A Beach of a Tale 
by Paul Schilling (halfahubinc@aol.com)


Part 1

     At a ripe old age (somewhere in her twenties), Karoline has the 
face that could launch a thousand ships. Her body, though, could sink 
the same thousand. Karoline Reddak has a problem; she is as skinny as a 
piece of Balsa wood. She's healthy, just skinny, no weight, no mass, and 
because of this she doesn't get out much. She works during the year at 
the local college bookstore and during the summer she acts as a tutor. 
She's had many a student but none like Geoff. Geoff is big, and if you 
were to ask Karoline, he is nothing but muscle on top of muscle 
handsome, but he needed help. It was because of his low grades that he 
had to be tutored, or lose his sports scholarship. During the last of 
their sessions, Geoff asked the question that Karoline wanted to hear 
but was long in dreading. 
     "Uh, Miss Reddak," Geoff started. 
     "Call me Karoline," she answered looking over her glasses at him. 
     "Okay, Karoline. Would you be interested in going to the beach 
tomorrow?  You know since it's the start of a long weekend," he finished 
his question. 
     Karoline almost fell off her chair when he asked. "I..." and she 
hesitated for a second, her mind racing. 'The beach,' she thought, 'I 
could see dinner, maybe a movie, but why the beach? C'mon girl, this 
maybe the thing that will spruce up your love life. Just get up enough 
courage to say...' 
     "YES! I, I mean, yes... yeah... sure." 
     "Good!" Geoff answered. "I'll pick you up about 9:30 at your 
place." 
     She gave him her address and then went home. That night, she was 
getting things ready to go. Stopping at the mirror, she froze and stared 
at herself. "Who am I kidding?!" she stated rather loudly. "Look at 
yourself, Karoline, we're a big nothing. All that money spent on all 
those alchemic protein shakes, vitamins, and those damn muscle building 
courses, all for nothing. Still, maybe Geoff DOES see something in me. I 
guess we will see." 
     Saturday morning came without a hitch. Geoff was there at 9:30 and, 
being so close to the beach, they walked. Every step filled Karoline's 
mind with trepidation. The beach was already full of people, all shapes, 
all types, and all sizes. As they passed a 'Muscle-Beach' style outdoor-
gym, Geoff's eyes began to wander a little bit and that caught 
Karoline's eye. She stared at his muscular arms and thought that maybe 
he would give her a show later on, but trouble was just beginning to 
brew. 
     So far everything was perfect. Geoff and Karoline went in for a 
swim and played like little kids in the water. It wasn't until they 
emerged that he noticed her eyes were fixated on his upper arm. "I'm a 
little stiff from that swim," he said. "Could we go over to the workout 
area, so I could give you a show... I mean... work this stiffness out?" 
     "O... Okay," Karoline agreed, trying to catch her breath as she 
could feel her body slowly come alive. "I'll meet you over there. I just 
want go grab the bag and put on my sundress." Geoff nodded and ran off. 
At this moment, Karoline didn't care about one solitary thing, she was 
on top of the world. 
     As she headed over to the outdoor gym, she felt puny as she looked 
at all the big women in their off-size bikinis and one-piece swimwear. 
She stopped and took a deep breath and continued on. As she got closer 
she saw a familiar face. 
     "Laura... Hey Laura," she yelled. 
     The head turned around and looked, and a smile came across her 
face. "Well I'll be...! Karoline... I... I haven't seen you since high 
school." With that, she stood up. "You haven't changed since then." 

     It was a scene out of a Tex Avery cartoon; Karoline's mouth dropped 
and her eyes bugged out. "I may not have changed, but what happened to 
you? You've gotten bigger." 
     "Oh this?" Laura said, "I started working out at the local gym and 
'Little Laura,' as I was known, started to grow. A late bloomer, I 
guess." 
     Laura was, at one time, a little under 5'5" and as skinny as 
Karoline was. Now, she's a little over six foot and all muscle, solid 
muscle. She now flexed one of her relaxed arms which grew thick, as a 
slight, but definite, hump developed. Karoline realized that if she had 
those type of genes, what she was wearing would be rags and she'd have 
no problem attracting men. 
     "Karoline... hey, remember me, your date?" Geoff waived his hand in 
front of her face. "You want to introduce me?" 
     "Huh... oh yeah!" Karoline's trance was broken. "Geoff, this is 
Laura and... visa-versa. He's one of my summer tutorials," she states. 
     "Nice to meet..." Geoff stopped his statement and went wide-eyed at 
Laura's presence. He finally forced his last word out "...you." The 
stormclouds have been seeded, the mistake made. HE met HER. 
     Laura got a seductively evil look on her face when her eyes met his 
body. She took in a slow, deep breath of air, slowly expanding her 
already large chest, popping several buttons off her sleeveless blouse, 
exposing just enough of her hard pecs and tanned deep cleavage to tease 
Geoff. Needless to say, Geoff interests were peaked. 
     "Rather warm, ain't it," Geoff's words fumbled out. "How about I 
spring for something to drink. Karoline, why don't you go over and get 
them." Geoff's eyes were starting to wander more and more towards 
Laura's chest. 
     "Okay, but I need some money... you know, cash!" Karoline said as 
she watched Geoff. 
     "Huh..." Geoff snapped to. "Sure, here." 
     "Make sure they're good and cold," Laura said. "Cause I'm getting 
real hot," she then said under her breath, looking at Geoff seductively. 
And with that, she took another deep breath and popped another button, 
exposing more of her cleavage and the perfect halves of the melons that 
were her breasts. 
     "C'mon, big man, let's go over here and sit down and get to know 
each other... more directly." With that, Laura reached over and gave 
Geoff a kiss. 
     It just wasn't a peck on the lips, it was a full unadulterated lip-
lock.  A lip-lock that lead to probing hands. It seemed like it was 
hours for the two, but within a couple of minutes Karoline came back and 
was shocked at what she saw. She stood there and listened in to their 
conversation. 
     "I'm yours," Laura said breathlessly. "I'm all muscle, rock-hard, 
and all you need. Just ditch the toothpick and I can show you the time 
of your life." Laura stopped talking and guided her mouth to his again 
and took his hands rubbing them against her stiff-nippled boobs. 
     Karoline had seen enough and grabbed Laura by her meaty shoulder 
and spun her around. Laura then stood up. 
     With fire in her eyes, Karoline pushes Laura's chest and yells, 
"TAKE YOUR HANDS OFF MY DATE OR ELSE!" Laura doesn't even budge, she 
simply rolls her eyes in patronizing disbelief. 
     "Really?" Laura says calmly. "Look, I don't want any trouble, so 
let's have a little contest of power." Karoline nods her head and opens 
her mouth to speak as Laura takes advantage and speaks up again. "Okay, 
here's how it'll be: one punch to the gut. If either one of us doubles 
over, Superman goes home with the winner. Agreed?" Laura looks over at 
Geoff and winks her eye. She turns back to her opponent and tells 
Karoline, "You first." 
     With that, Laura grabs the bottom of her shirt and rolls it up 
exposing what seems to be a soft belly, but looks are deceiving. Laura 
raises her huge arms above her head and interlocks her fingers. As 
Karoline clenches her fist and rears back, Laura tightens her abdominal 
wall, causing her well-defined muscles to become as hard as a brick 
wall. 
     'THUD!' Karoline's hand hits the wall and is pulled back, throbbing 
with pain. 
     "Now it's my turn, toothpick." Without warning, Laura's fist hit 
hard  and sweet, sending Karoline into the air about six inches and 
landing her face first in the sand. 
     Laura firmly planted her left foot and stretched her right leg, 
causing giant ripples of muscles to form in her thighs and calves, 
nearly ripping the seams of her already tight shorts. Then she slowly 
and rhythmically performs a double bicep pose with a double lat spread 
causing her chest to swell even more as her ill-fated blouse rips to 
shreds, almost popping her bikini top off as well. 
     "What did I tell you, Twiggy?" Laura smugly retorts, picking up a 
doubled-over Karoline with two fingers. "It takes years to get this 
big." 
     With that, Laura takes her free arm and slowly bends her arm as 
over 19 inches of sinew and veins erupt slowly, bunching and hardening 
with every passing second. "You would have been real good competition if 
you'd try eating your spinach," and she throws Karoline to the ground 
face first, smiles, and flexes the other arm, looking over at Geoff.  
"C'mon stud, let's go." 
     Geoff hesitates for a minute and goes over to Karoline to help her 
up, but she snaps back still feeling the effect of the sucker punch. 
"Keep your hands off me... I don't need YOUR help with anything!" She 
begins to cry. "You found what you were looking for in that oversized, 
muscle-bound bimbo. Now get out of my face." 
     Upon hearing that, Laura stops in her tracks, squares her shoulders 
and turns her head laughingly, smirking. "You coming, Geoff?" she says 
and turns around and starts walking. 
     Geoff gets up, leaving Karoline standing there, crying. "I'll get 
even with that bitch someday," she mutters under her breath, and heads 
home. 

