involuntary moan, as it tingled down the length of his body. A wetness below drew his attention away from the breasts before him.

Looking down, he could see a growing we spot on the pink thong, which barely obscured a gorgeous pussy beneath. Pulling the band out he looked down into the panties to see a neatly cropped fuzz glistening with juice just above a tight snatch. Slipping his fingers down into the wetness he gasped again as probing fingers grazed a sensitive clit that stood out proudly within its folds.

Brushing it again, he began adding pressure reveling in the pleasure. The body went into autopilot, hands exploring and caressing round smooth curves. Unable to hold back, Cory rubbed his clit vigorously while pinching hard on his left nipple. The building pleasure felt like it was going to tear him apart. "Oh Fuck!" he screamed. A the orgasm hit hard, buckling his legs out from under him.

The cold floor was a welcome relief. As the orgasm subsided rational thought began to filter back into his pleasure addled mind. Wondering about the old woman's words, he sat there wondering if he could reverse the change the panties had done. "Something about up no work only down," he said to himself. Only the voice wasn't his and now that he thought back, neither was the earlier scream. "Luke Skywalker," he tested. The feminine voice was there still.

Panicked he reached down to the panties and yanked them off. Again the worlds spun around him leaving his vision black. This time however he remained conscious. As his vision cleared he looked down to a flat chest and his familiar unit dangling on the cold floor. "Luke Skywalker," it was his voice now too.

Reaching down he found the pink thong marveling at the bargain he had made.

Part II

The next day Cory left work early. He told his supervisor that he wasn't feeling well, and truthfully, the cube farm really didn't need him for the afternoon. I few numbers wouldn't be crunched, but no one world even really notice. Such is the life of a data entry clerk.

Almost running to his car, ideas raced through his mind of what to do with his free afternoon. There was much to be done! He had spent the entire night awake thinking about what name to use only to settle on the more feminine Cori for simplicity sake and he or she rather could easily use her credit card saying they just spelled it wrong.

Outfits would be needed along with some bra's and if time a Halloween costume for the party. He had always wanted to be someone different, and now he could. The possibilities buzzed in his brain.

At home he quickly undressed and pulled out the panties that he had stashed in the bottom of his underwear drawer. Pausing to wonder if it work again he lied down on his small double bed, not wanting to fall again, and slipped the panties on. A wave dizziness passed over him, which he blinked away. Confused he patted himself, the transformation was much less intense, but it still worked!

Running to the bathroom mirror, he saw the same girl from the night before stared back at him. "Luke Skywalker!" she giggled.

Stretching into her new body she noticed her well formed breasts giggle a little. Her nipples pointing out in the cool apartment air. Unable to control the urge, she pinched them again, gently at first, then harder while massaging her breasts. It was amazing to watch the reflection and see this gorgeous woman playing with her tits.

Lifting one to her mouth, she strained her neck to lick the hard nipple. Gasping she moaned at the new sensation. With great restraint she lowered her hands away from their new toys, and balled them in fists to keep them from finding more trouble down below.

"Time to go shopping!" she smiled.

Walking back into his bedroom the realization struck her. She needed cloths to go shopping for cloths. Sighing she rummaged through his clothes. Most were far too loose in some areas and far too tight in others. Finally finding an old baggy pair of kaki's and tying up an old work shirt like she had seen in the movies, she stuffed his credit card in her pocket and through on what seemed like supper sized shoes and finally was out the door.

The mall proved more daunting than she thought. Four hundred stores, a good three hundred of them women's clothing stores, proved to be a horror of too many options. And then there were the guys in the mall. Constantly checking her out. Judging her on her shabby appearance. The rude comments she overheard only motivated her though. If they wanted to fuck her like this, wait until she found clothes that would drip sex. Then they would beg her and she could steal their girlfriends instead!

Finally deciding that fist thing would be to contain her lovely melons, she stopped in the Victoria secret store. Looking over the walls of lingerie, she would have drooled if it wasn't so afraid of how to pick things out. Her pulse raced as a women who looked to be in her mid thirties, wearing a managers tag approached her.

"Is there anything I can help you with?" she asked politely. Her smile was reassuring and helped Cori relax.

"Um, I- this is kinda embarrassing. I need some bra's n' stuff. I really don't know what size."

"Oh, don't worry hun. Most girls your age don't even realize they are wearing the wrong sizes. You're a head of the game. Come with me and we'll get you sized up perfectly!"

