Erin would never have thought she'd end up in bed with a super heroine--not that she'd never thought about it before. But, there she was--Fleximatrix the Guardian of Guthrieville was right there next to her and Erin could feel her super soft body press against her sides under the blanket. In fact she seemed to be desperate for affection tonight and, Erin felt the same way. She could hear her voice mutter tiredly into her pillow. "I need you tonight Erin. I'm so glad you're here.." As Leena the toon girl snuggled up closer her curves threatened to engulf the petite red head. All of a sudden she felt a tight but gentle grip on both of her shoulders and then, Leena lifting her out of the bed and over her head as she turned on her back sending the blanket flying off the bed. Erin gripped Leena's shoulders to prop herself up and adjusted her glasses. The super heroine stared at her dreamily. "You know without those dorky glasses you'd be incredibly gorgeous!" Erin didn't know what to say. "I know--I mainly wear them to keep the guys off of me. Don't even need them to see really.." "Well then keep them--they're cute!"
Erin blushed and avoided eye contact for a moment catching sight of the toon girl's sizable cleavage. As she kept staring it seemed to her like the longer she looked at it the larger it grew. She was mesmerized. Only when she noticed a balloon like hiss and the noise of rubber against rubber did she realize Leena's boobs were in fact expanding. Taken aback she averted her gaze. The moment she looked back into Leena's eyes they snapped back to their original size with a rubbery twang. Squinting Erin pouted her lips at the toon girl. "You're full of surprises aren't you?" Leena grinned. "Now you're getting it--it's taken you a while to accept that hasn't it? Now shut up and kiss me!"
Erin had never kissed a girl before. Leena pulled her closer and pulled of Erin's glasses as she gently let the red head's mouth touch her glossy pink lips. To Erin's surprise she tasted faintly of cherry! She raised her head to look into Leena's eyes, gave her a wide happy grin then proceeded to give her a deeply felt kiss. Leena's tongue felt rubbery and stretched like chewing gum as they made out. She couldn't help but start to chew it releasing an intense burst of cherry flavor in her mouth. A shudder went through Leena's body sending ripples all over her skin. Her eyes widened and her cheeks blushed and, Erin could feel intense pressure building inside of the toon girl. She seems to like it, Erin thought. Kissing Leena felt incredible--the longer she held on the more malleable she seemed to be getting as if wanting to be squeezed even harder.
So, she wrapped her arms around the back of Leena's head and turned her head sideways so their lips interlocked. Leena's soft lips conformed to Erin's and, it felt to her as if they were made for each other. As they interlocked Leena's form seemed to meld into Erin's as they embraced. Erin ran one of her hands through Leena's smooth hair which had turned a bright yellow and almost started glowing. This being Erin's first kiss she followed her instincts and did what felt best to her. She eagerly played with Leena's tongue as their legs tangled around each other--Leena's being a lot more flexible than her own. Leena's face turned cherry red and she started shaking from the pressure. Her arms and legs jerked uncontrollably and, her eyes had turned literally as big as saucers now about to escape her skull in a strangely hot cartoonish way. She literally seemed about to explode. By this point Erin decided to let go. A cloud of steam escaped from Leena's ears and, as she cooled down she panted heavily. "Whoa that was awesome!" Erin said feeling the temperature on Leena's forehead. She was boiling hot, and unable to speak a single word. Instead she ran her hand down Erin's freckled cheek with a look of bliss on her face.
Leena seemed exhausted. She was lying on her back with her arms and legs sprawled out limply around her and, from the way she was sprawled across the bed it seemed she didn't have a single bone in her body. Erin untangled their legs and kneeled over the toon girl careful not to squish Leena's soft and vulnerable form. She smiled. "You are amazing Erin. Where did you learn to kiss like that?" Erin sat down and awkwardly scratched the back of her head "To be honest.. that was my first kiss.. I just went with it." Leena seemed to have regained control of her body. She smiled, closed her eyes and stuck out her pointy chin motioning Erin towards her. She whispered. "Now let me show you what I'm really capable of." To her surprise, when Erin gently pulled Leena's head toward her rather than sitting up Leena's neck moved along her torso as she pulled, sliding down her soft skin and through in between her breasts all the way down the length of her body to where Erin was sitting. The surface between her shoulders where her head used to be was now flat covered by smooth skin with her head sticking out of her torso where her belly button should be.
Erin's eyes widened in awe. She was becoming used to Leena's toon body reacting in various strange ways but, her new found malleability still came unexpectedly to her. She laid her hand around Leena's thin neck to make sure she wasn't dreaming. "Careful you might still end up choking me!" Leena called out jokingly. Impulsively Erin jerked her hand back and, in doing so pulled Leena's head towards her a few more inches her neck extending with it and growing even thinner in the process. "Whoa sorry--didn't mean to do that!" She said with a distressed look on her face. "I hope that didn't hurt or something.." Leena looked up at Erin with a mock stern expression. "Well you've really gone and melted my heart as I tend to say. I've turned all soft and malleable and you can make my body do whatever you want--and, to answer your question no you can't really hurt me--it'll take more than a bit of pulling and stretching to do this toon any harm." She tried proudly pointing a finger at her chest but, due to her head being displaced a good 2 feet from its usual position she missed and pointed at her crotch instead. Erin giggled.
