"You have a lot to learn about being a sexy woman, Billie and I intend to make sure that you learn everything you can so you can be convincing in that new body for as long as you have to wear it. The last thing we need right now is any more attention from the world in general and if you continue to act like a man in a female body, it’ll attract attention more than if you act like what you look like."

Luck Be A Lady
Part 5
By Catherine Linda Michel

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We drove north for a couple of days. During that time, we kept a sharp eye on our backtrail for signs that we were being followed but we never saw anything that could have been our "friends" in the ugly black car. We stopped, the first night, at a rundown motel that had a rear parking area which was hidden from the main road and unpacked the van. Prue and I were pretty bushed but Neri was still full of nervous energy.

As we looked, somewhat distastefully, at the rooms we had been assigned, and decided who was going to sleep where, Neri came up with the idea of supper. I suggested that we find a pizza place that delivered but Prue pointed out that the motel was quite aways from any town and it was unlikely that we would be able to find a place that would deliver this far out. Neri suggested that Prue and I get the rooms straightened away while she took a short drive toward town in the hopes of finding someplace with take out food. As tired as we were, Prue and I thought that sounded like a good idea and Prue handed the van keys to Neri, warning her to be careful and to keep a low profile.

Neri gave an unladylike snort of disgust through her nose and said, somewhat sarcastically, "Well, DUH, Prue! What’d you think I was gonna do? Walk into some roadside diner with my top down and announce that I’m on the run from the Men In Black with some stolen alien hardware? Don’t worry!" She continued, "I’ll be cool! Sheeeesh!!! Some people!" Neri turned on her heel and stomped out the door, slamming it behind her.

I wondered out loud if it was a good idea to just give the keys to our only means of transportation to a kid we’d only met a couple of days before but Prue shushed me, saying, "Look, Billie, what choice do we have, really? It’s either trust her or risk going out ourselves. I don’t know about you but I don’t feel secure enough in this alien disguise to feel comfortable and besides, if it weren’t for Neri, we wouldn’t even HAVE that van! At any rate, it’s really academic now. She’s already left."

I looked away from Prue and toward the room’s window which looked out into the parking area and saw the van’s taillights disappearing around the corner of the building and realized that Prue was right. Even if I DIDN’T trust Neri, now was a bit too late to consider that. I sighed and began to unpack my travel bag.

Prue stopped me by saying, "Look, Billie. I don’t think you and I know each other well enough yet, to share a room, even with you looking like my sister. I think Neri and I should bunk in together and you can take the other room. It’s too soon and too weird for you and me to share a room, okay?

"Look, Prue, I’m tired and hungry," I replied, rather testily, "and I don’t really want to argue about this or even discuss it! How do you think I feel? I’ve been stuck inside this female body for three days now and I’m still weirded out by it. Every time I look into a mirror I’m still scared half out of my mind and shocked by what I see and when I move......? Well, what I feel is more than words can possibly explain! It’s different for you and Neri, you were BORN female and even though you both look considerably different from the way you used to, you’re STILL female! I was born a guy and regardless of how I look right now, I am STILL a guy! You can’t begin to imagine how I feel, stuck in this sexy looking female form, and I don’t have the words to try to make you understand. I’ll abide by your wishes for now but, don’t forget, I’m still BILL inside here and I’m scared too!"

I hoisted my travel bag to my shoulder and grabbed the key to the other room and walked out without a backward glance. Four steps toward the other room, a bit of remorse began to seep into my tired brain and I started to regret blowing up like that at Prue but, DAMN it! I was scared! I didn’t know where any of this was going to lead and I wasn’t even sure if I was doing the right thing by running away, let alone taking Prue with me and roping a young runaway into the chase with us. I was, as I stated earlier, tired and hungry and full of doubt about this whole thing.

I opened the other room, which was right next door to the one Prue and I had been in and tossed the travel bag onto the bed, belatedly realizing that the bag contained the alien devices! I scrambled to the bed and began pulling the clothes out of the bag, praying that I hadn’t damaged any of those devices! If I had broken the disguise machine, I would be STUCK in this female form for who knows how long, maybe for the rest of my life! I quickly set up the machine and ran a test. It powered up all right and sounded okay to me but I wasn’t sure and my tiredness and paranoia convinced me that I was hearing noises from it that I hadn’t heard before.

I shut it down, stashed it under the bed and ran back next door, bursting into the room to ask Prue to come and look at the machine! She shrieked and covered her partially nude form with her hands, or at least she tried to cover herself. Her hands were woefully inadequate to the task they were being asked to perform. Here and there, a tantalizing bit of flesh would show only to be covered up by a moving hand, leaving another bit uncovered. I skidded to a halt and began to blabber a mile a minute, not noticing at first, her state of dishabille but, as I began to run down, I did begin to see that she was mostly naked and, somehow, the alien machine began to recede to the back of my mind.

I stopped talking and just stared at her for a couple of seconds and she, seeing that it was just me that had come bursting into the room and not some half mad mugger or robber, stared back at me, her face getting more and more red as the seconds ticked past. She dropped her hands and planted her fists on her hips and began to read me the riot act but most of it went right in one ear and out the other. The awe-inspiring sight of Prue, mad as hell though she was, mostly nude, was enough to make me forget why I had come in here in the first place! She began to advance on me and I started backing up until I caught my heel on the doorjamb and went down backwards in a heap. I hit my elbow on the side of the door and smacked the back of my head on the cement sidewalk just outside the room. I lay there for a few seconds while flashes of light went off inside my head and pain shot up and down my arm.

I must have grayed out about then because the next thing I remember, I was being cradled in Prue’s arms, my head cradled in her lap and she was crying, over and over, "I’m sorry, Billie! Oh GOD, PLEASE be all right! Oh my GOD!"

