Embracing What You Have Become

The appearance of a new student in the 5th grade class didn't go unnoticed by anyone. He was a young badger, thin and lithe, but carried himself with an air of confidence. For a particular group of girls, he became their main subject of the day. They ate outside, away from most of the crowd so they wouldn't have to shout to hear each other.

"Do you think he's a foreign exchange student?" Chelsea asked as they ate their lunch that afternoon. She was an arctic fox with long flowing silvery hair.

"Ah yeah nah." Kylie said, shaking her head. She was a dingo, whose family immigrated from Australia to the States a few years ago. "He's got a 'mercan accent, he does."

The girls were intrigued by his appearance for good reason. Fairview Elementary, like most of the country at large, was over 90% canid. The largest minority after that were felines like Naomi, at 8%. A badger was almost unheard of.

"You know I did say hi to him during recess." Naomi said. She was distinctive in the group for being, aside from a panther, incredibly large compared to the rest of her peers. Despite her intimidating frame, she was a real brainiac. She wore a set of thick round glasses that emphasized this fact.

"Really? What was he like?" Samantha asked. She was a poodle and dressed the most elegantly of the group.

"He wasn’t scared of me. Just walked right up and introduced himself. That was a first for me. Usually the new kids are too scared to approach me."

"Wow, he’s either very brave or really full of himself." Samantha said somewhat disapprovingly.

"I don’t know. He didn’t seem cocky at all. Just really intense and full of energy."

"God, I hope he’s nothing like that." Chelsea said. "Last thing we need in this school is another beef-headed alpha wannabe gunning to be top dog."

"Hey guys! What are you talking about!" A high-pitched, yet confident voice called to them. The girls looked over to see the badger boy approaching, carrying his lunch box. His hair was styled forward in long spikes. He wore a camo tank top and olive drab jeans. Something about him seemed off, and not just because he was smaller than them despite being in the same grade. Did he skip a grade or two?

"Oh, uhh, nothing. Nothing in particular." Chelsea replied.

"Do you mind if I sit with you?" he asked.

"Woah woah woah, hey now!" Lizzy said. She was the fifth and last girl in the group. She was a grey wolf, dressed in dark colors and had purple highlights in her black hair. "Who do you think you are, coming up and thinking you could just sit with us? You think you're that smooth, that you could just hang with the cool kids on your first day?"

"Lizzy, don't be mean to him!" Naomi hissed to her. The girls all turned to the badger to see what his reaction was. They expected him to back off or be embarrassed and excuse himself, like so many others had that weren't part of their clique. It wasn't like that, however. The boy merely flashed a sharp-toothed grin back at them.

"Yes." he said immediately and without a drop of intimidation in his tone. Lizzy was taken back by it. She didn't expect even one so small to be that daring. Either he really was that brave or just too stupid to understand social cues. Whichever it was, it impressed her.

"Fair enough. Take a seat." she said approvingly.

"So what was your name again?" Samantha asked as the boy sat down across from her and next to Naomi.

"Maximillian, or just Max." he replied. He opened his lunch box and began eating some hard-boiled eggs.

"Nice to meet you, Max. I'm Samantha. That's Chelsea, Naomi, Kylie, and Lizzy." Each of the girls nodded or gestured in response.

"So where were you before you came here?" Chelsea asked.

"I've lived here in California my whole life." he said.

"No, I mean, before you started attending this school."

"Oh..." Max paused for a moment, staring at the half-eaten egg in his hand before looking back up at her. "I was... away. I was homeschooled. For the past four years. It feels really weird being back in an actual school again."

His response was slow and ponderous at first, but picked up pace close to the end. The girls exchanged looks.

"So, like... where were you before here, exactly?" Chelsea asked. "Why couldn't you attend normal school? Were you on a base in the middle of the state with your parents or something?"

"D'you get knackered in a bike accident or somethin'?" Kylie asked.

"I was away." he repeated. "I couldn't attend normal school because... well I just couldn't."

The girls exchanged curious looks. Before they could consider other reasons why he didn't attend normal school for a couple of years, Max changed the subject.

"So what all do you do after school?" he asked.

"Well, I like to draw." Chelsea explained. "I like to design ideas for clothes."

"I have a chemistry set at home." Naomi said. "I also do a bit of stargazing with my dad's telescope."

"I play the guitar." Lizzy said. "And I like to listen to music."

"I tend to the garden and make flower arrangements." Samantha said. "I could bring you one if you'd like!"

"And I like to ma-" Kylie began, but Naomi quickly cut her off.

"So what do you like to do?!" she interrupted loudly.

"Well, I like to watch wrestling." Max explained. He paused for a moment to eat another egg. "Man, the one last week, with Mordecai Blackwell vs. Andrew Baron was amazing! Mordecai finished him off by throwing him against the ropes, and then as he came swinging back, picked him up and suplexed him so hard the entire ring collapsed!"

He beamed at all of the girls from remembering that fight, but they were either busy eating or simply returned a polite smile.

"You... none of you watch wrestling?" he asked. There was a murmur of nos from all around the table. "Well... what about action movies? Do any of you watch action movies?"

"Nope." Naomi said, and the other girls expressed their agreement.

"...Video games?"

"Afraid not." Samantha said.

"Oh..." Max looked more than a bit disappointed at the sound of that.

"Well, don't take it the wrong way!" Chelsea said hastily. "I mean, you heard us all talk about some of our interests. We just all like different things, you know?"

"Yeah, just at least take an interest in hearing us talk about our stuff and we'll listen to you about yours." Samantha added.

"Even if it's not our fancy, strewth." Kylie said. "That's what bein' mates is about."

They all finished their lunches in relative silence afterwards. Max shut his lunch box once he was done and stood up.

"Well, it was nice meeting all of you." he said.

"It was nice to meet you, too, Max." Naomi said. "See you back in class."

Max ran off to put away his lunch box. The other girls threw away their trash and closed their lunch boxes as well.

"So he was nice." Naomi said.

"He's a bit headstrong, though." Lizzy commented. "I REALLY hope he doesn't turn out like the other meatheads in this damn school."

"Did he seem... off... to any of you?" Chelsea asked.

"What do you mean?" Naomi asked.

"Well... he just didn't seem exactly like a normal boy. I mean, yeah, he talked about all those things boys are into, but..."

"But what?"

"I don't know. I can't put my finger on it." Chelsea shrugged.

"He is kind of different, yeah. But he was also nice to us." Naomi said. "I wouldn't mind if he wants to hang out with us again."

"I agree. Come on, let's go secure the swings before the other kids get to them first."

"Alright. K-kylie!" Naomi hissed suddenly, then wrenched Kylie's hands away from her lap. "You can't do that here! You'll get in trouble again!"

"Ah, thought I could get a quick in." she said disappointedly.

"Come on, let's go wash your hands before we go play."

• * *

The girls didn't meet much with Max for the next few days. The most interaction they had with him was during lunch. Otherwise, Max was playing basketball or tetherball. During class, he remained silent, and they weren't sure how good of a student he actually was. He took an empty desk at the back and didn't talk much during class.

Several weeks passed, as they moved into Spring and one step closer to the end of the school year, where little had changed. The girls became better acquainted with Max, and he continued to regularly eat at their table. Chelsea still couldn't shake the thought that he looked off somehow, but she tried to put it behind her. That there was a guy who would sit with them and not attempt to assert dominance or hit on them was a nice change of pace.

After school ended one day, the girls went their separate ways. Naomi stayed back to visit the library to take out a book on rare earth metals. As she left the library, she did not see Max come barrelling down the hallway.

"Crap, I can't believe I forgot my backpack in class!" he exclaimed. Naomi stepped through the door frame, right in his path, and Max yelped in surprise and attempted to come to a full stop. He lost his footing, however, and began to tumble to the ground. With quick natural reflexes, Naomi reached out to catch him, wrapping her free arm around his chest and pulling him back up before he had a chance to hit the ground.

"Gotcha!" she exclaimed. "Gotta be careful, Max. Huh?"

She paused as she felt something soft and pliable underneath her fingers. Her hand was pressed against his left pectoral, but boys his age, they would be pretty flat with not a lot of fatty tissue unless they were fat. And Max was not fat at all.

"Aaaahhh... AHHH!" Max let out a high-pitched squeak and immediately tried to push his way out of her grip. Naomi let him go, and Max backed off, arms crossed over his chest and a heavy blush across his face. He glared up at her defensively for a second before running off, down the way he came and out of the school.

"What... the heck was that all about?" Naomi asked herself. This was definitely out of the ordinary for Max. He was normally so confident, and even when he wasn't, it would bounce back to the forefront in seconds. But this... this was something much different.

The next day, when the girls met up again behind the school, ten minutes before class started, Naomi told them what had happened.

"Really? That is REALLY weird." Samantha said. "Why would he act like that unless he was... no, he couldn't be."

"What is it?" Lizzy asked.

"Well, my older sister once slapped some guy who put his hand on her boobs, right? What if... what if Max is actually a girl?"

"Huh?! No way!" The other four girls exclaimed their disapproval in various ways.

"Well why else would he get defensive like that?" Samantha said, putting her hand on her hip and raising a finger. "Boys don't get boobs like girls do."

"But he can't be a girl! He's clearly a boy!" Lizzy insisted. "He dresses like one, he shares their interests..."

"But he also is very short compared to the boys, has a lighter voice than any of the other boys here, and he hasn't been playing contact sports like football or tag."

"Wait, how do you know that?" Lizzy asked.

"I, uhh... I kind of watched him play a few times." she said. "He likes wrestling but actively turned down playing contact sports? Seems a bit weird, huh?"

"Honestly..." Chelsea said. "Samantha's theory kinda makes sense. Maybe that's why he seems so off to me. He... I... kinda have a crush on him."

There was another chorus of surprised exclamations.

"How? I thought you were a let's be in!" Kylie said.

"Les-bi-an." Naomi corrected, enunciating each syllable. "You really think that could be the case, though?"

"I don't know, honestly." Chelsea shook her head. "But there's something not quite right about him and it's making me very confused. I know I like girls, but..."

"Y'know, I'm gonna go ask him." Kylie said. She turned to walk away, but Naomi and Samantha both grabbed her and pulled her back.

"No! What if he's too embarrassed to answer?" Samantha asked.

"What if he refuses to talk to us again?" Naomi asked. "I like him hanging out with us."

"Then what should we do?"

"I think I have an idea." Chelsea said, then began to explain her plan to the girls.

• * *

Later that day, Max was approached by Chelsea as he was putting his school supplies back into his backpack.

"Oh, hey, Chelsea." he said. "I'm not used to seeing you without your friends. What's up?"

"Would you like to come over to my house after school, Max?" she offered. "We could work on our homework together. I bet it's a little overwhelming for you, being back in a school after four years."

"Kind of? I think I'm keeping pace with the rest of the class, but sure, I can come over."

"Excellent. Here's my address." she said, offering him a folded sheaf of paper. "I'll see you in an hour or so!"

"Wait, is it going to be just us?!" Max asked, but Chelsea had already grabbed her backpack and ran out the door. He opened up the sheaf and looked at the address. What a coincidence and a relief. He recognized the street name; it was only two streets down from his house. He could easily walk back to his house if he needed to.

