Matt Smith was walking down the street on his way to lunch when a colorful new store happened to catch his eye.

'I wonder what they sell in that store' he thought to himself while pushing his auburn hair out from the front of his emerald green eyes. 'I guess I will take a look and see what they have.'

He walked over to the new store and entered. There was quite a selection of items of all kinds. There were several men suits, ladies' evening gowns, clothes for children, all on very realistic looking mannequins.

Matt was a slender man of about 5' 7” tall. He was an attractive man who caught the attention of women. A beautiful lavender gown covered with a pattern of sequins caught the corner of his eye. He walked over and lovingly caressed the the gown. It felt like it was made of silk.

“Would you like to try that on?” Chris asked him with a smirk on her face.

“I am not sure, if I want to do that. It is a lovely gown through. It reminds me of those gowns that Ginger Rogers wore when she danced with Fred Astaire.”

“Go ahead and try it on, it looks like it was made for you. Follow me, I will show you our private dressing room.”

Matt followed her down the hallway to the back of the store to a plain, wooden door that opened into a very private dressing room. There was a vanity table in front of a lighted mirror, a large wardrobe that held a lot of various dresses and gowns in various styles and colors. There was also a six drawer chest that held a various assortment of lingerie. Chris told Matt to go in and try on the gown.

“Matt, if I make a suggestion, before putting on the gown. I think you should look through the chest drawers and see if you can find lingerie that would be suitable for the gown.”

Matt went in and walked over to the chest of drawers and opened the first drawer, it contained panties of all styles. He saw this beautiful pair of lilac panties. It was a French cut bikini, with lace accents. Matt checked to see what size it was and saw that it would fit him perfectly. He took off his slacks and plain white briefs. He slipped on the panties. He loved the way the satin and lace felt next to his skin.

Matt then decided he may as well take off the rest of his clothes, so he shucked off his shirt, tie and suit jacket. 'I have to find a bra that matches this pair of panties.' He looked in the next drawer, but it contained stockings and garter belts. A thought came to him that maybe he should wear the stockings and garters, that it would be so delightful under the long gown. He took out a pair of nude stockings, which he rolled up so that he could slip them on and a lilac colored garter belt which he put on over his panties, slipping the garter straps under his panties. He sat down on the chair that was in front of the vanity. He sensuously rolled up the stockings up his legs and attached them to the garters. He loved how smooth his legs looked.

He went back to the chest and looked through the third drawer and saw that it contained the bras. He hoped that he could find one in a B or C cup since he did not want, nor was attracted to large breasts. He found a lilac, lacy bra in a C cup. It was also in his size so he slipped it on. 'I only wish that I had something to fill the cups.' As soon as he finished putting on the lingerie, he decided to slip the gown on. He looked in the mirror and loved how it looked on him.

He suddenly started to feel a weird, tingly sensation all over his body. 'I don't feel well, let me sit down a moment.' He did not realize it at first but his male body was starting to transform to a body that better suited the clothes.

His feet started to narrow, a little and the nails were suddenly painted with a bright red nail polish. The changes spread up to his ankles, which slimmed down a little, up the calves and thighs taking a more feminine shape to them, the hair disappearing so that the legs were left smooth and shapely. Next to change was his hips and butt. The butt became a bit more padded and pear shaped. The hips widened out a little. He felt his penis and scrotum start to shrink and retract into his body as his or should that be her new vagina started to form. Her waist started to narrow as the changes moved up her torso. Her stomach flattened as her breasts started to form and fill up her bra. Her shoulders became more rounded as the changes moved on down her arms. They became more slender and feminine looking as her hair disappear, like it did over the rest of her body. Her hands became more delicate as well as her fingers. Her fingernails also got painted with the same polish as on her toes.

The changes were moving up her neck which lengthened and became more slender. Her Adam's Apple disappeared as her voice became higher in pitch. Her lips filled out a little, her nose became more delicate as her eyes remained emerald but became larger. Her forehead took on a feminine contour. She had nice high cheek bones. Her auburn hair lengthened to just past her shoulders, while it also developed curls.

She looked into the mirror and liked the changes to her body. She looked at the vanity table and decided to put on makeup. She was finally whole body and soul and she was so happy.