I weakly waved my arm to let her know that I was okay, just groggy but that was a huge mistake. The arm I tried to wave was the one I had banged on the door frame and when I tried to move it, It felt as if an explosion had blown my arm off at the elbow joint! I screamed in agony and Prue jumped, thereby dislodging my head from its comfortable perch in her lap and bounced, AGAIN, on the cement! I know I blacked out, that time, because when I came to, I was laying on a bed and there was a cool damp cloth on my forehead. Prue was sitting in a chair near the bed and when I began to come back to consciousness, I groaned a bit. She jumped up off the chair and quickly came to my bedside.

"Are you okay. Billie?" She asked anxiously.

I thought about that question for what seemed to be an hour before I answered, "I think so. Do me a favor, though, willya? Tell the room to stop spinning around in circles and put a tourniquet on my arm to stop the bleeding? Holy cow, Prue! What did you hit me with? My head feels like it’s gonna explode and I can’t feel anything below my elbow!"

She laughed at me! Here I was, concussed and bleeding to death from my exploded arm and she was laughing!

"You IDIOT!" She shrieked. "Your arm is still there and it’s not bleeding! As for your head, You have a goose egg the size of a golf ball on the back of it but I don’t think there is any permanent damage. The way you went down, though, I was sure you had cracked it wide open but there was no sign of blood when I picked you up and put you on the bed."

Her laughter had died down to a giggle now and then and I tried to speak again but my head hurt so badly that all I could muster was a small moan. Prue continued talking to me and in a few minutes, the pain in my poor abused skull had receded to a mere pounding. She changed sides on the damp cloth a couple of times while she was talking to me and, to tell the truth, I don’t remember much of what she was saying. I think it was mostly soothing words of comfort but, as I said, I don’t remember much of it.

When I felt as though I speak without blowing the top of my head off, I began to apologize to her for bursting into the room and scaring her but she shushed me with a finger placed gently on my lips. She cradled my aching head in her arms and stroked my face gently with her cool, soft hands. I began to feel a little bit better and the pain started to go away a bit when, without warning, the door to the room burst open and Prue jumped, letting my head fall back to the pillow.

Pain ripped through my head, yet again, as it bounced off the pillows and I heard a voice yelling, "Dinner is served!" Prue turned toward the door and began to tear into Neri, who it was that had come bursting into the room, verbally. For a few minutes, there was verbal chaos with Prue and Neri screaming at one another and the more they screamed, the worse my head hurt! Finally, when I could stand it no more, I yelled, "SHUT UP!" Another mistake. Pain shot through my head, things got blurry and hazy and I blacked out again.

The next time I regained consciousness, I was being ministered to by both Prue and Neri and when they saw that I was returning to the land of the living, they both began to talk at the same time. After a few seconds of that, I weakly held up my good arm, palm out and whispered to them to please stop yelling. They instantly toned their voices down to whispers and I thought, "Well, THIS is cool. I got two good-looking women falling all over themselves trying to be nice to me. Maybe, when I feel a bit better, I can get one or both of them into bed with me and let nature take its course!"

I mused quietly to myself about this delightful possibility for a few minutes and was expecting to feel a bit of a response from, well, you know where, but there was nothing! Nothing, that is, except an unfamiliar dampness! Oh SHIT! I had forgotten! In my pain I had completely forgotten that, at the present time, there was nothing down there that would respond the way I was used to responding.

Instead, below my waist, and all over my body, in fact, I was packing the same equipment that both Prue and Neri were and that saddened me more than I can say. Once again, I surrendered to the pain which suddenly had a resurgence, and blacked out one more time.

My dreams were strange and confused, filled with images of changing bodies and crashing spaceships and ugly black cars filled with aliens. When I finally regained consciousness, I was laying on my back and, for a minute, I was very confused, my mind still partly in the realm of pain inspired nightmares. In a couple more minutes though, I came fully awake. The first thing I noticed was that I felt no pain whatsoever! It was as if I had never been injured at all. The second thing I noticed was that I wasn’t alone in the bed. I could feel the warmth of another body against mine and I opened my eyes to see the face of Prue! She was cuddled into my chest, near my armpit and was sound asleep, her mouth slightly open and her sweet-smelling breath gently washing over my upper body.

I gently disengaged myself from Prue and slid, ever so carefully, out of the bed, intending on heading into the bathroom to relieve a very stressed bladder, but when I got to the edge of the bed and started to sit up I got a shock in the form of two gigantic breasts bobbling around on MY chest! Now, by this time, I had sort of almost gotten used to having breasts and, to be totally truthful, I had almost forgotten they were there, but THESE! These were absolutely monstrous and when I moved and then stopped, it took a few seconds for them to come to rest! Their weight was unbelievable and I could feel the strain on my back. I stood up, gingerly and tried to establish some kind of equilibrium and almost fell on my face from the weight of those incredible breasts pulling me forward and down!

I finally managed to stand up, more or less straight when another thing came to my attention. I could feel a weight pulling down on my head from behind and when I turned to look to see what it was, I caught a glimpse of HAIR! I mean LOOONG BLONDE HAIR! Hanging from MY head! My mind began to blank out but I refused to pass out again. For one thing, it wouldn’t solve anything. For another, I knew that if I did pass out, I would wake up in a puddle of my own pee. The pressure on my bladder was almost more painful than the pain I remembered from my arm. MY ARM! I looked at my arm and I couldn’t find a mark on it. There was no pain from it either and it looked a bit softer and paler than I remembered. All these things were warring for attention with my tortured bladder and the bladder won. I staggered into the bathroom and sat down, almost immediately releasing the pressure and sighing in relief! I also noticed, once I had taken care of the most pressing problem, that I was naked.

Funny how, when faced with a plethora of differences and changes, one will forget or ignore all of them when one’s bladder is too full to hold one more drop. When I was finished, I wiped carefully and stood up, flushing the toilet. I tottered to the mirror and gazed with shock at the spectacle that greeted me within that looking glass! Staring back at me from the mirror was the most drop-dead gorgeous blonde I had EVER seen! Her body was something from a thousand men’s tortured sexual dreams and her face was, well, words can’t describe that face! Beautiful, sexy, desirable, didn’t even come close to describing that lovely, lovely face. Lips that were designed for kissing and murmuring sensuous words, eyes that a man could fall into and drown, a "to die for" little turned up nose and absolutely perfect pale skin all said one thing to anyone looking at it,.....SEX!

