The four made it through the door, through a short hallway leading to an intersection. The dull industrial walls gave them three halls to choose from.

Jesse saw the others stop and argue about left and right, but rage still powered her. She started to run and waved at them to move aside. "Out of the way! If you won't choose a path then I'm charging ahead!"

Grace and Scarlett hopped aside, giggling like school girls keeping a secret.

Ally stood in the way, holding up her hands. "Wait Jesse stop! It's-"

Jesse snorted like a bull, briefly growing bull horns as she charged. "OUT OF THE WAY!"

*SQUASH!!!!*

Jesse didn't even blink as she steamrolled Ally to the floor. She could feel Allison's malleable body smear under her charging boots, flattening in an instant. She was vaguely aware of Ally's "Oof!" being too cute, almost enjoying the sensation of her body being smashed into a splatter of paint embedded in the concrete path.

Jesse didn't care. She grinned, eying the door at the end of the walkway, even if the air looked a little strange. She couldn't put her finger on it but the distance to the door looked strange like-

*SPLAAAAAAAAAAAAAT*

...too late, she realized, like a painted wall. Jesse was painfully aware of how flat she was, spread three times her normal size. From the cold air she could feel on her breasts, she knew they were saucered out well wider than her chest on the wall. She didn't really want to know about her hips and whether her underwear was showing.

Scarlett let her know anyway. "Wow Jesse! Don't get squished like that around Amber. Your butt is huuuuuuuuuuuuuge!" She paused. "So...huge..."

"Uuugh..." Jesse could hear the paint cracking off the wall around her. "Just...someone fix me. I think this wall...*CRRRRK*...is a little unsta-"

*CRSSSSSSSSSSSSSSHHHH*

The drywall holding Jesse shattered apart and crumbled to the ground. Jesse's body broke apart with it, scattering across the floor with the sound of shattering glass.

Ally, still a painting on the concrete floor, rolled her eyes then looked "up" at Jesse. "Don't say I didn't try to stop you."

Jesse's shards bristled against each other like chunks of pottery, but said nothing.

Scarlett's eyes telescoped out at both of them. "Oh my..."

"Well then!" Grace finally broke the silence, clapping her hands together. "Should we go with the plan Scarlett? You find a way to open the steel grate door there, and I'll fix up these two?"

Scarlett nodded absent mindedly, eyes locked on Grace kneeling next to Allison, while taking slow deliberate steps towards the gate.

Ally blinked, staring up at Grace. "You don't happen to have a power washer in that big hair do you? She got me good."

Grace smiled, mock rolling up her sleeve. "Maybe, but I'm used to digging through Emi squished into chalk art. Your current form isn't too different. The restoration beam is in your back pocket, right?"

The Ally drawing raised on eyebrow. "Yes? But how are you-OH!"

Grace plunged her arm into Ally, making a large flesh colored blot of chalky color. She dug around, smearing Ally into a mess of reds and pinks as she went, stretching her features this way and that until she heard a loud click sound.

Grace grinned, and pulled her arm out. Strands of skin-colored goop stretched and swirled out of Ally, and Grace's arm reformed holding Ally's restoration beam. Ally herself, however, was still a swirl of colors with Ally's eyes drawn on top, completely unrecognizable as a flattened woman.

"Ah ha! Got it! How are you doing Scar-...oh dear"

Scarlett was collapsing into a blithering mess of wet paint. Her legs were nothing more than layers of red mush, arms and breasts quickly dripping away, and her jaw hanging open, collapsed into the rest of the puddle and mixing into it.

"Just mix up Ally again that looked awesome!"

Grace rolled her eyes. "Seriously Scarlett? Our friend needs help and...you..."

Grace blinked and shook her head, watching Scarlett's sexy puddle spread, some of it flowing through the grate. "Are you melting on purpose?"

Scarlett, losing solidity to the point her chin was spreading across her puddling like breasts, did her best to nod, pushing waves of her liquefying body around as she did until her head collapsed into the puddle. "I'm...always..."

*SPLASH*

* * *

The moment Scarlett was a puddle, she flowed through the bars. She mentally smiled at the touch of cool steel through her body, briefly splitting her until she gooped together on the far side.

She heard Grace's voice as if she were underwater, though Scarlett was used to it. "That's brilliant Scarlett. I always forget just how good you are at that."

"That's because it's so much fun! You should try it more! Hang on a second."

Comfortable with her position, Scarlett pulled herself together. She felt her red inky body shrink and thicken, forcing herself to gel into a more stable form. More importantly, it let her mold her body into her usual feminine figure.

She formed her head at the top already looking at Grace. "See? Too easy. I'm surprised they dind't think about this."

By now Grace had restored Ally, who was idly piecing Jesse together like a puzzle.

Jesse's jigsaw face scowled at Allison. "Why don't you just use the beam on me you dolts?!"

