By Prender

(TF, TG, arachnid, food et al)

“You, Jason White,” Bree said, “are a hypocrite.”

Though his girlfriend’s tone was playful, the words still stung a little.

Jason shrugged — as well as you could shrug while lying on a sofa. “Hey, I’m just trying to be honest.”

Bree took a swig from her beer bottle. “So, if I use a Venn machine to make you a girl, and we have sex, that’s great …”

A glazed look came to Jason’s face. “Oh yeah,” he sighed.

“And I take it that when you’re a guy and we have sex, that’s also great …”

“Absolutely.”

“But if I made myself a guy, and you a girl, that’s … icky?”

“I didn’t say icky,” Jason objected. “I said, it doesn’t do anything for me.”

“But it’s sex! Plus, you’d be a girl, so it’s straight sex!”

“I don’t know,” Jason shrugged again.

Bree took another swig. “Well, what about Matt?”

Matt being Jason’s best friend. “What about him?”

“When we went out last week and he was a girl, and you were a girl, you were mooning after him.”

To his credit, Jason didn’t try to deny it. “Well, who wouldn’t? Jeez, that valkyrie look Cait does on him … her … I mean, that’s hot.”

“So, you’d have sex with him?”

“Her. Yeah, definitely.”

“Even though you’re usually guys. Guys with dicks.’’

Another shrug. “It’s different.”

Jason drained his beer while Bree did the same. She sighed.

“Face it, Jase, I love you but you’ve got a bug up your ass.’’

‘’Hey!’’ Jason said indignantly. “I don’t have anything up my ass!’’

Well, Bree thought, that’s something we have to change.

***

Matt was typing on his laptop, trying to finish a report due at work tomorrow, while keeping an eye on his girlfriend as she walked around the ceiling.

It had been a couple of months since he and Cait had become an item — a relationship sealed by her introducing him to Venn machines. He’d heard of them, of course, but he’d been a little leery — all right, scared — of what they could do.

It had taken Cait — beautiful, eccentric, impulsive Cait — to get him into one, and he’d never looked back.

He’d discovered he loved being a woman — or women, because Cait liked to change him into a different one each time. He’d been everything from a muscular goth to a tiny Asian girl. He’d even been turned into clothing a couple of times.

Cait had particular tastes too. Some of them a little disturbing for Matt’s taste.

Becoming a tarantula — a big hairy one — was one of them, but he’d got used to sharing the apartment with a girlfriend turned spider. As she was tonight.

He looked up at Cait sitting in a corner of the ceiling. It was so strange to think that eight-legged creature up there was his girlfriend. Strange, and now that he’d got used to the transformation, a little erotic. Not that he was into spiders, but the fact that his girl thought nothing of switching herself from female human to that, was a turn-on.

Cait must have seen him looking at her — well, she did have more eyes than usual — and waved. At least, that’s what he thought she was doing with that leg.

Bree and Cait had sat him down and explained that when you were Venned you couldn’t be hurt. Which was good, because he’d almost thumped Cait in spider form a couple of times when she’d surprised him. He’d stopped worrying about Cait’s transformations, even when she suggested he turn her into something … weird. Like a pizza.

He checked the time on his laptop. Hmm. Cait would be changing back soon. Thankfully he was almost finished with the report.

If there was one thing he knew about Cait, it was when she changed back from something to her human self, she was really, really horny.

***

“I was really, really horny,’’ Cait said dreamily.

Matt wrapped his arms around her and rested his head on her shoulder. “Was it being a spider? Or being transformed? Or changing back?’’

Cait turned around in bed and kissed him. “Um … all of the above, I guess. But yeah, being a spider is amazing. Having that many legs and eyes …”

“Shooting silk out of your ass …” Matt teased.

“Ignoramus! Tarantulas don’t spin webs!” Cait laughed. “It’s so good … you should try it.’’

‘’No thanks. But the other thing … the thing we were talking about the other day …”

“Oh, I know exactly what you’re referring to,’’ Cait smirked. “Yeah, I think that would be great for your first venture into something living that’s not female. But don’t forget what we agreed for Saturday.’’

