Donna looked around as she pulled her car into the loading bay next to Wilko, parking behind Liz's car and trying to spot her friend (and former co-worker) Andrea. Andrea had sent her a text asking her to meet her at Wilko, and to Donna... the text had some sense of urgency about it. Turning her engine off, Donna stepped out of her car and closed the door, revealing the outfit she had picked out for the day. Donna, who had turned 51 a couple of months ago, was a proud woman, wife and mother, and she loved to express her femininty, especially through the clothes that she wore. And she was in great shape for her age, physically speaking. Today she was wearing a red womens t-shirt that was low enough to expose the tops of her still great looking D-cup breasts, and she also wore a black knee-length skirt that hugged her curves, a pair of nearly black tights on her shapely legs and her favorite pair of black patent 3-inch heel pumps.
Donna brushed a few strands of her black shoulder length hair from her face and looked around again for Andrea, who didn't seem to be here yet. "Guess it wasn't that urgent after all." Donna sighed, wondering why she had rushed out of the house.
"I never said it was urgent love." Andrea's voice suddenly said behind her, scaring Donna a bit.
"Jesus Christ, Andrea... don't do that!" Donna gasped, putting her left hand to her breasts.
Andrea's grin was somewhat uncharacteristic. "Sorry, luv, didn't mean to shit you up." she apologized. And Donna also noticed it wasn't in Andrea's usual style to use even mild swear words. "Thanks for coming to meet me. You're gonna love what I've got to tell you."
Donna's interest was immediately peaked, and a little curious smile worked it's way onto her face. "Really? Sounds like you've been up to something." she mumbled, placing her manicured hands on her hips.
Andrea said nothing at first, acting very 'odd' in Donna's opinion. "You make me sound like a criminal, sheesh." she chuckled, stepping around Donna for a moment, looking to make sure nobody was close to them. Then she turned, and Donna also turned around, so that they were facing each other again. "I've really not been up to nothing, just house-sitting for Carly this morning while that dickhead ex of hers came to collect some of his old things from the attic." Andrea smirked, acting like a coy schoolgirl as she referred to Carly's former 6'0" muscular husband, Simon.
"Oh, okay. I take it Carly didn't want to even see that cheating bastard?" Donna nodded.
"Of course she didn't, so I agreed to be there instead. Saw him grab his stuff, then watched him leave." Andrea replied, continuing to smirk in a manner that Donna just wasn't used to seeing.
Donna chuckled, then frowned a little, folding her arms under her breasts. "And that was... funny? I would have had to resist the urge to punch him in the face if he had cheated on my daughter."
Andrea shrugged. "Oh I did something much better than that, trust me." she winked. Then she gestured down to herself and looked down briefly. "Tell me luv, do you notice anything 'out of the ordinary' about me?" she asked her friend.
Donna stepped back, teetering slightly in her heels, and her eyes worked their way up and down Andrea's mature figure. Today she was wearing a sleeveless purple top with floral print, a pair of grey womens polyester trousers and a pair of purple suede court shoes with 2-inch heels. Andrea had lost a bit of weight recently and she carried the outfit off well, even though she was now 60 years old. Like Donna, Andrea was in great shape for a woman her age. "Um... no, can't say that I do." Donna said, shaking her head gently. "Well, except that those trousers leave very little to the imagination." she chuckled, arching an eyebrow while briefly pointing to the large bulge at Andrea's crotch.
Andrea's grin grew even broader as her excitement peaked. The erect 8-inch penis that was stuffed into her sensible knickers throbbed hungrily, as if it was happy to have been noticed. "Hmm, yes... I guess they don't." she said, crudely cupping her package in front of Donna, being careful not to squeeze her balls too hard. Andrea's hand was barely able to cover the circumference of the bulge in her slacks. "Maybe I should have worn a skirt before I stole that cheating shithead's dick, huh?" Andrea then smirked more wickedly this time, referring to Simon again.
Donna's frown grew more intense. "I'm sorry?"
Andrea sighed, forgetting that she had to make Donna aware first. "Oh, right, sorry, I need to make you aware first." she apologized, focusing on her friend for a moment. "There. Now do you notice anything peculiar?" she held her arms out to her side, looking down at herself again.