With new found courage Erin started to experiment with Leena's abilities. She pulled the toon girl's right arm down towards her watching it slide down her side with little resistance. Leena's arm moved past her head and to the underside of her incredibly curvy waist, coming to a stop in front of her right leg. There was a mischevious smile on Erin's lips prompting Leena to wonder whether she had a plan in mind for her. Erin moved Leena's left arm down her side as well--it was as easy as pulling an oar through water. She wasn't really planning anything--but, as she crouched back on the bed to look at her creation she got an idea. "Can you try and get down off the bed Leena? There's something I'd like to see!"
With her current shape Leena felt like a folded in half version of herself. Her arms and legs were stuck too close together to allow for easy movement so, she hobbled to the edge on all fours with her featureless torso still upright--she looked like a very tall flesh colored turtle that way with boobs for head lights at the top. She hopped off the bed landing on all fours like a weird shaped cat. She turned around and stretched her long neck to look up at Erin. "Now what?" Erin chuckled. "Your bed is great but.. there's one place I'd rather spend the night.. an awesome looking comfy chair!" Leena looked surprised for a second then she understood. "Oh you mean--well hop in I guess!" She nodded upwards and backwards motioning Erin toward her.
Erin got up from the bed and stood in front of her Leena chair for a moment watching as she placed herself by the window, bending her long arms and legs to get her torso closer to the floor. She looked like a proper old fashioned reading chair now, her hourglass body creating an elegantly shaped back rest. As soon as Leena seemed comfortable enough Erin carefully pressed herself against Leena's torso swinging one leg over Leena's neck which was still sprouting out from her belly button--just the right height for Erin to sit on. Leena's enormous cleavage made a soft head rest for Erin and, her hips were wide enough for her to rest her arms on. "You, are amazingly soft and comfortable--I think you'd make an awesome addition to my dorm room! Well Sasha might not like that.. but, never mind!" As Leena turned her head to look up at Erin her entire neck shifted with it so she have to turn backwards anymore to look at her occupant. Erin heard that familiar rubbery noise as her structure shifted once again, as well as when she buried her head deep inside Leena's improvised head rest. Leena's skin felt taut like a blown up balloon yet perfectly smooth at the same time and, her soft body conformed perfectly to Erin's curves. Leena's neck sprouted out between Erin's legs now and, seemed to support her weight just fine. "You are so amazingly cuddly I could fall asleep right on the spot!" "Hey hey--not so fast! Let me at least tell you a story first." "A comfy chair that tells bed time stories as well? If I could clone you and sell you I'd make a fortune in no time Leena!" Erin giggled. "I guess I can stay awake for another story or two.. why not tell me about yourself? Two weeks ago I would've had a hard time believing someone like you could even exist so, how did you get your powers? Are you like some sort of secret government project or something?"
Leena chuckled sending ripples through her soft body, rocking Erin back and forth. "Not at all! I was born that way.. You told me you collected comic books--say do you know Amazing Beauty?" Erin's eyes went wide with glee. "The super heroine from the sixties? Sure--better than anyone else probably! I'm a huge fan--I've got most every single issue she appeared in." She thought of the weird looks her collection sometimes earned her from her room mate Sasha. Leena grinned. "Well then brace yourself--she's my mom!" Erin's smile turned into an awkward stare met by a forgiving wink from Leena. "Don't worry I love those stories as well--there's no shame in that! And, you know who else did--the artist!" "I know who that is--Lloyd Barker!" Erin added. "Exactly. In fact his love for her was so strong he literally lifted her off the pages at one point enabling her to switch between the toon and real worlds. And, that's how I was born. It's that simple!" Erin almost jumped out of her seat in surprise but, at the same time gripped at Leena's waist so hard her knuckles went white in excitement. Leena's soft flesh swelled out between her fingers like dough, and receded as she let go again.
"That is awesome--I'm literally spending my night with Amazing Beauty's daughter! So can you breathe fire and turn into a motor cycle just like she did?" Erin frowned. "Sadly not.. super powers aren't hereditery it seems.. where I'm from I'm just a normal girl. It's just your world is a lot less magical than mine and, my body seems to follow toon physics even here--which makes me the only super powered being on this planet. I'm not even sure how I'm supposed to feel about that sometimes.."
Erin laughed with joy. She grabbed Leena's head from between her legs and pulled it up to hers giving her another gentle kiss on the lips. She then put Leena's head in her lap holding it tightly in her arms and running one of her hands through her pink hair. "Don't worry that's great! You might not be as powerful as your mother but, you're still special. And, you are the nicest person I know--I mean look you saved my life a few nights ago and now you're saving my night as well! I'd love to be as awesome as you are." Leena blushed in Erin's lap. "You really think so? I've been fighting crime in this city for some time now but, I'm trying to be sneaky about it so I keep the element of surprise on my side--that's why no one has ever appreciated my work. You're the first one to care enough to even ask my name.." Erin grinned nervously. "Well I guess most people you meet on the job end up being unconscious or in jail so, they won't bother asking.." Leena nodded, which looked strange in Erin's lap as her neck was over a two feet long and curled up in itself resulting in her head making a sort of circling motion.
"I guess you're right" Leena conceded, and glancing up noticed how tired Erin looked. All these revelations seemed a bit much she decided. She bent her knees a little further resulting in Erin leaning back a bit. "You're customizable! What a great piece of furniture you make.." she muttered with her eyes half closed. Seconds later she fell asleep. Leena carefully adjusted her head in Erin's lap to look out the side. She reached up with her left hand to grab her own right nipple and pulled her right breast down across her sleeping friend to serve as a sort of fleshy blanket. As she pulled it covered Erin's entire body, gently conforming to her own curvy shape. Knowing she had found a soul mate in Erin, Leena smiled happily. Then she was overpowered by sleep as well.