‘’Sure. But it’s kind of weird.’’

‘’Weird is good.’’

‘’And I don’t know why you’ve sworn me to secrecy.’’

‘’Because Bree’s afraid Jason will freak if he finds out.’’

Matt considered. ‘’Yeah, I can see that. Jason’s still a little wary of Venn machines. Although, I gotta say, I’m amazed at how quickly he’s taken to turning into a woman.’’

‘’Yeah, he makes a cute girl, doesn’t he? You know he’s got the hots for you when you’re a woman too, right?’’

Cait’s statement left Matt startled. ‘’What?!’’

‘’Oh come on, babe. You didn’t see how she was looking at you when you danced? She must have a thing for busty Nordic types.’’

‘’Wow. I mean … I guess you made me really beautiful …’’

Cait’s mouth tweaked into a grin. ‘’You should totally have sex with her.’’

‘’What?? I couldn’t cheat on you, baby.’’

‘’Don’t think of it as cheating. I mean, you’re not being you. Anyway, I give you permission to have sex when you have a vagina.’’

‘’Wow, really?’’

‘’Yeah. But don’t forget …’’ Cait made a grab for Matt’s equipment. ‘’This belongs to me.’’

‘’Ready to go again, huh?’’

‘’Well, what can I say? Being a spider makes me really, really, really horny.’’

***

Saturdays Jason got up early to play football with some friends from work, leaving Bree to her own devices. Often she met up with Matt and Cait for breakfast at this vegetarian diner about halfway between their apartments. Not that any of them were vegetarian, but this place had great coffee and wonderful desserts. Which they were chomping on now.

Matt looked from one to the other of the girls. ‘’I can’t believe you chose those, knowing what we’re going to do later.’’

Bree stopped with the cookie halfway to her mouth. “What? They’re delicious!’’

Cait giggled and took a big bite from her own cookie.

“Ugh. That’s like cannibalism,’’ Matt complained.

“No, we’d have to be cookies eating cookies for it to be cannibalism.’’

‘’That sounds kind of dreamy, though,’’ Cait said. ‘’I haven’t been eaten in a while. Remember when Sara ate me by accident?’’

‘’Ha!’’ grinned Bree. ‘’Cait was a big ol’ slice of cake at the time. When we told Sara what she’d done she was kind of halfway between vomiting and wanting to finish the slice.’’

‘’So what did she do?’’ Matt asked curiously.

‘’Finished the slice.’’

‘’Hey, I was too good not to!’’

They laughed. Matt loved hearing tales of things Cait and Bree — who had been college roommates — had done, and been.

“Well, ladies,” he said as he drained his coffee cup. “Eat up. The Venn machines are waiting.’’

***

The Venn machines were in a shopping mall, in an area at the back of a food court. Once the mall management had realised there was no way they were getting rid of the mysterious machines — and they’d tried, oh how they’d tried — they’d begun catering to Venn users, installing lockers and change rooms a little way away. At a bit past 10am on a Saturday the machines were already doing brisk trade, and as they walked through the mall the trio saw some unusual sights, such as a woman in a bikini leading a llama.

Wonder what their story is, Matt thought.

Bree’s eyes were shining with excitement as they saw the machines. “Man oh man, it’s been way too long since I changed.’’

‘’I wanna do Bree!” Cait announced, linking arms with her friend.

Matt shrugged. “Be my guest, babe. Then I’ll do you. You’re both going to end up as the same thing, right?”

“Well … not quite the same thing.’’

‘’Yeah, I want chocolate chips,’’ Bree announced.

‘’What? You slut! What’s wrong with oatmeal and raisin?’’

‘’Eh. Different strokes for different folks.’’

Matt collected the pair’s bags and stashed them in a locker as, giggling, the women fed a quarter into a machine and set a duration. Openings appeared in the machine — literally appeared; Matt had never seen them open, they were just not there one second and there the next — and the pair practically leapt in.

The openings vanished again and Matt waited. A couple of minutes later they were back, and Cait got out.

‘’Everything okay?’’ he asked.

