TOP 25 OVERALL CLIP ON C4S!! 2/14/14

Includes: Alien taken the form of panties, transforming man to woman, *rgasm, breast expansion

He walks into the bathroom. A pair of panties are laying on the floor. "F*CK YES!" He has always had a thing for his roommate Shannon. She's f*cking hot, and she never leaves her panties laying around like this. He takes the opportunity to sn*ff them, they smell like glorious, sweet, p*ssy. He takes off his boxer briefs and starts to stroke his c*ck to the satin fabric.

It feels so good that he doesn't realize his masculine legs, turning skinny and feminine. He c*ms. He looks at the panties.. decides to feel more of them on his c*ck. "What the hell, she doesn't even know they are missing," he thinks. He slips them on and walks into his bedroom.

He doesn't realize his torso has slimmed, his arms are feminine, his body is similar to a woman's. He rests, exhausted from his *rgasm. The panties move on his body and wake him up.

He is now ALMOST C*MPLETELY a she!

"SHE" moves her hand down to touch her panties, and her d*ck is fading away, shrinking, inwards. She realizes the panties are some kind of odd, magical, LIVING thing! She tries to take them off, and "ZAAAAPPP!"

Electricity pulses through her body. Her hands are lifted up, she doesn't move the muscles, something is moving her hands! She looks in disbelief, watches as they grab her breasts. They explore softly, at first, then more aggressive, pinching them hard! "Ouch!"

She feels where her d*ck used to be. It is now a solid mass of warm flesh. It looks as if it is a barbie doll's genitalia, smooth, and nothing. She starts to feel her insides hollow, something is carving her. "ARRrrrghh!" Her p*ssy starts to form. A slit starts to reveal itself, and then labia lips, and then..

BAM! Her hand movies and her finger into her p*ssy. It hurts. The other hand is being moved by some unknown to rub her breasts. "Shannon!" She cries out for her female roommate. She hopes that Shannon won't be too alarmed by her new gender, but she needs help, desperately!

The hands themselves to rub, penetrate, and she feels pangs of pleasure mixed in with the horrific ordeal. "Mmmm.." A moan escapes her lips. It encourages the alien and they work her hands faster, until she c*ms.

She pulls up the panties. The panties catch her *rgasm juices. The alien panties feast on them. They alien panties become satisfied.

Gender Change Alien Panties HD