Ally kept digging through pieces of Jesse for the next bit of her neck. "Now now, if we make it too easy for you, you'll never learn how to do it yourself. Besides..."

*CRACK*

"ACK!"

Ally crunched a few shards of Jesse to dust, letting her dust fall to the floor. "You did obliterate my third dimension a minute ago."

"Now now dears, play nice." Grace rolled her eyes, looking back through the bars. "Scarlett, what if that's not the right way? Then what do we do?"

Scarlett continued reforming her chest. "I dunno. Just do something sexy to melt me again. Maybe pull out a hair drier or-"

*CLICK*

Everyone stopped moving, turning towards Scarlett. The metal clicking noise came from the floor near her. "What was that?"

Everyone who could shrugged, then looked around at the hallway around her.

Scarlett pulled herself together up to her hips, rebuilding her body through sheer will and panic. "It came from here, but I should get moving before-"

*CLICK*

*CLANG*

*CREEEEEEEAK*

The doors swung open, but the floor fell out from under Scarlett. Immediately, Scarlett's lower half plummeted, stretching her stomach. Two seconds later, her breasts and everything from neck down plummeted to the depths while her head remained floating. She looked down, barely able to see the steel ductwork turning far below.

The doors she melted through conveniently swung open at the same time with a rusty squeak.

Scarlett gulped, feeling the bump move aaaaaall the way down her neck. "Welp, I guess I put too much pressure on the floor and-YAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHH"

Scarlett heard the footsteps of Grace and Ally running up with Jesse's puzzled together head. She saw them staring down at her before the inevitable happened.

*SPLAAAAAAAAAAAAAT*

"OOOF!"

Scarlett's vision blurred when her body was obliterated by impact. She wasn't too surprised, since she never did approach being solid again after her trick. She felt herself splattering everywhere, gasping at how many pieces her gooey body must have split into. She dripped and forced herself further down, figuring she must be near something at the bottom.

Soon she felt herself flowing out of the ductwork into something else. "Oooo, whatever this is feels sandy. I bet I can...hey wait! What is this stuff?!"

Scarlett tried to collect her goop again, but something was wrong. "Whatever this stuff is, it feels absorbent! Crap, they knew I'd splatter on impact and...oh man..."

*WHRRRRRRRRRRRR*

Scarlett's big blue eyes opened wide with shock in her red liquid form. "AND IT'S STIRRING ME?!"

* * *

Jesse charged down the stairs as fast as she could in her fragile state. Her body still felt stiff after getting puzzled together. "Damnit Ally, I still feel like I'm about to break apart! Can't you use the damn beam?!"

Ally slid down the railing and slammed on the landing next to her, barely missing smashing through her. "You'll never learn that way! You'll just have to be careful until you mend-"

Jesse was windmilling, trying and failing to keep her balance after Ally's close call. She fell on her ass...

*SMASH*

And shattered apart once again. "GAAAAAAAAAAAAAAAAAAAAAAAAH!!! Once I'm back together I am pulverizing you you stupid little-"

*BONK*

*SQUISH*

Jesse saw Grace through her colidascoped eyes, slamming a fist onto Allison's head. The scientist's body instantly smashed into pancake like a lump of clay, leaving her restoration beam spinning for Grace to snatch out of the air. "She's had enough Allison. Come on Jesse, we need to look at what's happening to Scarlett!"

*ZAP*

Jesse felt her shards spin into the air, making her dizzy until she snapped back together. She ran her hands over herself in a panic, making sure she couldn't feel any more cracks. "Ugh, FINALLY! Thank you Grace."

*SHHHHHHHRRRRRRRRRRP*

Grace pulled the floppy Ally pancake off the floor, still with spinning eyes, and rolled the scientist up under her arm. "C'mon, let's go!"

The visible part of Ally, the bottom of her pants, shook as she spoke. "Yeah yeah let's go! Just unroll me when we get there!"

When they reached the bottom, the ladies saw a long hall, with one wall completely transparent glass. On the other side was a bubbling liquid with a familiar red tint. Every now and again, they saw Scarlett's big blue eyes pleading for assistance.

Grace jumped up and down, slamming her face against the window to watch. "I found her! I found her! Look every-oof!"

*SPLAT*

She slammed a little too fast, flattening her face into her shoulders against the glass.

Jesse shook her head and grabbed Grace's long hair to peel off her face before continuing down the hall. "Come on! We need to figure out where this thing is going and..."

She paused, paying a little more attention to Scarlett as she moved. The meltophile's consistency looked off, thick lines appearing as if she were turning into more of a gel than just a puddle.

"What the hell are they doing to her?!"

Grace shook her head with a rubbery sound, popping her flattened face back to normal. "I think I know. She looks like cake batter or something. We'll need spoons."

Jesse blinked. "Spoons?!"

They ran to the end of the hall, through some double doors, and saw the end of a conveyor belt. There was a hiss of steam announcing Scarlett's arrival.