Folding it into his pants pocket, Max left the classroom for home. It was a twenty minute walk from the school grounds to his house. When he went inside, his mom Aurelia was in the living room, watching TV.

"Hey mom, I'm home." Max said, dropping his backpack to the floor and rounding the sofa to hug his mom.

"Welcome home, Max." she replied. "How was your day today?"

"It was pretty good. Someone from class invited me to her house. Here's her address." He handed his mom the sheaf from his pocket. She opened it and studied the address.

"That's nice. I'm glad you've been able to make friends so quickly. So do you want me to drive you there or do you want to walk there, yourself?"

"Nah, I'll walk there. It should be fine."

"Okay. Just be careful and be sure to be home by eight." Aurelia said. "And if something happens, just give me a call and I'll come pick you up."

"Alright. Thanks, mom." Max said, hugging her once again before grabbing his backpack and heading back out the door. The walk from his house to Chelsea's only took another ten minutes. By now it was getting close to four o' clock. As the year slowly moved closer to Spring, the days were getting longer again, and it was getting warmer. Of course, this being Southern California, one could easily walk around wearing very little and not feel cold for most of the year.

Max approached the house whose address he had memorized on his way home from school. Ir was a two story house in the middle of suburbia with a manicured lawn and a large maple tree close to the sidewalk. It looked picture perfect. It was also clearly meant for a family larger than his own.

Max approached the front door and knocked. Less than a minute later, Chelsea answered the door.

"Hey, Chelsea." Max said.

"Hello again, Max." she replied. "Come on inside!"

She stepped aside for Max to come in. His eyes scanned the room, looking at all the various decorations and furnishings in the foyer and living room beyond.

"Wow… I've never been inside someone else's house before!" he said in awe. He looked up at the ceiling. Ten feet ahead and to his right, there was a spiral staircase that ended on a landing. Under the kitchen led to what looked like the kitchen and dining room.

"Your house is really big, Chelsea!" He exclaimed.

"Thanks. It doesn't feel so big, though, once everyone is home." she said. "Come on, let's go upstairs. Lemme show you my room."

"How big is your family?" Max asked as he bounded to the stairs behind her.

"Well, there's my mom, my dad, my older brother - he's in the tenth grade - and then my three younger sisters. Two are in second grade and the other is in the third grade."

"Wow, that's a really big family!" He said.

"What about your family?" Chelsea asked.

"It's just me and my mom." He said matter-of-factly. "I've never known my dad. I don't know about any of my extended family, if they even exist."

"I… oh wow, I'm sorry." Chelsea said sincerely. "Sounds like you've been alone your entire life."

"It's fine." He said. "I'm used to it. Besides…" he grinned at her. "I actually have friends now!"

"Yep!" Chelsea opened the door to her room. To Max, it was like stepping inside a cotton candy machine. It was primarily white with a lot of pastel colors. Pink was of course the most prominent, and there were a lot of stuffed animals. Some of them Max could recognize from cartoon shows for girls.

The instant he saw the inside of Chelsea's room, he froze. He was not one for girly things in the slightest. Repulsion was too strong a word, but the room was indeed repelling any instinct he had to step inside.

"What's wrong? Oh, just come on in!" Chelsea insisted, grabbing him by the arm and pulling him inside. Max was more than a bit nervous, being in a girl’s room like this. Being in a stranger’s house was already a little unnerving. Being in a room like this was like being in an alien world. He simply stood there, not even wanting to sit down.

"Oh that's right. You have never been in a girl's room before, huh?" Chelsea asked.

"Y-yeah." Max said.

"Hmm, but is that really the case? Are you sure you aren't a girl, yourself?"

Max felt the blood rush to his face and his skin crawl. Crap, did they find out his secret?! He turned to run back out the door, but got immediately intercepted by Naomi, who had suddenly appeared behind him. For being such a large girl, she was very silent, no doubt thanks to her panther genes.

Without announcement, Naomi grabbed Max, spun him around, and held him in a full Nelson.

"What are you doing?! Let me go!" he demanded as the other three girls in the clique entered the room.

"Please don't struggle, Max." Naomi said with an apologetic tone in her voice. " We just want to see what your body looks like."

"No! Leave me and my body alone!" He shouted.

"Has anyone here actually seen a boy naked before?" Lizzy asked.

"I once peeked on my brother taking a shower." Chelsea replied.

"Yeah nah." Kylie said. "Now come on! Strip him down to the nutties already!"

"No! Quit it!" The girls ignored his pleas and instead made a move to pull off his tank top. As a badger, Max’s fur pattern was unique compared to other animals the girls were familiar with. His head was white with black stripes that went from behind his head and over his eyes, his arms were black, and his body fur was dark grey. Or, rather, it wasn’t so much a dark grey as it was black fur with a little bit of white mixed in here and there.

As for his body’s shape, it was quite slim. Too slim for a boy; as Naomi explained to them at some point in the past, boys had broader upper bodies and straighter hips and waists. Not only did he have a slim upper body like a girl, but he also had curves in the hips and waists that girls had, even at this age, on the very cusp of puberty.

What’s more, he was wearing a long strip of cloth wrapped several times around his chest. It was colored similarly to his fur, so it was difficult to actually tell he was wearing one from a distance, even though he wore a tank top.

"What’s this thing for?" Samantha asked.

"Nothing! Now don’t touch it!" Max demanded. He tried to fight against Naomi, but she merely tensed her grip and he was unable to muster any strength in order to free himself.

"Did you get hurt or something?" Samantha asked.

"N-no! But don't touch it!"

"I think I saw something like this before." Chelsea said. "One of my brother's anime shows he watches had this samurai girl who wore a chest wrap like this so her boobs wouldn't get in the way while she was fighting."

"But why would a boy wear one?" Samantha asked, but before she could finish the question, Lizzy was already undoing the wrapping. The girls all stared in awe at his bare chest as the wrapping gave way.

"Woah, what the…" Lizzy said, her voice trailing off. Max's chest was not flat. He had a pair of budding breasts that looked roughly B-cup in size.

"What's going on? Fill me in, guys!" Naomi said. She couldn't see his chest from her position behind him.

"He's got boobs!" Chelsea exclaimed.

"I knew it! I knew he was a girl!"

"I'm not a girl!" Max insisted. "Just… just let me go already." His voice was weak and pleading now.

"How can you be a boy and have boobs? It makes no sense." Samantha said.

"Hey, do you guys remember our sex ed class? They said girls had vaginas." Lizzy said. "So if Max has a vagina, then he's actually a girl."

"And what if he doesn't?" Chelsea asked.

"Then I'm going to be very confused."

Lizzy unbuttoned Max's pants and pulled them down along with his underwear. The girls didn't know what they were supposed to expect, but when they pulled his pants down, Chelsea and Lizzy both screamed in surprise.

Between Max's legs, he had a penis. The fur on the sheathe, like the surrounding fur, was a dark grey. His legs had black fur like his arms, and the two colors made the distinct shape of a high cut bikini line.

At this point, Max was utterly defeated in spirit. He hung limp in Naomi's arms, tears welling up in the corners of his eyes. The girls had stripped him down, discovered his secret and were currently ogling his weird, misshapen body. He just wanted to go crawl into a hole somewhere at this point.

"That is so… so weird!" Lizzy said. "He has both boobs and a penis!"

"I’ve never seen one before…" Samantha said.

"What is he then?" Chelsea asked. "A he? She? Hishey?"

"I told you… I am a - WHAT IS SHE DOING?!" Max suddenly shouted, staring up, eyes forward. The four girls looked over at Chelsea’s four-poster bed. Kylie had stripped down completely and was laying back on the bed, legs spread apart and rubbing at her pussy as she watched them. Her eyes were locked onto Max.

"Oh not again, Kylie!" Naomi sighed exasperatedly. "Couldn’t you wait until you got home to do that?"

"Sorry, couldn’t help myself." Kylie said. Her breathing and voice were shaky. "I’ve just… never been in a room with a naked boy before. It’s making me all randy."

Max could say the same thing from the other side. He had never been in the same room with a naked girl before. He felt like there was some time in the past where he showered with his mom, but this would have been when he was a toddler, and that didn't count. He also saw naked women in a few of his action movies, but that was nothing compared to being in the presence of one in real life.

Even though he was mortified the girls had discovered his secret, he couldn't help but feel a peculiar twinge of intrigue. For some reason, this caused his penis to erect and stand up.

"Oh! Look at that!" Samantha exclaimed, pointing at Max's crotch. "He got hard!"

"That's really weird!" Chelsea said, turning back to examine it. "What made it do that?"

"It's normal for it to do that." Naomi explained. "The tissue is being swelled up due to an increase of blood flow to the penis."

"But why, though?" Chelsea asked.

"Usually because the boy is sexually aroused, but it is known to happen randomly sometimes."

The girls shifted with a combination of discomfort and excitement. At their young ages, even the mention of the word sex was titilating. At the same time, it was something remarkably taboo that adults went out of their way to ensure their kids wouldn’t stumble upon anything related to sex. Even their sex ed class had a lot of information omitted by the PTA, as Naomi explained to them afterwards. They had an inkling of what sex was about, but beyond that, it was pure speculation.

Except now an opportunity to learn for real presented itself.

"Oohh, does that mean that Max is aroused by Kylie?!" Samantha exclaimed.

"Are you, Max?" Lizzy asked.

"Well… I mean, she is kinda cute and all…" Max admitted. Kylie dressed fairly light most of the time, preferring to wear shorts and loose-fitting shirts. Now that she was out of her clothes, Max could see that she was starting to develop curves. Her legs were thick and looked powerful, but were still nice and smooth.

"Coolies! Then you could show us what sex is like! Come on, lift him up, Naomi, so I can pull his pants all the way off!"

"Huh?! Wait! WAIT!" Max protested, but the girls were already pulling off his pants and underwear, along with his shoes and socks. Naomi planted his feet back on the ground before pulling his shirt up over his arms. He was now completely naked in front of a bunch of girls he didn’t even know for a month. Before he could do anything, they pushed him forward, towards Kylie. He heard what they were planning, and he had a vague idea of what was going to come next.

"Come on, put your penis into her vagina!" Chelsea ordered as she pushed him closer.

"Into her what?" Max asked.

"That slit in the front she’s playing with right now! It’s also called a puh… pussy." she hesitated on the last word, feeling more than a little naughty saying a naughty word so freely.

"Yeah, put it into me, Max!" Kylie said. She spread her legs invitingly for him. The girls didn’t even give Max a chance to do it under his own initiative. They pushed him onto the bed and on top of Kylie, knocking the wind out of him. His dick pressed against her crotch and hand, and he could feel some intense heat emanating from Kylie’s slit.

"So… is he in?" Chelsea asked.

"Nope." Naomi said, crouching down to see between the tangle of legs.

"Well, what are you waiting for? Put it into her!" Lizzy demanded.

"Alright alright!" Max said. He pushed himself up off of Kylie and sat back to better see what he was doing. His heart was racing in his chest, for some reason. He aligned his dick with Kylie’s slit and pushed his hips forward into it. There was a lot of resistance as Kylie’s body seemingly did not want to let him in, but as he continued to prod and press, eventually the tip of his penis was able to slip inside.

