Story – Plane Trip

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This is a story written by Solstice38 (deviantArt Account here). 

Note from the Author Solstice

Background: This story is an adaption of pages 240-256 of GLU042 comic titled ‘Rebel’. The characters involved are Commander Luna Masters, General Hannah Stromberg, General Bill Riggs, Olivia Carter, Lieutenant Ultima Montgomery, Roger Benton, Alexander Dunn, Lorraine Sigler (act) and Maxine Baas.

You can expect, Breast Expansion, Butt Expansion, Giantess Growth, Male Muscle Growth and M/F Sexual Interactions.

The setup is that Hannah Stromberg has successfully developed a super soldier serum through the Army’s energy research program and Benton was the first successful test subject, and now has an enhanced body resembling Captain America. The crew is on their way to Washington D.C. for a special presentation to show off the success of the program. Shenanigans ensue of course!

Note from Ready Art: Feedback is welcome of course but please use your common sense and civility. Critical comments are always welcome whereas simply complaining and snarky comments are not. This is a small community folks and you get nothing from tearing people down. 


Attention personnel, we have reached our cruising altitude of thirty-six thousand feet, you are now free to move about the cabin, eta to Washington Reagan National is three and a half hours,” the gravelly voice of the pilot echoed through the PA system of the Boeing 747 as the seatbelt lights turned off and the cabin lights illuminated slowly. The thunderous yet steady hum from the aircraft engines was soon accompanied by the hustle and bustle as military personnel made way for the bar and the bathroom, not necessarily in that order. “Hrrrrrrrrghhh!” Luna grimaced stretching her arms outward attempting to work out the kinks built up from numerous hours hunched over microscopes and calibrating equipment. Her hands fell downward and burrowed between her protruding bosom and her pillowy thighs in an attempt to unfasten her seatbelt, the last barrier to her freedom of movement. “I should have insisted on a suborbital transport for this trip, the sooner we get to D.C. the better, not to mention the seats are roomier…” Luna pondered as she sucked in her stomach to get more slack in the seatbelt digging into her supple waist as her hands tried to find purchase on the buckle. Normally when flying Luna wore her specialized decom uniform that allowed both for ease of movement and support/compression of her ample “assets”. But today she had that suit packed in her suitcase, and instead was wearing her formal military ceremony uniform. For Luna, her formal attire was in an ever-evolving state based on the fluctuating size of her bust and at present time her size was particularly encumbering. Ever since the discovery of her battery ability Luna had founder it harder not to be at the center of one growth epidemic after another, and the effects were easily visible in her cumbersome bust that protruded outward emphatically from her svelte five-foot eight frame. Not even her custom-made long-sleeve side-button down jacket could circumnavigate her current fifty-eight-inch bustline and so Luna had to opt for one of her spare high-collar U.N.S.A. formal jackets with some slight modifications. Her personal seamstress had graciously undertaken the job of overlaying gold buttons on either side of the jacket and ran strings to loop between both sides to hold the jacket together. *Click* Luna unleashed a sigh of relief as the belt relinquished its firm hug around her waist and she turned to her left to check on the companion seated to her left. “I wonder why Hannah opted for residential seating this time?” Luna puzzled before concluding that probably anywhere on the plane was better than being stuck in first class with the higher-ups.

“A toast, to the successful synthesis and stabilization of our first super soldier!” General Bill Riggs declared jovially as he held up a glass of champagne to his seat neighbor Oliva Carter. “Indeed, and quite the redemption story for Benton I would say. But honestly Bill wouldn’t a toast be more appropriate after the presentation?” Oliva cocked an eyebrow playfully as she reluctantly clinked glasses with the general and sipped contemplatively on her frosty mimosa. “Redemption is right Carter; Benton has cost the government millions ever since he came on the radar with the prom night incident. BUT…this breakthrough will allow people to see him in a new light!” Bill grimaced gulping down his drink voraciously. “Slow down cowboy, we’re barely halfway to DC, at this rate we’ll have to drop you off in Chicago!” Olivia smirked sarcastically at Bill as he reclined in his chair, bringing his service cap down over his forehead. “Heh, I find a little inebriation goes a long way when it comes to dealing with our co-workers in ‘off-the-clock’ mode…” Bill grunted, a sheepish but content smile stretching across his stubbled face. “Oh please, at least none of those ‘co-workers’ are actually related to you,” Olivia sighed swirling her drink listlessly. “Wait, are you telling me our sweet little angel Ultima gives you some sort of grief?” Bill’s sarcasm was palpable. “Ha-ha, very funny, we get along fine but honestly I don’t interact with her nearly as much as you’d think, at least not now that she’s always in the Lab. Now she can glom on to plenty of other people besides her dear Ollie,” Olivia remarked staring longingly outside the plane window at the thick layer of clouds beneath the plane. “By the way, where is the lady of the hour? I thought Stromberg would be up here hamming it up with the top brass like everyone else.” “I think maybe she wanted some alone time to prep for the presentation, I saw Masters seated in the back section when we were boarding, so Stromberg’s probably there too. Those two are always joined at the hip,” Bill said, stifling a yawn. “Well, hopefully Masters’ tendency for causing growth outbreaks doesn’t rub off too easily. Hannah’s deserves a big win this time. She’s put her all into making this program successful,” Olivia crossed her arms remembering the ups and downs of the last two years working at the Killian Military complex. “A word of advice, Carter, in this business nobody wins unless the powers that be want you to win,” Bill muttered, his hand stroking his chin. “What the heck does that mean?” Olivia turned and raised an eyebrow toward Bill. “It means that Stromberg is no less a loose cannon than good ole ‘fast and frisky’ Masters, she just manages to keep up appearances a bit better. But she cut corners in rolling out this demo, without a doubt.” “You think there’s going to be…um…issues?” Olivia trailed off nervously. “I’m counting on it.” Bill’s eyes twinkled from beneath his service cap before he closed them again and seemed to fall asleep until a shadow fell across his resting form. “OHH OOOOLLLIIEEE!!” Ultima’s voice sang out in a greeting with such vigor Olivia (almost) felt bad for Bill who jerked awake so hard he dropped his service cap on the floor. “For goodness sake Montgomery! Leave some energy for the presentation!” Bill grunted as he tried to play off being thoroughly shook. “Sorry General! I just wanted to check on Mr. Benton to make sure he’s doing alright! Do you know where he is?” Ultima beamed at her commanding officer before looking down at her sister pleadingly, doe eyes sparkling. “Your guess is as good as mine, I haven’t seen him come through this area, so he should be with you all in Business Class on the Second Level. Maybe he’s using the lavatory?” Olivia chirped eyeing her sister in her patented discreet but discerning manner. “I’ve seen that look in her eyes too many times” Olivia mused to herself. “Remember Ultima Benton needs plenty of RESTfor the long day ahead in D.C.,” she added gingerly. Ultima’s eyes narrowed slightly, and Olivia felt a slight chill go down her spine. “Yes of course! Well since I’m the head of the science team I’ll make sure Mr. Benton is nice and refreshed for the big presentation! Don’t you worry!” Ultima beamed, leaning forward just enough that her NN-cup chest rested ever so firmly on Olivia’s shoulder, lingering just long enough for Olivia to register the hint. “Well THANKS for the tip Ollie! Hehe!” Ultima spun and flew back up the stairs toward business class, the audible stretching and rending of fabric echoing as her bust gave her undergarments the fight of their life in containing her mountainous rack. *Sigh* “Looks like she is in one of those moods again…” Olivia sighed massaging her forehead. “Is this different from normal?” Bill asked, already settled back into his previous reclined position. “Not necessarily, I’ve always looked at Ultima as the princess of the family, she was perfect in every way, and she was the oldest so of course she could have whatever she wanted. But now…even in the military…she still adopts the same outlook, despite the reality being entirely different.” Olivia sighed complacently. “Sounds like she needs a reality check,” Bill muttered fidgeting in a desperate search for the perfect spot in his plush airline seat. “Oh please, if you’ve spent any time with Ultima, you know that she will turn the world upside down before that happens. Back when we were in elementary school, I made a stuffed frog to get my Crochet Badge for Girl Scouts. It was the cutest thing and Ultima loved it, so I let her borrow it of course. Then the day came where I needed to demonstrate what I learned, and I needed the frog for show and tell so I took it back briefly to get school credit. As soon as I got home, I found Ultima having a temper tantrum so loud it felt like the house was shaking. It’s just the way she is, but now…working under Masters…I think those two are cut from the same cloth…and if they ever butt heads… I’d rather not be around for it.” “I’ll toast to that,” Bill murmured raising his glass from the reclined position toward Olivia. “*Sigh*…you’re probably ‘counting on that’too aren’t you?” Olivia muttered raising an eyebrow at Bill. “hehe…sure…why not?” Bill’s toothy grin disguised a slight cleft forming in his chin.