Part Two 

     A few days had passed and Karoline is constantly reminded by her 
mirror of the humiliation she suffered at the hands of Laura at the 
beach this past Saturday. It was Wednesday when she got the call from 
her best of friends, Christy, whom she hadn't seen since they parted 
ways after high school. 
     "Hi! Karoline? It's me, Christy," the voice over the phone said. 
     "Christy!" she paused. "I haven't seen you in years. Are you in 
town for long?" 
     "No, unfortunately not." The voice dropped off, but then picked up 
again. "I'm only in town for a day and I thought I'd come over and share 
something wonderful with you, and it'll be a BIG surprise." 
     There was no answer at Karoline's end. 
     "Karoline... Hellooooo! Are you still with me?" 
     "Huh... Oh... Yeah I'm still here... just something happened and, 
well,I don't really want to talk about it over the phone." 
     "Sure... I understand. Maybe I should wait till the next time I'm 
out this way again?" the voice inquired. 
     "No, come on over. I live at the same place... uh huh... okay in 
about an hour... okay, bye." Karoline hung up the phone. 
     Karoline, mulling her problems over in her mind, cleaned her 
apartment and was surprised at the volumes upon volumes of different 
bodybuilding magazines from across the world she bought just trying to 
find the perfect body. She finished that and headed off to shower, 
drifting back to a day in their freshman year of high school in which 
she and this shorter girl with a budding figure punched a kid in the 
nose for saying that Karoline was a piece of straw. The more she dwelled 
on it, along with what happened Saturday, the hotter she got, hotter 
than the shower she was taking. The only release from part of this would 
be Christy taking on Laura. She got out of the shower and went and stood 
90 lbs. dripping wet in front of the mirror. She swore up and down like 
a drunken sailor, finally coming to the conclusion that if she wanted 
muscle it would take her till she was ninety. She sighed and started 
toweling off when a knock came on the door. She put on her bathrobe and 
answered it . 
     "Geoff!" Her surprise turned into disgust. "Can I help you?" she 
asked coldly. 
     "Look, I'm..." Geoff started to say, stopped and started again. "I 
mean, that is to say, Laura and I want to apologize about the other day.  
We got back to her place and I talked to her." 
     "Oh yeah?" she questioned, looking over his shoulder. Laura was up 
at the corner by the sidewalk and waved. 
     "If you're not busy, how 'bout joining us at the 'Bent Arm' tonight 
say about nine or ten for a couple of drinks?" 
     "Sure," Karoline said with a lot of trepidation, trying to figure 
out what the bitch was planning to do, "we'll see you then." Karoline 
closed her apartment door. 
     "What'd she say?" Laura asked. Geoff just nodded his head. 
'Good,humiliation, part two coming up.' Laura thought as she smiled. 
     As the couple went down the street, they passed a rather tall 
figure, carrying what looked to be a keg on rather broad shoulders, 
heading for Karoline's apartment. When the figure got to her door, it 
sat the keg downand knocked. Karoline answered and was shocked at what 
she saw as she swung the door open. 
     "Karoline, it's me, Christy," the figure said in a deep but 
feminine style voice. 
     "Christy, is that really you?" Karoline's eyes grew wider with each 
passing blink. 
     "Yep," the figure answered as she took off her sun hat and shades. 
"All 6' 3-1/2" and 240 lbs of me. You gonna let me come in, it is rather 
hot out here, you know." 
     "Uh... sure, come right in." Karoline is perplexed more than ever 
now."So, long time, no see... what's, uh, the big surprise? The  
trenchcoat? The weight? The height? What happened?" 
     "Here's what happened..." With that, Christy took in a several 
healthy lungs full of air and began to expand her upper body. The 
trenchcoat began to look like she was sewn into it as she kept on 
growing. She then smiled confidently as she raised her arms and her coat 
sleeves began to fill with what looked to be medium sized cannonballs. 
     "Chris... OH MY GAWD!! What's going on?" Karoline exclaimed as 
shebacked away from her bloating friend. 
     "Hold on... almost there... just a few more seconds and..." As 
Christy spoke, the seams to the coat sleeves gave way and a mound of 
muscle blasted through each sleeve. The buttons on the front of her coat 
fared no better as they were catapulted off. Christy grabbed the two 
front halves of her coat and pulled them apart. She revealed a 
sleeveless dress with an extremely lowcut front that showed off her 
massive chest and etched cobblestone abs. 
     "There, that feels much better." Christy looked at a very dazed, 
confused and frightened Karoline. "Well, just don't sit there with your 
mouth hanging open, what do you think of my dress. Is it too revealing?" 
     Karoline could not get the words out of her mouth. "The dress looks 
great... but you! What happened to you?" 
     "Me?" Christy replied. 
     "You... You're huge and those muscles!" Karoline answered. 
     "Oh, these." Christy flexed one of her large arms. "These are the 
surprise, and I got them from eating the berries I made this juice 
from."Christy hoisted the small keg on her shoulder and took it over to 
the counter and put it down. Karoline was amazed as she watched her 
friends arm bunch and roll with muscles. "Let me sit down and give you 
the condensed story." 
     "Okay," Karoline agreed. 
     As Christy prepared to sit, she hoisted her long skirt and then sat 
crossing her legs. 'What a calf!' thought Karoline as she watched 
Christy's calf muscles bounced as though they had lives of their own. 
     "Well," Christy started, "I was out on a camping trip with my ex-
boyfriend Don, trying to reconcile some differences, and got separated 
from him. I met up with this grizzly bear who began to chase me because 
I had all the food. After losing the bear and the food I came to the 
conclusion that I was lost. 
     Karoline hung on every word but she couldn't take her eyes off 
Christy's muscles as they involuntarily sprung up as she gestured. 
     "After surviving the night," Christy continued, "and being cold and 
hungry, I found this bush with the berries. Taking the chance that they 
weren't poisonous, I started eating them. The more I ate, the more I 
grew and burst out of my clothes with muscle." 
     "What about Don and the bear?" Karoline interrupted. 
     "Don?" Christy answered. "I became too much of a match for both Don 
and the bear." Christy, with that, sat straight up and squared her 
shoulders causing her chest to inflate till she almost fell out of her   
top. "I went back later that week and dug up one of the bushes and 
replanted it at home and started making the juice." When Christy 
finished her story, she said to Karoline, "Come here and put your hands 
on my upper arm." 
     Karoline put her hands (as far as she could) around the large upper 
arm and held on as Christy began to bring her arm up. Karoline's fingers 
began to separate as the large biceps ballooned to the size of a ripe 
grapefruit and as hard as a rock. Her eyes bugged out as she let go and 
watched as small, hose-like veins appeared and created a map across her 
whole arm. 
     All Karoline could say was an exaggerated "Wow!" 
     "That's right," Christy lowered her arm, showing off her gigantic 
horseshoe size triceps and large forearm. "I'm a mountain of muscle and, 
come bear or high water, I can lick 'em both!" Christy smiled at her 
friend, and then abruptly changed the subject. "I take it you're not 
happy about something that recently happened," she asked. 
     "Yeah... but it's something I've got to handle on my own," Karoline 
lied out her teeth. "You said you were only going to be in town just for 
a day, meaning you leave in the morning, right?" 
     "No," she answered, "I'm on a layover and have to get back to the 
airport. I just called on the whim that you weren't getting things ready 
for the school year and decided to drop this off." 
     Karoline was dashed as her whole plan was proverbially flushed down 
the crapper. She was hoping her friend could take care of Laura at the 
bar. 
     "Tell you what, get me a glass and I'll pour you some. But remember 
one thing... NO drinking alcohol with it." Karoline was puzzled when the 
word 'NO' was emphasized. "I'm sorry... I didn't mean to sound so 
stern," Christy said more softly. "It's just I don't know what would 
happen if the two were mixed. I gave up the occasional drinking when I 
discovered this," Christy smiled. 
     "Sure... okay." Karoline downed the glass like it was water and got 
a warm fuzzy feeling as it went down. "Hey!" she exclaimed. "This stuff 
ain't bad, maybe a little sweet but not bad." 
     "And the results," Christy broke in, "should surprise you. Just 
remember," she added. 
     "I know," Karoline smiled, "no heavy drinking." 
     "Right," Christie agreed. "Look, Karoline, I've got a plane to 
catch, so I'll see you sometime, maybe soon." Christy gave a dwarfing 
hug to her friend and was off. 