"AH!" he gasped as he felt a tight tension wrap around the head. Once he was able to get inside her, he was able to push all the way into her with incredible ease.

"Aaahhhh!" Kylie moaned as he slipped deeper into her until he could feel the outside of her slit pressing into the area around his penis.

"Ooh! He went in!" Naomi said.

"Woah, so this is what sex is like…" Samantha whispered.

Max nestled himself into a comfortable position on top of Kylie, holding most of his weight off of her with his arms and knees. He didn’t know what his first time was supposed to be like, or even what sex was supposed to be. Even the most explicit action movie didn’t show everything that happened. The hero and the girl got together naked and hugged and kissed aggressively, and most of the time it was too dark to see much of anything. His mom didn’t like him seeing that sort of thing, but that didn’t stop him from finding a way to see it.

"Okay, Max, you have to move your penis in and out of her, but don’t pull all the way out." Naomi instructed. "This is how sex happens."

"O-okay." Max said, and he began to move his body back and forth. He could feel Kylie’s insides clenching around him and tugging at his cock. He didn’t know that a girl’s insides could be so textured, or that he could even put himself inside her like this. All he knew was that it felt good, and he was in no hurry to stop now.

The other four girls watched from the side of the bed from various angles. They never saw even a diagram of sex during their class; all their knowledge was word of mouth (or in Naomi’s case, from a book), so they were not going to miss even a second of this.

"It looks like a lot of fun, but it does seem a bit embarrassing that you have to be naked while doing it." Samantha said.

"I’m kinda glad Max has a girl body, because it seems like watching an actual boy do it would be kinda gross." Chelsea said.

"How does it feel, Kylie?" Lizzy asked.

"Nnnhh! It’s makin’ me feel all tingly!" Kylie moaned. "Havin’ a root is so much better than havin’ a wank!"

Her legs wrapped around Max and pulled him in closer. It was harder to thrust into her with Kylie’s legs holding him inside, but he continued to try his best. There was something that felt good about having their naked bodies pressing together like this. It was like getting a hug from his mom, but a hundred times better. He only knew Kylie for a short while, but this somehow made him feel much closer to her, like they had some sort of connection.

Something was building up in the core of his body as he continued, like an invisible balloon was inflating inside him. That was the best way he could find to describe it; it was unlike anything he ever felt before. It was a little scary and he wanted to stop, but it also felt good enough that he didn’t want to. He spurred on, interested to see what would happen at the end of this.

Kylie’s vaginal muscles were tightening up all around him. She whined with delight, gripping his arms. Something happened to her and she suddenly grabbed Max, pulling him into a tight hug as every muscle within and without seemed to tense up all at once. This was the thing that seemed to burst that invisible balloon inside Max. His vision suddenly exploded into a shower of sparks as every inch of his being tingled with delight. His penis was throbbing violently somewhere deep within Kylie, and all the pleasure in his body seemed to both emanate from and converge on it.

"Oh! OH! They’re having an orgasm!" Naomi exclaimed.

"Really? But nothing’s happening!" Lizzy said. "I thought there was supposed to be fireworks or something."

"Not literal fireworks. It’s supposed to feel really good, which is why people like to have sex in the first place."

"Wow…" Samantha whispered as she watched the two writhe on the bed. All of this, neither Max nor Kylie were able to register. Their ability to register the world around them was on hiatus. The only thing they cared about was how good they felt, and how nice it was to be in each others’ arms.

Max rolled off of Kylie and gasped for breath. He was a little hot, now, kind of thirsty, but most of all, tired. Exhaustion began to waft over him as if it was almost bedtime. Chelsea wouldn’t mind if he just rested there for a moment...

"Uh. Did he just nod off?" Lizzy asked, gesturing towards Max, who had fallen asleep not even a minute after his climax.

"I think he did." Chelsea said.

"That’s the other thing about sex. It really takes the energy out of you." Naomi explained.

"MMmmnhh, but it feels really good, and felt much better than just using my hand!" Kylie said, stretching her limbs and climbing off the bed.

"Wait, so why aren’t you asleep, too?" Lizzy asked.

"Probably because she’s used to it at this point." Naomi said.

"Mm… Max really does look like a girl, though." Chelsea said, looking down at Max’s sleeping form.

"Why do you think that is?" Samantha asked.

"Think it has anything to do with why he hasn’t been in school for four years?" Naomi asked, thinking back to their first meeting.

Chelsea looked down at Max for a while longer, then went over to her closet and pulled the door open.

"What are you doing, Chelsea?" Samantha asked.

"Looking for something. I have an idea." she explained. "Come on, help me find something good."

• * *

Max’s head was spinning when he came to. It took a few seconds for him to remember what had just happened. He had sex with Kylie, supposedly. That was weirdly exciting. He also got stripped naked by the girls he had come to call friends. That was horrible, and he could only hope they would forget about it in a few days’ time.

Unfortunately for Max, that nightmare was just beginning.

The instant he tried to sit up, Max realized that he was wearing clothes now. He looked down at himself and nearly screamed in horror.

"What the?! What is this?!" he exclaimed. He was wearing a long pink dress. It left his shoulders bare and had rose prints across the chest and stomach.

"Ta da!" Chelsea said, standing back to admire her handiwork. "And the transformation is complete!"

"Wow, that… that's incredible." Lizzy said.

"Nah yeah, that’s amazing." Kylie said. She was off the bed and wearing clothes again.

"He looks just like a girl." Naomi said.

"WHAT?!" Max exclaimed.

"Come on! Lemme show you!" Chelsea grabbed Max's hand and pulled him up off the bed. She forcefully guided him to the full length mirror stand that stood next to the closet doors.

"Gaaahhh…" Max looked at his reflection in the mirror. He was almost completely unrecognizable. Chelsea had apparently taken a brush to his hair while he was asleep. He normally had spiky hair, but now it had been brushed down into something resembling a short bob. He really did look like a girl…

And he HATED it!

"No! NO! Get me out of this thing!" Max protested. He went to pull the dress off, but Chelsea and Naomi both grabbed him and held his arms far apart from his body.

"No! Why are you doing this to me?!" he cried.

"Come on, I just wanted to see what you really looked like if you weren’t dressing like Rambo all the time." Chelsea said. "Or… are we not friends anymore?"

"Huh?"

"Chelsea went to all this trouble just for you, Max." Lizzy said, stepping in front of him and staring him down. "Are you just gonna throw all that back in her face?"

"What’s the harm in dressing like a girl for a little while?" Samantha asked. "You do look very pretty."

"Come on, Max. You don’t wanna lose us as friends, do you?" Chelsea asked. Max looked away, feeling the tears welling up in his eyes again. He spent the past four years alone and around disassociated strangers. Now that he had a small taste of friendship, he was prepared to do all he could to make sure he didn’t lose them.

But did that mean even if he had to tolerate dressing as a girl, as his antithesis?

It would have to.

With great reluctance, Max stopped resisting Naomi and Chelsea, and they let his arms back down at his side.

"Fine. I’ll wear the st… I’ll wear the dress." he said.

"See? It’s not so hard, is it?" Chelsea said, giving him a warm hug. "You’ll see. You’ll learn to love it!

"Now come on, let’s get our homework done so we can goof off for the rest of the weekend!"

Oh right, today was Friday. Max was not accustomed to having a curriculum. For the past four years, every day sort of blended into each other. He had been in a school for almost a month now, but he was still getting used to this concept of weekends.

"Okay. Yeah. Homework." he said. He walked across the room to get his homework out of his backpack. Walking around in the dress was an interesting feeling. With how airy it was around his legs, it was almost like he was walking around without pants on. He didn't know if Chelsea put underwear on him while he was unconscious, much less whether or not they were girl panties. He hoped they weren't; he would probably die from embarrassment.

The girls and Max did their homework. Max threw himself into it in an attempt to forget about his involuntary crossdressing. Naomi finished first, obviously, and so she went around the group, tutoring them on how to tackle the various questions without just straight up telling them what the answers were.

The instant Max finished his homework and went to put his school supplies back in his backpack, he was reminded of his abominable outfit, and he sunk back into a sullen state.

"Awesome, just in time for our show to come on." Chelsea said, checking her clock on the nightstand next to her bed. "Let's go downstairs, Max! We're gonna watch it on the big screen!"

"What show?" Max asked, even though to him the question was like wanting to know how you would be tortured. Knowing the answer wasn’t going to make what was about to come any easier.

"My Little Pony, of course!"

"Ugh.. of course it’s My Little Pony. Why wouldn’t it be My Little Pony?" Max muttered to himself. As much as he didn’t want to watch it, and he really really did not, he was determined to endure through it to humor them. They were his friends, and since they had to listen to him go on about Mordecai Blackwell’s matches, it was only fair that he gave their interests attention as well.

The group went downstairs to the living room, where there was a widescreen TV that was longer than any of them, Naomi included, were tall. There was an extra long couch that softly curved in a quarter circle. It was so long that all six of them could sit side by side comfortably and still have enough room for two more people. Max looked around the room and saw several speakers that were hanging from the corners of the room.

"Surround sound. Dad put it in when I was in kindergarten." Chelsea explained, watching Max’s view of the room.

"You have a really cool house." Max said. He could only imagine what a wrestling match would sound like on a stereo system like this. Perhaps one day…

Max sat down on the couch just off center. Chelsea grabbed the remote off the coffee table and sat to his immediate right, and Kylie to his left. She smiled at him as she sat down and leaned into him.

"Okay, Max, ready to watch the best show ever?" Chelsea asked.

"Yeah, do it." Max said. As Naomi passed by to sit down next to Kylie, she leaned down to whisper into Max's ear.

"Please try to pay attention. Chelsea is going to quiz you afterwards." she said. Max nodded, cursing to himself in his head. He hoped he could just blank out and think about wrestling, but it looked like he wasn't going to get off easy this time, either. Naomi took her seat next to Kylie, grabbing her left hand and holding it tightly as it was slowly making its way between her legs.

For the next thirty minutes, Max watched his first ever episode of My Little Pony. It was not as bad as he thought it was going to be. That made it easier for him to take mental notes rather than stewing in his own frustration and wishing he was anywhere else in the world.

Eventually the episode came to a close, and as the credits rolled, Chelsea turned to Max.

"So? What'd you think?" she asked.

"It was alright." Max said truthfully. "I'm going to guess that you like Rarity, huh?"

"Why yes! How did you know?"

"Because you like fashion, like you said when we first met. You also like pretty things in general."

"Wow, that's very good. I forgot I told you that.

"Alright, then, so why was Nightmare Moon locked away?"

For the next five minutes, Max answered every question Chelsea threw at him. It wasn't too difficult; he paid close attention the entire time at Naomi's advice.

"Wow, I didn't think you'd actually pay attention." Chelsea said, throwing her arms around him and hugging him tightly. "Thank you. It really means a lot to me that you'd watch my favorite show with me."

"No… no problem." Max replied, barely reacting to the hug. There actually was a problem, but he didn't want to diss her interests. He wouldn't like it if someone trash talked his favorite shows.