‘’Perfect, I think! Just let me get Bree …’’

Cait delved into the other side and emerged with a small object.

A small object that had been her best friend.

Matt dangled the locker key. “Shall we stash her? Then it’s your turn, girly.’’

Cait’s grin practically split her face.

***

Jason had got the text after his football game. ‘’Hey boy! I’ll be at Cait & Matt’s. Go hang out with Matt! Love, Bree.’’

It was a little mystifying. Go hang out with Matt? Why? Not that he didn’t enjoy doing exactly that, but … why not ‘’we’ll hang out with Cait and Matt’’?

Well, actually, he had a reason rattling around in the back of his head, but he was trying to put it out of his mind.

Matt buzzed him into the building and was waiting at the apartment door when Jason reached the top of the stairs. “Hey, buddy.”

“Hey dude! Is Bree here?”

“Um, sort of. She and Cait are on the table.”

Jason looked at him. “On the table? You mean, at the table?”

“Nope. Go take a look.”

Slightly mystified, Jason walked down the hall and into the large living room. But there was no sign of the girls. Just a plate of cookies, two cookies, and …

Wait. Two cookies?

“Uh, dude,” Jason said, looking between the plate and Matt, “are these … our girlfriends?”

Matt nodded, a smile playing on his face. “Yup.”

“You’re shitting me. Our girlfriends … are cookies???”

“Afraid so.” Matt’s smile was now blooming into a grin.

Jason bent down and looked intently at the two cookies. One was chocolate chip, the other oatmeal and raisin. “Which one’s Bree?”

“The chocolate chip one.”

“Huh. Yeah. I can see that.” Jason stared a bit more. “This is so fucking weird. They turned each other into cookies?”

“Yeah. Well, no. Cait turned Bree into a cookie, then I turned Cait into a cookie.”

Jason looked up sharply. “You helped them do this to themselves?”

“Sure,” Matt shrugged. “Why not? They asked me and I said yes. What the fuck, if it makes them happy … and it did. Man, you should have seen the looks on their faces. They looked like turning into food was a religious experience.”

Jason shook his head. “I don’t get it. Changing your gender, sure, that’s hot, but being something like this … I mean, do you think they’re even conscious?”

“Sure. I’ve been a pair of leggings a couple of times. I knew what and who I was, and I could even hear a bit. Well, I think I could hear a bit. I mean, the experience is kind of all confused in my head.” Matt flashed back and sighed with pleasure. One thing that hadn’t been confused was how intimate it felt to be worn by Cait, beautiful Cait, her legs and crotch and ass enclosed by him.

Jason didn’t seem convinced. “Hey, they’ve done this before, right?”

“Uh-huh. You ever run into Sally?”

“Bree’s old roommate?”

“Yeah. Apparently she’s the one who got them into food transformations. They’ve been cake, cookies, French toast …”

Jason was mystified. “How do you turn into French toast?”

“You just do, I guess. Or maybe they just turned into bread and someone fried them.”

The idea of anyone wanting to turn into something with the notion of being slapped into a frypan made Jason feel slightly ill. Matt hurriedly added, “They can’t be hurt, Jase. No matter what they turn into. It’s perfectly safe.”

“I guess.”

“And it could be worse.”

“Oh?”

Matt grinned. “Imagine two girl tarantulas in the apartment.”

“Huh.” Jason grimaced at the idea. “Yeah, I guess you’re right. So how long before they change back?”

Matt checked his watch. “Probably five or six hours.”

“Oh.” Jason was silent for a minute. Then, as casually as he could, he said: “So, you wanna try some Venning this afternoon?”

Matt raised an eyebrow. “What did you have in mind?”

“Um, maybe being girls?” Jason felt himself blush slightly. “I mean, it’s been pretty cool being female, seeing the other side. Besides, Bree’s been saying I should try it some more, get a bit more used to it. And … I mean, Bree’s changed me but I’ve never changed anyone myself. It’d be interesting to try it.”

“So I’d be your guinea pig, huh?” Matt grinned. As it happened, he always liked turning into a woman. “Sure. Let’s do it. Want to head out now?”