     As Karoline closed the door, she began to feel rather hungry. 'I 
wonder if this is one of the side effects,' she thought. "Let's see, I 
just went grocery shopping. I wonder what I bought that's good to eat," 
she stated as she opened up the door to the refrigerator. 
     About one hour and an empty refrigerator later, Karoline had 
finished her feast and felt like the proverbial fatted calf. She forced 
her way up off the couch and walked over to the mirror expecting to see 
a reflection of another her and the dirty dishes in the sink. 
     "NUTS!" she yelled as she stared at her reflection in the 
mirror."Where'd it all go?" She looked at herself. "I finished off a 
week's worth of groceries and... BRRRAAUWP!" She let loose with a burp 
that could have shook the windows in her apartment from their frames. 
     "That came out of me?" she exclaimed. "Well," she sighed, "I had 
better get these dishes done before I do anything else." A little bit 
later, Karoline was amazed at how fast she had finished doing them. 
"Man, I'm faster than I thought I was," she smiled. 
     "BRRRAAUWP!" She let go with another loud burp. 
     "Yuck!" That left a bad taste in her mouth . She smacked her 
lipslooking for something other than water to drink. "Well," she looked 
over at the keg on the counter, "looks like it's you, me, and the ice." 
With that she grabbed a tall glass out of the dish drainer, put some ice 
and juice into it, and drank it down in one gulp. She smacked her lips 
again as she felt that warm fuzzy feeling come over her once again. 
"Christy said it was all natural, but I wonder if she may have spiked it 
for flavor. Oh well." 
     Karoline dismissed the whole idea of her friend spiking a wonderful 
drink like this and walked into the bathroom to wash up a bit. She 
decided now was a good time to get on the scale, but she was 
disappointed and perplexed at what she saw. 
     "Hmmmm," she scratched her head, "I should have gained at least a 
pound or two with every thing I ate. Nope, even dry, I'm still 90 lbs." 
     Not very enthused with what she saw, she went to lay down on the 
couch for a nap. When her head hit the pillow she fell fast asleep. It 
was deep but not uninterrupted by dreams, each one worse than the other. 
The last dream sequence had a sudden change in it. She saw herself in a 
body far superior to Laura's. She looked on as she saw muscle grow on 
top of muscle and her new self tearing Laura to pieces until Laura was 
nothing but a mass of pulp. She flexed her new body for Geoff, then 
grabbed him, rubbing her body against his, finally getting what she 
wanted. Karoline woke up. 
     "Wouldn't you know it, I finally get the man of my dreams and... 
I...wake..." she stopped mid-sentence and looked at her forearm "...up." 
     "Oh... my..." Again she stopped mid-sentence. She examined her 
arms, they looked thicker, her flat chest seemed larger, and her legs 
shapelier. She jumped off the couch, made her way to the mirror and 
closed her eyes. 
     "All right, on the count of three, open your eyes and see what 
happened," she told herself. "THREE!" She shouted and opened her eyes. 
     "Oh no!" Karoline exclaimed. "Is that me?" She was speechless, for 
what she was looking at was not an emaciated bony body but a body that 
that was bursting with power and "MUSCLES! I GOT MUSCLES!" Overjoyed 
with disbelief, she extended her arms out and tightly clenched her fist 
and watched her forearm spring alive with a robust development of muscle 
and veins. She then slowly raised her arms and watched small but well-
developed biceps the size of tennis balls rise up where there were none 
before. 
     Karoline then lowered her arms and placed her hands on her hips and 
bravely looked down at her chest. "Oh, my," she squeaked as she watched 
her pectorals leap out like motor pistons forcing her enlarging breasts 
to rent her top, letting it just hang. When that happened, Karoline 
turned her neck to look at the well developed map of muscles on her 
back. "I don't think I'll be needing to buy any bras soon with this 
muscle. I don't think I'll have much use for one right away." 

     She grabbed her top and began to tie it back together in a knot, 
thinking to herself, 'I'm fine as long as I don't take a real deep 
breath.'Afterward, she felt her shorts, at one time so loose, grow 
tighter and noticed how her abdominal wall was pushing the rivets that 
buttoned them grow ever closer to the breaking point. 
     She relaxed and shook her muscles loose, then raised her arms and 
clasped her hands behind her back, then let her abs go. She popped two 
of the rivets off as her cobblestone abs grew firm and dense. "Will you 
look at that," she proclaimed. "SOLID, and no unearthly amount of sit-
ups to do either." 
     Karoline was more than pleased with her upper body. She then 
focused on her legs, and straightened her right leg out and pointed her 
toe. Almost immediately, her whole leg was covered with hills and 
valleys of striated muscle, ripping the seams of her shorts as far as 
the belt line. She was pleased with what she saw of her reflection and 
stood several minutes posing, watching all of her muscle groups leap 
voluntarily and involuntarily as she moved. She ended her 'routine' with 
a most muscular pose that finished off her top. As Karoline straightened 
up, she said, "Yep! I got muscles all right, but just how strong am I?" 
She began to look around her apartment for something small but heavy to 
lift. Her magazines were too awkward and her 'barbelles' too light. The 
only thing left was the wooden keg that was still over 7/8's full. 
     "Christy carried this on one shoulder, but I'm not as big as she 
is,"Karoline mumbled to herself. "I know, I'll stick it in the fridge," 
she giggled. "I'll test my strength this way and keep it from spoiling." 
     She disregarded the rag that was left of her top and walked over 
and gently opened the refrigerator door, then grabbed the keg. She was 
amazed at what with ease she picked up the heavy keg. She also watched 
proudly as her muscles bunched and rolled under the skin much like 
Christy's, and even Laura's, did. 
     "With this kind of strength," Karoline gloated as she finished 
putting the keg in the refrigerator, "I should have no problem winning 
Geoff back." 
     Karoline then squared her shoulders and took a deep breath, 
increasing the size of her torso, and smacked a clenched fist into the 
palm of her other hand. "Okay Laura, this is war, you get yours, and 
I'll get mine." With that, Karoline went to take a shower. 
     After her shower, Karoline got on the scale and let out with a 
big"WOW!... 120 lbs of solidity." She was happy and went to her closet. 
Everything that once fit was now rather tight. She eventually found 
something. "It's a little small," she said, "but it'll have to do as 
long as I don't do something really dumb." 
     With that, and with vengeance on her mind, she headed out for a 
night down to the Bent Arm and Geoff. 