“Oh, Principal Bentonnnn!” a shrill voice pierced through the air as Benton walked down the corridor toward the gymnasium. With each step closer he could hear a dull pandemonium growing louder, confused shouts echoing down the hallway. “Principal Benton!” Yvette yelled as her heels clacked furiously on the linoleum floor. “Yes, Yvette what seems to be the problem?” Benton turned to address his student assistant as she looked up at him inquisitively, absentmindedly straightening her hair bun. “The problem, Mr. Benton…is that YOU’RE out of control!” Yvette seethed through her teeth at Benton. “Excuse me!? I have no idea what you’re talking about!” Benton exclaimed pensively as Yvette inched closer toward him. “You’re such a screw-up Benton! Why are you even here!?” another voice came from the shadows as a government agent in full decom gear approached, their visor darkened obscuring their face. “Pardon you but I WORK here!” Benton exclaimed spinning around on his heel almost losing his balance, his back bumping against a wall…a very soft wall. “Excuse me Benton, I will have to report this misconduct to the school administration,” the voice flowed past him like cool ice. “…Vidya?! But why? I’ve done nothing wrong…what h-happened to you?” Benton stammered as he turned around to see Vidya Sinjay, who was no longer the five-foot nine nymph he remembered, but a towering nine-foot-tall Amazonian goddess. His eyes moving up her toned waist past her globular breasts spilling above and underneath her crossed arms to her glasses resting unceremoniously in her cleavage. “YOU did this to me Benton, don’t you have any SELF CONTROL?” Vidya bent over casually releasing her breasts which swung barely above the floor, stretching down as far as Benton was tall. “I…I…I would never…,” Benton felt his dress shirt began to stick with perspiration, his hand subconsciously fingering his bow tie as he felt the building begin to shake. “Ladies, please! Give me a moment there must be a practical explanation!” Benton backed away from Vidya and Yvette to face the government agent who swiftly cuffed his hand before he could react. “EXCUSE me! What are you doing?!” Benton tried in vain to pull away from his captor but only got reeled in closer as they slowly started to tower over him, their helmet crashing into the ceiling tiles as they hunched over him, face to face. “Just trust us, this is for your own good, Benton, you wouldn’t understand the details,” the voice cooed in a mocking tone. “You…you…cannot decide this! It’s not my…my…my…” Benton felt the room closing in on him, his vision blocked by mountainous female bodies as soft flesh pressed in on him, blocking all exits. A thunderous *Crash* shook the room as the wall adjacent to Benton broke down launching him on his back. Looking up he saw a face he knew all too well…Luna Masters. She was huge, her face barely small enough to fit through the demolished wall, so close he could feel her hot breaths engulf him like a tornado. “Come on Benton! We never finished our last game of poker! Of course, you’re going to lose! But hey it’s not like you got anything better to do! HAhahahaHHAAA,” the force of Luna’s laughter shook Benton’s eardrums like an earthquake, and everything went dark as a humongous hand closed around him.

“GUh!” Benton jerked awake breathing heavily, his heartrate going at a mile an hour. Getting his bearings, he felt the cool breeze of the plane’s air vents and the low hum of the engines. Sighing, he fell back against the plush leather of his plane seat, relieved that the dream had not taken a more titillating turn. “Better freshen up for the remainder of the flight, life’s exciting enough right now without these nightmares, heheh…” Benton mused to himself as he gingerly began to lift himself out of his airline seat and head to the nearest lavatory. Despite the abrupt wake from his early flight snooze, Benton felt utterly pristine in ways he was still working to comprehend. As he walked down the aisle of the plane it felt like he was floating, his steps taking little to no effort. It was almost like, if he wanted to, he could support his entire body weight with a single pinky toe. His mind traveled back to the ramblings of a bubbly lab technician stating that his muscle mass had increased ten-fold, but the fibers were so dense and efficient he hardly weighed any more than his normal buck-eighty form pre-serum. His height had increased a modest four inches so he could finally stop lying about it on his dating profile, and his muscle mass mirrored the chiseled features of a Greek statue. His new dress shirt fit snugly around his sculpted upper body and tucked neatly into a pair of beige khakis supported by suspenders encircling his broad shoulders. Reaching out he delicately gripped the handle to the lavatory bathroom. Experience had already shown him how easy it was to dislodge doorknobs and hinges in this form. It had only been eighteen hours since undergoing the procedure to assimilate the super soldier serum and it was hard to adjust to the attention, especially being checked on constantly by dozens of personnel, who actually seemed to care! But the biggest change of all was the sense of pride and admiration directed at him, a true one-eighty flip from the disdain, disappointment, and outright annoyance that he was often subject to at Killian Base. In addition to all this was the irony that the super soldier serum’s success was linked inherently to Benton’s status as a super growth generator. It was common knowledge in the top brass that Benton’s energy generation capabilities defined the max scale for energy output in the same way that Luna and Ultima were the gold standard for storage capacity.

“Here’s the deal Benton, the super soldier serum feeds off of energy in order to enhance the body. In our initial test subjects, we were unable to find a stable balance, none of them could sustain the required energy potential. If this is not maintained the serum mutates to find more energy, causing growth symptoms,” Hannah had explained to Benton in their meeting before the procedure. “Your trump card, Benton, is your limitless energy potential. This serum will be able to feed on your excess energy without worry of draining you, allowing it to do its magic unabated. Of course, you will be monitored around the clock to make sure you are stable, and I would recommend staying away from any known triggers…I’m talking about Luna, Benton. It’s been a full month since you two had a growth escapade and I’d like to keep that streak going,” Hannah muttered, arms crossed raising an eyebrow skeptically at Benton. The flashback brought a slight flush to Benton’s cheeks as he stood in the airplane lavatory. “Heh…please…acting as if I have some sort of weird fascination with Masters…heh…that’s hilarious,” Benton chuckled as he flushed the toilet, turning to the sink to wash his hands, admiring the definition of the veins in his forearms. “If I had to guess, Commander Masters is quite fascinated with me, and it’s hard to be rid of a woman when she is tasked with curing you of a constantly mutating virus!” Benton smiled as his thoughts cycled back a couple hours to his conversation with Alexander at Killian Airport before the flight.

“Wow Mister B, are you excited to be traveling to DC? Sounds like a big break!” Alexander exclaimed excitedly sizing up Benton in his usual playful demeanor. “I can’t even imagine how Hannah did it, I mean Luna’s being supportive, but I can tell she doesn’t buy this as a real solution,” Alexander reflected nonchalantly. “I wouldn’t expect Masters to believe it, she’s far too deep in this subject to not understand the risks,” Benton sighed folding his arms as best he could without ripping his tight button down shirt. “The truth of the matter is that they simply exploited one of my unique energy traits to get their hack-job of a serum to work.” “Sounds dangerous, even if you are stable right now who’s to say how long that’ll last?” Alexander pondered scratching his hair beneath his cap. “Oh, come on, give me a little credit, I’ve already ascertained the means by which to subvert this serum. I’m just enjoying the benefits for the time being,” Benton whispered to Alexander sheepishly. “No kidding? Ha! You’re such a schemer Mister B! You gotta tell me the trick!” Alexander’s eyes lit up with excitement. “It’s simple, the serum molds me to this form because I let it feed on my latent energy. But I could easily divert this to other things, honestly whatever I want to focus on, it’s just that for now that is the serum. Honestly, the one pleasant thing about this growth virus is that, for all the research being poured into it, what really makes or breaks the outcome is the person, not the science. Throw all the data you want at it, if you don’t understand the person involved, the calculations always fall short,” Benton mused pensively, stroking his chin. “Wow Mister B, did the serum make you super wise by accident too?” Alexander’s look of awe was just a bit toogenuine for Benton. “Alexander!” Benton smiled playfully punching the agent on his shoulder. “Ahh! Take it easy there Mister B! I haven’t got a serum dose yet…heh!” Alexander chuckled rubbing his almost certainly-now-bruised shoulder. “The sad thing is, Alexander, I have been kind of an idiot over the last year, letting these government lackies use me as they please. Even with this presentation. It’s not for me, it’s for them. They get the promotions and pay raises while I stay a lab rat, waiting for them to test some new cockamamie prototype on me. My life was uprooted…and why…because I’m “unstable”. But we both know… Stromberg… Masters… Montgomery… they are just as bad if not worse, and now seems like the perfect time to remind everyone!” Benton’s smile stretched viciously across his angular face, his teeth shining like diamonds. “Oh man, well, just be careful Mister B, mixing it up with them…well…it can turn sideways real fast.” Alexander replied solemnly, the tole of years of mishaps with those three ladies written all across his face. “Ha! I’m counting on it!” Benton shouted as he hoisted a duffel bag over his shoulder to walk down the jet bridge to the plane entrance.