Donna's eyes bulged as much as Andrea's crotch, and she stumbled backwards, almost losing her footing. Andrea caught her by the hand and pulled her back forward. "Oh my god!!!! You've got a... a... "
"A dick, luv, you can say it." Andrea giggled, rubbing her hard-on with her other hand. "Now don't freak out, everything is under control. I have this really amazing power that lets me swap people's traits around. And as soon as I clapped eyes on that fucking arsehole again... I decided to make it so he could never cheat on any woman ever again." she explained.
"B-but... h-how...?" Donna scratched her forehead, trying to make sense of it. She felt her eyes were betraying her. Her friend was standing in front of her, with a prime piece of male meat straining against her conservative trousers.
Andrea continued giggling, shaking her head as she now held both of Donna's hands in her own. "How's not important. Just the fact that I can. And you have no idea the satisfaction I'm feeling knowing that my worn-out pussy is between that fucker's legs." she said, again swearing crudely. Since acquiring her new man meat, Andrea's personality had changed slightly, making her a lot more... aggressive in some ways. She now found it more comfortable to swear when the situation called for it, she was easier to anger and her libido had received a significant boost... making her feel... rejuvinated. "And now, I can do all my friends a favor and show them the joys of having one of these." she again winked, patting her pulsating crotch.
Donna's shock didn't wane, in fact it increased a little at Andrea's suggestion. "Woah, hang on, you want ME to have a dick??" she blurted out.
"Keep it down luv, and... let's get in your car. I parked mine around the corner." Andrea hushed her.
"Why did you park there?" Donna asked.
Andrea's mischievous grin didn't relent. "I was going to have a wank in the car park, but changed my mind. I wanted to be at full size when I met up with you." she giggled once more.
"God, you're so... horny." Donna shook her head, trying to hide the fact that her own curiosity was beginning to surface.
"Come on, in the car luv." Andrea said, almost pushing Donna into the back seat of her own BMW. Then she slid in at the other side, making to sure to lock the doors and pull the sun blinds down. Flicking the roof light on, Andrea saw how uncomfortable Donna seemed to be, and she rubbed her skirt-clad thigh to calm her. "It's fine luv, just relax." she said reassuringly. Then she fidgeted with her trouser buttons and lifted her bum slightly, wriggling out of them and shoving them down to her knees. After that, it was a simple job of lifting the hem of her top and pulling down her plain white knickers... letting her new phallus spring out in all it's glory. It excited Andrea even more to know that her new cock had been inside her daughter multiple times, years ago. Andrea placed one of her hands on her throbbing manhood and started massaging it up and down, moaning while Donna just looked on in complete astonishment.
"It's huge!" Donna eventually muttered quietly.
"Hmm, yes, he was a big boy alright." Andrea responded, glancing at Donna while continuing to 'work her pole'. The scene just looked so surreal to Donna, but also strangely... erotic. Simon's genitals were just so... disproportionate and out of place on Andrea's 5'5" middle-aged form. Yet... this perversion of nature was also making Donna wet. She licked her lips as she watched Andrea caressing her huge cock. But then just as abruptly as she had whipped it out, she tucked if back into her restrictive knickers and she fastened her trousers to hid her purloined junk as best she could. "I'm gonna need to cum soon, but first why don't we get you one of your own so you can join in the fun?" Andrea then suggested, immediately stepping out of the car.
Donna clambered out too, leaning on the roof as she peered across at her horny friend. "But... this is a bit quick. You only just dropped this on me." she said in a loud whisper.
Andrea rolled her eyes. "Fucking hell Donna, you're fifty one, and I'm even older. Time for us older girls to have some fun."
Sighing, Donna tapped the roof of her car with her manicured nails. She knew Andrea had a point, they weren't getting any younger. Although she suspected Andrea could make them younger if she really wanted to. She wasn't sure how her power worked yet. "Alright, but who else were you thinking about bringing into this?" she asked her dick-wielding friend.
"I thought you'd ask that. But don't worry, only a few for now. After we pick you out a nice cock, we can offer the same to Emma, Liz, and Nicola of course, after popping ten kids out her pussy must be knackered." Andrea joked, chuckling, "Then maybe Kelly and Tiffany too. And I think my darling daughter and her bestie might like the same opportunity to experience what I'm feeling right now." she continued, her eyes wild with sexual arousal as she gave her huge cock a rub through her slacks again.
"Ugh... fine." Donna sighed again, making it sound like she was reluctantly agreeing to Andrea's kinky plan. But in reality, she couldn't wait to experience having a nice piece of masculine meat between her legs.
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