Part 3 

     As Karoline came closer to the Bent Arms Tavern, she saw that 
garish neon arm flex welcoming the 'body elite' of the town. She pauses 
only a few seconds at the door watching men and women who look like they 
belong in her muscle magazines walk in and out. Karoline had second 
thoughts about going in but she kept telling herself she had something 
to get off her chest. She looked down at her left arm and flexed it, 
trying to remain as inconspicuous as she could. She watched with 
excitement as her upper arm filled her sleeve, then she mumbled to 
herself, "Well, in for a penny, in for a pound." Karoline nervously 
opened the door and entered a whole new arena. For a Wednesday night the 
bar seemed extremely docile. There were about twenty people scattered 
about the place. The bartender, who stood about 5' 4" and weighed about 
160 lbs., all of it muscle, caught Karoline off guard when she asked, 
"What can I get for you?" Karoline told her that she was looking for 
some people and would order when she found them. The bartender nodded 
and went to wait on someone else. Karoline was dumbfounded as she 
watches the skin-splitting muscle on every part of the bartender's body 
come alive with every movement. She began to envision her own head on a 
tall version of that body when she felt someone grab her from behind. 
     "Karoline," the person said. With that, Karoline spun around and 
saw that it was Laura standing in front of her. 
     "Hello, Laura," Karoline said coldly. 
     "Geoff's in the can, and we're sitting over there at that table," 
Laura said politely. Karoline couldn't believe what she just heard; 
loud, brash, Laura was being so well-mannered. The girls returned to the 
table just as Geoff was sitting down. 
     "Hi, Geoff," Karoline said. Geoff turned to say hello, but before 
he could get a word out he looked at Karoline and was awestruck. Geoff 
thought to himself that this wasn't the same skin and bones who had been 
tutoring him all summer, no, this skin and bones had some lean to her 
and was looking better by the minute. 
     "Wow!" Geoff whispered, then spoke aloud. "Hi, Karoline. Wow, 
you're really looking good." Karoline couldn't resist the temptation. 
"Do you think so?" she asked as she lifted one arm and fluffed her hair 
with her hand, giving Geoff a look at her small but noticeable biceps as 
it grew. 
     Laura noticed it too, cocking one eyebrow. "Been working out 
lately, huh?" 
     "Well, to put it bluntly," there was a pause, "I was always a late 
bloomer and with the home workouts that I've been doing, I guess I 
really never took the time to look at the results." Karoline lied 
through her teeth as she sat straight up, shoulders back, flirting with 
Geoff as she threw her chest out stretching her blouse and taxing her 
buttons. 
     Contempt began welling up in Laura, but she knew her time was near. 
"Anybody up for a drink, this round is my treat," Laura said coolly. She 
got up and went to order the drinks. A few minutes later she returned. 
     "It's called a 'Massive Heart Attack,'" Laura smiled. 
     "I shouldn't really be drinking any alcohol," Karoline replied 
remembering what Christy had told her. 
     "Look," Geoff interrupted, "a couple of drinks won't hurt. C'mon, 
live a little." He smiled. 
     'One or two shouldn't make a difference,' Karoline thought to 
herself and openly agreed. "Well okay, maybe just one." 
     About six drinks and four hours of 'polite' conversation later... 
"I'll be right back," Laura said getting up. "I've gotta go to the 
(hic!) 'scuse me, the little girls room." Laura left a slightly-
intoxicated Geoff with a more than slightly inebriated Karoline. 
     "That Laura is all right, huh, Karoline?" Geoff asked, but Karoline 
didn't answer. She just sat there looking at him. 
     "Geoffrey," Karoline said scooting closer him, while removing her 
glasses and letting her hair fall free. "You like big, hard bodied 
women." 
     "Yeah..." Geoff replied with hesitation. 
     "You see this arm...? Now watch." Karoline raised her left arm but 
a lot slower this time. Again her upper arm began to fill her sleeve and 
this time made a small but noticeable tear at the seam. "Go ahead, feel 
how hard it is." Geoff's eyes got wide as he couldn't believe hard it 
was. "It's small, but I have a way to triple its size. Karoline then 
dropped her arm and grabbed his hands and guided them to her chest. 
"Like 'em?" she said seductively making his hands cup her braless tits. 
Her nipples began to stiffen as she took a deep breath popping the top 
button. She looked at them, then looked back at Geoff's red face and 
said, "They're small, but I can make them just as large as you want them 
to be." 
     Geoff's face began to get redder from embarrassment. "Uh... um..." 
he stuttered, "Karoline, I don't think this is the time or the place for 
this." Geoff pleaded and tried removing his hands, but Karoline was 
stronger than she seemed. She released one of his hands, but drew his 
other slowly down her hardened abs to her thighs. 
     "You felt how rock-hard my abs were... now try this," she said as 
she tightened her thighs. "You can feel the power surge can'tcha," she 
gently slurred as she took Geoff's hand and ran it up and down slopes 
and hollows of her ever bulging thighs. She then took his hand and made 
him feel the near-bursting seam of her slacks. "If I wanted to, I could 
show you what a well proportioned thigh and calf looks like, right now, 
just by putting a little bit of pressure on. Would you like that, 
Geoff?" Geoff was speechless as Karoline moved in closer. "Just ditch 
the gorilla and come home with me, and I'll show you that the word 
'benchpress' has more than one meaning." With that, Karoline pressed 
herself against Geoff and gave a probing kiss. 
     The more Geoff struggled to break loose, the more Karoline pushed 
herself on him. "C'mon Karoline, knock it off... What's Laura going to 
say when she sees you... us?" 
     Karoline sits up straight. "Screw her. She's not my type anyway." 
     "Excuse me," a voice came from behind. "I'm not WHO'S type, BITCH?" 
Karoline smiles 
     and spins around. An angry Laura, having heard parts of the 
conversation, stands over the both of them. Geoff stands up, trying to 
prevent a fight from happening, but Laura pushes him back, stumbling. He 
sits back down. 
     "I'll handle this, baby," Karoline tells Geoff and gives him a 
drunken kiss on the cheek. She stands up yelling, "You freakin' bitch, I 
put up with your crap for long enough. Now it's my tur... YOUR turn!" 
she yells poking her finger into Laura's muscular chest. 
     Laura grabs Karoline by the finger and begins to bend it. As this 
is happening, she squares her shoulders and tenses her chest, 
solidifying her rippling muscles, causing a slight but noticeable tear 
to appear in her jersey. She lets loose of Karoline's finger and then 
grabs her by the collar, lifting her several inches off the ground to 
face level. "Slug," Laura says gritting her teeth, "you thought the 
beach was bad... well, girlie, you ain't seen nothin' yet!." Karoline 
didn't flinch even as she watched a thick puffy vein make an imprint in 
Laura's tight jersey sleeve. 
     The bartender, who was watching this scene from behind the bar 
excuses herself and hurries over to the table. "HEY!" she shouts. "No 
fighting, especially when I'm on duty. Now," she says calmly, "if you 
girls want to stay in here, you'll drop her and follow me, then you can 
settle this like ladies." Laura barely paid attention to what she had 
said. "Look!" the bartender says as she wedges her way between Laura and 
Karoline. "I said, 'knock it off' or so help me, I'll kick you both out 
on your asses." 
     The bartender, though shorter than Laura, was every part a match 
for her, pound for pound and muscle for muscle. The bartender tightened 
her arm and a river of veins began to run up and down the widening arms. 
Laura then dropped Karoline, who, for being drunk, composed herself 
quickly. The three of them then walked over to a bar table with two 
knobs on it. 
     "Ladies," the bartender starts, "you'll settle this little tete-a-
tete with arm wrestling, UNDERSTAND!" Both Karoline and Laura drunkenly 
nod in agreement. "The one who wins gets 'Gorgeous George' over there 
and can help the loser out the door. Capish?" 
     "Oh I understand perfectly," Laura says as she clenches her fist 
and slowly raises her right arm to about 20 degrees and stops. "Just 
perfectly." She vainly smiles as she furiously jerks her arm up the rest 
of the way. The volcanic action of her upper arm causes the sleeve to 
snap at the seam. As she gloats she looks over at her opponent just 
staring and then says, "You're mine, even after I get done with you 
here." Karoline just stands there and smiles. 
     Meanwhile, Geoff stumbles over. "Mind if I watch, since it seems to 
be over me?" 
     "Hell yes, you're watchin'... You're goin' to watch me drag Miss 
'Sugar-Muscles' right off this table and into the back alley for the 
lesson of her life." Laura sharply threw her shoulders back, causing her 
chest again to thrust forwardly, purposely causing the slight tear to 
rip even more. "Afterword sweetheart, we'll go back to my place and I'LL 
show you that the word 'benchpress' has more than one meaning." 