As he finished washing Benton once again gingerly grasped the handle to exit the lavatory but was met with a surprise as someone on the other side pulled the door open the rest of the way. Benton was unaware to this development as he was looking down, pre-emptively checking that his fly was zipped, and as he lifted his eyes to see who was in front, his field of view was quickly engulfed by an undulating mountain of boobage skillfully encased in a formal navy military jacket. The silky golden hair running down on both sides of shoulders and waterfalling off the gargantuan globes was the last piece Benton needed to identify the one who had approached him. “Oh, Miss Montgomery! Pardon me!” Benton placed a hand apologetically on his chest as he smiled at Ultima who returned a smile that was fit to outshine sun. “Oh no! Pardon me! I was simply checking in to see how you’re doing Mr. Benton, and if I must say you are looking quite well…*OOF*!” Suddenly the plane lurched, hitting an air pocket or two it rose and dipped in quick succession before stabilizing, but that was enough to send Ultima sideways her hand slipping from the lavatory door as she fell toward the cabin floor. Before Benton could even think of what was happening, his body reacted, stepping over Ultima with his left foot and kneeling down with his right leg, placing both hands behind her back to slow her descent until she was hanging just a few inches off the floor, supported only by Benton’s rippling arms. The two froze there for a few seconds, Ultima just trying to process what had occurred, and Benton trying to ignore the feeling of two soft mounds pressing against his biceps and chest. “Careful there…” Benton chuckled as he raised Ultima back to her feet, pivoting so that she could stand in front of him in the aisle as her pendulous breasts occupied all of the space between both rows of seats. “Wow!…So Fast!…Thank you Mr. Benton! Hahaha..” Ultima giggled pulling her hair back over her ear while holding onto a nearby seat’s headrest attempting to regain her composure. “Oh, don’t mention it…heh,” Benton attempted to shake off the compliment as he gazed down at Ultima, it was a curious experience, being now a few inches taller than her five-foot-ten frame. Her bust certainly didn’t look any smallerfrom higher up, if anything it was more prominent, obscuring her torso from Benton’s viewpoint due to her being so close, but her wide hips transcended the curve of her bust as she placed a hand on her waist cocking her hip to the side, her svelte pants audibly stretching over her bountiful curves. “No! Seriously, I’ve never seen anythinglike that! You’re like a Captain America!” Ultima cooed, wide-eyed clasping her hands together excitedly, elbows compressing her breasts forcing her light turquoise dress shirt under the jacket to bulge out at her neckline as the jacket buttons strained to keep everything contained. Transfixed, Benton mustered all his willpower to keep eye contact with Ultima, lest he make matters worse for her already highly taxed wardrobe. “Oh please, Miss Montgomery!” Benton chuckled admiring Ultima’s bright amber eyes. Her attention toward him was not unusual, the two had shared many friendly chats in passing during their time at Killian, but Ultima’s current demeanor conveyed a desire for possibly something more than just…chatting. “Oh, call me Ultima,” she chirped swiveling her body to continue down the aisle. “Ah, ok Ultima,” Benton smiled continuing down the aisle with her, admiring her pristine hourglass figure from behind. If he didn’t know better, he’d say she was giving her walk a bit more “hip sway” then was normal but most of all he admired her demeanor, which belied a truly comforting presence, providing a beautiful contrast to his more fraught interactions with Luna. “Speaking of which, Masters and Stromberg should be towards the back of the plane. This turbulence is as good a cover as any. Time to test my hypothesis!” Benton smiled as Ultima plopped down in the seat next to where he was supposed to be seated. “Is it all right if I sit with you?” Ultima politely inquired although at the time she had already wedged her rear end into the compact airplane seat. “Why, of course! I appreciate the company!” Benton replied carefully lowering himself into the seat next to the aisle. The seating had already felt cramped when he was by himself, but with Ultima to his immediate right, things were now truly intimate. His wide shoulders stretched into the aisle and the seat next to him and his legs extended under the seat in front of him searching for free space. As he settled in, he felt a weighty *smoosh* as his elbow was buried beneath Ultima’s left side-boob spilling over the armrest. “Tee-hee! Sorry Mr. Benton. I guess we both are a little ‘overgrown’ for these seats!” Ultima’s breasts shook as she giggled, and Benton thought he felt her heartbeats echoing through her warm flesh against his forearm. Suddenly the airplane cabin felt much hotter. “I’d better trigger Stromberg and Masters soon, or I may be indisposed by Ultima, with most of my energy locked up by the serum, she could decom me in a heartbeat…” Benton pondered intently. “You’re right Ultima, we both are a little outside the parameters of what society expects, but it’s kind of fun, isn’t it?” “MmmHmm!” Ultima nodded emphatically, sunlight from the plane window glinting off her dimples. “Gotta focus on Stromberg, she’ll take less effort to crack then Luna, hopefully…” Benton contemplated as he closed his eyes for a moment to focus on Hannah Stromberg. “Oh Stromberg, always so confident, so “in charge”, except when things don’t go according to plan…” Benton chuckled, he could see in his mind’s eye Hannah Stromberg, sitting with Luna, her sculpted athletic body hidden under a layer of formal military clothing, but yearning, longing to break free from the fabric constraints. “Do it, Stromberg, show them what you’re made of!” Benton grinned as he turned his attention back to Ultima. “By the way, you’re looking fantasticUltima,” he smiled as he put on his best smolder in an attempt to distract her from the growth waves permeating throughout the cabin.