The body was enough to bring strong men to their knees in abject surrender to its perfection. High, proud, VERY large breasts atop a waist that looked almost too slim to support the weight of that incredible upper body, and a flat, almost muscular stomach. Hips that looked like they would be almost too wide to get through a door, although, I’m certain that most of my initial thoughts about this body were colored by my shock upon discovering that I was wearing it!

I guess my mind sort of went into overload at that point because, the next thing I remember, Prue was standing behind me kind of supporting me so I wouldn’t fall down. She gently walked me back to the bed and sat me down and waited until there was some light of intelligence in my eyes once again. I couldn’t speak and she sensed this and began to speak. She told me that the last time I had passed out, she and Neri had examined me a bit more carefully and had found that I had a fractured arm and the bump on my head had been growing at an alarming rate.

While Neri had watched over me, Prue had gone into my room and gotten the alien body changing machine, brought it back to this room and used it on me, reasoning that I would have had to go to a hospital, otherwise, to assure the healing of my injuries. They had both thought it better to try changing my shape in the hopes that by doing so, they could heal my injuries without having to resort to any medical facility. They had used the very first disc they had grabbed, reasoning that any shape change would accomplish their aims.

Unfortunately for me, the disc they had chosen contained the oh-so-delectable form I was now wearing. The long hair, Prue explained, was the result of Neri setting the hair device incorrectly and could be taken care of in very short order but they had decided that it could wait until I had awakened, reasoning that I needed rest more than anything. I finally recovered my wits enough to try to speak but the voice I heard when I tried was so sweet sounding and, well, downright sexy, that I only got out a few words before I shut myself up. Prue seemed almost as taken aback by that soft sensual sounding voice as I was and she fell silent as her eyes widened at it’s sound.

"WOW!" Prue exclaimed. "That’s SOME voice you have there, Billie! The last time I heard a voice like that it was on the other end of one of those sex talk lines that I dialed by mistake! You’d better be very careful when you speak from now on or you’ll have to buy a BIG stick to fend off the hordes of men that will be flocking around you every time you say anything!" I sat there, stunned by what I’d seen and heard and tried to figure out how to get out of this situation.

""Well, Prue," I began, "all that you say might be very true. God knows, this voice would take a lot of getting used to but, thank goodness I don’t have to. All we have to do is replay the disc we used to give me the other shape I had when I got hurt and I’ll be back to what we are, for the present, laughingly calling, normal, right?"

"Umm, Billie,"P rue said hesitantly, "there’s a slight problem with that. We tried to return you to the form you have been using but, when we did, the injuries reappeared! We decided that, with the way Neri looks, right now, and the other forms that are available on those discs, it would be better if you keep this shape for a while. We still don’t know WHY the injuries reappeared when we tried to switch you back but we can’t take the chance that changing you again will cause some other kind of harm. Even the change back to THIS form seemed to take longer than any other change has taken and we think that there may be some kind of limitations built into the machine that won’t let it perform more than a couple of changes within a certain time frame. So, for now, and until we find out more about the machine, you’d better get used to this form. You might have to wear it for just a day or two or maybe for a week or two. Until we know what we’re doing and why the machine was reluctant to change you more than twice in a short period of time, we can’t take any chances. I know this is gonna be tough for you, Bill," she continued, calling me by my real name for the first time since we had cooked up this hare-brained scheme. "And I know that you didn’t want to look like a woman in the first place so THIS form, with it’s blatant sexuality and sensuous voice will be doubly tough to deal with. Can you understand what happened and forgive Neri and me? We only wanted you to be all right and didn’t think about the consequences of choosing that particular disc. Well, we didn’t actually choose it, see, what happened was that when Neri came back with the food, you were unconscious and that bump was getting bigger and bigger and...."

Prue paused for breath and I held up a hand, palm outward to stop her from saying more. "Prue, hold it right there. In the first place, I DO understand what you and Neri felt you had to do. In the second place, I haven’t been all THAT uncomfortable in a female form. Oh, I’ll grant you that it did take some getting used to, and if I had my druthers, I’d just as soon be plain old Bill again but, given the circumstances we were in and still ARE in, I understood the necessity for sporting a "different" look. THIS," and I indicated the exaggerated feminine pulchritude I was currently wearing, "is WAAAAY beyond simple hiding. Prue, I CAN’T go out in public looking like THIS!! I won’t get 5 steps out the door of this motel and I’ll get raped or something! These, these,....," I sputtered, indicating my umm, breasts, "are ridiculous! I’ve never seen a woman with breasts this big who wasn’t displaying them on some stage with sexy music playing and about a hundred guys tripping over their tongues in front of her!"

"Plus," I continued, we don’t have any clothes that will even come close to fitting this body."

I was beginning to get a bit hysterical and I knew it but, somehow, I was unable to stop it from happening. My breathing was becoming fast and irregular and that increased the disconcerting motion of those gigantic, to me, breasts which only added to my growing panic! Prue must have sensed that I was on the verge of losing it because she stopped me from any further speculation about my form by grabbing me in a tight bear hug.

"Bill, Bill," she whispered in my ear. "Calm down. I KNOW that this is going to be a BIG adjustment for you to make but, for now, and until we find out more about that machine, we CAN’T change you again. Neri is out shopping for some clothing for you and she should be back in a little while. Why don’t you try to lay down and get some rest? You certainly could use some after what you’ve been through in the last few hours. If you want, I’ll lay down with you and hold you until you think you have calmed down enough to try to see the logic in this." Hmmm. Prue wanted to lie down with me? On the same bed? And Hold me? Well. No matter what shape I was in, my mind was still male enough to think THAT idea over VERY carefully.

