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Carter squinted his eyes at the cracked spacestone and the slight gleam beneath. Slowly, he raised his cutter and took a deep breath. His finger was just squeezing the trigger when he felt a padded glove fall across his shoulder. Blinking, he released the trigger and turned his head. Arken stood there, his sullen face clear even under the visor of his mining suit.

"Hey," Arken said, his voice crackling in Carter's comms. "What in the hells are you doing? We've been calling you!"

Carter blinked.

"Uh..." he began.

"Hmph," Arken grunted, eyeing Carter's helmet. "Are your longwave comms out again? I told you to get that checked out!"

"I did!"

Arken sneered and shook his head. Gripping Carter's shoulder, he spun the smaller man around.

"Come on," Arken said. "We need that cutter of yours." He nodded towards the chunk of spacestone Carter had just been about to cut into. "The boys have found something more valuable than whatever specks is in that hunk." He pushed Carter forward. "Get moving!"

Carter looked back to Arken.

"I'll be right behind you," Arken sneered. "Just don't get too far, I don't feel like retrieving you twice today!"

Carter rolled his eyes and stepped forward. In truth, he hadn't gotten lost at all. He had just turned off his longwave comm to get away from the others for a bit, especially Arken. When he wasn't busy bothering Bart, a particularly shy member of their five man crew, the gruff Arken had a habit of picking on Carter and thus Carter had picked up the habit of avoiding Arken, something impossible unless they had landed on a meteor to mine as they were doing so now.

As he meandered towards the rest of the crew, barely paying attention to the craggy spires of spacestone around him, he flicked on his longwave as an afterthought. Sure enough he heard the voices of the rest of the crew and they sounded excited, nervous, or confused depending on who was speaking. There were more than a few requests on where Carter was. He was about to answer when Arken did so for him.

"I got the kid," Arken said, his voice slightly distorted through the comms. "We're almost there."

Indeed, after a few more steps they were there, too short of a time for Carter to wipe off the scowl that had spread across his face after Arken had called him kid. Thus, he arrived before the other three spacestone miners, glowering and with Arken close behind him..

"Carter!" Evans said, a short miner that was in charge of the crew. "Where were you?"

"He was playing around," Arken said. "Wandering off like usual."

Carter rolled his eyes. Evans nodded and gestured towards where Bart and Kilo stood, trying in vain to cut at a singular formation with a carver.

"Mind helping them out now that you're here?" Evans asked.

Carter nodded and stepped forward. Bart and Kilo parted at his approach, allowing him to see what they were actually working on. He squinted at the formation of spacestone, quickly realizing it was some entirely different substance. It was similar, sure, mostly dark and rocky, but there was more substance to it, a hardness that no doubt would be difficult to get through with a mere carver. The strange stuff too was arranged in a circular shape that set it apart from the formations of spacestone around it. Still, something gleamed beneath it, a promise of something they could mine and sell.

"I got this," he said, nodding to Bart. The other man sheepishly stepped back as Carter pressed forward, cutter up and ready. Carter took a deep breath. Then the man activated his cutter and began to cut away at the unknown rock with practiced ease.

Carter had only just begun to work on the stone when something strange happened. He gasped and took a step back as the round stone glowed, twirled around for a moment, and then opened into a passage illuminated by flickering green light. Carter turned off his cutter and meant to turn to the others to see what was to be done next, when his eyes caught sight of the light.

Carter blinked. The light beckoned him. Without thinking, he stepped forward into the passage and closer to the light. He had to find the source of the glow, an entrancing illumination that promised power. He moved closer to it still.

"Carter!" He heard Arken call in his comms. "What in the hells are you--"

Carter flicked off his comms to Arken. He didn't have the time for the galoot, not when the light was so close.

"Wait up!" Evans said on the short comms. "Carter, we're coming with you!"