“Well Hannah, you did it,” Luna sighed as she felt the wind from the plane’s AC flowing down through the neckline of her dress shirt in between her two gargantuan globes cooling them nicely. Sitting in the middle of the left-side row of seats on the airplane she glanced at Hannah, who was seated to her left, the light from the airplane window glinting off her auburn hair pulled back in her tight maroon headband and falling down to her shoulders. Hannah’s wide lips curled into a devilish smile as she was known to do when talking with Luna, raising one eyebrow as she playfully nudged Luna’s arm. “Oh please, YOU did it! I only improved upon it,” Hannah grinned crossing her arms innocently, making Luna smile. “Heh, well either way, you found a method to stabilize the growth energy,” Luna remarked reaching up to re-fasten the buttons of her dress shirt now that she had finished airing out the ‘girls’. “And you made a super soldier…though I’m pretty iffy on the volunteer,” Luna lifted a finger to the air to punctuate the statement, playfully returning back Hannah’s mock skeptical look. “Hah! Now, now…you know Benton loves it,” Hannah leaned toward Luna tugging her arm as if to say, “don’t worry so much”. “He loves it a little too much if you ask me…” Luna pondered internally, her legs fidgeting as she thought back on her many escapades with the troublesome test subject. “Yep, even Ultima is chasing him,” Luna remarked as she and Hannah both giggled sheepishly. “Oh Luna, it’s been too long since we’ve been able to catch up like this!” Hannah sighed fidgeting with her belt which cinched tightly around her toned waist hooking her army jacket uniform into her pants. “Yes, we’ve both got our multitude of responsibilities now, but it’s good to be able to celebrate an achievementfor once,” Luna replied, her breasts heaving with each breath as the she felt her forehead begin to perspire. “Oh yeah, this is going to be BIG Luna!” Hannah grunted as she stretched, arching her back and crossing her hands behind her head. Luna turned to look at Hannah noticing her silhouette appeared to take up more space than usual, her hips spreading outwards in the seat as her thighs clenched gaining inch over inch in diameter, her pants digging into her crotch. Hannah’s arched back scooted further and further away from the seat as her butt ripened beneath her squishing up against the back of the seat and slipping under the armrest as her glutes bulged out filling up her pants as they rode up her ankles, stopping at her calves bulged out like ripe melons ripping the vertical seams apart. Hannah’s breasts had surged outward a good five inches, pushing her sports bra to the limit, while her army jacket tugged upward on her pants as it was pulled upward to keep encircling her expanding breasts which had ripened to the size of perky cantaloupes from her normally constrained C-cups. Hannah’s eyes narrowed in a steely glare as she continued her stretch, feeling her back contort and elongate, her hands brushing the ceiling above her. “Big?” Luna asked nervously leaning back as she watched Hannah body gyrate as the buttons in her jacket drew taught on her expanding form. “Yes! The meeting! You know! When we land in DC!” Hannah slowly brought her hands down, beads of sweat glistening from her headband, her breaths running deep matching the slow inching of her bust as her chest begin to pool and bulge out the sides of her jacket. “Uh, are you ok?” Luna asked nervously but Hannah seemed to no longer be paying attention. “Is she actually growing?” Luna’s thoughts begin to split in ten different directions as she attempted to trace back their steps to find the cause for this, and there was only one thing that made sense. “Big…BigBIGMeeting…” Hannah muttered to herself, looking out the window of the airplane, her jacket beginning to reach its limit with containing her now watermelon sized breasts.

“Hannah, you seem distracted,” Bill Riggs took a long sip from his stout beer as the two sat at Zeke’s Bar on the outskirts of Las Vegas. “I’m fine Bill, nothing crazy going on in my life at the moment, and I’d like to keep it that way,” Hannah gulped down another glass of pale ale, wincing and lamenting the fact that she had not eaten before joining Bill for happy hour. “Look, I get it, you had quite a run back when we had to contain Naomi, I know you like going on missions, especially if they have a risk of growing. If you’re feeling burnt out, why not just start a new project?” Bill rested his glass next to his hat, signaling the bartender for a refill. “I have several projects I’m currently overseeing…” Hannah said exasperatingly before Bill cut her off. “I mean YOUR personal project. Something that when people see it, they say, WOW, General Stromberg really knocked it out of the park on this one. It’s a great way to get your name off the short list with the higher-ups, and then when you do inevitably have an incident like with Furihara, no one bats an eye,” Bill smirked sliding a modest tip to the bartender for his last drink. “Heh, you’re not wrong Bill, you know what they say. Go big or go home…,” she muttered staring longingly at her foggy reflection in the mirror sitting across from them. “What was that?” Bill cocked an ear as his glass rumbled, the aftershocks from a passenger jet passing over the bar to land in Las Vegas. “I said…go…big…heh…big…biiig…,” Hannah watched as her reflection in the mirror slowly grew in bust size first one, then two cup sizes, the pillowy flesh spilling out the front of her jacket and resting on the bar table in front of her. The bigger she got, the blurrier the reflection became as Hannah’s thoughts melded with the present and she remembered her current situation sitting in the seat of the airplane. Her body was fighting a winning battle against her clothes as her breasts, legs and butt continued to surge larger in volume at a steady pace. “Heh, no real point in fighting it anyway…” Hannah’s thoughts trailed off as she gave in to her bodies thunderous demand and desire, to grow.

“Me! ME BIG!” Hannah yelled so strong and forcefully she made Luna jump in surprise as the first button simultaneously rocketed away from Hannah’s expanding mammaries arcing off into the seats in front of them. “BIG!! BIG!” The crazy fervor in Hannah’s voice was matched in audacity only by the wicked smile stretching across her face, her eyes wide in excitement as she willed, shoutedherself onward like a marathon runner encouraging themself to finish a race. Reaching down Hannah grabbed both armrests of the seat as her head shook and forth, her headband falling off as buttons rained down onto the floor as her outer jacket split apart letting her breasts *plop* down onto her bulging thighs supported only by her button-down shirt and an alreadysnapped sports bra. The chair groaned as Hannah thrashed from side to side, her thighs becoming too wide to fit comfortably in the seat. “Space…Neeeed, SPACE,” Hannah moaned, spreading her legs open, cracking apart an armrest with viscous strength, the motion splitting her pants from the front down the middle exposing her nether regions (not that she noticed). “Gonna grow BIG! G-G-Grow!” Hannah howled as her shins pressed into the chair in front of her, and her butt grew big enough to fill the whole seat, pushing her out and upward till her head hit the ceiling of the cabin, her breasts bursting out of the button-down and spilling to either side of her leg, leaking a bright viscous fluid. “GRAH!” with a mighty thrash, Hannah pushed, and the sound of twisting metal filled the cabin as she pushed forward the seats in front of her, their bases tearing from the metal bracing in the plane as her legs extended into the adjacent rows, her right breast now resting and pulsating in the seat where Luna had just been. “Shit, it’s the super soldier serum,” Luna’s brow furrowed as she watched Hannah moan as she tried to grab a nipple with one hand to milk some relief while the other slipped down to crotch to take care of a differentorder of business. “Not Good, she’s leaking energy, at this rate the whole plane will be infected, need to stop this,” Luna’s thoughts began to race as she felt a familiar strain on the front of her bosom as the ropes holding both sides of her jacket together began to dig into her flesh, stretched tight by her growing sweater puppies. Her dress shirt was already stretched to its max, having been untucked from her trousers with the buttons holding on for dear life, her heavy-duty bra peeking through the fourth and fifth buttons as her breasts rumbled letting her know that time was short before she’d be in Hannah’s predicament. “LUNA! Luna BIG!” Hannah’s maniacal cackles followed Luna as she carefully made her way down the aisle toward the door to the next passenger section, crossing her arms underneath to lift her engorged breasts to keep them from smacking the passenger headrests as she went.

The source has to be Benton, either on purpose or by accident he’s the cause, but also the solution. If I can just figure out a way to decom him…” Luna’s mind raced as she heard a cacophony of grunts and groans emanating from the passengers as she passed by, the sound of fabric rubbing together as her thighs filled up the remaining width in the area. She had to squeeze past each row with a hurried “Pardon me!” until the plane lurched, sending her sideways against an empty seat, her right breast smooshing into it and sending fireworks through her brain from the pressure on her nipple. “urgghhk…so much energy in here…can’t absorb too much…gotta get to Benton,” Luna bit her lip as she regained her balance, noticing two tassels had now snapped and a button on her dress shirt had given way, her bosom searching for freedom from every possible exit in her taxed outfit. *RRIIPPP* Luna’s breath caught as she felt a cool breeze flowing past her exposed buttocks as the seat of her pants split open, her panties having already travelled so far up her crack she may as well have not been wearing any. “No time…gotta offload some energy…and need to get to Benton… focus Luna,” she thought to herself as she closed her eye, hearing a loud *Snap* and feeling the subsequent relief of pressure from her back as her bra sacrificed to the unrelenting load of her bust. Her body was shaking uncontrollably, her stomach muscles contracting as she leaned forward, doubled over feeling her pants split completely in half as her knees bent feeling a massive surge of pressure. “Can’t controlSo much…so… powerful…!” Luna’s thought became a blur, but her goal remained clear, her eyes opened unleashing a fiery glow as her body rapidly absorbed adjacent energy in the cabin, her hair levitating slowly. *WHHiiiiZAAM* in a bright flash Luna felt the cabin distort around her and her senses go dull, until with a dull *BANG*, they came back, and she was standing in the premium economy section of the aircraft. Just two rows in front she could recognize Ultima’s smooth brushed back golden hair and the outline of Benton’s oversize square glasses extending out past his now well-defined cheek bones. “That was…teleportation…without a transport system?” Luna marveled at how efficient it had been, albeit over a short distance, and although her size had not reset, she had at least not grown any further.