Upon hearing this, Karoline stands up as straight as she could. "YOU 
SLOB!" She began to breath slower, expanding her chest, widening the gap 
between the buttons on her tight blouse. "Geoffrey dear," Karoline said 
calmly, "as soon as I take care of 'Super-Cow' here, I promise you, I'll 
show you muscles like you never have seen before." 
     "All right, all right," the bartender butted in fairly quickly. 
"You both do know the rules, right?" she said, looking directly at 
Karoline.  Again, both nodded. "All righty!" she then turns to the small 
growing crowd of spectators. "I need a referee." 
     "But..." Karoline interrupted. 
     "Sorry," the bartender replied, "but I can't. I'm an interested 
party. And besides, I got a bar to tend." 
     Amidst the mumbling in the crowd, a voice spoke up. "I've wrestled 
before; I'll ref." The voice was attached to a fairly slim built girl. 
     "You?" Laura laughed aloud. 
     "ME!" the girl answered. "Don't let this small body fool you, I'm 
very tough." The girl flexed her arm, and it expanded and thickened with 
muscle very quickly. Each girl looked angrily at each other and agreed. 
     The two opponents settled down in their chairs, seated their elbows 
on the table, and clasped hands. "All right," the ref directed, "when I 
let go of your hands, put your back into it. Ladies, at the count of 
three." As she began to count the crowd joined in and at three, both 
Laura and Karoline began to push. There were bets going on in the crowd 
and some of the wagers were like 50 to 1 on Laura to win. 
     Laura was confident that she was going to win because of her size 
and power. "Tell you what I'll do," she said convincingly. "I'll use 
only a quarter of my strength and still beat you." At this, Laura 
voluntarily bounced her biceps just to taunt Karoline. For about five 
minutes, Laura sat coolly and watched as a worried and heavily 
perspiring Karoline grunted and groaned. Just then, when Karoline 
thought all was lost, she began to feel all warm and fuzzy, like the 
first time when she took a drink of Christy's potent drink, and with a 
surge of power began inching Laura's arm the other way. Everyone who was 
there watching, including the contestants, were amazed at this turn of 
events. Laura was stunned and became angered. "That does it, bitch. No 
more Mr Nice Guy," Laura stated, gritting her teeth. "Watch this," she 
said as she began to pour on the power. Loud rips could be heard coming 
from Laura's sleeve as she started to tense her forearm, and a small 
vascular map began to show as she pushed harder. The sleeve portion 
around her upper arm fared no better either. A large snake like vein 
began to make its imprint as her arm grew inside the waning sleeve until 
a mountainous bicep burst through. The more Laura pushed, it seemed the 
more her arm grew until her biceps was covered in a vast network of 
veins. 
     Karoline's narrow eyes grew wide as she saw Laura's display. Though 
silent through this whole match, her mind was a tizzy with thoughts of 
another humiliation and losing Geoff for good. That's when she debuted 
her own power. With one healthy push Karoline tensed her own arm and a 
bicep, half the size of a baseball, began to grow, driving its way up 
through her sleeve. She then smiled through her own gritting teeth. 
     You're goin' down," she muttered. 
     "I don't think so!" Laura replied. 
     The contest of strength was also a contest of wills, which lasted 
maybe five minutes longer. Muscle power was beginning to weaken on both 
girls, but with a grunt, an angry Laura slammed Karoline's arm down hard 
on the table, then roughly threw her to the ground. The girl that was 
grabbed to referee the match declared Laura the winner, lifting the one 
arm high in the air. The crowd in the bar was in a frenzy and started 
chanting, "FLEX, FLEX, FLEX". They hoisted Laura up on the table and she 
hit a double biceps/lat spread causing her sweat-soaked jersey to give 
way in certain places. After a few more poses, Laura jumped off the 
table and, with her chest thrust out, walked over to Geoff and anchored 
a long, deep kiss on him. 
     Karoline, meanwhile, managed to stand up an began to whimper and 
feel quite violently ill. She ran out the back door and into the alley, 
where she got down on her hands and knees and began convulsing with the 
dry heaves. She managed to crawl to the far side of a dumpster and began 
to puke her brains out. Inside, amidst the cheers of the crowd, Laura 
pumped and posed more for the crowd ripping her jersey fully open. 
     "Where'd 'Miss Wimpy' go to," Laura looked around while tying her 
ripped top just above her midriff. "I wanted to 'thank' her," she said, 
tugging on the knot, "in my own way for giving me some good stiff 
competition." 
     "Look," Geoff said, "don't you think maybe you done enough damage?" 
     Laura thought for a moment, then answered. "Yeah, you're right! I 
don't think she'll want to show her face anymore," she laughed as she 
put one of her heavy arms around Geoff's shoulders and walked back over 
to the bar. 
     Karoline, on the other hand, wanted to go back in and finish what 
was started, but was feeling belittled as well as sick, so she began to 
stumble her way home, grumbling to herself, "Next time, my turn!" 