This only increased Carter's pace. He sprinted past shapes that were of serpents and stars and things besides, but he barely paid them mind save for how they amplified the glow. The others could come with him, sure, but he was going to get to the light first.

Soon enough Carter stepped out of the passage and into a rounded out chamber. The ceiling was covered in more carvings that too amplified the light of the brilliantly gleaming green crystal that sat atop a jutting out dais of that same stone as the passage's entrance. Carter dropped his cutter and stumbled towards the crystal, his breathing harshy and heavy. He was close, so close, and--

"Hey!"

Carter grunted as a heavy hand fall on his shoulder. He turned his head and saw that Arken had somehow managed to catch up with him and had used emergency channels to communicate. Beneath his helmet, the man's face was one of rage.

"Ignoring me before, and now ignoring us all now! Don't touch that, kid, you don't know--"

Carter returned his gaze back to the crystal. He had to feel it and embrace its emerald glow. Shivering, he shoved Arken back with desperate strength and laid both hands upon the crystal.

Instantly there was a reaction. The crystal crackled and Carter felt a surge of energy flow into his body. He shook as the glow of the crystal grew brighter and brighter until it was nearly blinding. Still he stared into his depths even as the other miners covered their eyes and stepped back, even Arken who had given up on trying to tackle the errant Carter. The glow continued to grow until there was another intense spout of energy that spinned into his body. With a yelp, he was flung back away from the crystal as the glow ceased to be.

No, that wasn't right. As Carter got to his feet and looked over to the other miners, he noticed they were staring at him. He blinked and looked down and saw he was glowing green.

"Wha--" he began. He shook and fell on his hands and knees with a groan as a shock surged through him. He gaped as his mining suit wavered and simply vanished as if it had never existed, leaving him naked and glowing in the chamber with the other men. Arken rushed towards him, but Carter shook his head and raised a hand. The man yelled and stumbled back as a spark of lightning leapt from the hand and zapped him. He fell on his rear and the other miners moved towards him to render aid while Carter looked in awe at his hand. Before his very eyes, five fingers became three thicker digits, his nails growing out into gleaming white claws. He balled his claw hands into a fist, laughing at the feeling of raw power even as smooth, indistinguishable emerald scales subsumed skin and hair of that hand. He hardly cared as the scales crept past his wrist and to his elbows, leaving the length of that arm slender and thin.

Flexing his new claws, Carter got to his feet. He shrugged his slimming shoulder and smiled at the glow he gave off. The three miners still tended to the fallen Arken, though he seemed more annoyed than injured. He hardly cared for them now. Though he was naked and away from any atmosphere, he could still breath. Better yet, he could feel the imbued energy of the crystal within him absorbing into all facets of his form, which meant he was only going to become stronger. As he looked to his altered arm and shoulder, the energy poked and prodded at his mind, promising power at a price. He could become greater, not just a mere miner, but a robust creature with a strong, serpentine shape. Carter nodded at the thought of this, nearly willing. All he had to do was totally accept his further change, the energy seemed to whisper in an oddly sultry tone, and he would become what was desired, a busty creature with strong hips and a sinuous yet feminine form.

"Huh?" Carter muttered, stepping back in confusion. He looked down at his arm and noticed now how it was so slender, the altered shoulder more narrow. Somehow, however, it seemed more natural than his pale flesh and hair and the thing that hung between his legs. He blinked, knowing full well that he was male, but there was something to the energy's influence now, a feminine touch that seemed to have infected him. Now he felt his chest too flat, his form too boxy, and his shape not serpentine in the least. He hissed and shook his head, his hair falling out in clumps, dissolving into dust before it could hit the ground. This had to change, this all had to change. He could be sensuous and sinuous if he desired, he just had to accept it.

And accept it Carter did. He gleefully let the energy have its way, shivering as he began to imagine what he would become. The image in his mind no longer contained even a trace amount of masculinity or humanity, only an oddly attractive mixture of storm serpent and woman. He couldn't wait...