After a few seconds of being held by the woman I was falling in love with, I decided that we certainly could lay down together. Why not, right? I mean, what could two women do in a bed? Ok, ok, I wasn’t thinking too clearly. Would you have been? Anyway, we laid down and in a few minutes, I began to feel a bit less panicky. My breathing resumed a more normal rhythm and my heart rate came down to almost normal. I was still confused and scared but I actually found myself getting drowsy! I never thought that I would want to fall asleep when lying in the same bed as Prue but there it was. After a few more minutes, I must have fallen into a light slumber because when I reopened my eyes, Neri was in the room talking with Prue.

I heard a little bit of what they were saying but it didn’t make a whole lot of sense and I dismissed what I thought I heard as the ramblings of a dream I must have been having. I heard something about jobs and a name, Brandi. Anyway, they were whispering and I couldn’t hear them clearly. Neri looked over at me on the bed and noticed that my eyes were sort of open and she nudged Prue who turned to look at me.

"Well, hello there, Sleeping Beauty!" Neri said. It’s about time you woke up. Do you know what time it is?"

I automatically looked at my wrist to see what time it was, only to remember, belatedly, that I wasn’t wearing a watch. I was absolutely naked under the sheet and blanket that covered me. I groaned a little bit and again I was struck by that sexy sounding voice I now possessed. Even groaning sounded sensual!

I sat up, with a little difficulty, clutching the covers to my chest and said, "No, Neri, I don’t! Why don’t you tell me?" I meant to sound a little bit sarcastic but that voice wouldn’t let me. It sounded more like I was inviting her to jump in bed with me and fool around! Sheesh! I couldn’t even SOUND mad! I tried, believe me, I tried. It came out sounding pouty and almost little girlish.

Neri giggled a bit at my consternation and then said, "Why, it’s almost 8 AM! You slept the whole night and you must be STARVED, since you didn’t eat last night. My stomach chose that exact moment to agree with her, even before I could get any words out of my mouth. It rumbled and grumbled but even THAT sounded different. Almost cute! Oh boy! This was NOT gonna be easy!

I finally managed to mumble out a "Yes, Neri, I am hungry as a matter of fact. Are you going to go get something to eat and bring it back here?"

"No, Billie, I’m not. You’re gonna get your butt out of that bed, shower, and get pretty so we can go out for breakfast! Prue and I decided that you have to start getting used to that body and the way it moves and there’s no time like the present so, up and at ‘em, woman! Cmon, c’mon, I went out and got you a few things to tide you over until we can figure out when it’s safe to change you back into that other body that we have clothes for. Until then, you’re gonna have to get used to looking like the sexiest woman in four states."

With that, she came over to the bed and, seeing that I had no intention of getting out of it, she grabbed the blanket and yanked it off me leaving me sitting there, totally nude! I automatically tried to cover myself but my now-slender, pale arms were woefully inadequate for the task they were being asked to perform. Finally, I just gave up and, feeling as embarrassed as I have ever been, I got up off the bed and, mustering what little dignity I had left, moved toward the bathroom. I had forgotten, though about the weight of those breasts and, when I turned sharply to stride angrily off, they kept swinging and nearly pulled me off balance. That caused me even more embarrassment and I actually began to tear up! I mean, I started to cry, standing right there in the middle of that motel room!

Neri and Prue must have realized that they might have pushed me too far because they were both at my side in a flash and I found myself enfolded in four arms and errm, other things. I really let go then, though. The tears came freely, accompanied by huge racking sobs that sounded like they were coming from the depths of a broken heart. Prue and Neri had all they could do to keep me from crumpling to the floor, sobbing my eyes out.

"I, I, ca..can...can’t d..do th..th..this," I sobbed.

"I c.can’t g..go out..side looking like, like, THIS! Oh God, girls, you gotta help me! We gotta find out what’s up. up with that, that, d..damn ma..ma..machine! Then, I just broke down completely. I could hardly breathe as the sobs racked my body and tore at my throat. Prue and Neri just held me as best as they could and rocked me back and forth as they eased me down onto the bed until I finally began to run down. I just laid there for a few minutes, gathering my strength before I attempted to try to get up on my feet again. Both Prue and Neri were murmuring encouragement and apologies for giggling at my plight.

They didn’t say anything else but they did help me to my feet and assisted me into the bathroom. Prue got the water running in the shower and Neri busied herself getting out bottles and soaps and towels. Once Prue determined that the water temperature was ok, she and Neri both gently guided me under the shower head admonishing me to hurry up because they were hungry as well and we had to get back on the road anyway, so the sooner we got going, the better. I stood there, under the pounding water, trying to think and letting it wash off the saltiness left from my crying jag.

I could feel the hot water beginning to relax me a bit and I started to feel a little bit better. I stood there, thinking and trying to come to grips with this radically different body I seemed to be stuck with for a while. Eventually, I felt recovered enough and, after thoroughly washing my hair, which seemed to take an hour, I rinsed off and shut off the water. I stepped out of the shower and grabbed a large fluffy towel that Neri had placed on the sink and began drying myself off. I guess it shows my state of mind that I didn’t even notice that the bathroom door was open and I was patting my skin dry and feeling almost good again. At least I WAS, until I heard Prue say, "Well, it looks like you are beginning to adjust. You’d better be careful, though or you’ll get yourself involved in something that’ll require you to take another shower!"

I blushed, realizing that I had been lingering with the towel in certain, umm, sensitive places. "I wasn’t, I, wasn’t, I, I....., Oh DAMN!" I retorted. "Prue! I was only drying myself off but it felt sort of, well, good and I was, um....! Hey! This isn’t easy on me, you know? This body seems to feel things a LOT more that the other one did. I mean, look at how I broke down a bit ago. I have never done that in that other body. Well, I DID cry that one time but not like I just did. I suddenly felt just hopeless and lost and it seemed right to just have a good cry. Oh, Prue! What’s happening to me? I’m beginning to feel, well, I don’t know, FEMININE! This is really weirding me out, Prue and I don’t know if I can handle it!"