"So are you doing anything this weekend, Max?" Chelsea asked.

"Not really. Why?"

"I just thought we could hang out together again this weekend. I have all kinds of cute outfits I want to see you try on."

" Ugh, really?" Max groaned. He was hoping today was going to be some sort of anomaly. Looks like he wasn't getting off so easily.

"Yeah! You look so cute in my dress, and I have all sorts of outfits that I don't get much of a chance to wear these days."

"Yeah, wear more dresses, Max." Lizzy said, flashing him a toothy grin. "Don't you want to see her happy?"

Max looked back and forth between the five girls. He hated wearing the dress for many reasons, but at the same time, he felt some small enjoyment from seeing them happy, particularly Chelsea. He didn't want to, but apparently this is what friendship was all about.

"Sure, fine. I'll wear more dresses." he said plaintively.

"Yay!" Chelsea gave him another hug. "Don't worry, they're good outfits!"

Maybe for a girl. Max thought to himself.

"Alright. I'm gonna head home now so my mom doesn't begin to worry." he said.

"I should head home, too." Naomi said. "Jupiter is supposed to be visible tonight, and I don't wanna miss it."

"And I've got… buffing to do." Kylie said hesitantly. "Lots and lots of buffing."

The four girls plus Max all gathered their belongings - Max also grabbing his regular clothes - and walked out together, with Kylie staying close to Max and stealing a quick hug from him. They all went their separate ways at the street, with Naomi and Samantha trailing behind him. On the turn that led to his street, they went in the opposite direction from him.

Walking in this dress outside was quite unnerving. It was even more loose and airy, with the wind blowing at his legs underneath the thin fabric. Ge was able to figure out by this point that Chelsea did indeed put panties on him. He could only hope their design wasn't anything too embarrassing.

"I'm home mom." Max said as he opened the front door to his house. He hoped that she would be busy with making dinner or something and be unable to round the corner and see him in the dress before he had a chance to retreat to his room and take it off.

Those hopes were quickly dashed.

"Welcome back, honey!" Aurelia said cheerfully as she rounded the corner. She was wearing an apron; obviously she was in the middle of cooking something. "How was your time at - what the?" She registered the fact that Max was wearing a dress. "What are you… oh my god! That's just adorable!"

"Huh?" Max was more than a little dumbstruck. He imagined his mom would have been angry or something at the sight of him wearing girl's clothes.

"Lemme guess, your new friend dressed you up like that?"

"Y-yeah, she did." He admitted.

"You wear it very well. You look almost like the daughter I never had."

"Mm." Max hummed in acknowledgment. He couldn't bring himself to admit that it was an involuntary dress up. He couldn't decide if it was out of his masculine pride or because he was defending Chelsea and the others.

"Would… you mind if you wore it for a while longer?" Aurelia asked. "I just… want to imagine that you're my daughter for the night."

"Alright." He answered flatly.

"Thank you. Dinner should be ready in half an hour."

"Okay. I'm going to put away my things." Max took his backpack and clothes to his room. He dropped his backpack on the ground next to the door and threw his clothes in the hamper.

Max's room was decorated with various posters. There were a few wrestling posters, the most prominent wrestler in them being Mordecai Blackwell. There were also action movie posters and murals depicting battles from various video games he played. Wearing such a girly outfit in here made him feel out of place, which was very wrong, considering that this was the most comforting and relaxing place in the entire world for him.

Max caught a glimpse of himself in the closet mirror. He walked over to it and gave himself a closer examination. He really did look like a girl, and the dress was somehow form fitting compared to his normal clothes, which had a tendency to just hang off his body. Because of his unique shape, finding clothes for him that fit and weren't girl's clothes was a hassle.

With some hesitation, Max lifted up the front of the dress to look underneath. Sure enough, Chelsea did put panties on him. They were white with cyan stripes. It was very, very wrong for him to be wearing them. At the same time, though, they were quite comfy…

Max let go of the hem and looked away. That was preposterous. He must have been more than a little exhausted even more from today’s events than he thought if he was having such ridiculous thoughts. He threw himself onto his bed, lying face up. He probably just needed a small nap. His mom would call him down when food was ready.

"I’m a boy." he insisted to himself. "I’m supposed to wear boy clothes…"

• * *

True to his word, Max returned to Chelsea’s house the next day. He was dressed in his normal clothes this time, with Chelsea’s dress and underwear folded up neatly in a non-transparent bag. It was a short walk here, but Max didn’t want to be seen carrying around girl’s clothes.

Chelsea’s enormous family was there, as were Kylie and Lizzy. The three met him outside the house, away from prying ears.

"Hey, Chelsea." Max said. Being back in his boy clothes gave him a small burst of confidence, which was reflected in his voice. "Where’s Naomi and Samantha?"

"Samantha had to go with her parents somewhere, and Naomi’s going with her dad to the observatory." Chelsea explained. She shook her head. "I swear, I don’t understand why Naomi is so interested in learning outside of school."

"Well, it’s like you all said when I first met you. We all have our different interests."

"Heh, yeah. Speaking of which, are you ready to see what I picked out for you today?"

Max’s expression darkened. It was a good morning while it lasted.

"Right, yeah." he said flatly. Did everyone have to take one for the team like this?

"Alright, let’s go. Try to not mind my sisters. They’re a little wild." Chelsea opened the door, and as they headed inside, immediately there were three small arctic foxes that came out of nowhere and swarmed Max. They looked very similar to Chelsea, except one had her hair in pigtails and another had shorter, wavier hair. Both of them appeared to be the same age; Max assumed they were twins.

"OOoh! This is your new friend, Chelsea?" one asked.

"He’s so cute! What are you?" another said.

"He’s a bad, grrr!" the third said.

"No, it’s ‘badger’." Chelsea corrected trying to usher them away. "Now come on, stop badgering the badger so we can go upstairs."

"Go upstairs? To your room?" one of the sisters asked.

"You’re, like, the only boy who has ever been in her room." a second said. "Are you her boyfriend?"

"No he is not my boyfriend!" Chelsea snapped. Her face flushed a light pink underneath her white fur. "I don’t even like boys! Come on, Max, before they get even dumber ideas!"

Chelsea, Lizzy and Kylie pushed past the three younger siblings and made their way upstairs. Chelsea shut the door behind them and locked it before letting out a heavy sigh.

"Gaaahh, sorry about that." she said. "My sisters can be more than a little nosy."

"They’re very energetic." Max said.

"I know. That’s why I locked the door, so they don’t come messing with us. And I’m sure you’d like some privacy, and I don’t need to try to explain to them why a boy is wearing girl clothes."

"Yeah that’d be… too much." Dressing as a girl was already too much, but he was silently thankful to Chelsea locking the door. Last thing he wanted was an audience to his humiliation.

"Well? What are you waiting for? Get undressed already!" Chelsea demanded as she went to retrieve the clothes she picked out from her closet.

"Can you just, like… look away?" Max asked. "I don’t want you to see me naked."

"Why bother? We’ve already seen you naked." Lizzy said. "That was literally yesterday!"

"Hell, they’ve already seen you root!" Kylie said. "Only guys that have insecurities ‘bout themselves worry about getting seen in the nutties. And you have nothin’ to be insecure about."

"So come on, drop them, already!" Chelsea demanded as she pulled out the new outfit. Max shook his head to himself and did as he was told. He was less concerned about them seeing his penis as much as he was about them seeing his breasts. All boys had penises, but they didn't have mammaries. Kylie watched him intently, her hand already moving down between her legs, and without Naomi around to stop her, she immediately started masturbating to the sight. Max tossed his clothes to the floor, covering himself up with his hands as Kylie and Lizzy eyed him up and down. By Lizzy’s expression, she seemed to be enjoying herself, but Max wasn’t certain if it was because she got to see him naked, or because he was being humiliated.

"Here you go, Max." Chelsea said, handing him the outfit she picked out. It was a blue skater dress with a black belt. The hem of the skirt didn’t even go down to his knees, unlike the previous dress, which nearly touched his ankles. "Are you serious?" Max asked. "This is even more revealing than the previous dress!"

"I know, but you’d look so cute in it!" Chelsea said. "Come on, Maxxie, do it for me, please?"

She moved in closer and gave him a kiss on the lips. It was a quick one, but the brief contact was powerful and seemed to stir something in Max’s heart. For a brief moment, he felt like action movie hero Blake Whitestone. Without thinking, he threw the dress on.

As the fabric fell down around his body, however, Max suddenly recalled what Chelsea said downstairs not even five minutes ago.

"I don’t even like boys!"

If she didn’t like boys, then why did she kiss him? In fact, why did she invite him to her house and into her room? Twice, no less?!

"Wow… you look even prettier in this one." Chelsea said, snapping his mind back to the present.

"It feels like I have nothing on, underneath." Max said, tugging at the hem of the dress. The top half covering his chest was pretty tight, especially against his budding breasts, but the skirt itself fanned out slightly, reducing contact against his legs and making him feel more naked.

"Well… you don’t." Lizzy said.

"You know what I mean! Like I’m not even wearing a s...skirt." Admitting to wearing girl’s clothes was still wildly unnatural for him, and he had to all but force the word out of his mouth.

"Yep. If you wear a short skirt, you have to learn how to move in it so you don't give people a lookie loo." Chelsea explained. "That includes things like turning quickly, especially in a pleated skirt like this one. Try it."

Max gave a short, quick turn, and he let out a squeak of surprise and moved his hands to push down the skirt. Even that small movement caused the skirt to lift and begin to fan out. He wasn't sure if it went high enough for them to see anything, but the demonstration told him enough.

"No… no! Why does it lift with just a small turn like that?!" he exclaimed.

"Because it's a skater dress. That's how it's supposed to be." Chelsea explained.

"Can't I just… like, wear shorts underneath it or something?"

"Nooooo?! Shorts are for boys!"

"But… I am a boy!"

"Not right now, you aren't!" Lizzy said, circling around Max to grab him by the ass. He jumped forward a few feet. "Don't worry, we're gonna teach you how to move around in the dress."

"Okay, what do I have to do?" he asked.

"Only what every girl likes to do, of course. Dance!" Chelsea went over to her dresser. On top was a stereo system. She pressed the power button and began cycling through songs listed on the LCD display.

"You can't be serious." Max said. "I don't even know how to dance!"

"Don't you worry about that. All you gotta do is move your body around to the music. As long as you do that, it doesn't matter what you do. It'll all look like dancing."

Chelsea selected a song and it began to play from the speakers on top of the dresser. Immediately, Chelsea, Lizzy and Kylie began to dance around. The music was some pop song Max thought sounded familiar, but he couldn't place where he would have heard it before.

The girls danced around, each with no real rhyme, reason, or pattern to them. That being said, Chelsea had some degree of skill, changing her pattern with every change in the song's beat. Kylie's movements were the most conspicuous. Ever since she began masturbating at the sight of Max's nude form, she didn't stop. Even now, her paw was rubbing vigorously against her crotch. Her movements involved a lot of hip gyrations, mainly forward and into her hand.