Taking her into the changing room the woman brought in several bra's and her measuring tape.

"Lift your arms," she said sliding the tape around her chest, just below her breasts. The proximity of another woman so close to her naked breasts, brought her nipples back to full attention. "Okay move your arms I need to measure your cups too."

Reluctantly, Cori uncovered her breasts worried at what the woman would say. She didn't seem to mind. Just took the measurements and reached down to adjust a lacy blue bra. "Try this. You're a good thirty-two and just on the verge of a D, but most of the time you're going to be best off his a C-cup. It will give you the best lift and cleavage."

Fumbling with the bra she finally twisted it around to set the hooks in front before reversing it properly. This was going to take some practice! Slipping the straps up she marveled at the image in the mirror.

The manager surprised her by reaching up and helping with the adjustments, cupping her tits, lingering a while longer than Cori thought was appropriate. "How does that feel hun?"

"Good," Cori sighed at the feeling of the woman caressing her lacy breasts.

Leaving one hand to linger on her breasts, working at a stray piece of lint conveniently close to Cori's nipple, the woman slid her other hand down across her naked abdomen. Cori gasped at the feeling of the manager's fingernails caressing her skin. Unable to resist, Cori rolled her head back unto the woman's shoulder and stared into the eyes through the mirror.

She watched as this thirty-something woman slipped her fingers further down, undoing her baggy pants. "My my, I think you may need a new pair of panties to match your new bra." She purred in Cori's ear. I'll be back with a few more sets for you to try on.

After she left and Cori's hormones cleared from her rational brain she remembered why she was a woman. The panties can't come off or the transformation would reverse. Images of this lesbian lingerie manager getting an eye full of his geek-meat gave her a shiver. Panicked, Cori thought back to his conversation with the old woman down town. There had to be a loop hole. What did she say? Something about, up no work?

Desperate to try anything, Cori slid her panties down to her knees and carefully lifted one leg through the lacy thong. Darting her vision from panty it mirror she was still a woman! No what? Up no work. Unable to think of anything else, she pulled the thong up careful not to stretch it beyond breaking over her tits, and finally over her head. Staring into the mirror she stared at the beautiful naked woman in front of her. It worked!

Elated at the success she forgot that manager was coming back and nearly screamed when the door of the dressing room opened again. "It's just me hun. I have a more things for you to try."

For the next hour the two continued to play dress up with Cori's body. Lace and silk as well as a collection of everyday cotton were slipped on and ripped off teasingly. Beyond reason, Cori submitted to the manager marveling at how her beauty had such a powerful effect on another person. Emboldened by this power she began to tease back. Letting the woman's hands stray for only so long before pulling back.

Smiling at the woman's frustration, Cori guided the woman's caressing around her body, teasing herself as much as the manager. Finally when she felt like she was ready to explode, she pulled the woman's hungry mouth to hers. The kiss was tender at first, there was a sweet taste of her lip gloss as it rubbed off onto Cori's lips. Parting her mouth slightly, the Manager dove her tongue in desperately clinging to the young beauty before her.

Kissing ravenously, the manager worked her way down, pausing to suckle on each breast while her deft hands caressed seemingly random parts of her body. Cori returned the passion by puling the woman's skirt down and with no further pretense, slid her hand into her soaked panties. Cori could see her bight her lip from screaming. Despite their passionate desires, this woman was trying to maintain control or loose her job.

Afraid of screaming out, the woman, pulled away from Cori and dropped to her knees. Grabbing Cori's ass roughly, she pulled her pussy to her waiting mouth licking its length twice before sucking hard on her enflamed clit, lashing it with her tongue.

Also not wanting to scream Cori firmly clamped her mouth shut as the obviously experienced woman worked her magic. Waves of pleasure grew faster and stronger until they seemed never ending. Then every muscle tightened hard and released with a powerful orgasm.

She had one as a woman before, but it was nothing like this. The release was so much stronger and longer than before. And an unmistakable trickle was running down her thigh where it touched the gently suckling woman's cheek.

Giggling at the ticklish lickings of the manager Cori pulled away. "Mmm thank you for al your help."

Standing to kiss her, Cori could taste her pussy on the woman's tongue. "Anytime hun. But before we get into trouble, maybe we can sell you some of this. At a generous discount of course."

"I'll take it all!"

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