She pulled me into a hug and tried to comfort me, saying, "It’s all right, Billie. I know what you’re trying not to say and I understand, I think. What’s happening is that you are in a more seductive body and it obviously has a higher libido than that other one did. You’re getting more and more emotional and that’s probably caused by the higher level of hormones being produced by this new body. It’s normal, for a body like that, I mean and you’re going to have to get used to it, at least until we figure out that machine. Now, c’mon and get dressed and we’ll get back on the road and get something for breakfast too. I’m really getting hungry and I’ll bet you could eat a horse! Not that you’ll be able to, in that body."

"What do you mean," I asked.

"Well, you are probably going to have a much smaller appetite in that body than you did before. From the look of it, that body doesn’t need very much food to sustain it. In fact, I envy you that small, flat tummy." Prue said, sounding a but jealous. "But, we can talk about this while you get dressed. Now c’mon, lets go!" She led me back into the bedroom area and started throwing clothes at me. "Now, don’t blame me for any of these. Neri picked them out and she is a lot younger than either of us so her idea of appropriate clothing is, well, let’s just say different.

I began looking at what Prue was throwing at me and it didn’t seem too bad to me. Jeans, a pink pullover and a plain cloth jacket. The underwear gave me a bit of a pause, though. The bra was very lacy and deeply cut between the cups and the panties were virtually non-existent. I slipped the panties up my legs, almost falling over until Prue grabbed me by the shoulder and steadied me. Then I attempted to put on the bra. Now I had some practice doing that but, in this body, it seemed harder to do, somehow. I guess it was those big breasts because I couldn’t get them to stay still long enough to umm, "seat" them in the cups, and every time I tried to hook the bra behind me, one or the other of them would slide a bit and be uncomfortable.

Finally, with a sigh of frustration, I turned to Prue and asked, "Would you help me with this damned thing, please?" She was standing there watching me and, from the look on her face, she was trying VERY hard not to laugh.

"It looks like you are gonna need some practice getting a halter around those, huh? Ok. Stand still and I’ll hook you up but I’m not gonna do this every time for you. You’re going to have to figure it out for yourself and deal with it as long as you are wearing this shape, Billie" She said, moving around behind me and grasping the hooks of the bra. She fastened it and then helped me settle my breasts in the cups. I immediately felt the load on my back decrease with the support of the bra. Once that was accomplished, I started to put on the jeans. It was a real struggle to get them on and I said to Prue, Neri must have gotten the wrong size! These don’t seem to fit at all." At that, Prue did start to giggle.

"No, Billie," she said, "those ARE the right size. It’s just that, like I said, Neri’s idea of what’s appropriate and yours or mine are somewhat different. They’ll fit all right but they’re going to look as if they are painted on and, by the way, if you haven’t looked closely at that top, you’re in for another little jolt."

"OH?" I panted, lying on my back and trying to pull those jeans up past my hips and butt. "What do you mean by that?"

"Never mind," she answered. You’ll se what I mean when you put it on." I finally managed to get the jeans on but I felt like I had just gone ten rounds with Mike Tyson.

"I don’t see what you mean," I said, somewhat puzzled. "It looks like a perfectly normal woman’s top to me. I pulled it over my head and into place, only to finally see what Prue had been trying not to tell me. The neckline wasn’t so much a neckline as it was a breastline. It showed waay more cleavage than I felt comfortable with. As a matter of fact, it was cut as deeply as the bra had been and almost showed the lacy edges of the bra. It did add a little more support for my breasts, though and even if I wasn’t very happy about the amount of flesh showing, I realized that this was all I had that would fit right now.

Then, came the topper. Prue handed me the shoes and I just looked at them. "You’ve GOT to be kidding." I groused. "These heels have got to be at least 4 inches and they’re as thin as a small carrot stick! How the hell am I gonna walk on these things?" Even worse, the toes of those shoes were open and the backs were just an arrangement of straps. "I’m gonna kill myself, falling off these things! I’m gonna KILL Neri when I get my hands on her!" I finally managed, with some help from Prue, to get those shoes on and, when I stood up, I wobbled for a second or two before I kind of settled down. Amazingly, I didn’t feel like I was going to fall off those damned things. Instead, I felt almost comfortable in them! I took a couple of steps and I seemed to be able to walk almost normally, if you can call an exaggerated wiggle of my hips and butt and short steps, normal.

Prue had to sit down on the bed and finally could hold it in no longer. She dissolved in laughter. I just stood there, hands on hips, glaring at her until she wound down. Wiping her eyes with the side of her hand, she said, still giggling, "Your jewelry and accessories are over there on the dresser." I walked, well, wiggled might be a better word, over to the dresser and found some bracelets, a necklace, earrings and a small very feminine watch. I slipped the bracelets on over my hands and managed to get the necklace over my mass of hair and settled around my neck. The small pendant nestled right in the valley between my breasts and I knew that it would draw attention to that place. I wasn’t too happy about that but I steeled my nerve and picked up the earrings.

I had to ask Prue to help me with them, as well, because they were for pierced ears and I’d never had to deal with that before. They were long and dangly and, when I turned my head from side to side, they banged into the sides of my neck or got tangled in my hair. What a pain! I finally got everything on and settled and Prue sat me down on the edge of the bed and applied the makeup machine to my face! I protested, saying.

"Is this really necessary, Prue? I mean, I don’t like this body as it is. If you go making me look pretty, I’m gonna have to carry a gun to keep the guys away! I am, er..was a guy... I know what guys think when they see a body like this!"

"Oh, just relax," Prue chided me. I’m only applying the bare minimum that a woman who looks like you would wear for everyday. Be happy this isn’t an evening or I’d be laying this stuff on with a vengeance! Now hold still and I’ll be done in a minute or two." Then I can do your fingernails and toenails. You can’t wear shoes like that without some color on your toenails and if they’re gonna be polished, you might as well have your fingernails the same color. It’s important for women to match things like this, Billie. When you’ve been one awhile longer you’ll come to understand that. Now hold still so I can get this right."

When Prue was finally done, I got up and looked at myself in the dresser mirror. OH MY GOD!!! I was a flippin’ knockout! This was worse than I had even imagined. The combination of the tight clothing, the makeup, the jewelry and that loong hair which had taken almost 15 minutes to dry, thanks to the hair dryer/changer machine, was overwhelmingly sexy. I just stood there, staring at my image while Prue bustled around, getting the last bits of our stuff packed and ready to go.