"Come on, Maxxie! Dance with us!" Chelsea said. There was no getting out of it now. Max began to shuffle around lethargically at first, then refined his motions to whatever felt most natural to him. He paid close attention to how the skirt swayed with his movements, and he tried to counter it by moving his hips into it and then against it. He never thought of dancing before now, and after a few minutes, he had something of a routine created that could be considered dancing.

"Yeah, that’s right, Maxxie! Shake it!" Chelsea cheered on. She moved up next to him and bumped her hips into his. "See, isn't this fun?"

"Heh, I guess it's a little fun." Max said.

"Guys can't have this kind of fun. Being a girl is the best!" She moved around to his front and began dancing mere inches from his body. Max backed away, but he didn't even move a foot before he bumped into the wall behind him.

"What the!?" How did she manage to maneuver him so close to the wall without realizing it? He tried to step forward to get away from the wall, but Chelsea backed into him, pressing her butt into his crotch.

"Uh! Chelsea, what are you doing?" he asked.

"Twerk it, work it, jerk it, berserk it!" Chelsea sang as she began to bounce her butt into his lap. He was unable to move, much less continue dancing, without pushing Chelsea away. He merely stood there, wondering what she was doing.

For some reason, it excited his penis again, and he started to feel it begin to erect like it did yesterday. Since he wasn't wearing any underwear, it poked up the front of the skirt and nestled against Chelsea's butt.

"Uuhhh, Chelsea, can you please stop?" he asked. "I'm starting to feel weird again!"

"That's the idea, Maxxie!" She said. "It's time, Lizzy! Are you ready?"

"Heh heh, as I’ll ever be!" Max looked up at Lizzy, and his eyes widened. She was pulling off her clothes and dropping them to the floor as she made her way to the bed. Kylie was already one step ahead of her, having stripped down naked while no one was paying attention to her and straddling one of Chelsea’s pillows.

Chelsea moved away from Max and began to strip down as well. She incorporated those motions into her dance as she moved towards the bed. As she pulled her shirt off, she flung it at Max, who caught it before it hit him in the face.

"What are you doing?" He asked.

"Getting ready for the fun part!" She said. After both of them had stripped down, Chelsea laid down on the bed, with Lizzy on top of her. They wrapped their arms around each other and pressed their bodies closer together. Lizzy's legs were straddling Chelsea's waist. Their pussies were pressed tightly against each other. Chelsea's tail hung against the curve of the mattress, and Lizzy's curved up and along her back. For some reason, this was incredibly arousing to Max. He wanted to be part of that hug.

"Hey, Maxxie! Remember how your penis was inside Kylie? Come here and let's do it again!"

Max approached them, completely awestruck. He didn't exactly know what was going on, but some deep, feral part of him told him that he wanted this. As he approached the duo, he moved to pull the dress off.

"No no!" Leave the dress on, Maxxie!" Chelsea said, looking up at him past Lizzy's leg and body. Max nodded his head, but lifted the front of the skirt so he could better see where his dick was.

He first prodded the tip against Chelsea's labia and pushed right in without any buildup or fanfare. Her insides were buttery smooth, if a bit tight, and he was able to slide all the way into her without much effort.

With Lizzy on top of her, Max couldn't double over her like what he did with Kylie. With a hesitant hand, he placed them on Lizzy's haunches and used her as a brace to move his hips back and forth against.

"Don't forget about me!" Lizzy said, wiggling her butt around underneath Max's touch. "Switch back and forth between the both of us!"

Max pulled out of Chelsea and, after realigning himself, pushed into Lizzy in much the same way. He wasn't able to remember exactly what Kylie's insides felt like, but he was able to tell the difference between the two girls, dipping into one immediately after the other. Lizzy’s insides were almost the exact opposite. Her vaginal muscles clenched around him the instant he pushed in. It was so finely textured that it felt like a hot, wet hand was tightly gripping his peen.

"Haaah! That feels so weird!" Lizzy gasped as Max pumped into her. Max thought the same thing. He knew this was sex, now; he was able to piece it all together last night based on everything he knew. He knew that his mom wouldn’t approve of this, or any parent, but he didn’t care. Among other things, it felt too good for him to want to stop.

Max alternated back and forth between Lizzy and Chelsea. It felt strange to do this while clothed, much less wearing a dress, but as the pleasure built up within him, the less he cared about that small detail. He still distinctly remembered what it felt like at the end when his entire being seemed to explode, and he wanted to experience it again.

Chelsea and Lizzy began making out. Kylie was grinding her crotch into the pillow. The sound of the dance music drowned out their moans. Max's head began to spin. He could feel that weird rush building up again. When he pushed into the girls, it seemed to intensify and jump forward by a few degrees.

It took one more push into Chelsea to bring her to orgasm. She tensed up around both Lizzy and Max, and she let out a heavy, surprised gasp.

"Ghhhhhhheuuuhhh! Thizzsh… huuhh!" She cried out. Max winced as her vaginal muscles tensed up around him. She was so slick and smooth on the inside that he thought she would end up forcing him out of her pussy. Instead, her body seemed to be trying to pull him in further, even though he was already up to the hilt inside her. Apparently this behavior wasn't exclusive to Kylie.

Max clenched Lizzy's ass in his grip as he hit his climax. He pumped one huge load after another into her. It felt really weird having an orgasm while wearing clothes. It felt uncomfortable, but at the same time, his nipples felt strangely sensitive and tingled as the fabric of the dress brushed against them.

"Huuuhh… huhh…" Max panted as he pulled out of Chelsea. That familiar wave of sudden exhaustion washed over him again, and he braced himself against the bedside to keep from falling over.

"Mmmnn, that felt really weird and good!" Chelsea said. "Now I understand why adults and Kylie love sex so much!"

"Nah yeah mmmmnnnn!" Kylie said. She humped the pillow even faster now as she approached her own orgasm. As she hit her climax, her body tensed up and froze in place, but her pupils noticeably dilated. "Oh guuaah yeah!"

As Kylie came down from her orgasm, Max readjusted his dress to hide his dick.

"Man, we gotta do that again sometime soon, Maxxie!" Chelsea moaned. She slipped backwards and climbed out from underneath Lizzy.

"Uh, aren't you guys forgetting something?" Lizzy asked frustratedly. Before Max could ask her what he was forgetting, however, the four heard some rustling right outside the bedroom door, over the din of the music.

"Look, I told you, it's easy!" a muffled voice said on the other side of the door.

"Picking a lock is not as easy as video games make it look!" The voices sounded like Chelsea’s sisters.

"Oh yeah? Well watch this!"

Lizzy rolled off of Chelsea just in time for the bedroom door to suddenly swing open. Chelsea’s three sisters dashed into the room, each doing a dynamic pose like they were part of a magical girl team.

"Huaaahh! What’s going on in here?!" the oldest one asked in a commanding tone.

"Wh- HEY! Skyler, Lilly, Tara! Get out of here!" Chelsea shouted. "I’m hanging out with my friends!"

Lizzy went over and turned off the stereo as she threw on some clothes to make herself decent. Max tugged at the hem of the skirt, making sure it was properly covering his crotch. He didn’t need more girls to see his penis.

"Why are you doing it naked, then?" one of the twins asked.

"We were playing dress up! NOW GET OUT!" Chelsea ordered.

"Wait, why is your boyfriend wearing a dress?" the oldest sibling asked. Then she broke out into laughter. "He looks like a girl!"

"He’s not my boyfriend!" Max didn’t consider himself and Chelsea to be a thing, but hearing that out loud, and so soon after they just had sex, wounded his ego a little bit.

"But why is he wearing a dress! Only girls wear dresses!" the pig-tailed twin asked.

"That’s because… uuhhh, he is!" Lizzy said. "He’s actually a she!"

"Dh- LIZZY!" Max protested.

"Whaaaaaaaaat?!" the siblings exclaimed in unison.

"But he was a boy downstairs!" the wavy-haired twin exclaimed. "He was dressed as a boy!"

"Yeah, that’s because she dressed as a boy her entire life!" Lizzy elaborated. "We were just showing her what she’s been missing out on!"

"Lizzy, are we really doing this?" Max mouthed to Lizzy, but she didn’t seem to notice. He instinctively covered up his chest. That was probably the thing that tipped the siblings into believing he was a girl.

"Uwaaaahhh! She looks so pretty!" the siblings exclaimed, and they all scrambled around Max to get a closer look. He put his hands down over his crotch so they wouldn’t attempt to peek up his skirt.

"Ugh, well there goes our hanging out time." Chelsea said over their cacophonous clamoring, climbing off the bed and putting her clothes back on. Kylie followed suit. "Sorry, guys. I gotta kill my sisters. We'll hang out again some other day."

"Alright. See ya." Max collected his clothes off the ground, careful to not give the younger siblings a chance at seeing up the skirt. Lizzy and Kylie followed in As he headed out of the house, he could hear Chelsea begin yelling at her sisters.

"Maybe a big family isn't all it's cracked up to be." Max thought to himself as he walked down the street in the direction of home. His mom respected his privacy, and he respected hers. This was how he was taught, and he couldn't imagine life any other way.

Walking around outside in the skater dress was even weirder than the longer dress yesterday. The breeze was blowing between his legs, which made him feel like he was almost completely naked. It wasn't just humiliating, though; something in Max found it invigorating. For whatever reason, the idea of being naked outside like this was making his penis stiff again. He stopped outside of the front door of his house to recompose himself.

"I'm back, mom!" He called out after stepping inside. His mom was thumbing through her smartphone.

"You're back early." She said, looking up from her phone. "Everything go alright?"

"Yeah, family stuff came up and I had to leave early." Max explained. "I didn't have time to… change." He continued, looking down at the skater dress. "I'm gonna go change now."

Max headed down the hall to his bedroom. Once inside, he grabbed the hem of the dress and prepared to pull it up over his head when he heard the doorbell go off. They rarely had visitors. What was going on?

Max poked his head around the corner and saw Aurelia answer the door.

"Oh, hello!" She said.

"Yo. I take it you're Max's mom?" The person at the door asked. Max could easily identify it as Lizzy's.

"Oh yes yes! You're one of his friends from school? Come on inside!"

Aurelia stood aside to let Lizzy into the house. Why was she here? Did she want to hang out more?

"Ah, Max!" Aurelia said, turning around to see Max in the hallway. "It's your friend from school!"

"Yeah, she was at Chelsea's house, too." Lizzy was staring daggers into him for some reason.

"Why don't you show her around your room?" Aurelia suggested. She looked over at the clock on the wall. "It's about an hour or so until lunch. Why don't you stay for that, uhhh…"

"Lizzy, and sure, I'd love to." Lizzy replied.

"Lovely! Now run along and have fun, you two! I'll call you when it's ready!"

Max nodded his head and he and Lizzy went down the hallway to his room.

"Mm, nice." Lizzy said, nodding in approval of the dark colors and the posters of the wrestlers. "It reminds me a lot of my room, except mine has bands in it, not wrestlers."

Max went to his clothes that he brought back from Chelsea's house and went to take the dress off.

"No no, leave it on." Lizzy said.

"Okay. Why?" Max asked.

"Because I like seeing you in it?" Lizzy closed the door. "You know, your mom is pretty chill about you wearing girls' clothes. I thought she'd flip or something."

"No, she said I was adorable when she saw me in the dress last night."