As she stepped up closer to happily conversing pair, she felt herself go light-headed as a thick wave a of energy passed through her. “*ufff*…Ultima seems to be doing a decent job staving off Benton’s excess in this area, but somehow more energy is still finding its way to people remotely…got to isolate him,” Luna’s hand grasped firmly onto Benton’s seat as she bent over, trying to not bring more attention to herself than necessary, feeling the weight of her breasts as they sagged down to her knees. “-so that’s why I always make sure to taste test food now when I cook!” Luna could hear Ultima and Benton conversing nonchalantly still unaware of her presence. “Always having fun, not a care in the world as usual,” Luna thought as she audibly cleared her throat *aHEM* interrupting the duo’s banter. “Luna!?!” Ultima’s voice dripped with surprise and annoyance as she leaned forward surprised to see her commander, and in tattered clothes no less. “Say, do you mind if I steal Benton for a moment?” Luna asked in a tone clearly indicating she was not really asking. “Hmph!” Ultima grunted looking away from Luna who swiftly grabbed Benton’s arm to pull him towards the mess room located a few rows back in the cabin, the last few tassels keeping her jacket tied together snapping quickly as her bust undulated with each hurried step. Following behind Luna, Benton could not help but chuckle to himself at the commander’s obviously overwhelmed outfit. “No time to change clothes eh Luna. You’re barely holding on, I must have done quite a number on Hannah…I wonder what her play is now…” Benton could already feel his clothes tightening in anticipation, or maybe it was the reaction to Luna’s excess growth energy. “She should know we can’t be together during a growth outbreak, she’s clearly desperate, let’s see what she’s really about…” Benton mused as his eyes dropped to Luna’s pants which still clung on to her, skintight from the thigh down but completely destroyed around her crotch. “I knew we shouldn’t have given this buffoon the serum. If he won’t cooperate then I’ll have to call for an emergency landing while there’s still time,” Luna pondered as she swung open the door to the mess room, ushering Benton inside.

The area would have been relatively spacious for two normal-sized people with a bar area for preparing drinks and a bench for stewardesses to sit in on the opposite side, but the already swollen Benton and Luna just barely managed to squeeze onto the bench, both encroaching readily on each other’s personal space. “What’s going on Miss-…um…Commander Masters?” Benton folded his arms solemnly, his biceps slowly gaining girth, his pectorals bulging, stretching his suspenders taut. “I have a…pressing…matter to discuss,” Luna said as she closed the door to the room. “I’ve got nothing to say to you, you’re impossible to know,” Benton said glancing away as Luna did her best to squeeze onto the bench next to him, feeling the cold fabric of the chair against her exposed rear and her left boob wedging itself under Benton’s left bicep. “Benton, listen. The super soldier energy isn’t working, growth anomalies are happening on the plane. Perhaps you could absorb or contain it? Whatever it takes to put a damper on the effects, right now we just don’t know much about how it works,” Luna explained, her arms resting on the ledge behind the bench as three more buttons from her dress shirt flew off smacking the cabinets opposite her, her boobs now resting on her lap, extending almost all the way out to her knees like two sacks of flour. “PSSH!” Benton scoffed as he leaned back, and rested his arms on the ledge, his dress shirt flying open in front while his sleeves ripped along the arms, in the process exposing row after row of sculpted abdominals, his cock surging up and out halted only by his suspenders keeping it at a vertical salute. “Ha-ha! All you want is out of your pants and onto my cock. Looks like you’re already halfway there, so I’ll give you a handicap. Let’s see who can stay in their clothes the longest. If you win, I might help,” Benton smirked, his broken bow tie resting in the clavicle of his tree trunk neck. “*Hiccup*” Luna’s breath caught in her throat as she felt a surge in Benton’s growth energy overwhelming her. Her hair lengthened, flowing down over her shoulders and her breasts rose up to meet them growing rounder and more taught, like two bean bag chairs each one as wide as the door she had just came through. “*Grrrr*…,” Luna clutched her chest as she tried to remain focused…tried to stay in control. “We don’t have time for stupid games!” Luna grunted as she felt the fabric tearing around the last button in her dress shirt, “people… at risk…” she mumbled. “What’s wrong? Can’t handle it?” Benton boomed from above Luna, his neck muscles quickly outpacing the size of his head, his chest nearly as wide as Luna’s tits. “Ahhh!” Luna groaned as her legs twitched, her thighs finally busting apart the legs of her pants letting her flesh breath in the open air, the tattered remains slipping to the floor. Turning his body sideways Benton pivoted toward Luna delicately sliding his four-foot cock in between her two mountainous breasts the tip twitching anxiously in front of her face as Luna wrestled with the remains of her dress shirt which had become like a string leotard for her burgeoning bustline. “We haven’t got time for this you arrogant man!” She yelled in vain as she felt her body quivering uncontrollably, the desire welling up within in her for some kind of release, overriding any former itinerary. “I think we do, don’t you?” Benton cackled as he slipped a large hand behind Luna’s back, clasping it around her slender waist while the other slipped underneath and lifted her gigantic left breast, taking hold of the left side of her waist. “*Huff*” Luna exhaled as Benton squeezed and gently lifted her up in the air, her legs dangling freely in the air until they seized up, knees pulling inward smooshing up against her chest as she felt an oversized suitor knocking at the front door of her crotch, her vaginal lips parting willingly to accept the rock-hard member. “Let’s team up, shall we?” Benton chortled as he released his hands from Luna’s waist to squeeze her quivering breasts, teasing the smooth areolae around her swollen nipples. “GUNHHH!!!” Luna’s face contorted, eyes closed, teeth grit so hard she could have pierced concrete as gravity took over guiding Benton’s engorged phallus as it went spelunking it’s way foot by foot up her vagina. The member was at least two feet-wide, basically the current width of Luna’s torso and although her hips were a great deal wider, the size of it still sent tremors throughout her body as she felt herself and Benton’s energy intertwine, her toes curling from the waves of pleasure as her pillowy buttocks *PLAPPED* repeatedly against Benton’s bowling ball-sized balls, dutifully earning her mile-high card.