Part 4 

     After the incident at the Bent Arms, Karoline managed to stumble 
home. She unlocked the street door, slamming it hard as she walked in. 
She just stood there in the doorway, whimpering, trying to get her 
equilibrium back. She made her way into the bathroom where she stopped 
at the sink and just looked at her face in the mirror. She opened her 
mouth to say something but nothing came out. She just turned on the 
water and began to cry. After washing the grime off her face and hands, 
she walked quietly, head bowed, into the master bedroom and stood in 
front of the full length mirror on the inside of her closet door. 
Looking up, Karolinebegins to snarl at her own reflection as she grits 
her teeth and hits several poses shredding every stitch of clothing left 
on her body. She made herself as big as she could, then wilted into a 
big pile of despair on the floor. 
     "Who am I trying to kid?" she sobbed. "Yourself, that's who!" she 
answered her reflection. "I'd be better off if I were big and fat!" 
Karoline's face turns from anguish to one of delight as she stands up 
and throws off her rags and puts on a fairly loose pair of sweats. She 
heads out to the local 24-hour grocery store, buying all types of food 
along with vitamins and protein supplements. Once back at home, Karoline 
rips open all the packages, going on the binge of her life. She pigged 
out for almost a day and a half. By the time Karoline was done she had 
eaten enough for to feed a small army.    
     "Woof!" she said satisfyingly as she finished off the last piece of 
pizza. "There, the only bulges I want to see from now on is from fat 
cells." She lifted her sweatshirt above her boated belly and took her 
sweatpants and lowered them below the base of her overhang. "Yep!" she 
said, patting her stuffed belly. "From now on, it's fat and sassy." 
     "BRAAAAUUUUWWP!" Karoline burps aloud, several times. "WOW!... 
whew." Karoline began feeling warm and fuzzy all over, but this time 
warmer and stranger then before. She began to feel ill and doubled over. 
"Maybe this wasn't a good idea after all." She puts her arms around her 
swollen belly and feels as if she is going to get sick. Karoline manages 
to roll of the couch and crawl into the bathroom, getting to the commode 
in time as she begins to convulse and sweat. "Oh God!" she screams in 
pain, "why did I do this?" Then as quickly as it had started, the sharp 
pain began to subside. Karoline then stood up and noticed her oversized 
belly was beginning to go away. She went to the bedroom and stood wide-
eyed and jaw-dropping in front of the mirror. "No!" she yelled, "no... 
This can't be happening." Karoline saw her extra large belly transform 
back into the hard granite type bricks that her abs once were. 
     "So much for that idea," she sighed as she watched each muscle take 
back its form. She then let out with another loud burp. "Yuck!" she 
said, smacking her lips. "Now that was a bad taste. I wonder if I 
managed to save any soda?" Karoline looked around and found nothing. 
"Great... just great." She sighed. Just then she remembered about that 
small keg of berry juice that Christy had brought her. She opened up the 
refrigerator door and grabbed the barrel, setting it on the counter. 
     "This is all your fault, y'know," she groaned. "But I don't like 
the water here and I don't want to go out anymore... so you're it." As 
she reached out, she heard a rip; it came from the shoulders of her top. 
Silently she tore off her sleeves and grabbed the cask and popped the 
cork, with some difficulty, out of the hole. "That was tight," she said. 
"Now, do I drink you like a lady or do I chug you like a drunken frat 
rat?" She burped once more. "I chug." 
     Karoline clears her throat and relaxes her esophageal muscles and 
begins to drink the entire thing. She wipes the little bit that was 
dribbling from her chin. Putting the keg back on the counter, she grabs 
a magic marker and starts drawing an image of Laura's face on the wooden 
container. Karoline picks up the barrel and frowns. "This is Laura's 
face," she says glibly as she begins to push in. Her muscles begin to 
grow as she squeezes the barrel more until it begins to give. "This is 
Laura's face when I get done with her... someday." It finally splinters, 
     "Yes!" Karoline jumps for joy, flexing, doing a victory dance. Even 
though satisfaction was not total, Karoline feels somewhat relieved and 
heads for a shower. 
     Afterwards, Karoline towels off and walks into the bedroom and 
feels a chill. "Brrrr... I never felt like this before... I'm cold." She 
reaches into her dresser and pulls out a lightweight flannel nightgown 
and puts it on. As she buttons it, she's very amazed. "Hey... it fits." 
She turns out the lights and settles down for the night. 
     Her sleep went uninterrupted until her alarm went off the next 
morning. Karoline reaches out from her covers and smashes her clock and 
destroys her night stand in the same motion. She scratches her head as 
she looks at the mess on the ground. "It's Saturday and I set my clock, 
weird." She glances at the mess on the floor. "That's it... I buy 
plastic from now on." Karoline crawls out of bed and heads for the door, 
picking up her mess and putting it in some garbage bags as she heads for 
the door. Groggily, she opens the front door and is greeted by the 
morning sunlight. She drops the garbage into the can at the curb and 
gets the mail that was ignored since Thursday morning and bends over to 
pick up the newspapers and magazines at the front door. 'RRRRIIIIPPP!" a 
loud noise came from behind, causing Karoline to stand straight up. She 
turns her back to the building and heads backwards into her apartment. 
     As soon as she got in she dropped the parcels and reached behind to 
feel her back, then ran into the bedroom. Facing the floor length mirror 
with her back, Karoline was astounded. "Oh... mah... Gawd!" Karoline 
gaped at the size and the thickness of her back. "I'm a regular 3-D 
topography of muscle."Karoline slowly turned around and she closed her 
eyes as she did. "I won't get excited... I won't get excited... I won't 
get excited..." she kept telling herself over and over again. As she 
opened her eyes, her 'I won'ts' became "I will get excited... I'm HUGE!" 
Karoline was dumbfounded as she saw that the nightgown, which fit so 
loosely the night before, was now extremely tight fitting. She began to 
hyperventilate as her mind raced to come out with answers. "Okay, calm 
down," she told herself. "Take a couple of deep breaths and relax." The 
deep breaths only caused her buttons, stressed out by her size, to 
catapult off the front of the flimsy gown as her basketball-sized tits 
thrust out by her immensely thick striated pecs. "This must've happened 
last night while I slept," she said. It's gotta be a combination of the 
food, the berry juice, and the drinks at the bar... I should've stuck 
with Perrier." Looking at her big, thick body more and more over the 
next couple of minutes caused her to grow in confidence. 
     "Awww, you girls wanna come out and play?" She watched the restless 
movement of her body under the taut gown. "Okay," she raised her arms, 
"come out, come out, wherever you are," Karoline sang as she spent what 
seemed to be hours hitting the basic poses for a bodybuilder. 
     Cloth began to tear as her muscles swelled to unbelievable 
proportions. "I feel as if I could lift a battleship," she said in 
savage amusement. She smiles as she watches her arms form softball size 
biceps, then quickly dropping them, moving her wrists slightly, watching 
her forearm and horseshoe-style triceps leap out. "My arms are bigger 
than my whole body ever could be." The only words that followed as she 
did more posing were, "tremendous... extraordinary... fantastic." 
     When she had finished, she wondered, "gee, I wonder how much I 
weigh?" 
     She threw the remaining shards of cloth off to the side, walked 
into the bathroom and stepped on the scale. Again, amazement set in. 
"HOLY... over 200 pounds, and all of it muscle!" She went and grabbed 
the tape measure and pencil from her sewing room and stood in the 
doorjamb, marking off her height. "WOW!... 6' 3"... I hope I' ve got 
something to wear." 
     Without effort, Karoline again headed into her closet, dug around a 
bit, and found an old spandex outfit she had once disregarded. She 
squeezed her large body into it. "There." She then headed for outside 
door. "Now as long as I don't make any sudden moves or breath too 
deep..." Just then, 'RRRRIIIIPPP!" Her outfit fared about as good as her 
nightgown. As the seams split open, the material rolled back over 
mountains of muscles. 
     Karoline sighed and shook her head, wishing she had a trenchcoat, 
when an idea struck her. She headed into her spare room and drug out a 
completely dreadful-looking oversized dress. She ripped out the sleeves 
and, with a few nips and tucks on the sewing machine, within a few 
minutes, Karoline was done. "There," she said, rather pleased with her 
work. "From 'Omar the Tent Maker' to a suitable dress for a person of my 
magnitude." The dress fit a little tight around the bust and hips but it 
was comfortable. Putting her hair up, then donning her sunglasses and 
sunhat, Karoline left to do some clothes shopping. 
     On her way back from her expedition she made a sidetrack over by 
the beach, where she saw Geoff and Laura working out. Not wanting to 
cause a scene (yet), Karoline starts to head home. 
     "Hey... hey you," Laura looks up and spies the fleeting Karoline. 
     Karoline stops and turns around. "Yes, can I help you?" trying to 
be polite as she could while the veins on her hands and arms get a 
workout as she opens and closes her fists tensely. 
     "Oops... I'm... I'm sorry, for a minute you looked like someone I 
know." The unsuspecting Laura apologizes. "Must've been the sun. Ummm... 
if you don't mind my saying you're rather 'big'." Laura eyes Karoline's 
body up and down. 
     Karoline, smiling ear to ear, responds. "Yep," as she flexes one of 
her arms. "You might say I 'drank' it on." 
     "Uhhh... yeah," Laura laughs nervously. "Who's your trainer? I 
mean, a body like that just doesn't happen overnight. Does it?" 
     "Trainer?" Karoline lowers her sun glasses as she spies Geoff 
starting to walk over and hits a double biceps pose. "Why, body by 
Christy." 
     "Well, it was nice talking to you..." Karoline paused. 
     "Laura," Laura spoke up clearing her throat. 
     "Laura... nice name... gotta remember that," Karoline said. 
     "Hey," Laura stopped Karoline once more. "Are you coming back later 
on. I mean, guys like Geoff are prizes to be kept but sometimes... well, 
a female workout chum is better." 
     Karoline turns around. "Geoff, huh?" Karoline looks over her 
sunglasses    again. "He's a great looking prize." 
     "Yeah," Laura responds. "I took him from some bitchy bimbo he was 
seeing at the Bent Arms the other night in a wrestling contest. Yeah, 
haven't seen the toothpick since, either." 
     Karoline held her temper. "Well, I'm off. I'll see you later, (for 
sure)." 
     As Karoline leaves, Geoff comes over and gives Laura a hug. "Who's 
Titania? ...Sure is a big girl," he asks, looking at Karoline 
     "Yeah... sure is. Y'know, I didn't even get her name," Laura 
answered. "But she sure sounds familiar." 
     "Oh well," Geoff smiled. "Let's go and get some lunch, then come 
back later on." 
     "All right," Laura agreed, grabbing her blouse and putting it on. 
     Meanwhile, Karoline gets home and is hopping mad. "Toothpick!" she 
says angrily, throwing her packages down. "I'll show her." She grabs two 
handfuls of dress and furiously rips it off. 
     "Where is it?" Karoline talks to herself as she tears through her 
packages. "Ah! There it is." 
     She hurries into the bedroom and puts on a very revealing bathing 
suit that stretches to the limits. Without saying a word, she slips on 
her bathrobe and goes across the hall to the storage room and comes back 
with a wrought iron grate, the kind used for decoration and security. 
"Hopefully you won't be missed. 
     She begins to laugh maniacally as she takes off her bathrobe and 
watches her muscles become rigid as she picks up the grate. 
     "Once more, this is Laura." Karoline watches as her muscles grow 
thicker and the veins on her arms puff and grow as the grate begins to 
creak and bend, sending her straining bathing suit to near bursting. 
"This is Laura, later on today, as I get Geoff back." She begins to 
laugh as she takes what's left of the iron grate and throws it to the 
ground. 
     "Will I be back later, she asks me?" She flexes her already pumped 
body. "Oh yeah! Strike three, you're out." 