"That's… really weird."

"So why did you follow me home? Not that I mind, though this is the first time I've had anyone in my room."

"I came to make you finish what you started." Lizzy said. She got that glare in her eyes again.

"What I started? What didn't I finish?"

"When you were having sex with Chelsea and I! You left me hanging before I could have an orgasm, too!"

"O-oh…"

"Do you have any idea how irritating that is, to be so close and not finish?" Before Max had a chance to respond, Lizzy pointed to the bed. "Go lie down. NOW."

"What are you going to do?" Max asked as he complied with her order.

"You’ll see." Lizzy stripped off her clothes and climbed onto the bed, on top of Max. The instant he saw that she was moving to sit down on his face, he tried to move away, but she responded by slapping him across the face.

"Don’t! Move. Or I will have you eat out my ass instead." she growled.

"Okay, okay, I won’t - MMPHH!" Max’s voice was muffled by Lizzy’s crotch as she suddenly lowered her weight onto him. Her pussy lips pressed into his snout. He could easily smell her musk. It was warm and slightly bitter.

"You know how to eat a girl out?" she asked, but then continued before he had a chance to respond. "No, no you don’t, I keep forgetting. Okay, you just need to lick my slit."

"Mm mmpph?" Max asked.

"Just shut up and start licking, little girl." she said. "Quickly, before your mom comes in and sees what we’re up to."

Max wasn’t so afraid of that, since his mom tended to respect his privacy and knock before coming in, but the prospect of her finding out what they were doing terrified him, so he began to lick at Lizzy’s pussy to get this over with as soon as possible. It was a weird taste, one that he couldn’t quite place. It was warm and moist, almost like licking inside of another mouth. He tried to not think about the fact that he had his penis in it not even half an hour ago.

For some reason, it was also making his penis hard. He could feel it bulging against the skirt again, and since he was laying down and not wearing any underwear, felt it perk up and push back the skirt.

"Mmm, you know, I’ve never actually been eaten out before." Lizzy purred. "It feels good, but it also kinda tickles."

Girls pee from their vaginas. This should have disgusted Max, but he found that he enjoyed licking Lizzy's pussy, so long as he wasn't thinking about that fact. He didn't know if it was because of the musky smell or because it made him think of sex, whether or not this actually counted as sex.

"Hhhuuuhgggnnn…" Lizzy shivered as she suddenly hit her orgasm. It came on so quickly and without any buildup. Max must have brushed his tongue against some sensitive part. Her body tingled with euphoria, but she wasn't content.

She needed more.

Lizzy moved backwards off of Max's face and over his lap. She pulled the dress up over his stomach and chest. His dick stood straight up, throbbing in sync with his heartbeat. The tip was oozing a thick, clear fluid. He stared up at her with a combination of wonder and anticipation.

"Umm, aren't I supposed to be on top for this?" Max asked. Lizzy's warm entrance pressed against the tip of his dick.

"Ohh, you poor innocent thing." Lizzy said, shaking her head. "There is so much you still don't know about sex. Let me teach you."

"O-okay. Just… try not to rock the bed too much." Max said. Lizzy made a sudden plunge down onto his shaft. He could feel the familiar sensation of his dick being.

She loomed over him ominously, flashing her sharp teeth at him. Normally, Lizzy was kind of cute, but the way her face distorted to make that face was unnatural and made him want to run and hide from her or attempt to fight her for his own survival.

The mix of emotions were complex. He also had a sense of arousal somewhere in there, like he liked the idea of being intimidated by this girl.

"Better get ready, because I'm taking you for a ride!" Lizzy said, then began bouncing up and down on Max's dick. She was being incredibly aggressive about it, pulling almost all the way off the shaft before slamming her full weight back down onto it. Her vaginal muscles were quivering around him, drooling wet and making squelching noises that Max hoped couldn't be heard past the door.

"H-hey! Be gentle!" Max protested.

"What's the matter? Is this too much for a big tough boy like you?" Lizzy doubled over him, grabbing his hands and interlocking their fingers together. "Can't take on a real girl?"

"N-no, that's not it!" Max said. Truth be told, the idea of a strong girl able to match him was very appealing. Girls like Chelsea or Samantha were fragile, delicate; he was afraid he could possibly hurt them. What he was really worried about was his mom walking in on this compromising scenario.

Regardless, he found this thrilling. The way her vagunal muscles gripped him and her weight pressed down on him provided a much different experience than when he was on top.

"Mmh, mhh, nnnh!" Lizzy grunted. She pushed all the way down and then began to roll her hips back and forth. The textured top of Max's dick rubbed against some part of her insides that sent a powerful wave of pleasure through her body, making her heart flutter and made it feel like she was having a minor orgasm.

Lizzy shuddered as she hit her climax. She leaned down over Max, her hands still interlocked with his, and held them high over his head as she kissed him. She didn't understand why she did it, but the kiss sent even more sparks flying through her vision. Max's cock was twitching violently deep in the core of her body. She would have preferred to have left him hanging like he did to her earlier, but in the throes of her own orgasm, it was impossible to care about whether or not he was enjoying himself.

Lizzy collapsed on top of Max, panting heavily. A proper orgasm was overwhelming to the senses, and her brain was foggy in the afterglow. They remained that way for some time.

"Mmnn, you know what, that wasn't half bad, lover boy." She said. "We should do this again, some time. Soon."

She climbed off of Max and went to put her clothes back on. Max pulled the dress back down over his midsection.

"I think mom might be done with lunch soon." Max said.

"Good. Keep the dress on." She ordered. "I want to see her reaction to it, myself "

• * *

"Thank you for joining me for afternoon tea, Mrs. Vancleave." Samantha said as she poured tea from a fancy-looking kettle into a small teacup before Max. He had to remind himself how exactly he wound up here.

Since she was unable to join the activities yesterday, Samantha called dibs on Max today. She brought him a billowy white dress when he showed up, which was much more conservative than the previous outfits, like something he would be wearing in polite society. After a moment's consideration, she brought him an equally fancy hat to complete the look. Samantha herself was also dressed in a fancy-looking red dress, and had her long curly hair tied back in a bun. She looked like something out of the black and white era of Hollywood.

Next, she placed him at a small square table outside with four seats. He sat in one, and Samantha in the one opposite him. To their left and right were a stuffed pony and rabbit, respectively.

"Thank you, Mrs. Forrester." he said, giving a small bow. Samantha poured tea into the other cups, including the ones in front of the stuffed animals. She placed the kettle at the center of the table, next to a plate of triangle-shaped biscuits that were apparently called scones.

"I made this unique blend from the plants in our greenhouse." Samantha explained. Max looked at the back wall of the property. There was what looked like a shed, except it was mostly made of what may or may not have been glass. Apparently that was the greenhouse.

"What's in it?" Max asked. "I am sorry, what is in it?"

"The tea is made of rose hips, spearmint, holy basil, and black tea leaves. This gives it a nice light and airy flavor to it, and it is good for you."

Max picked up the teacup and gingerly, slowly imbibed the amber liquid. He was careful to employ the manners she taught him during their brief rehearsal earlier while he was getting dressed. Eliminating contractions was part of that.

"It is… delicious." he said sincerely. His ears twitched under the hat in revelation.

"Thank you. This mix is a favorite of mine." Samantha said. "So tell me again, Mrs. Vancleave, what did you say your husband does for a living?"

"Oh, umm… my husband, umm…" Max stuttered, then looked around at his surroundings. He didn’t give this part much thought and was still struggling to come up with an appropriate answer.

"That’s okay, take your time, Max." Samantha whispered. Max looked around at the houses around him. Then inspiration struck.

"Real estate. My hu-husband is in real estate." he said.

"How splendid! I hear it is a very lucrative business!"

"It is. He is… making - in the middle of making a big deal on a… lot, for an office space."

"Excellent!" Samantha exclaimed. She was really good at this game of improv.

"What about your husband? What does he do?"

"We own a luxury cruise liner. I just love going out to sea and feeling the wind in my hair and the sun on my fur and skin."

"I… I have never been to the beach before…" Max said. For a moment, he didn't know if he was speaking from personal experience or talking in character. Either way, Samantha rolled with it.

"We should take you out on a cruise one of these days! It will be our treat!" She took a moment to take a sip from her cup. "Help yourself to some scones!" She added, gesturing to the plate in the center of the table. Max grabbed one and took a small, polite bite.

"It is… blueberry." He said after swallowing. "It is delicious."

"Thank you. Scones are a snack you have with tea. It is a custom in England to have afternoon tea. It is relaxing, and allows you to recuperate from the day."

Max nodded and popped the rest of the scone in his mouth. Despite having to wear the dress, today was not so bad. It was a unique experience, to be sure, and it was a relaxing change of pace after the chaotic past few days.

After tea time was over, Max went back to Samantha's room and removed the dress. Instead of putting on his normal boy clothes, he put on a pair of girl's shorts and tee that Chelsea lent him. The shorts were a bit shorter than what a boy would normally wear, and he had to refrain from trying to tug down at the leggings.

"Thank you for joining me for tea, Max." Samantha said, giving him a tight hug. "Not even the other girls have joined me for tea before."

"N-no problem." Max said.

"So you still gonna dress in that outfit at school tomorrow?"

"I uhhhhh… I don't know yet." He said. The outfit was offered to him when he got the current set at Chelsea's place. It was folded up neatly in a paper bag in the corner of Samantha's room.

"I know it's really daring, but you pull it off so well, I don't think anyone would really notice." She said.

"I'll think about it." Max left Samantha's house and headed home. Even these clothes felt comfortable and natural to move around in. The clothes he owned at home just didn't fit right, and that was after scouring one department store after another in search of something that matches his shape. That would only get harder going forward as he entered puberty and the transformation would really take off.

Max entered his house, and he wasn't even halfway down the hall when his mom called out his name.

"Max? Could you come here, please?" Max made his way to the source, which was between the living room and the kitchen. Aurelia was standing there, looking very much like she had something to say.

"Mm, that looks really nice on you." she said, looking him up and down.

"Thanks."

"Do you… enjoy wearing girl's clothes?"

"...I'm not sure." He said. He wanted to say no, but something stopped him. Would he really have been lying if he said no?

"Listen, I know how confusing everything must feel right now, and how everything might get in the future." Aurelia said somberly. "I just wanted you to know that whatever you decide to be, I'll support your decision one hundred percent."

Aurelia approached Max and gave him a big hug. He stood there, stiff as a board, but could feel the tears welling up in his eyes. He turned away and went down the hallway before she had a chance to see his face.

Max entered his room and went directly to the mirror, looking himself up and down again. These clothes fit him nicely as well. He was still loath to admit it, but… why? What was so bad about wearing girl's stuff if he didn't look out of place in them and they were comfortable? The girls' activities were alright, and he didn't hate watching My Little Pony. In fact, it was kind of enjoyable.

Max looked up at the different posters on his wall. He still liked action movies, and he was still looking forward to watching the big match with Mordecai Blackwell this coming Friday.

His gaze fell on his reflection. What was he, then? Masculine? Feminine? Or was he something else entirely?