“So, you’re saying this serum is not the real deal?” Lorraine pouted, her lips puckered in disappointment as she leaned against the wall, arms folded, staring at her partner Maxine Baas. “Of course not, you should know by now Sigler, Marceau keeps a tight watch on the Army’s research methods, believe you me, if the Army stumbles on anything big we’d be the first to hear about it,” Maxine smirked, standing against the wall opposite Lorraine, hand resting on the slope of her cocked hip as she glanced toward the cockpit in the adjacent room. “Fair enough, it just got me hopeful that we’d have some new samples to test in addressing my…*ahem*…condition,” Lorraine tilted her head to the side gazing devilishly up at Maxine. “Oh please, you say it like it’s a burden, I’ve seen plenty of recruits that despise growing, especially after undergoing testing at the coalition …but YOU…you enjoy the heck out of it,” Maxine smiled pointing a finger at Lorraine who threw her hands up in playful “guilty as charged” gesture. “Honestly, I was hoping they could use it to help me hit a new record, or at least maintain the effects longer…” Lorraine sighed her eyes rolling back, lips parted as she remembered the pressure…the immense magnitude of her body. “Sigler, please keep it together,” Maxine said playfully, her brow furrowed throwing a relaxed but annoyed look at Maxine. “HahehHeHe!” Lorraine chuckled, her hand over her mouth so as not to disturb the pilot in the adjacent room, “Oh Baas, I really enjoy messing with you, it’s almost as if you think you could somehow contain me…fascinating.” Lorraine’s eyes widened as she took a step off the wall closer to Maxine. “No games right now Lorraine, I need to focus on distribution of energy among the passengers, at this rate we’ll have an outbreak any minute,” she said bringing up her hand to show her watch, a red indicator showing a spike in growth energy throughout the plane. “Ten seconds then, a quick match,” Lorraine said taking another step toward Maxine, both hands on her hips, her bangs falling over her eyes as she lowered her head. “*Sigh*…aren’t you at a disadvantage with your limiters on? Fine, I guess if it’ll be quick. Loser buys drinks?” Maxine smiled looking at Lorraine. “Yes, AND they have to lead karaoke night next time we go space-side!” Lorraine chirped raising a challenging eyebrow at Maxine. “Well, that’s kind of a win for you either way!” Maxine grimaced straightening her posture and squaring off against Lorraine. “Alright Sigler, the ten seconds starts…now,” Maxine tapped on her watch to start the countdown. The two were standing in the middle of the cabin room, about two feet apart, Maxine towering over Sigler’s four-foot-eleven frame. Lorraine’s face was supremely calm, the stoic poker face of someone who was used to pulling all night security shifts, never letting their guard down. Maxine felt a slow buildup of energy in her core, nothing out of the ordinary for her though. Her unique growth trait allowed her to absorb massive amounts of energy like a battery, but unlike a battery, she could neutralize the energy and transfer it to any nearby humans within a mile radius. As such she was coded as a Capacitor growth type for her ability to both store and offload energy extremely quickly. “Two seconds in and she’s barely managing to fill up my reserves,” Maxine chuckled inwardly trying to get a read on how much Lorraine was really exerting herself. “Really Sigler? Is this all you go-…gu…guh…GUH…*Gorble*” Maxine’s eye’s widened as her hand shot up to her mouth, her core contracting as she felt her internal reserves go immediately from moderately full to drastically overfilled. “So…MUCH…can’t transfer…fast enough!” Maxine’s body began to shake as energy invaded every available pore of her body. Slowly Lorraine’s poker face morphed giving way to a much more intense stare drilling into Maxine’s core. “Your ability is beautifully simple and effective Baas, but this is a bad matchup, all I have to do is overload you and clog your pipes, then you’re just like any other energy absorber,” Lorraine’s voice echoed in Maxine’s head as the pairs energy frequencies intertwined, Lorrain’s gentle humming glazing over Maxine’s thoughts as she tried to maintain composure, hand over her stomach as her body convulsed with involuntary hiccups. “5…,” Lorraine’ s voice interrupted Maxine’s guttural groans as she counted down the remaining seconds. “T-..To…TooMUuuch…*Blarglr*” Maxine’s head tilted back and her mouth gaped open as a viscous lime green gas poured out of her flowing up into the airplane’s ventilation system. A deep rumbling emanated throughout Maxine’s body, like a volcano that was about to erupt, her eye’s glowing the same green color as the gas leaking from her orifices. A sharp *snap* echoed as the band holding her ponytail sprung off as her hazelnut hair burst out behind her flowing all the down to her now bulbous butt that jutted out from her arched back like a readymade shelf so far that her military tunic could no longer cover the quivering cheeks. “…4…I SEE you trying to hide your growth back there, hehe!” Lorraine tittered leaning forward around Maxine, giving her rotund backside a smack, sending an earthquake of jiggles throughout the rest of her body. “MMmnhahnnn..*HiiSSS*,” Maxine closed her eyes, teeth grit, gas still leaking from her mouth, arms rigid against side as her hands tensed into claw form, every neuron in her body overloaded telling her to just give in but her mind serving as the last bastion of resistance. “…3…actually I have some more energy, would you mind holding it for me?” Lorraine asked sarcastically as Maxine’s knees buckled forward as she felt her center of gravity shifting, her body mass increasing three-fold. “hehe, it’s fun messing with scale, but if you want to compete with a Colossus-type, you need to understand MASS…2…” Lorraine snickered as Maxine sunk down to the floor, facing up at the ceiling, supported by her two spherical two-foot-wide ass cheeks. “GRRRrrrhhh!!!” Maxine hands clutched at the folds in her tunic, her knees forming dents in the cabin floor as her mass continued to double causing the airplane to dip slightly. “t-t-ten sec-nnnnds?“ Maxine’s mind could still partially comprehend that time was not flowing as fast it should. “Yeah, we’re at more like twenty seconds at this point, woulda stopped at ten but you just seemed to be having so much FUN!” Lorraine whispered leaning forward as Maxine felt her core bloat outward, straining against the belt securing her tunic. “You know Baas, you’re doing quite well, even battery-types could have exploded under these conditions but you’re living up to your reputation for durability!” “Raagggh!” Maxine ripped her tunic apart exposing her modest breasts which were still only moderately larger than normal, a pair of floppy GG cups spilling over on either side resting on her absurdly round ass cheeks. Alright boss, you ready for some feedback? here comes the BOOM…1…*SLuruuuooorrppp*” Lorraine pursed her lips and sucked in deeply inhaling the surrounding gas being emitted by Maxine, the stitches on her military jacket creaking under the pressure as her compression bra worked to contain her slowly expanding FF cups. Once her mouth, lungs, and stomach were full to the brim, Lorraine closed her mouth and swallowed hard, *GULP*ing down the extra growth energy, internalizing it, amplifying it. “*ooof*..*Huff*..*huff*,” Lorraine for the first time showed discomfort as she doubled over, breathing heavily, but as she lifted her head her eyes were wide with excitement, smile stretching ear to ear. “Take iiiittt! Take it ALLLL!” she whisper-shouted at Maxine, whose face for a split second, wore an expression she didn’t often show, of true terror. “W-wai..” was all Maxine could manage before the last torrent of growth energy from Lorraine flowed into her. With a dull *BWOMPF*, Maxine’s tits exploded outward and upward, inflating massively to become as taught and round as her buttocks, but still pliable enough rest on the floor to either side of her, stretching out nearly five feet to the left and right of her and being nearly 6 feet high at the apex of their crest, the nipples leaking viscous fluid onto the cabin floor, gas burbling out of the porous areolae. Lorrain could barely see Maxine’s face between the two quivering mounds of boobage, her washboard abs contracting spastically as her stomach rumbled trying to process the excess energy. “Well, I’ll let you decide who won that round. Why don’t you sit tight here while I go check on the captain?” Lorraine chided smugly toward Maxine who could do nothing but sit there and groan as Lorraine fixed the belt around her waist and sauntered pleasantly into the cockpit.

“I’m back!” Lorraine shouted over the drone of the plane engines and air whizzing by outside as she shut the door to the cockpit behind her making sure to lock the door. Immediately she could tell something was off. The captain was seated in his chair like normal, but he was at least a foot taller than she remembered seeing him earlier, and his body had nearly quadrupled its muscle mass, his torso at least three feet wide even at its thinnest point his arms bulging nearly a foot in diameter of pure muscle. “Heh, *Umph*…” the captain shook his head as if to clear a fog, the veins in his neck tensing as more and more muscle piled on. “Uh, feeling ok captain?” Lorraine calmly asked as she quietly slid into the seat next to the captain, eyeing him intently. For his part, the captain stayed intensely focused on the task at hand, that being keeping the Boeing 747 stable and en route to Washington D.C., although that task was becoming increasingly difficult as his size went beyond the expected parameters for the airplane controls. Things may have been manageable even at his current size if only his hands and feet had not grown proportionally, but now the grips of the flight stick he would normally grasp with two hands would not even allow one of his firehose-sized fingers to wrap around. His rippling thighs overshadowed half of the control panels flowing down the middle of the cockpit and his oversized legs pushed his knees up making extremely difficult to even monitor the yaw and pitch of the aircraft. Lorraine’s look grew more intense as the hulking form of the captain slowly closed the distance between them. “Need some help?” Lorraine asked peeking over the rigid bicep of the captain. “I think so…,” he replied, gritting his teeth as he felt his legs pushing into the metal floor of the cockpit searching for more room. “Why are the controls so damn small” the captain grunted, his chin jutting out a good six inches as his captain’s jacket stretched around the circumference of his arms and shoulders like taffy, the popping of stitches echoing throughout the cockpit. “Just grab the flight stick!” the pilot shouted desperately turning to Lorraine who simply looked back at him…rather up at him…doe eyes blinking innocently in a blank stare of oblivious wonder, pointing a finger timidly the flight stick in front of her. “This, r-r-right here?” She stammered, her body quivering and shuddering like a rabbit out in the cold, her bust protruding outward as her military jacket stretched to contain what looking like soft bowling balls snuggled within. “Yeah, Quick!” the pilot yelled but before he could even shift to giving his next flight instruction, the sound of violently ripped fabric and a dull *THUD* *WOOMP* echoed through the cabin as bits of clothing ricocheted off the cockpit window, a gold button rolling down the control panel, half of a purple bra marked 32F resting on one of the massive pairs of breasts that belonged to Lorraine, her neck bent forward as the back of her head pushed against the ceiling of the cockpit, her breasts surging forward with such force that they crushed the control panel in front of her and the seat was ripped from it’s moorings sliding backwards to the cockpit door. Lorraine smiled brushing her hair from out of her eyes as she looked sideways, and downward at the captain who stared wide-eyed in surprise. “This quick enough?” she said with an intensely excited grin, “What now?” she said as the captain let out a guttural moan, his cock forming a tentpole to breach the fabric prison of his pants, his cap falling to the side as his jaw muscles widened, his hair being reduced to a small tuft growing out of his enlarged cranium. “Now? Now, you say? Isn’t it obvious?” the pilot chuckled showing his teeth each one the size of an apple. “HAHAHA! We BLOW!!!” the pilot roared as his torso thrust forward, his penis surging outward form him as if fired from a cannon, obliterating the console, metal crunching metal, the glass of the cockpit shattering as his penis extended forward first five, then ten, then twenty feet like a battering ram until it finally pushed through to the outside of the plane extending a few feet out of the whole of warped metal, spurting excess energy fluid from the tip that quickly flowed back past the airplane. “How we looking Sigler?” the captain bellowed jovially feeling her soft flesh smoosh into his arm and leg as her eyes proudly feasted on the site of his new ‘instrument’ probe proudly pointing the way in the sky. “Nice!” she smiled placing a reassuring hand on his rippling back the other pressed against the window as her butt squished against the cold cockpit door pushing her forward into the airplane window. “The others should be joining the fun, if they haven’t already,” she snickered with glee reaching over and wrapping her fingers firmly around the captain’s pulsing member.