Part 5 

     It turned out to be a wonderful Saturday. While the temperature was 
about 88 degrees officially at the airport, at the beach it was a cool 
85 degrees, meaning activity was flourishing. Swimmers and sun-
worshippers flocked the area of the lower beach, while body worshippers 
flocked the outdoor gym on the upper beach. It was a beautiful day. 
     Geoff and Laura had returned for an afternoon of fun, sweat, and 
pumping up. Laura looked around and saw that she was the only 
'heavyweight' to grace the beach so far today. She had just finished her 
first set of rounds when she noticed some other girls going through some 
moves, critiquing each other as they went. 
     Laura turns to Geoff. "Geoff dear, I'm going to have some fun." She 
points at the girls posing. "C'mon." She stands up straight, squaring      
off at the shoulders, causing a slight rip at the seam, and begins to 
walks over. 
     The music was loud and sensual as Laura made her way through the 
crowd as a knife through melted butter. She eyed all the girls and found 
the one who would be considered the biggest of the bunch and proceeded 
to tap her on the shoulder. The girl's concentration was broken. "Can I 
help you?" she snapped and with a cocked fist turns quickly around. "You 
just don't come over here and... and..." She was stopped in mid sentence 
when her nose came face to pecs with Laura. 
     "Look up a couple of inches, and I don't what?" Laura asked 
sternly. "All I want to do is to give you girls some pointers as to what 
pumped feminine muscle really looks like." Promptly Laura raised her 
arms, which erupted into a mountain of vascular sinew. "That's all." 
Laura smiled and then turned to Geoff who had positioned himself over by 
the boom box. By this time everyone was off the concrete slab except for 
Laura. She winked at her man, "Any time your ready, maestro." Geoff 
turned up the music and Laura exploded with muscular movement. 
     Without a word, Laura slid to her knees and let her huge 26" thighs 
pulsate and grow until they separated the denim material of her cutoffs. 
"Oh yeah," Laura says with glee, "I feel so good that I could bust. 
C'mon closer, boys 'n girls, and learn from the mistress of muscle, cuz 
you ain't seen nothin' yet!" Still on her knees she began to arch her 
back until all that could be seen from the front were denim and stomach 
muscles. Without losing a beat or control, Laura began to flex each 
individual muscle in her granite six-pack. One by one, the mass pulsated 
and became alive, causing the rivets on her shorts to stretch and 
eventually explode from their place as the material that was held by 
said rivets parts like a curtain revealing a ripped mass of muscles and 
veins. 
     With arms extended and snake-like motions, Laura comes up from her 
arch making her forearms bounce to the beat of the music. "Let's face 
it, girls," Laura says as she taunts her jealous female onlookers, "I'm 
just a modern Delilah, just waiting to pounce on all those Sampsons out 
there." Laura starts to stretch and swing her torso as she stiffens her 
arms freezing her muscles in place, forcing her mammoth upper arms in 
against her cleavage, shredding the front of her thin work-out top. As 
the material shreds more and more, Laura starts to pump her chest; first 
the right pectoral, then the left. She does this several times as the 
material falls to the ground. She finally stands up and runs her hands 
over her abs up to her chest, lightly brushing them, showing off her 
magnificent upper body, all in time to the beat of the music. She grabs 
what's left of her shirt and rips it off, revealing her spotted bikini 
top which appears to be a size or two too small for her chest. After a 
few more chest, side, and back poses, a lot of the girls were leaving in 
a fit of bitter rage. With her head held high, Laura grabs some heavy 
dumbbells and begins to flex her arms rhythmically, using the weights as 
a catalyst to show off her humongous arms and chest even more. "Don't 
cop an attitude, girls," she poked fun as her arms kept growing. 
"Someday your arms and chest will be as big as mine." 
     Like I said, Laura was not the only 'BIG' girl at the beach this 
particular Saturday. 
     "Oh, I don't know," came a voice from behind. "I've been only doin' 
this for about a week and I'm probably bigger than you are." 
     "Is that so," Laura responds after having her fun interrupted. 
"Well, we'll see about that!" Laura throws the heavy weights down and 
quickly turns around. "YOU!" she says with surprise. 
     There leaning on the fence was the girl who was talking with Laura 
and Geoff earlier. "Yeah, really," she calmly said. 
     Laura walked over to her and said, "Okay, 'Miss Frumpy,' you say 
you got bigger than these?" With that, Laura tightens one of her arms 
and slowly raises it. A biceps the size of a softball appears. The more 
she holds it, the more chiseled it looks with large puffy veins now 
etching their way to the surface. 
     The mysterious girl only nods with a smile. "C'mon, feel this 
cannonball." The girl proceeds to flex her arm daintily as a ball grows 
in her upper sleeve. Laura walks over and feels how hard it is and 
thinks to herself, 'she's so big and dumpy looking, that's gotta be 
pushed up by fat.' "Nice... nice and hard," Laura politely replies, "but 
how strong are you?" 
     "Oh, I don't know," the girl replies. 
     "Well then," Laura states, "how about a little contest of 
strength?" 
     The girl stands there for a minute, then answers, "Okay... but, 
instead of just dead weights, how about..." she pauses... 'bout arm 
wrestling!"  
     Laura looks at the crowd of her followers, then turns back to the 
girl. 
     "Yeah... Okay, but I must warn you, I've done this before and 
won..." Laura flexes her left arm, "...and I can do it again." 
     "I'm sure you can," she answers Laura as she enters the gate. Laura 
was walking over to one of the tables. "I've seen you in action 
before... up close." The girl's sarcastic remark causes Laura to stop 
and look over her shoulder, one eyebrow raised. 
     Laura turns around and looks at the girl. "I take it you could be a 
betting person?" 
     "MMMMM... Yeah, I guess," is the answer. 
     "Okay, here's the bet," Laura says. "If I win, I get to put you 
through the moves of a rigorous workout, the likes you have never seen 
before..." 
     "...And if I win," the mysterious girl interrupts, "I..." she 
pauses eying her former beau, "...I get a date with Mr. Incredible Hunk 
over there," pointing at Geoff. 
     Laura bites her lip and looks over at Geoff and then turns back to 
the mystery girl. "Okay... Sure." 
     "Good," the girl giggles. 
     Laura walks over and explains the situation to Geoff then walks 
back. 
     "I don't think I caught your name earlier and I hate to win without 
knowing of who... 
     "Whom," the girl interrupted. 
     "...Whom my opponent is." 
     "Just call me 'K'. That's enough for the time being," the girl 
responded. 
     "All right, 'Kay,'" Laura said in bewilderment. "One fall, winner 
take all." 
     "Agreed," K said confident. 
     The two girls walked over to a table and each planted an elbow and 
clasped hands. Laura, being very optimistic, flexes her bicep showing 
its size. "Just wait till we get started, then you'll see not only size 
but strength." 
     "I can't wait," K smiles. 
     "Someone want to call 'three' so I can get back to engaging in some 
fun," Laura says. 
     'Funny,' Laura thinks, 'this is almost a repeat of the other night 
at the bar. But this couldn't be Karoline... muscle just doesn't grow 
that fast.' With that, Laura dismissed that idea and concentrated on her 
task at hand. 
     Just then someone in the crowd shouts, "THREE," and both girls go 
at it, each self-assured in her own strength. 
     The crowd went wild as the two Amazons began to push against one 
another. 
     "Doesn't this seem familiar, Laura?" K teased. 
     'Grunt' "No, it don't, Frump... Like I said, yah wanna see size and 