With his acceptance, the changes began in rapid earnest. His unaltered hand shook and cracked as it restructured to be like the other as scales spread from one slim shoulder to another. He tilted his head downwards as scales tickled at his neck, a yellow line of scales forming over his collarbones as they crawled up his neck. For a mere moment he had trouble speaking or breathing as his neck shifted, growing thinner and longer as his Adam's Apple sank out of sight. A trail of yellow scales weaved their way through the green as they grew up and over his head, smoothing out his nose into mere slits and his ears into indiscernible holes. He blinked as his eyes shrank slightly, becoming beady and black and lined with feminine lashes, though tinged by yellow pupils the same color as his scales. Abruptly he yawned, his open maw stretching out a shape that was a mixture of draconic and serpentine in nature, wide and slightly broad with distinctly pink gums. His teeth fell out, replaced only here and there by a sparse offering of sharpened fangs.

Abruptly Carter snapped his jaw shut, feeling the insides with his rarely seen forked tongue as he examined the bit of his muzzle that jutted out in his vision. His attention was drawn away from the front of his head as he clapped his hands towards the back of his cranium, hissing as four hornlike protrusions burst from his head. Two long flat horns grew from just above where his ears had once been while two smaller ones pushed their way out just below his jawline. He touched each of these in turn, hissing in pleasure at how his head had developed. However, as he looked down at his still mostly unchanged body he could only huff in an oddly sensual tone. His body was still imperfect, and he along with the energy willed it to be not so.

The glow he cast intensified as green scales ran down his torso, covering up his pale, hairless flesh, slimming his stomach, and leaving behind yellow scales arranged in circular patterns here and there, notably around his two puffy pink nipples. They seemed to take the hint, thickening and hardening as sensitive, softly scaled flesh began to gather underneath them into the beginning of budding breasts.

Digging his toes into the stone and feeling them become claws, Carter became determined to help himself along. He dropped his scaled hands to his waist and pressed in, shivering in delight as he shaped his own curves. While he did so, the scales swept past his hips, causing him to hiss as they widened and leaving behind a circular pattern of yellow on each and a line to his ankles, though his hips only widened a little. Disappointed, he pulled at his hips while the scales crept down legs that slimmed and grew longer. With a satisfying crack, his hips widened further while his breasts bounced on his chest, now a noticeable B-cup topped with perky dark green nipples. Still not satisfied, however, he pulled on his hips and embraced the energy's femininity. Finally his hips wrenched and widened to a nearly exaggerated size just as his breasts swelled larger still. Smiling, his rubbed at his thighs which allowed them to grow thick and luscious, his serpentine grin broadening until his hand brushed against his manhood.

Carter stared at the offending organ. It was the only remaining male part of him. His shoulders were slim, his arms and legs slenderly scaled, his thighs thick and juicy, his breasts still growing and yet he still remained male. Growling, he placed his hands on his masculinity and thought of how the voice whispered he should be with a tight, slickly scaled slit between his thick thighs. With this in mind, he pressed down. Instantly, the flesh began to slide in.

"Carter!" Arken called. "Kid, you're--"

Carter looked up in annoyance. He raised one clawed hand and continued to press with the other. A bolt of lightning sprang from his claws. He crowed as Arken was flung back again and his manhood slid further into himself. At the same time, his butt began to bubble, fattening and rounding out into a heart-shaped scaly behind with the start of a tail lined with rudderlike shapes grew out above it. He returned his attention back to his dwindling manhood and shoved both clawed hands against it. He shook with pleasure, large breasts bobbing, as his shrunken shaft and testicles plunged into a freshly formed slit. There was another bout of pleasure as he simply ceased to be male, a womb and other requisite organs developing within her feminine passage. Her tail lashed out against her rear as it grew and her inner passage burrowed deeper. Carter lifted her hands away from her crotch and crooned as she saw her smooth, feminine crotch and the slick slit that lay between her long legs. She admired the lush appearance of her dark green labia and squealed in pleasure as she caressed her yellow clit for the first time.