She handed me the jacket and my purse, which felt as though it had rocks in it. I opened it up and looked inside only to find a dizzying array of female stuff, most of which was a mystery to me. Prue grabbed her coat and purse and called to me from the door. "Hurry up, slowpoke! Let’s get this stuff into the van and be on our way. I slowly turned from the mirror and walked toward the door, grabbing a couple of small plastic bags full of clothes and things. I walked past Prue to the door and stopped, scared to death to go out. Prue put a hand in the center of my back and gave me a small push and I staggered out the door almost falling on my face.

I put the stuff I was carrying in the van and Prue went to knock on the door of the room next to the one we had just exited. The door opened and Neri came out, carrying her overnight bag and threw it in the van, giving me an appreciative glance as she went past me. "Not bad, Billie. Not bad at all" I have great taste in clothes, don’t I?"

"Remind me to talk to you about that later, Neri," I attempted to growl back at her. Unfortunately, my growl came out as more of a purr and the effect was completely lost on her. She smiled at me and said, "Don’t bother to thank me, Billie. The look of satisfaction on your face is enough for me. She walked past me and climbed in the side door of the van and I got into the passenger seat. I figured that Prue should drive since I knew I’d have trouble driving wearing those shoes.

Prue climbed in and as we all fastened our seat belts, she looked at me and said, "Don’t worry, Billie. Neri and I will help you all we can and we’ll be right with you all the time. We know that you haven’t had any experience at fending off over amorous men but we both have, haven’t we, Neri?

"That’s right Prue, and I pity the fool who tries to hit on our little sweetie here. We’ll cut him down so hard and so fast that he won’t know what hit him! No worries, Billie. We’ll protect you."

I dug into the purse I was carrying and finally found my cigarettes and a lighter. A cute feminine thing it was too. I missed my trusty old Zippo. I lit up and inhaled the fragrant smoke deep into my lungs, coughing a bit as I did so. I looked at the cigarette in surprise and dug the pack out again. Nope. They were my regular old Marlboro 100s all right. So why did I cough? All of a sudden, it came to me. I had been a smoker for quite a few years but that was in my old body! This new one had no experience at handling what I thought of as normal and was expressing it’s discomfort by making me cough.

Well, I had given up a lot in this new form but I was damned if I was gonna give up my smokes. I hung on like grim death and, by the time I finished that first smoke, I was no longer coughing. I looked at Prue and she was glancing my way with a look on her face that told me she understood.

She said, "I went through the same thing, remember? Right after we changed our bodies the first time. I lit a smoke and darn near coughed my lungs out! I’ve decided I’m gonna quit while I’m in this body and see if it carries over when I change back."

Somewhere between the time I had lit that cigarette and the time I finished it, we had pulled out onto the main road and were on our way. I hadn’t even noticed it until I looked back toward the front of the van and saw that we were moving. About a half hour after we left the motel, we came to a roadside diner where there were a lot of 18 wheelers parked. I had always believed that where the truckers eat, has got the best food. Those guys are on the road all the time and they get to know where the good eats are. We pulled into the parking lot and found a space near the door, luckily, and piled out of the van.

Walking toward the entrance to the diner, I started feeling uncomfortable again and I swear I could feel eyes watching us, more to the point, watching me! I slowed down and started to turn back toward the van but Prue and Neri each grabbed an elbow on me and propelled me to the entrance and into the diner. As we entered the place, it got very quiet for a few seconds and I could feel and see every set of male eyes turn towards us. I was as nervous as a long tailed cat in a room full of rocking chairs and I tried to stop and turn around and run back out, but Prue and Neri had a good grip on my elbows and they steered me to a table and sort of pushed me into a booth.

Neri sat down next to me, effectively blocking me from escaping from the booth and Prue sat down across from us in the other seat. There were menus already on the table, and I picked one up and opened it, partially to try to hide my face and partially to keep from having to look around at all the hungry male eyes that had tracked us all the way from the door to the booth. In the past three or four days, I had sort of gotten used to being looked at by men, but THIS, this was totally different! I felt like I was naked or something and I was very frightened. Having Prue and Neri there did help a little bit, but I knew that even they would be helpless if anything really serious happened.

Now, I know that the chances of a serious confrontation, right there in a crowded diner, in the middle of the morning, were very, very slim and, under any other circumstances, I would have scoffed at anyone who suggested that something like that COULD happen. These, however were NOT ordinary circumstances. Not for me they weren’t and I was about 4 seconds away from sheer panic when a waitress appeared at the table and asked if she could take out orders.

Prue and Neri ordered right away but I couldn’t make myself speak! I tried, but all that came out was a small mouse-like squeak. Prue sensed that I was close to panic and broke in, saying that I had a sore throat and ordered for me. Unfortunately, once we had given our orders to the waitress, the necessity of having an open menu disappeared and I was left with nothing to hide behind. Neri and Prue were trying to calm me down, saying that this was something I had better get used to, and that being stared at by men was a necessary by-product of being a beautiful woman.

It didn’t help much, but they kept talking to me, trying to get me thinking about something else and, by the time our orders arrived, I was a little bit less nervous. The smell of the food took part of my nervousness away as well because I found that I WAS ravenous. I attacked the food like I hadn’t eaten in two days which, if fact, I almost hadn’t.

Neri jabbed me in the ribs with her elbow, though and whispered at me in a very sharp tone that, "Ladies don’t eat like that, BILLIE!" emphasizing that feminine appellation in an apparent attempt to make me realize that I was shoveling food into my now-dainty mouth like a, you’ll pardon the comparison and the pun, truck driver! I stopped short at that and tried to continue in a more ladylike fashion and, to my surprise, I couldn’t finish what was on the plate!

