Fat No More About 2 weeks ago I was shopping, as I so often do and I ran into a woman that I hadn't seen in 10 years. I recognized the face vaguely, still very pretty but last time I saw her, Leslie was her name, she was very heavy, mostly fat. She told me that one day she would get her act together and transform her body and become a muscular woman. She knew I liked that very much. I liked Leslie when she was fat but I would like her more if she was leaner looking. Well, Leslie had transformed her body in 10 years. I said "wow, you look incredible. I guess you've been pumping iron quite a bit?" She said, "you tell me" and she flexed her arm for me and it was quite large. It was also quite hard and I suddenly got very turned on, but we were in a store so I needed to control myself. She said that when she saw me last she weighed 200 pounds on her 5-8 frame. Her bodyfat was about 40%, now she weighed 270 with about 4% bodyfat! We quickly got out of the store after we bought what we came in for and went out to the parking lot. We agreed to go over to her place to get reacqainted. I followed her and we got to her place in only a few minutes time. Before we got into her house she took off her sweater so that I could get a better idea of the muscle mass she now possessed. Her muscles rippled as she flexed her arms and chest muscles for me. She then went over to her car, a mid-sized car at that, and easily lifted it over her head. She did it just once but I asked her "how many times can you do that?" She said, "I don't know, you count." She then lifted her car 20 more times and then lifted me into the house and quickly took off my clothes along with hers. She was incredibly built, a far cry from the old days when she was fat. She flexed for me and told me her measurements were 56-28-38. Her biceps were 30 full inches around she could benchpress 1200 pounds. I sucked on her thick breasts making Leslie moan over and over again and then I put my throbbing member into her pussy which had been wet she told me since she began flexing for me back in the store. Leslie had not been with a man in several years and she was so excitied that she came in about 10 seconds after I first entered her. A few minutes later we both came together and she said "that was fantastic. We need to do this the rest of the day, but let's have lunch first." So that's what we did before we went back into the bedroom. She carried me to the bedroom after lunch. I told her again how phenomenol she looked now and that she'd done a great job in changing her old body into the new thickly muscled body. She flexed all her muscles and had me massage each one of them for several minutes. I sucked on her massive breasts and put 2 of my fingers into her pussy. I continued to do this for about 20 minutes. Leslie was really enjoying the stimulation and she soon came twice before she said "put your big thing in me, I want to come again and again." I entered her right away and within seconds Leslie came again. Another 5 minutes and we both came together. She had strong pussy muscles as all the bodybuilders I'd been with possessed. We then took a break and then Leslie said she was going to show off for me again. We went into her spare room which she used as a weightroom. She had a bench and a barbell weighing 1000 pounds plus some other dumbbells. She said that her heavy lifting was done at the Big Arm Gym. She easily benched 1000 pounds for 3 sets of 50 and afterwards I rewarded her by making her come right there on the bench. She said "that was fun, let's do that again after I pump up my biceps." I then watched her curl that 1000 pounds for the same 3 sets of 50. She could do 1200 pounds in the gym but didn't want to buy any more weights for home. I then made her come again after enjoying her biceps grow with each repetition. I measured her arms now and they were 32 inches. She was not pumped up when I had seen her at the store and I was ready to come myself seeing her bigger now. I soon put myself into her doggy style and she came almost at once. She was ready for me. I held out awhile longer and we both came together. Leslie then got out a thick steel bar and she said she would bend it for me and then we would have sex again. She put the bar in her hands and flexed her mighty chest and used her powerful arms to easily bend the bar in half. I put some oil on her chest and massaged her thick chest for awhile. She was moaning the whole time. I then put some on her beautifully cut abs and massaged the muscles. It took a lot of effort to rub those abs as they were very thick and hard. Then I put some oil inside her pussy and she came almost immediately as I quickly moved my fingers inside of her. After a few more minutes she lifted me up in the air and put me gently on the bed. She sucked on my member for a few minutes and then put me inside of her. We both came together after only a minute or so. We were hungry for dinner and Leslie made us a fine meal. We would proceed with the bedroom fun in a little while. Leslie wanted to pump up her big arms again for me and also her thick chest, so she did 1000 pushups while I watched close by. We then began to touch each other. That was enough for me to get hard again. I put my fingers inside her pussy and for 20 minutes made her come over and over again. I then put myself inside her and moved nicely for several minutes. Leslie as always came soon, always before me. She came 2 more times before our fluids exploded together in unison and then we needed some time to rest. Leslie said "I'm sure having fun with you. I should let you know that I plan on building a lot more muscle, say 100 pounds over the next 2 years." I said "that sounds great." She said she was now even more motivated to get really huge since she had met me again. That made me feel good and I told her so. Before we went to bed we had sex one more time. The next morning we got up early as Leslie had to go to work. The day started with Leslie lifting me up easily over her head and then dropping my member over her mouth. She alternately sucked on my ballls and member and I soon came all over her mouth. I then stuck my fingers in her pussy and also stimulated her clitoris. During the next 30 minutes Leslie had multiple orgasms and said "this is sure a great way to start the day!" We soon had breakfast and then we went our separate ways. We kissed for a few minutes and then made a date for that night. I was going to take her out to dinner. Eight or nine hours to wait to see her again was not much time considering I had waited 10 years to see her again this time. We would again have more fun that night.