The new female's celebration was broken by cries of fear. Her serpentine head snapped up as she stared at the male miners. She seemed to have somewhat hurt Arken this time though they mostly seemed more concerned with her changes, and why would they be? She was wonderful.

Carter--no, the Rayquaza morph shook her head. She stepped towards the miners, musing of a new name in her mind as the glow began to diminish and not because the changes were stopping. Rather, as she moved closer and closer, they intensified. Her tail grew longer and thicker, slapping and swaying over her sensual rear as rudderlike wings grew out from her shoulders. Her already voluptuous shape grew even more voluptuous still, her hips drawing apart further still while her thighs thickened below. Her breasts, once a hefty E-cup ballooned out into firm, rounded tits the size of beach balls. She walked with a noticeable sway and it was impossible to miss her large breasts. Despite her exaggeratedly sexual appearance, the miners still drew away as she neared. After all, she had once been a thin miner man and was now a busty, wide-hipped storm serpent of legend.

"Where are you going?" she asked as the three miners ran, leaving Arken to leave wheezing on the ground.

The miner didn't answer, instead choosing to flee into the passage. She put a stop to that, her arms flashing momentarily as a barrier of lightning formed over the exit and then a similar perimeter of the same energy around their feet so that if they tried to move they would be shocked. Still they tried and this annoyed her so much so that she decided she had to do something about it. Didn't they see how wonderful she was? Wouldn't they, the voice whispered, want to be like her?

Creena, for that is what she decided her new name was to be, decided she could help them along because she was able to. With some concentration and some pulling on the energy inside her, she imbued her electric prisons with a specific sequencing. If the miners touched or had already touched their prison, they would lose their suit. A second shock would begin a transformation into a morph like her along with whatever mental alterations were needed to make them accept their form and a third would ensure they would be just as busty and beautiful and feminine as her. She giggled, wondering how many of them would remain male, her mind already looking forward to have some girls play with her "girls."

Until then, she turned her gaze to the fallen Arken. She did feel bad for hurting him. He had always been rough and gruff, but she hadn't zapped him out of malice, only annoyance. She had been changing and he had interrupted her. Now it was his turn.

Arken snarled at her once she stood in front of him. He moved to get to his feet, but she bent down and picked him up instead. The transformation had rendered her larger and stronger than him now so that it was easy to cradle him to her bountiful bosom. He yelped and struggled, especially when his suit dissipated into nothingness, leaving him naked and vulnerable in the arms of Creena. He turned his head and shouted for assistance, but his gruff calls fell to silence as he saw Kilo staring down at his hands as they took on a sheen and he began to become a sort of robotlike bug. Evans had already touched the electric barrier a third time and was now on her knees, a female Deoxys morph who was playing with her breasts with one hand while rubbing at her shrinking shaft with the other. So far Bart had only lost his suit.

Arken turned his head back towards Creena, who stared down at him with almost motherly love. He opened his mouth to speak, but anything he might have said was lost as she pressed him into her bosom and wrapped her tail around his body. He squirmed, but only momentarily for her breasts were soft and pillowy and she rubbed at his body, sending surprisingly comfortable shocks down his form so that he began to relax.

As Arken cuddled closer to her now, she cooed and smiled at this change of events. Creena looked down at the mollified man, her serpentine smirk deepening as his rough features began to fade away along with his hair. While the other miners had a sort of choice on what they would become, she had a firm picture in her mind of Arken's final form. She would enjoy nothing more for the gruff, bullying man to join her in soft sisterhood.