It wasn’t a large order and I had looked at it, when it arrived at the table with a bit of disappointment. I knew I had been starved when I started to eat, but I only managed to eat about two thirds of what was there before I simply HAD to stop. I felt stuffed. I leaned back into the booth and stretched a bit, feeling a bit better now that my tummy was full and I reached into my purse for my cigarettes. I pulled them out, along with my lighter and shook one from the pack, which earned me a nasty look from Prue.

"What did I do NOW?" I asked, confused. "Ladies don’t shake cigarettes out of the pack like that, BILLIE!"

She said, quietly. "Give me that pack and I’ll show you how it should be done."

I handed the smokes to her and watched as she gently tapped the pack against her forefinger and gracefully extracted one from the pack, holding it loosely between the first two fingers of her hand. Then she flipped her hair back and lit the lighter, applying the flame to the end of the cigarette and, when it was lit she tossed her hair back with a shake of her head and exhaled a long plume of smoke toward the ceiling. I sat there, entranced by the extremely feminine way she had done that and I asked what I had done wrong, again.

She took me through the whole process again, insisting that I do it this time and instructed me every step of the way. I began to see what she was talking about and after one or two tries, I did it correctly. I watched her closely as she smoked that cigarette and tried to emulate every motion she made and I must have been successful because she smiled at me and gave me a little "well done" nod of her head.

"You have a lot to learn about being a sexy woman, Billie and I intend to make sure that you learn everything you can so you can be convincing in that new body for as long as you have to wear it. The last thing we need right now is any more attention from the world in general and if you continue to act like a man in a female body, it’ll attract attention more than if you act like what you look like."

I thought about what she said and, the more I thought about it, the more sense it made. The world is sort of used to seeing beautiful women and expected a truly beautiful woman to act in a certain way. Any deviation from that expected behavior would draw unwanted attention to us and I didn’t want that either. It was hard enough for me to be constantly stared at as a sex object by every male within sight range. To draw additional attention by acting in any other way but as a sexy woman could be disastrous for us, so I paid close attention to what Prue was saying. It didn’t seem odd to me, right then, to be giving up control of my own actions to a woman.

Later, looking back on that time, I questioned why I did that so easily but at that time, it seemed perfectly normal to do so. We finished our meal with both Prue and Neri coaching me on every aspect of my behavior. The cigarette helped me to concentrate on what they were telling me. It seemed to sink in faster than I would have thought it would, and before we got up from the booth I was acting more in harmony with my appearance. We walked to the register and paid for our food and then, Prue and Neri steered me towards the ladies room. I was prepared for this and I didn’t succumb to panic again, though. Having spent the last few days in a female form had inured me to the terrors of that "forbidden" sanctum of femininity.

We entered and did what we had to do, repaired our makeup, even though it really wasn’t necessary, thanks to the makeup kit, and left. As we exited the ladies room, I could, again feel every male eye on us but it didn’t seem to bother me so much now. I almost felt proud of the fact that all eyes were on us and I straightened up and pulled my shoulders back, showing off the incredible cleavage I was displaying! I pasted a smile on my face but I didn’t meet one single set of eyes with my own.

I hit the entrance door in stride, expecting it to push open easily as doors had always done for me in the past. Instead, I almost bounced off it and damn near fell down as I lost my balance on those heels I was wearing. Fortunately, Neri was close behind me and steadied me. She chuckled a bit at my expense and said, quietly, "That’s something else you’re gonna have to get used to, Billie. Apparently this new body isn’t even as strong as your last female form and everything is going to feel heavier and harder to move than before. Just take your time and try to remember that. Otherwise, you’re going to attract attention, the wrong kind of attention, from men. Unless," she continued, musingly, "that’s what you WANT to do! So help me, Billie, but I’m beginning to wonder about you. It seems you like being a female! Is that it, Billie? Do you secretly LIKE being seen as a sexy female? It’s okay, if you do, you know. I know I like it. I love it when I can get a guy to anything I want just by batting my eyelashes at him and acting helpless!"

She looked at me out of the corners of her eyes as she was saying all of that and I stopped in my tracks, almost tripping Prue up as she was following close behind me. I started to say something but decided against it, knowing that I would sound like a hysterical woman if I opened my mouth right then. I was angry at her for even suggesting what she had but I decided to wait until we were in the relative security of the van before I ripped her head off! We got into the van, Neri in the back and me in the passenger side again and, when Prue got behind the wheel she began to start the van but I stopped her.

I turned and fixed Neri with an angry gaze. "LOOK, little girl!" I said, seething inside. "I appreciate what you have done for us and I understand that all this," and I indicated my new sexy shape, "must be VERY amusing to you! So listen up, because I am only going to say this to you one time. If I have to repeat it, it will be accompanied by physical violence! I AM A MAN! I am not some sexy broad and I am NOT a joke for you to laugh at or ridicule! I am forced to wear this shape for awhile, for reasons which you are all too aware of and I will NOT tolerate you making fun of me because of it! In case it has slipped your mind, we are in the run from some pretty serious people! If you can’t appreciate the seriousness of our situation, I will be MORE than happy to return you to your original shape and drop you off in the next decent sized town we come to! Her face fell and I could see a bit of uncertainty in her eyes but I was mad and I continued. We’ll give you enough money so you can continue your original trip without worrying about whether or not you’ll make it to wherever you were intending to go, but there’ll be NO more making fun of my predicament! This is hard enough for me without you drawing my attention to every little supposed mistake I might make. You say you understand how I feel but how could you? You have NO clue about how I feel and you couldn’t unless you were undergoing the same thing! If you want to help us, that’s fine, and, like I said before, I appreciate what you have done so far but, there’ll be NO more having fun at my expense! Now, Is that clear enough for you?"

I turned around in my seat and fixed my eyes on the road without waiting for a response from her. In fact, I was already beginning to calm down from my anger high and felt a bit bad about reading Neri the riot act but I felt I had been justified in saying what I had said. This WAS hard for me! Being forced by circumstances to appear to be a female was tough enough but, being forced to appear as a blatantly sexy, stacked and beautiful female was too much for my poor male ego and I snapped on Neri. Sitting there, watching the road go by, I was already regretting what I had said but, there was no way to take it back and part of me didn’t want to take it back. Oh sure, I had been getting fond of Neri and she HAD helped us quite a bit but, that part of me that DIDN’T regret what I had said, wouldn’t let the other part of me, that admired Neri for her resourcefulness and nerve, back down. It must have been my male ego at war with my female body and I recognized that but couldn’t do anything about it.