• * *

The next day, Max wore the girl's clothes that Chelsea set aside for him in case he dared to go to school in them. It was a pleated skirt and fur-lined denim jacket with thick stockings that went up to his thighs. When they met up in the classroom, Chelsea squealed with delight and gave him a quick hug.

"I'm so happy!" she said. "You look so cute in them!"

"Thanks, but it feels really weird to be wearing them here." He said.

"Don't worry. Anybody who says anything, just ignore them."

Though nobody said anything in class. Not even the teacher, which he found to be strange. He was the type of teacher who would make you tie your shoelaces during a test if they were undone. That he wouldn't even raise an eyebrow at him wearing the clothes of the opposite sex was strange indeed.

Much of the day went by without incident. After the end of class bell rang, Max put his belongings back in his backpack and headed out the door.

"I'll see you after my after-school class!" Chelsea said to him as she passed by. Max nodded and parted ways for the exit. The other girls all had their own extracurricular activities after school today, even Kylie, leaving Max to walk home alone. That was also something he was still getting used to; the idea that kids had classes even after school was over. Classes that they volunteered for. It simply boggled the mind.

Max rounded the corner and walked down the perimeter of the school on the other side of the fence. He was preparing to cross the street into the neighborhood when he heard many footsteps behind him. He instinctively turned around to see who it was. Approaching him were a group of boys, a few of them he vaguely recognized from his own class. They were over a dozen in number and all of them wolves. Their gazes were all centered squarely on him.

"Well well, I almost didn’t recognize you… Max, was it?" One of the ones up front said. If Max remembered correctly, his name was Ruben. "I thought for a moment we had a new girl in the class. Shoulda figured it was you. No way we’d suddenly get another badger so soon after you."

"What do you want?" Max asked. The boys began to surround him in a wide circle.

"What… in the HELL are you wearing?" Ruben asked, then broke out into mocking laughter. "You look like a girl!" The rest of the boys followed suit.

"Who dressed you like that?" another boy asked.

"Was it your mommy?"

"Musta been those girls you hang out with all the time!"

"You caught their cooties, and now you’re dressing like them!"

"Do you do each other’s hair and play with Barbies as well?"

It suddenly dawned on Max. He had good hearing; he heard Lizzy and Chelsea talking about it as he approached and left the girls’ table the first day they met.

"Last thing we need in this school is another beef-headed alpha wannabe gunning to be top dog."

"I REALLY hope he doesn't turn out like the other meatheads in this damn school."

These boys must have been who they were referring to. He hadn’t been at the school long enough to have actually seen them, but Max had heard a few murmurings of a group that called themselves the Wolf Pack. They would regularly go around and bully kids for their lunch, beat them up for fun, or prevent them from playing on the jungle gym. They specifically targeted the younger students most of the time; how Max didn’t encounter them sooner was a minor miracle.

As he thought about this, one of the boys came up from behind and shoved him to the ground. Max managed to break his fall with his hands, but the added weight of his backpack caused him to still land on his stomach. He rolled over and tried to get back up, only to have another boy grab him by his backpack and hammer throw him to the side, into the yard of the house they were in front of.

There was an intense feeling of pressure in Max’s face. His chest seemed to tense up and his heartbeat started pounding in his head. Even though he had seen many fights in movies and in sports, he had never actually been in one, himself.

Scrambling to his feet, Max wheeled around to keep all of the boys in his field of view. A quick scan of all of them confirmed this. He crouched low into something resembling a fighting stance. The boys all laughed mockingly at him again.

"What, you think you’re gonna be able to take us all on, you little sissy?" Ruben asked. "We’re all bigger than you, we’re wolves, and we’re the strongest at Fairview! Little prey like you are like a snack to us."

Max braced himself as several of the boys charged at him. He ducked and weaved past them as they went to throw punches, but the additional weight of the backpack made him slower than usual. A right hook caught him while he was off balance, and sent him sprawling to the grass again. The boys moved in and held him down by his arms and legs while others pulled at his clothes to get a view of his chest and crotch.

"Come on, let’s see what he really looks like underneath all this." Ruben said.

"NO! LET GO OF ME!" Max protested, fighting against them with all the energy he had. He wasn’t going to go through this again, especially with a bunch of spiteful punks.

"What are you guys do- MAX?!" a voice behind them caused them to pause. Between the forest of legs and against the sun, Max could make out the outline of Naomi.

"Hey, beat it, cat, this doesn’t concern you!" Ruben said. He and several other boys - the ones not restraining Max, stood up and approached her. "Like hell it doesn’t!" she exclaimed. "That’s my friend you’re messing with, and you’re just plain old bullying somebody! What did he ever do to you?"

“That’s none of your business. So like I said, beat it, or we’ll have to get rough with you as well!”

He approached her, unafraid of the difference in their size. Naomi was a head taller than Max and an inch or two taller than the boys. However, she did have a more intimidating frame, with her prominent muscles. Even though she didn’t exercise much, panthers seemed to be just naturally larger than canines.

Ruben went to give her a hard shove, but Naomi merely knocked him to the side, into the grass with a casual swing of her arm. Max knew she was strong, having been full Nelsoned by her a few days ago, but the ease in which she laid him out was incredible and a little scary. He thought of that one panther superhero who had indestructible skin and could slap people through walls.

“OW! You bitch!” Ruben howled, clutching the side of his face and stumbling to his feet. “Fine, you wanna play rough? GET HER!”

All of the boys, including the ones restraining Max, got up and charged at Naomi. She dropped her backpack to the ground and began slamming and throwing the wolf boys around to incapacitate them. If it was just one on one, she could have taken any of them easily, but there were over a dozen of them, and while she dealt with one or two at once, three times that many would still be pummelling her at the sides before she could take care of them as well. Despite Naomi’s immense physical size, she wasn’t a fighter, and in less than a minute, she got overwhelmed and fell to her knees in pain.

“You think you could just mess with us? We’ll teach you not to mess with the Wolf Pack!” Ruben kicked at Naomi, and all the other boys followed suit. Naomi fell to the ground, huddling up into a ball with her arms over her head to try and prevent them from hitting anything weak or sensitive.

They had forgotten about Max at this point. He watched on in horror as they continued to kick at her. They were not stopping, either, and they might severely hurt her, or worse. He knew without a doubt in his mind that he had to help her. That he WOULD help her.

That intense feeling he experienced earlier came roaring back. He got to his feet, and he knew what to do. He dropped the added weight of the backpack, and then pulled off the denim fur jacket to give his bare arms the best freedom of movement.. Since Max started dressing as a girl, he didn’t wear his chest wrap, so his breasts poked out against the undershirt. They would easily tell he had boobs, but he didn’t care.

“Ruben, all of you… LEAVE HER ALONE!” Max shouted. Before they had a chance to turn around, Max charged at them, low and fast. They had size on him, but he had speed, flexibility, and the element of surprise. Something told him how to act and maneuver around them. He skipped body shots and went straight for the head; it was the only way they would be able to feel it.

He leapt up, punching Ruben in the face and knocking him into another. He weaved around behind the bodies as they fell, and as the third boy behind them tried to turn around, Max was about to make a lunge for his head as he did with the other two, but then he noticed in that split second that his legs were open and unguarded. A swift kick to the groin caused the boy to double over. Max used him as a vaulting horse to move over him, unintentionally colliding his leg into another boy’s face in the process.

Max went spinning off to the side as a result of this, landing a few feet away from the group. All of this happened in the span of less than ten seconds, and already four of them were incapacitated. The rest of the boys stopped kicking Naomi and turned on him, spreading out into a broad crescent where they could see him unobstructed. Max rolled as he landed, stopping on his hands and feet in a crouched stance. His heartbeat was pounding in his head, and there was a heat burning through his extremities. He could see no opening in which to attack. The instinct that told him what to do was absent.

“I got him.” one of the boys said. He stepped forward. He was the bulkiest of them, a combination of fat and muscle that, to another child, gave him the appearance of a miniature tank. He wouldn’t go down easily, and his head looked broader than a normal wolf’s. It was sturdy as well. Sturdy enough to withstand more than a few punches from Max’s tiny fists.

The large wolf boy charged at Max, drawing his right hand back for a hook shot. Max thought to dodge to the right, but the instinct kicked back in. He would be following the arc of the punch as he threw it and get hit. He had to move into the punch.

He did so, and the fist went right over his head. He wheeled around and moved back in the same direction he dodged from. The momentum from the boy’s punch would make him turn with it to try and focus on Max again. He did so, and he remained in the boy’s blind spot. Finally, he swiftly moved back into place in front of him as he made the move to turn again, his focus still busy on trying to find Max and not on attacking or defending himself. That’s when Max threw a punch at his most identifiable weakness.

His throat.

It wasn’t a strong punch, but it was effective at stunning the large wolf boy and causing him to fall to his knees, gasping for air as his trachea struggled to work. In Unified Rules, it was an illegal move. Max knew this from many hours of watching boxing matches, but this was no sports game, and in his eyes, it was completely justified since he was defending himself and Naomi.

The rest of the wolf boys were not sure what to do, now. They looked to one another, questioning wordlessly if they should continue this. Max could still feel that heat in his limbs; that drive to fight was still in him and he’d keep going until he could fight no longer. The wolf boys might win, but at this rate, they’d also be in a lot of pain for the rest of the day, or even longer. And that’s if someone didn’t see or hear all this and called the police.

“Come on, they ain’t worth it.” one of the boys said to the one next to him. “Let’s get outta here before someone sees us.” They scattered, one by one, with the incapacitated among them slowly gathering their bearings and stumbling away.

Max didn’t let his guard down until they were out of sight, then he ran over to Naomi’s side to check up on her.

“Are you okay, Naomi?” he asked, kneeling down next to her. Naomi slowly uncurled, sniffling. It was hard to tell with the fur and skin coloration, but he was sure she was badly bruised. Her glasses were clutched in her hands. She took them off at some point to keep them from being broken.

“Oh… god, Max!” she cried, throwing her arms around him. “I’ve never been in a fight before! I thought they were going to kill me!”

“It’s okay, Naomi. I’m not going to let them touch you again.” he said. He didn’t want to touch her anywhere in case she was bruised there. “Are you okay?”

“It hurts. My body hurts everywhere, but I don’t think they hit anything vital.”

“Come on, let’s get you home. Is it close?” he asked, helping her to her feet.

“It’s down the street and around the corner.” Naomi replied. She picked up her backpack, and Max grabbed his own, along with the fur denim jacket. He held her close as they made their way to her house. He wasn’t going to try and support her weight; their differences in size was much too great for that. As they approached her house, Max thought about how he was able to move and react like that. He had never been in a fight before, and he should have been laid out with the first punch, but it was like he knew what to do to maneuver around the Wolf Pack, exploit their weaknesses, and not get hit. He was still trying to understand the mysteries behind how this body worked, so soon after being released. The most important thing to him, though, was why he was developing the body of a girl.

Though now it didn’t seem like that big a problem anymore.

Naomi unlocked the door and let herself inside. She gestured for Max to follow suit. Max nodded and stepped inside.