strength, look if you dare," Laura said brazenly. 
     K looked at the arm. "Oh my," she mocked. She watched Laura's upper 
arm grow in size, almost splitting the thin layer of skin as cord-like 
veins appeared over the striated biceps as Laura poured on the power. 
     "Impressive," K replied nonchalantly, "but now it my turn. Pay 
close attention." 
     With a slight grunt, K began to power up. Laura's eyes grew almost 
as big as her arm as she watched K's arm begin to grow. "I'm very proud 
of these arms, you know," K sarcastically said as her biceps began to 
rise to the occasion. Her cannonball-size upper arm pulsated as it tore 
through the sleeve material. Laura began to perspire heavily. "What's 
the matter, Laura, I'm not even up to my full potential... YET!" 
     Laura's arm began to move, but not in the direction she wanted it 
to. As she began to feel her strength wane, she gave it one more all-out 
push. Within the next few minutes Laura's arm crashed to the table in 
spasming pain. K stands up and throws her sun hat off. "YES... YES... I 
WIN... I WIN." The crowd gathers around K as she pumped herself up, 
bursting out at the seams, exposing a bathing suit that is at least 
several sizes too small for her massive body. She looks over at Geoff 
and points, flexing her huge horseshoe shaped triceps and says, "Let's 
go Geoffrey dear, I got you back fair and square." 
     Laura, who was nursing her sorely bruised bicep heard this and 
walked over to K. Angrily she begins to poke the mysterious K in her 
chest. "Just who the hell are you?" 
     K gives an evil grin and looks down at Laura. "First of all, stop 
poking me in the chest or you'll have a little accident." She grabs 
Laura's index finger and bends it back sending her down to her knees. 
"Who am I? Well, Laura sweetie, it's like this..." K stopped midsentence 
and picked up Laura and professionally bodyslammed her into the crowd. K 
then stands straight up, pushing her bathing suit to the point of 
explosion, and then rips off her glasses. Geoff, who by this time made 
his way over to Laura, helps her up and both look up in surprise. 
"...I'm your worst freakin' nightmare!" 
     "Karoline!" they both say in surprise. Laura sees red, rips her arm 
from Geoff's grip, and leaps at Karoline out of the crowd. "It was dumb 
luck that you won, bitch," Laura screamed as she started pummeling 
Karoline, "but Geoff's mine and so are you." 
     The two muscle maids begin to tussle and fall rolling into the 
sand. "Muscle-bound slug," Karoline, now on top, yells as she beats 
Laura with her heavy fists, "Geoffrey's mine... I won fair and square." 
     "I embarrassed you once you wimpy bitch..." Laura screams as she 
manages to send both her fists into Karoline's midsection, "...and I'll 
god damn well do it again!" With a loud 'KRACK' and a 'THUD,' Karoline 
savagely hits the ground. 
     Laura takes the advantage to grab the dazed Karoline in her vise-
like grip and begins to squeeze the air out of her lungs and working on 
the ribs and spine. "Now I'm gonna break your candy ass in two and send 
you home in little pieces." 
     "AUGHHH!... GASP!" Karoline tries to breathe, her mind racing. 'My 
lungs... need air. My ribs... too strong.' 
     Laura has Karoline on the ground intertwining her own muscular legs 
with Karoline's, stretching them as if she were on a rack, while holding 
one arm painfully in the upper middle part of Karoline's back. As a 
powerful Laura clenches her fist to send another blow into Karoline, she 
begins to taunt her. "Before I do any more damage, I just want you to 
know, DEARIE... " Again Laura, taking the upper hand, sends another blow 
into Karoline's mid section, "...how much I REALLY enjoy this... Thank 
you." Karoline lets go with a muffled "Ugh!" as what little wind is 
knocked right out of her. 
     Despondent, Karoline ignores the pain and begins to fight back, 
grabbing a handful of sand and throwing it into Laura's face, giving her 
the opportunity to break free and extract her own type of pain with a 
right, then left, to Laura's midsection, then an uppercut to her jaw. 
Laura, dizzy, grabs Karoline's leg as she tries to pull herself up. 
Karoline grabs Laura by her hair and looks deep into her eyes. "Now you 
know what it's like to have your innards pushed through your back. I bet 
by now you're ready to call it quits?" But before a beleaguered Laura 
can answer, Karoline answers for her, "Well, I'm not!" 
     The crowd, upon hearing this, backs up, way back. Karoline again 
has the upper hand as she lifts her struggling opponent onto her broad 
back. "Since I aligned your abdominals into those oversized watermelons 
you call tits, I'm going to you a favor and realign them for you..." 
     Karoline begins to bounce up and down and each time, with momentum, 
bends Laura, "...like THIS!" 
     A loud crunch can be heard as tears of pain and anger form in 
Laura's eyes. Enduring all she could, Laura manages to lock her thighs 
around Karoline's neck and begins to squeeze. Laura, hanging on by the 
sheer strength of her abdominal muscles, forces Karoline to her knees 
and forms a figure-four choking her. Karoline manages to finally break 
the hold on her throat only to receive pressure again on her ribs. 
"Is... NGGH!... it as good for you as... GRUNT... it is for me?" Laura 
chuckles. "I'm not only going to break your ribs, but embarrass you, 
real good, once and for all." 
     Karoline watches in terror as Laura's engorged thighs grow larger 
as she squeezes tighter. Her face torn in pain, she manages to catch a 
glimpse of her would-be conqueror's sadistic smile. 'Oh gawd...' she 
thinks as works on a way to get out of this, '...my ribs can't take 
this.... Wait... If I can just get my arms inside...' Karoline manages 
to slip her large arms in between the scissor move. It's now raw power 
versus raw power as Karoline begins to flex her biceps. More and more 
her large arms grow blasting with large muscles and veins crisscrossing 
from her forearms to her deltoids, until she finally breaks, knocking 
Laura to the ground. The amazed crowd begins to cheer and backs up even 
more as Karoline snaps and goes berserk. 
     Like a crazed grizzly bear, Laura lunges forward, swinging 
violently, screaming at the top of her lungs, "I'M GOING TO KILL YOU, 
BITCH!" 
     Karoline takes this opportunity to open her right fist and thrusts 
it into Laura's solar plexus. Her steel-like grip makes contact and she 
begins to lift her opponent. "I'm tired of this!" she yells as she 
raises Laura above her head in a combination one arm press and claw, 
"I'm going to end this once and for all." 
     Karoline squats and tenses her muscles beginning to focus her raw 
power. Her muscles swell larger than before as her focused energy goes 
from her legs through her buttocks, back, shoulders, and arms, ending in 
the grip of her claw. Tears begins to form again in Laura's eyes as she 
faints. 
     "WHOOOO... That's that," Karoline says as she drops an unconscious 
Laura to the ground. Karoline, victorious, looks over the crowd who 
begin to chant: "FLEX! FLEX! FLEX!" She is all too happy to oblige. 
Karoline goes into a victory double biceps pose/chest pose, causing her 
already swollen muscles to grow larger and snap the several brass clamps 
holding in her massive chest, exposing her substantial set and husky 
looking abs. 
     After hitting a few more poses she walks proudly over to Geoff, 
pulling him into her, give him a long, wet, sensuous kiss. A slight 
groan interrupts her and she tells Geoff to stay put. She walks over to 
Laura, weak from the experience, slings her over her shoulder and 
deposits her in a trash can. Telling several onlookers playfully, "Keep 
the beach free from trash, now," she walks back over to Geoff and hoists 
him up on one of her large shoulders. "Let's go get changed, go for a 
couple of drinks, and then back to my place for some 'private tutoring.' 

FINI 

(A special thanks to David Annand, whose story, "The Bear" published by 
LH-ART, gave me my springboard for this. Domo arigato, David)