Both Prue and Neri fell silent after my outburst and nothing was said for the next hour or so. Occasionally, I thought I caught a small sound from the back of the van, as if Neri were trying not to cry and that made me feel really lousy. I knew that what I had said had hurt her and, at the time I was saying it, part of me WANTED to hurt her! That thought scared me and I began trying to find some way to apologize to her for being so mean. I knew that no matter what I said from this point on, I would never be able to fully apologize to her but I hoped that I might be able to find some way to make her understand that I was feeling so vulnerable and frightened in this new body that It had overwhelmed what common sense I usually had and had caused me to say things that I ordinarily would NEVER have said. Neri broke the silence first, though.

She said, quietly, "Look, Bill. I guess I can understand that you thought I was laughing at you and making fun of you. I have to admit that it IS kind of amusing for me to watch a man trying to act like a sexy woman, but I never intended to make fun of you or anything like it. Maybe I did overreact back there when I asked you if you liked looking and acting like a gorgeous female and I guess I kinda owe you an apology for carrying things a bit too far. I know that it has to be really difficult for you, being a man and all, and being on the run has been tough on ALL our nerves. I’ll try not to do things like that anymore but you have to lighten up as well! Taking my head off does none of us ANY good and if we end up at each other’s throats, it’s only a matter of time before we find ourselves in deeper trouble than we are already in. I’ve been pretty much on my own for a long time and I’ve gotten used to being somewhat sarcastic and defensive. At times, those things have been the only things that have kept me sane. For what it’s worth, though, I’m sorry I made you feel humiliated or threatened."

I turned to Prue and asked her to pull the van over to the side of the road and she complied. When the van stopped moving, I unbuckled my seat belt and got out. I went back and opened the door and motioned to Neri to get out as well. She did, with a puzzled look on her face and stood facing me. I looked into her eyes and began to speak.

"Neri, it’s me that owes you the apology. I lost it back there and blew up at you because you were the closest one to me. God knows that we wouldn’t be as far as we are without your help and we owe you for that and more. I can be a prize ass, sometimes and, with all that’s happened to me this past 4 or 5 days, I have been on edge 24/7. Please, please," and at this point, I took both her hands in mine, "don’t let me drive you away from us! I’m so unsure of what I’m doing, and SO scared that I am not doing the right thing by running away, let alone roping you and Prue into this as well!"

At that point, I began to cry and I pulled Neri to me and hugged her, tight. Then she started to cry as well, and before I knew it, we were joined by Prue who was ALSO leaking from the eyes. It turned into a group hug, right there on the side of a road that I don’t even remember the number of and, for a few minutes no one said anything. We just stood there holding one another and crying.

Finally, Prue broke the sad mood by saying, "Thank God for that makeup kit! Otherwise, we’d all have to spend an hour at least, to repair the damage to our faces from all these tears!

Well, I started to giggle at that, and the next thing I knew, Neri started as well. In no time at all, we were standing there laughing so hard, we couldn’t maintain our grips on one another and we all had to sit down in the open doorways of the van, holding our sides. When I finally began to calm down a bit and my laughter was subsiding, I wiped my eyes and my face with the sleeve of the jacket I was wearing and smiled at both rue and Neri. Something happened there on the side of that nameless highway and I felt closer to them right then than I have ever felt to anyone in my whole life. I was so glad that Neri had accepted my apology and I now felt as though she and Prue DID understand what I was going through. I also felt like I understood that they were along on this ride because they WANTED to be and not because I had "roped" them into anything.

We all got back into the van and Prue and I both lit cigarettes. If you are not a smoker, I can’t explain how it feels to light up and inhale that fragrant smoke, or what it does to frazzled, jangled nerves but, trust me, I had NEVER needed a smoke more than I did at that particular time of my life and It helped me to calm down and begin to think again, instead of just reacting. I looked at Prue with an arched eyebrow, questioning without words the fact that she seemed to be picking up the habit of smoking again, but she just looked back at me and nodded, as if to say, "Yeah, I know I said I was gonna quit but I need one right now." I nodded back and she seemed to know that I understood and wasn’t going to take her to task about it.

She finished her smoke before I finished mine and tossed it out the window as she started the engine. I looked back at Neri and she was nodding, in the back seat, her eyes partly closed, humming a little tuneless tune to herself and looking more relaxed than I had ever seen her. We three became friends, there on that highway. I mean real friends. For the first time since this whole thing started, I began to have hope that, just maybe, we would see our way out of this mess and everything would be all right again. I knew one thing for sure. On the side of that road, a bond was forged between Neri, Prue and me. A bond that would see us through this thing, no matter what the final outcome. I could tell that Prue and Neri felt the same thing and a warm feeling began to fill me with love for both these remarkable, resourceful, intelligent, beautiful women. I knew, with two friends like them, I would be able to face whatever came our way and not flinch or falter. We had a common purpose now and a bond that wouldn’t let us fail. I also knew that it would be much easier for me to adjust to this body with them around to help me every step of the way.

Isn’t that always the way, though?

Adversity brings out the best and the worst in almost everyone and this was no exception. It had brought out the worst in me and then the best in all three of us. I looked over at Prue and said, simply, "Let’s go, Prue. There’s a hiding place out there waiting for us and a way out of this mess, and I now feel like we have a better than average chance of finding it! Point ‘er thataway, Prue. Third star to the right and straight on til morning! Prue pulled back onto the highway and accelerated up to 55 MPH. We rode in comparative silence for awhile until I detected a smell of smoke! I looked around, frantically to try to find the source of the smell but I couldn’t nail it down until Neri said, from the back seat, "Hey! Should there be smoke coming from the bag the machines are in?

Copyright  © 2000 By Catherine Linda Michel

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To Be Continued!!!