*WOBBLE*WOBBLE*

Jesse brought a hand to her mouth. She tried not to, but after three seconds she was cackling on the floor.

"Jello?! HAHAHHAA!!! That thing mixed her into JELLO?!"

The three foot tall bundt cake shape of red jello with blue eyes jiggled with the best of them. "I know! They must have known I'd have a melt down or something. This is awful! How am I going to get out of this? Grace, do you have the resto-...oh no!"

*THUD*

Jesse snapped out of her laughing fit at Scarlett's plea. She looked up to see Grace's hair suddenly blocking her eyes from view. She dropped Ally into a crumpled heap, and reached into her hair with an aura of malicious intent.

"Oh, we'll get you back to normal soon Scarlett. But I simply can't skip dessert. You want some Jesse?"

Jesse blinked, inching backwards. "Do I wha-?...NO! Are you crazy, I don't want to eat our ally even if she is a weirdo that likes getting squished! Why the hell would you do that?!"

Grace held up the spoons, sparkling and reflecting light. "Because she's cute and tasty! Cinnamon flavored. Why else would I run a bakery."

Scarlett simply wobbled with frightened eyes, and said "Meep!"

*SQUISH*

"MMMMMMMMMMMMMMMMMM!"

Jesse watched Grace devour Scarlett jello, jaw dropping to the floor. With every bite, Grace's belly grew a little, growing her body to a very chubby size inside the tight confines of her sneaking suit. Her shoulders were starting to overflow the top of her suit, and Jesse was pretty sure she heard the zipper coming undone.

Jesse was too dumbfounded to process what was going on. Grace's waistline was big enough Jesse, could hear it creaking and struggling to contain her growing butt. *Why the heck would anyone WANT to grow their ass that big in a weird factory?!*

"Hey! Little help?"

"Ack!" Jesse jumped, snapped back to reality by Ally's muffled voice next to her. "Oh, it's you. Can you help with this? Grace is EATING Scarlett..."

Jesse reached down and unfurled Ally while she spoke. With one good snap, Allison was back in shape.

Ally rolled her eyes. "Everything's gonna be okay, rookie. Watch and learn."

She cracked her knuckles, and calmly walked towards Grace, leaving Jesse even MORE confused about what was going on.

Grace fell back on to her new and improved butt, patting her beach ball tummy hard enough to send ripples through her flesh. "I don't think we've done the fusion thing in the spy suits yet. I wonder how big we'll look toge-EEEYAAAAAAAAAAAAH! Ally what the heck?! Watch it in there!"

Ally had jammed her arm deep into Grace's hair, vanishing with a fleshy blob like Grace mixed with her chalky body earlier. She reached deep, digging for something. "Look Grace, I know you're secretly into this as much as your cinnamon jello, but you'll have to wait for the after party. I think Jesse would rather not see us mixed together just yet anyway. Now hold still, I don't know your hammer space very well...Ah, there she is."

There was a loud rubber CREEEEEEEAK from Ally tugging hard. She hopped onto Grace's chubby body, pushing her legs into Grace's shoulder. Ally's arms stretched and stretched, shrinking Grace's legs down to normal size with each stretch, until...

*FWOOOOOMP*

Ally tumbled away from Grace holding Scarlett. They tumbled end over end, until they slammed into the wall rolling at full speed.

*SPLAT*

They got flattened to an inch thick and smeared double wide against the wall. Ally's face was looking out, above her extra large chest. Scarlett, however, was all but painted onto Ally looking at the wall, with her face stuck firmly between Ally's legs.

Jesse sprinted over. "Ally! Scarlett! Are you...?

Allys' head sort of vibrated rather than actually shake herself off. "We're fine. I'll deal with Scarlett before she gets too frisky. Poor girl probably doesn't even realize she's missing her chance."

To Jesse's amazement, Ally's big flat arm peeled off the wall and peeled Scarlett off of her. Scarlett was clearly still stunned, eyes naught but blue spirals. Jesse also noticed for the first time that Scarlett's proportions weren't just flattened wide, her breasts also significantly larger.

Ally's flat red eyes looked back at Jesse. "Go help Grace, she's going to be extra stunned."

Jesse blinked. "But she just-"

Ally's big floppy arm gently grabbed Jesse's head, and twisted her around to look at what became of Grace.

The baker went from over stuffed to practically starved, shrunk to half her size and looking stick thin. She slowly ran her hands over herself, feeling for curvy assets that were greatly reduced. "Ally...gave Scarlett...too much...sugar...uuugh..."

Grace's head fell back as she fell apart, disintegrating into a pile of pink flour.

Jesse just smacked her forehead. "Ally? Do you still have a restoration beam on you so we can just fix this?"

Ally's flat head nodded. "I think so. This scene has gone on long enough anyway and we're not going to be able to do the pose."

Jesse blinked. "What? Scene?"

Ally sighed. "Just grab the gun in my pocket and let's get out of here."