“Yeah. Should we take the girls?”

“Why bother?” Matt glanced at the two cookies resting on the plate, just touching each other. “It’s not like they’re going anywhere.”

***

Matt and Cait lived a 10 minute walk from the shopping mall and its Venn machines. It didn’t take long to change, even with Matt guiding Jason through the transformation process on the other side of the booth. Matt had, after all, transformed Cait a few dozen times now.

As they strolled back through the mall, Jason could barely hide her glee. She was surprised again at just how good being a woman made her feel. Matt had done a great job on her, replicating closely the form Bree usually gave her — a little on the short side, full breasted without being top heavy, long blonde hair and a heart-shaped face. She wore a red dress that was short without being indecent.

Beside her, Matt looked down at her friend. Something that was quite easy to do, since she was now a foot taller, at least. She caught sight of herself in a mirrored shop window, and grinned at her blonde hair in plaits, her tight leather leggings and corset, her biceps and her breasts, which were … well … let’s just say if she’d had them permanently, she’d be in a lot of back pain.

“Jeez, Jase, I didn’t know you had a thing for valkyries,’’ Matt said.

Jason glanced up at him. “Is it okay? I just sort of picked out things on the screen that seemed to go together.”

“Yeah, go together if you’re a dominatrix,” Matt chuckled. He caught Jason’s stricken look. “Hey, it’s cool. I like trying different forms. This is a bit like the woman I was last Saturday, just a bit more … extreme.”

She’d been going to say “inflated”.

***

“The cookies haven’t moved,” Jason observed, before realising just how silly she sounded. “I mean … it’s not like I was expecting them to move, but … I mean, they’re okay.”

“Great.” Matt headed to a big wall mirror  and started fiddling with her corset top.

“Hey, what are you doing?” Jason said a little panicky.

“Just checking how big these suckers are.” With a flick she sent the top flying to the floor. She hoisted her breasts up. “Wow, they’re basketballs! Jason, you naughty boy … uh, girl. I bet you can see them from behind me, right?” She dropped her breasts down and turned her back.

Jason gulped. “Uh, yeah, I can,” she stuttered. “Jeez, I never thought they’d be that big. I just started scrolling through bodies, looking for strong women.”

“Hey, no problem. Your first time changing someone, right?”

“Yeah.” Until now she’d only been changed, and by her girlfriend at that.

“Easy enough to go to extremes. You should have seen what I made Cait look like my first time.” Matt ran her hands over her nipples, which were quite hard. She turned back to the mirror.

Jason’s heart thumped. Looking at Matt made her feel all tingly. Then Matt began to slide her leggings off and her heart doubled its beat.

“What are you doing?!” she blurted.

“Relax, I just want to see what the rest of me looks like.” Under the leggings was a G-string, which Matt quickly discarded. She stood naked, flexing her muscles, admiring her rock hard abs. “Wow, I’m cut! I could probably get a job as a wrestler … Watcha think, Jase?”

Jason was rooted to the spot. “Wonderful,” she croaked. She could feel the flush in her cheeks.

Matt laughed. “Why Ms Jason, I do believe I’m turning you on.” A wicked thought entered her head. She sauntered over to her friend. “Okay, now let’s see what’s under that dress. Your turn.”

“Mm-mm-me???” Jason’s voice rose to a pitch that would make dogs howl.

“Well, we’ve got these bodies,” Matt said, a grin on his face. “A pity to waste them when they’ve got such potential. Besides, I want to check out my handiwork.” She leaned down and began to tug off Jason’s dress.

Jason opened her mouth to protest, then shut it again. Now that she thought about it, that didn’t seem like a bad idea at all. Besides, with Matt’s muscles, there wasn’t much she could do about it.

Soon she stood in her black bra and panties, which seemed to be made of mere wisps of silk.

Matt nodded. “Mmm, not bad. Maybe I’d make you a little thinner next time …”

Next time? No sooner had the thought entered her head than Jason dismissed it. Oh yes, there would be a next time.

The two women stood there for a second. Then it seemed perfectly natural to move into each other’s arms.