Ultima’s hands tightened their grip on her seat’s armrests as the airplane lurched in multiple directions at once, a cacophony of *BUMP*s and *THUMP*s echoing throughout the cabin. It had been several minutes since Luna had stopped by and ‘collected’ Benton for who-knows-what and the more time went on the less comfortable Ultima felt as she sat there, pensively biting her lip, hands smoothing her hair out of habit, as her bust quivered in constant motion as it processed the afterquakes of each jolt in the plane. Sighing impatiently, Ultima thought back to her early days joining the Killian Lab Team working under Luna. Of course, Luna was a demanding boss, but it made sense given how much she was overseeing, and the groundbreaking work she got to do was a reward in itself. Not to mention both of them shared a fiery competitive nature that on the one end, often produced great dividends in breakthroughs out of their research lab, while on the other end causing lots of structural damage from growth escapades. But paradise was short-lived, and things weren’t necessarily bad between her and Luna at this point, but they weren’t great either, not that she wasn’t used to that. Plenty of cold looks had been thrown her way from friends whose significant others slowly gravitated toward her unbreakable charm, but this was different, Luna was technically her boss and Ultima could feel an unseen leash tightening on her every time she got remotely friendly with someone Luna was even slightly familiar with. “She couldn’t still be mad about that incident? It was two years ago now! She’s not even remotely interested in Benton! Would she really do this just to spite me? *Urghh* stop worrying so much Ultima, just go check on them,”Ultima took a deep breath to calm her maelstrom of disparate assumptions and stepped out into the aisle too approach the room Luna and Benton had disappeared into. Grasping the airplane seats, she took one careful step at a time as the plane continued to buck to and froe like a mad bull. She could feel waves of heat hitting her face as she made her way towards the room in the back of the cabin, feeling like small pin pricks on her exposed skin. Excess energy was definitely leaking from the room. Looking towards the back of the plane, she saw the window to the next cabin was fogged over as if the room was a sauna. Curious, she walked toward it, pressing her chest up against the door as she gingerly opened it. As soon the door cracked open a rush of steam blew past her, and her body suddenly felt tingly all over. The air pressure in the adjacent cabin pushed the door further open and she could see inside a sea of muscled hunks and bodacious babes in various stages of growth ecstasy, some still in denial while others were trying to get bigger. The biggest was Hannah Stromberg, who was laying on her elbows and knees facing Ultima, her rear end smushed against the top of the cabin from her arched back, her breasts having expanded to each edge of the cabin blocking any easy access to the rest of the cabin. In one hand Hannah had grasped a lucky soldier’s rigid member, that had grown to at least three feet in diameter and the length was a mystery, cause at least three quarters of it was sliding down Hannah’s throat, her eyes lighting up as she noticed Ultima at the front of the cabin. From behind Ultima could not see the action but heard the rhythmic *Schlorp* *PLAP* sounds indicating Hannah’s rear entrance was similarly occupied. “Montgomery!” Hannah shouted excitedly as she dislodged the member from her throat with a wet *POP*. “Welcome to the Party! You should join in! I can’t decom all these hunks by myself!” Hannah leaned forward her face nearly filling the doorway Ultima was standing in. Staggering backward Ultima suddenly realized why Luna had been in such a rush to “talk” to Benton. Although she would normally be keen to join in on the fun at a time like this, something held her back, and she felt her cheeks flush red in embarrassment, and she turned back to throw open the door to the room where Benton and Luna had disappeared into. “Hey, Roger?… Mister Benton?…You back here?” Ultima tried to sound calm as she opened the door meeting some resistance as something was pressing against the door. Peeking her head and wedging her bust as much as she could through the opening she looked around the door and uttered a guttural *GASP* as her breath caught in her throat.

“Oh, Hi Ultima!” Luna’s voice sang as though she didn’t have a care in the world, which she didn’t at the moment as the only thing she could focus on was her body being groped and fucked mercilessly by Benton. The two had grown to almost fill the majority of the space in the room, Benton’s head brushing against the ceiling, his head turned to the side so that Luna could lay back in the cradle of his two pecs, her legs straddling his on either side and her butt tensed up and pressed against his bulging abs as his seven-foot-long spear slid inside her, the fit so tight that barely any energy could escape except in hot wet high pressure spurts. Luna hair flowed down over her shoulders as she steadied herself grabbing Benton’s shoulder with her right arm, the other encircled around his left bicep for support. Her breasts sloped off to either side one resting on her thigh with excess energy fluid bursting from the engorged nipple, the other one being squeezed and kneaded like dough mercilessly by Benton’s tire-sized hand encircling the areolae and squeezing hard enough to periodically stop the flow energy to the nipple making the breast appear taught and engorged and setting Luna’s senses on fire from the pressure.