Creena looked up as she heard a yelp that transitioned from a deep grunt to the wail of a lady. The now Genesect Kilo stared in shock as breasts bulged from his stocky chest and his metal manhood began to reconfigure into a feminine apparatus. Creena hissed in approval and looked down to Arken as he too shed his masculinity and light purple scales covered his form. Though he became softer and more effeminate, he also gained more mass as he took on increasingly theropod and draconic-like features of a Palkia, including a muzzle, claws and a white crest that extended behind him into jutting wings. She lifted him and placed him on his feet, wrapping her arms around him in a hug, her breasts pressing against his chest. She squealed in delight when she felt the beginning of his breasts press against herself. She was less than pleased, however, when she felt something hard and stiff pressed against her thighs. Sighing, she dropped a hand and pressed her claws against the tip of his manhood. Arken grunted and looked up wide-eyed at her with his now reptilian eyes.

"Shhh," she said. "It's ok, sister."

Arken nodded, his eyes a little hazier now. Creena smiled, and shoved his shaft in. Arken squirmed as he became she, but then she became all the more malleable, a crucial piece of her identify inverted. Given that she had worked on herself first, she altered Arken with practiced ease, shaping that waist into curves, widening those hips, and coaxing those breasts to a larger and larger size while Arken's mixture of humanoid and Palkia traits finished. Creena sculpted the Palkia morph's ass just a little bit more and then stepped back to admire her handiwork.

Where there had been once a gruff man was now a Palkia morph, as large as her though a little less endowed. She let out a very feminine "eep!" and stepped back, clawed hands immediately grabbing at her breasts as she looked down to the feminine sex between her legs. She looked to Creena in panic.

"What have you done to me?" she squealed.

"Made you busty and beautiful," Creena cooed, sliding up to her and squeezing one of her stiff nipples. Arken shivered in pleasure and her resistance waned, just a little.

"But, I--"

"Shh," Creena continued. "Don't you like it, Andreca?"

Creena punctuated this question with a slight shock to Andreca's nubby clit. The new Palkia girl squealed and squirmed, her resistance wavering

"Andreca?" she murmured, eyes wide and needy as her slit began to slicken. "But I'm...I'm..."

"A goddess of space," Creena purred, squeezing both of Andreca's breasts at once. "And you have some nice space, Andreca."

Andreca could only moan her agreement. Creena smiled, knowing she was winning. She looked over Andreca's shoulder. Kilo was now totally feminized, while the female Deoxys Evans masturbated while she looked lustfully over at the still-male but now Magnemitized Bart. She waved her tail and the electric prisons fell away. Immediately the two female morphs made their way to Bart, piling onto the still shy male even as he packed away. When they began to pleasure him, however, he requited their affection. Creena nodded in approval, implanting new names into their minds--Bett for Bart, Elith for Evans, Cara for Kilo--as their threesome began, Bett's metal manhood fitting quite nicely into Cara's machine lubed slot. She laughed when she saw Andreca had turned her head to stare at the sexy scene too. The Palkia morph looked back to Creena and blushed.

"Thanks," she said, moaning again as Creena squeezed her tits. "But..."

"But what?" Creena asked, squishing her breasts with Andreca's, their nipples tantalizingly touching. The Rayquaza still had the larger tits and she was proud of it. She was the one in control, after all.

Andreca dipped her head and looked away as she muttered something. Creena took the Palkia's muzzle and tilted it up with her claws.

"What did you say?"

"Do you mind if..." Andreca gulped. "Do you mind if I eat you out?"

Creena giggled. "Of course not. I was waiting for you to ask!"

"Oh," Andreca said and gulped again. "Ok."

The Palkia got on her knees, sat back on her shapely rear and without further ado began to lick at Creena's pussy. Creena shuddered and smiled, looking out at the other morphs going at it. She was pleased with how this turned out, with her and her beautiful body, with her in charge, and with the others able to share in her gift. She wouldn't have had it any other way, though she was already beginning to think about the ship they had come onto this meteor on and the place they had been before that. There had been many people there, more people she was sure would love to be a Pokemorph like her, busty or otherwise. That would have to come later, though. Until then, she had an orgy to enjoy.