“Kiss me?” Jason squeaked.

“With pleasure.” Matt bent down, joining her lips to her friend’s. The kiss was long and lingering, each reluctant to separate.

A flood of feelings swept through Jason. Confusion, a little shame, but mostly desire. Lots and lots of desire. Oh, she enjoyed this very much.

Matt came up for air. “Well, should we take this to the bedroom?”

Fear stabbed at Jason. “But … the girls?” She switched her gaze to the plate where two cookies sat still.

“Not really in a position to do much,” Matt grinned. “And, I don’t know about Bree, but Cait would be totally down for it.”

The conflicting emotions running through Jason were clearly visible on her face.

“Look, Jason,” Matt said softly. “We don’t have to do anything you don’t want to. We could just engage in some mutual masturbation. That’d be okay, right?”

Jason grabbed at the out. “Sure,” she smiled. “Mutual masturbation.” She held out her hand and Matt led the way.

Well, mutual masturbation was how it started, anyway.

***

Just as you could never quite capture the moment when a Venn machine changed you, neither did you experience the moment you changed back. One second Cait had been a cookie, and the next she wasn’t.

She stretched languidly. “Oh God, how I’ve missed being baked goods. This was such a good idea.”

Bree couldn’t stop smiling. “I’d forgotten just how good being inanimate is. I have to persuade Jason to turn me into something … some shoes, maybe …”

“Hey, where are the guys, anyway?” Cait glanced around the room. It was suspiciously quiet, and it wasn’t like it was a big apartment anyway.

“Gone out for a beer, maybe?” Bree hazarded.

“Hmmm …” Cait picked up the pair of leather leggings from the floor. “Maybe not. I’m assuming these don’t belong to you, and they sure as hell don’t belong to me …”

Quietly Cait turned the knob to the bedroom door.

Two women lay entwined on the bed, fast asleep. One was familiar, the other not so. It was fairly clear as to who they were, though.

“Aw,” Cait smiled. “They look so cute.”

Bree stared for a moment, then broke into a grin. “Well, well. Matt actually persuaded Jason to get into a Venn machine.”

“Looks like that’s not all he persuaded him to do.” Cait glanced at her friend. “You don’t mind, do you?”

“Are you kidding? I’m thankful Matt’s got Jase to loosen up! I love him but he can be a bit of a stiff.” Bree looked gazes with Cait. “That doesn’t mean we shouldn’t, um, punish them a little.”

Cait knew exactly what she meant. “So … to the Venn machines?”

“To the Venn machines!”

***

“Well, well, well. What do we have here, boys? Or should I say … girls?”

Jason opened one bleary eye. Then both eyes, wide.

Bree and Cait stood at the bottom of the bed.

“Bree, honey!” she gasped. “This isn’t what it looks like!”

“Oh, I think it’s exactly what it looks like,” Bree said sternly. Then she broke into a grin. “Congratulations, Matt! Or … I assume it’s Matt?”

“Uh-huh,” Matt propped herself up on one elbow. “Hey, ladies. So, you’re back from cookie land?”

“Back, and ready to play,” Bree said.

“Hey, baby!” Cait leaned over to kiss the muscled woman. “We’ve got you a big surprise.”

Matt eyed her girlfriend’s crotch, in particular the bulge in her jeans. “That’s a surprise alright, and it’s certainly big.”

Jason realised her own girlfriend had a similar bulge. “Oh my God!” she said. “You’ve turned yourself into she-males!”

“Actually,” Bree corrected, “we’re hermaphrodites. We’ve got both sets of equipment.”

Cait draped herself around Bree’s shoulders and nuzzled her neck. “Something for everyone.”

Jason looked at them, then Matt, who was also grinning. “I don’t get it. You’re … not mad at us?”

“Oh, we’re mad alright,” Bree said, stroking Cait’s hair. “Mad you started without us.”

“Move aside, ladies!” Cait said. “Make room!”

As Bree started to unzip her pants, a pleasing thought came to mind.

Jason and Matt would change back to their usual gender long before she and Cait would.

She planned to see just how adventurous her boyfriend had become.