“Luna? What the hell…” Ultima stepped back from the door her eye’s wide and lifeless as her brain processed the scene in front of her, some stray energy spurting on her jacket as she stood there dumbstruck. “Really? Of COURSE she chose Benton, she KNEW I was into him, she’s doing this to PUNISH me, and why? Because she CAN….” Ultima felt her vision go blurry as her eye’s watered up. “NO!!! I can’t…WON’T let her WIN.” Ultima closed her eyes, seeing red as her body burned hot with a desire…for revenge. “NO! NOT THIS!” Ultima’s voice was raspy as she violently slammed her palm against the wall of the cabin, denting the exterior. “You and your stupid power plays! You think you’re above EVERYONE!” Ultima’s knuckles turned white as she squeezed her hands, her breasts getting in the way of her arms as she doubled over, dropping to her knees on the floor, body convulsing violently as she put every inch of her willpower into absorbing energy. She could feel it building, the pressure, she was amassing a stockpile of energy so fast her body could barely keep up, she felt bloated, positively turgid, and it felt great. “You won’t be having fun with any more energy Luna, it’s all MINE!” Ultima chuckled to herself as felt the growth energy rumbling inside her pooling into her breasts and surging into her thighs and butt. Crawling forward Ultima approached Benton and Luna as the wall separating their room from the cabin bowed forward and broke opening them up to the rest of the cabin section. “Heh…heh,” a devilish smile formed on Ultima’s face as she felt her bra straps dig into her shoulders as her massive breasts succumbed to gravity sinking ever closer to the floor, the flesh spilling over the cups and pressing against the thin fabric of her turquoise dress shirt, additional side-boob pooling out as her military jacket’s buttons popped off scattering to the floor. She arched her back feeling her butt stretching the thin fabric of her panties, her dress pants riding up her ankles and growing taught around her bulging thighs as her hips fought against her belt, the leather buckle slowly tearing apart as her midriff sized up to match her now eight-foot-tall frame. “You think you’re the only big shot Luna?” Ultima smiled looking up at Luna and Benton as she crawled toward them, as the buttons on her dress shirt popped off revealing her cavernous cleavage of flesh surging forward, her breasts now at least two-and-a-half feet wide sliding against the floor like wrecking balls supported only by the haggard red bra straps hanging around her neck. “You think you’re the only one who can get big? Really??” Ultima’s eyes burned as she looked at Luna, the two face to face as Ultima’s body had grown another two feet taller, her legs stretching almost to the far side of the cabin, her arms now able to lift her up to eye level with Luna, who sat there in awe, looking at Ultima with a look of both caution and nervousness. “Uhhh…U-Ultima?” Luna stammered timidly. “SHUT IT!” Ultima bellowed as her bra strap finally snapped in half, letting the full weight of her colossal chest fall to the floor the shock sending quivers back through her body, the fabric of her dress shirt flattened beneath the titanic tanks of flesh. “Let me show you something…Something MASSIVE,” Ultima’s wide eyes went blank as her size started to increase at an exponential rate, her skin-tight clothes falling apart around her growing form like a cocoon being shed from a butterfly, her hair flowing into the crevice of her two breasts as she turned her head to survey her progress. “HA! Stupid Outfit! Always getting in my way!” Ultima cackled as she arched her back, her pants splitting completely in half, her butt nearly three feet wide end to end, her butt cheeks wobbling back and forth as Ultima shuddered in pure ecstasy at the amount of energy flowing through her. Her belt dropped with a *thunk* to the floor, and as if to answer that her breasts ballooned rapidly with a loud *SHOOOOMM* going up one, two, then three times their original size, so quickly outpacing the rest of Ultima’s body that she rose upward supported only by her two gelatinous jugs that were so big and wide her arms couldn’t have reached the floor if she wanted to, each breast now ten feet wide and nearly fifteen feet tall, pushing the rows of airplane seats forward piling them towards the front of the cabin as Ultima commandeered all available remaining space, her butt shoving a surprised Benton and Luna further back toward the door leading to Hannah’s “occupied” cabin. “Not enough room in this cabin! Not for what’s coming!” Ultima yelled, her elbows digging into the roof of the cabin as her hands sank into her mountainous breast pillows as she tried to steady herself on top of the shaking and quivering mountains of flesh, her torso and legs trying desperately to grow to avoid being buried by her gargantuan bust. “Heh…Oh well…,” Ultima’s eyes crossed feeling almost drunk on all the energy she had absorbed, a haze forming over her thoughts that pushed away all intentions except one… “grow bigger.” “Here goes nothing!” Ultima drooled before sucking in one of the deepest breaths she had ever taken, her body rumbling with each cubic foot of air she sucked into her massive form. “HAAAAAA-PFFFFFF!!!” closing her mouth Ultima’s cheeks bulged outward in two large cartoonish spheres and her chin receded into her engorged throat from the sheer pressure contained inside her, her brow furrowed in concentration, blonde hair levitating in the air as she felt everything go fuzzy for a second as her body began to respond to the sudden massive influx, a massive rumbling, an earthquake extending out from the tips of her curled toes, signaling the start of something…BIG.

Outside the 747 airliner a low dull groan could be heard echoing within the aircraft as it surfed through the air on its way to Washington D.C. Slowly the groan grew louder, becoming more violent, with multiple dull *THUD*s and *BANG*s echoing about in the underbelly of the aircraft. Suddenly, the panels that housed the plane’s landing gear bowed outward and then burst off flying away as the wheels and landing gear jutted out of the bottom of the plane, getting pushed further and further out by some unknown force within the plane. Through the drone of bending metal and popping of rivets one could make out inside the plane a shrill voice drooling with ecstasy shouting out in tune with each crack in the internal structure, “M-M-MMORE!” as the underbelly of the airplane began to bulge outward under the pressure within, the landing gear finally tearing from its mooring under the intense wind pressure and strain from above, dropping off to the earth below. Immediately following the landing gear emerging out the bottom of the plane were two dark colored nipples surrounded by peachy white flesh belonging to none other than Ultima Montgomery, the boobs imprinted with pressure lines from the steel bones that had tried to contain them within the plane’s belly. “YES! MORE!” Ultima cackled as she felt the brisk wind streaming past her engorged nipples sensing she was almost free of the shackles of the aircraft. Her breasts continued their march forward pushing out the bottom of the airplane, the wings of the plane bowing upward as the bottom opened up, both breasts rending metal to the side as more and more panels broke off the bottom as the structural supports failed to contain the two massive chest orbs of Ultima that by now had become significantly wider than the width of the cabin but were squeezing their way out the bottom in the way that only boobs can. “GUHHHH!” with a triumphant groan Ultima’s breast burst out completely from the bottom of the plane accompanied by a cloud of debris of dislodged airline seats, twisted metal, and boxes and crates of supplies that had been stored in the plane’s belly, her nipples squirting gallon’s upon gallons of fluid into the upper atmosphere as the plane continued to dip in the air under the new weight and wind resistance of her boobs flapping underneath. Ultima’s giant knockers were at least three times the height of the plane, the tear-drop shaped pillows of flesh hanging down an additional one-hundred and twenty feet from the belly of the plane, as if the plane had grown the tits itself. Each breast could cover half a football field in length and stretch across the entire width. The plane began to tilt downward as the wings began to lose fuel and Ultima’s breasts made the plane significantly less aerodynamic. Of course, Ultima was not finished, on the top side of the plane another bulge could be seen bowing out as she strained, arching her back pushing her ballooning buttocks further up into the ceiling, her face buried in her own cleavage as she strained. “More space! Need out!” she groaned as the ceiling of the cabin buckled and with a *BOOM*, panels peeled up and were torn off as the cabin depressurized leaving her butt exposed through a new makeshift sunroof in the top of the plane. “MMMUUUHHH!” planting her hands deep in her bosom for support, Ultima pushed up, her torso and legs now playing catch up to her boobs allowing her to push herself up, her head appearing as the top support structure separated from the sides of the aircraft like an eye opening, her blonde hair streaming through getting caught in the wind. “RAHHAH! Yes! Yes! YES!” Ultima cackled finally bursting through the top half of the airplane, her breasts still stuck coming out the bottom, but her rear end beginning to provide respectable competition to her bust size, her butt now over one hundred and sixty feet wide and each cheek large enough to serve as a private bounce house for a group of twenty, the two glistening orbs shuddering and wobbling in the wind as Ultima looked back with admiration on her audacious hourglass figure. Out of the front of the airplane Lorraine burst from the cockpit, the pilot’s cock still spurting energy from the front of the plane that flew back and evaporated off the hot flesh of the two growing ladies. “Nice work Ultima!” Lorraine shouted looking back as her breasts overtook the entire the front half of the plane, although both were equal to just one of Ultima’s butt cheeks in size at that point. Before the two could continue in celebration, the airplane pitched forward as the left engine failed, the air pressure tearing off one of the wings and as the plane began to spiral it split in half, the passenger sections bursting into various pieces as the whole crew was unleashed from the airplane, hurtling on individual trajectories toward the ground, although at thirty thousand feet they still had a way to go before getting earth side. “Falling to earth? Was this part of your plan?” Lorraine shouted over to Ultima as the two streaked through the air upside down through the atmosphere, breasts wobbling franticly behind them. “Who cares? We can’t be hurt in our growth forms! Let’s make a splash!” Ultima cackled, her gigantic tits casting a shadow over Lorraine who just looked on at Ultima’s gigantic form speechlessly. “Heh…she’s got a point, hehe..and Maxine thinks I’M the unstable one,” Lorraine chuckled to herself as she looked sheepishly at the rest of the crew and plane debris falling toward Earth. “Fair enough! Hey Captain, this’ll make for a great story at happy hour! Remember it’s your treat!” Lorraine shouted at Maxine who was falling slightly behind and to the right of Lorraine and Ultima. “Oh great!” Maxine flashed a sarcastic grin back at Lorraine, her arms folded haughtily. “Next time Stromberg, just do a video call!” Maxine shouted above her at Hannah who shrugged her shoulders with a playful smile, “Just enjoy the view Baas, live a little!” she cackled as the group streaked toward earth.

-end