“Come on, let’s get cleaned up.” Naomi said, leading him to her room. Getting to know Naomi for the past few weeks gave Max a good mental profile of what she was like, so her room came as no surprise to him. It was full of nerd stuff: a shelf full of books, science equipment, a telescope, a poster of the periodic elements and various scientific formulae, and a map of the Milky Way Galaxy. The room was clean and felt a little sterile, but at the same time it possessed character, as if to say “this is a place for learning.”

“Here. We can throw your clothes into the washing machine.” Naomi said as she undressed. Max undressed as well and handed the grass-stained clothes to her. After facing down a dozen wolf boys, he wasn’t feeling so self-conscious about his feminine body at the moment.

Naomi left the room for a minute, then came back.

“Alright, they’re in the wash. Now let’s go clean up in the shower, too.” she said. She took Max by the hand and led him to the bathroom in the hallway just outside of her room. Inside the bathroom, instead of a bathtub, there was a shower stall with semi-transparent glass walls. It was large enough for two adults, which was plenty of space for two children.

Max stepped in with Naomi as she turned the shower head on. He wasn’t shy about being naked in the shower stall with her. He had since calmed down from the fight, but all sense of self-consciousness about his body seemed to be gone. He was also not so shy about seeing her naked, either. In fact, he took the opportunity to study her body in detail.

She was thickly built. Lean and muscular, Naomi had the build of a high schooler than a fifth grader. Her arms were twice as thick as Max’s, and she had a flat, smooth stomach with slightly defined abs. Her long tail was also thick and formidable; if she swung at him with it, it was likely to lay him out flat.

“Does it hurt?” Max asked as Naomi winced as she washed herself off.

“A little.” she said. “Thankfully I’m very durable. I don’t think any of the other girls would be in as good a shape if they pulled that stunt.”

“Yeah.”

“I do want you to know how thankful I am for you saving me.” Naomi slowly wrapped her arms around Max and held him close. Her chest was warm and firm. Because of their size difference, Max’s face pressed into her chest, which was only just starting to bud from the imminent onset of puberty.

“It was nothing. After all, you saved me, too.” he said. He slowly snaked his arms around her as well, resting them on her hips. He didn’t tighten his grip in fear of agitating any of her bruises.

“So we’re even. Still, I want to thank you for doing that.” she said. “I mean… if you want to. If you like me in that way.”

"I… I do." Max's face flushed a deep red, and his dick erected between Naomi's legs. "I like you a lot."

"I'm glad. Now come on. Let's go dry off and then warm up in my room."

Naomi turned the water off and both of them stepped out of the shower. They each grabbed a towel from the stack on a shelf where various sundries were stored. They dried themselves off, then returned to Naomi's room.

Naomi pulled the comforter back and climbed into the bed. She rolled over so she was facing Max and patted invitingly on the mattress.

"Don't be shy. Climb on in." She said. Max's heart was pounding in his chest again. He realized that this was going a step further than the wild, spontaneous sex he had with the other girls. This was much more intimate.

"A-aren't you worried that your parents will be home soon?" He asked as he climbed into bed with her. He realized shortly after entering the house that no one else was home.

"Don't worry about that." Naomi said. She threw the comforter back over them, then pulled him in closer. "They work late at the marine biology lab, so we have plenty of time to ourselves."

"O-okay." Max cuddled with Naomi, allowing himself to relax in her arms. His dick pressed against her abdomen, brushing against the stiff bristles.

"This feels… good." Max whispered. His heart was fluttering, and he could feel this warmth tingling throughout his body that was unlike anything he ever felt before. Not even sex could compare to it.

"I'm starting to feel very warm… down there." Naomi said. "Are you ready, Max?"

"Yeah." For the first time when about to have sex, Max was actually looking forward to it. It's not that he didn't like the other times; they happened so suddenly and spontaneously that he didn't have time to appreciate them.

Naomi rolled with him onto her back. Max propped himself up on his elbows and looked down to better see where he was aiming his little todger. It was pressing against her labia and directed upwards. He moved back and guided it to point directly at the slit. Then he pushed forward and slipped in between the folds.

"Nnh!" Max shivered as he pushed all the way down to the base. Naomi was tight and rippling with muscles. She clenched down tightly around him once he was inside. It was like her pussy was hugging his dick!

"That's good, Max. Now come on, thrust into me." Naomi urged on. "And try to move your penis up against the top of the inside of my vagina, if you can. That's where it feels best for me."

“Okay.”

Max did as he was instructed, thrusting into her and slightly upward to stimulate the “roof” of her vagina. It was a little awkward, so he defaulted to a regular angle and hoped that Naomi still felt good from it. What he did know is that it felt good to him regardless. He liked how her tight muscles gripped him and how her large body was like a mattress in and of itself. Something about her size and her arms around him made him feel comfortable and secure, which was silly, considering that he was the one who saved her.

“Mmn! Oh wow, I didn’t think this would feel this good!” Naomi gasped.

“Have you ever done this before?” Max asked without breaking his stride.

“No, but I wanted to ever since I saw you and Kylie do it. You both looked like you were having a blast! And… I didn’t mind if you were my first time.”

“Naomi…”

He stared up at her for a moment, mouth slightly agape. Then, without hesitation, he leaned in and gave her a deep kiss on the lips. Naomi’s eyes widened, but she quickly got into it too, and placed a hand on the back of Max’s head to prevent him from pulling away. Being held this close to her body, he was unable to continue thrusting into her in a meaningful way, so he instead started rolling his hips around, hoping to make himself feel good and hopefully stimulate that sweet spot Naomi mentioned in the process.

He didn’t even do it for a few seconds when Naomi squealed into his mouth, causing them both to break away from the kiss. Her vaginal muscles clenched down around him with a death grip for a second or two before relaxing again.

“Muh… Max!” she gasped.

"What's wrong?" He asked.

"N-nothing. You just… rubbed that sensitive spot inside me…"

"Do you want me to keep doing it?"

"Yes! I want to have an orgasm!"

Max nodded his head and continued to grind his hips into her. The head of his dick was tingling. For whatever reason, it was much more sensitive when it was inside a girl like this. Through it, he could feel every small movement she made, every breath she took. It all felt so good, it was actually making him dizzy.

"Nuh… Naomi, I think I'm about to have my orgasm."

"I'm getting close, too!" Naomi moaned. Her limbs constricted around Max and pulled her so close to her body, he thought she might break him.

His orgasm was the most intense and fulfilling one yet. He felt like he was floating on a cloud, and that cloud was Naomi's body. She hit her climax seconds after he did. She threw her head back and stared blankly up at the ceiling. Her vision exploded in a shower of fireworks, and her loins down to her fingers were tingling with this unique euphoria.

"Ohhhhh…. Wow, that was even better than I imagined!" Naomi sighed contentedly. Max straightened out his legs and rested on top of her.

"I liked that a lot more than the times I had sex with the others." Max said. "I really like you, Naomi."

"Aww, you really mean it?" She asked.

"Yeah. You're strong and smart, and you are always so nice to me."

"Even though I restrained you when we were finding out your secret?"

"Eehhh, I'm kinda glad you did. " Max said. "It helped me come to terms with what I am. And I know now what I want to do, and I'm cool with it. I just… need to tell the other girls when we next see them."

"I'll send them a text later." Naomi said. She gave Max another kiss. "We still have some time before your clothes are clean and dry. Until then, I want to have you all to myself."

• * *

Several hours later, as the sun was beginning to set, the other girls arrived at Naomi's house, where she and Max were waiting outside for them. By this time, Max’s clothes had come out of the wash and he put them back on.

“Oh my god, are you okay, Naomi?” Chelsea asked as they approached the front porch. Naomi had sent them a text explaining what had happened less than half an hour ago.

“It still hurts, but you can thank Max for saving me from it being worse.” Naomi replied. Chelsea ran up and gave Max a tight hug.

“Ooh, thank you, Max!” she exclaimed.

“Not too shabby, takin’ on the Wolf Pack like that.” Kylie said.

“That was so… reckless, fighting so many of them!” Samantha said angrily, but then her expression softened. “But I am glad you saved Naomi.”

Lizzy looked among the other girls and Max, then shrugged her shoulders.

“Ah, what can I say? You did good, Max.” she admitted.

“I couldn’t just let them do that. They were beating up one of my friends.” Max said. Chelsea broke away from the hug. “Actually, while you’re all here, I wanted to talk to you about… this.” he gestured towards himself and the girl’s clothes he was wearing.

“Oh, Max, I know you really don’t like wearing girl’s clothes.” Chelsea said. “I just thought they looked so nice on you. I guess I got carried away.”

“Actually, I’m thinking of switching over to them. Permanently.”

“WHAT?!” there was a chorus of exclamations from the girls.

“When did you decide this?” Naomi asked.

“It kind of started last night. It’s… complicated.” Max said hesitantly. “I am slowly developing a girl’s body, and I don’t exactly know why or how, but it’s making it difficult to continue to wear boy’s clothes. They just don’t fit me like they used to. Since I started wearing girl’s clothes, it feels… right? Like, they actually fit me.”

“But I thought you hated girly things.” Chelsea said. “You hesitated so much when you came into my room the first time.”

“Well yeah, but… I don’t know. I thought that boys were supposed to be into boy things and girls were supposed to be into girl things.” Max explained, pacing up and down the front porch. “I mean, I do actually like action movies and wrestling, but…” he cracked a small smile. “I did actually kinda enjoy watching My Little Pony with you. I also liked dancing with you, and the tea party.”

“Wait, you actually enjoyed it?” Samantha asked.

“Yeah. You were all really nice to me. You dressed me up like a girl and did girly things with me and you didn’t mock me for it once. Those wolf boys were definitely going to make fun of me. They WERE making fun of me.”

“But that doesn’t matter because you beat the snot out of them!” Kylie said.

“And if they want to come at me, I’ll do it again.” Max said assuredly. “Still… I’m not fully a boy, and I’m not fully a girl. I’m somewhere in between, and I want to be a little of both. The parts that I actually like.”

“That’s not a problem with me.” Chelsea said. “I mean, it’s all about being yourself, right?”

“I’m down with that. Maybe one day you can show me what’s so great about video games.” Kylie said.

“I know what parts I like…” Lizzy said, giving Max a knowing look.

“Wait, what do you mean by that?” Samantha asked.

“So with that being said, do you want to go watch a wrestling match?” Chelsea asked. “Is there one on right now? Do you have one recorded?”

“You don’t need to force yourself to watch what I like, it’s okay.” Max said.

“No no, fair’s fair. Besides, I might actually enjoy it.”

“Umm, actually, I think I have a compromise.” Naomi said. “I heard there’s this new show on Netflix called She-Ra and the Princesses of Power. It’s about a girl who finds a magic sword and becomes a hero who fights against evil.”

“That sounds pretty awesome! It’s got action and girls in it!” Chelsea said.

“Yeah, I’ll second that.” Max said. “I’ve tried a bunch of new things, lately. I might like this one, too.”

“Then it’s settled. We’ll give this She-Ra show a watch.”

“Let’s go watch it at Chelsea’s!” Kylie exclaimed. “She’s got the best setup!”

The six of them left Naomi’s house down the street towards Chelsea’s. Max smiled. For the first time in a long while, he felt like he was in the right place. Whatever came next, he was no longer afraid of it.