The professor walked in, and began his lecture. It wasn't until then that you realized that Kelly was flirting with him. You always missed obvious signs.
It was still soon enough to recover and try to get her number, but you'd have to wait until after class.
You and Kelly began to take notes. As the class dragged on, Kelly began to fidget around constantly, and kept glancing around class, and back at you.
You kept your glance forward, not wanting to make Kelly feel embarrassed. But her movements became more and more often, to the point of where even you were bothered.
You glance over slightly, and saw Kelly adjusted her shirt and pants every few seconds, letting out a few annoyed breaths and a "tck" every now and then.
Then you notice what was going on. You look down at Kelly's hips, and saw her shirt slowly un-tuck itself, and then Kelly instinctively try to tuck it back in, only to make the back side of her shirt ride up her back more. She tried to tuck the back in, only forcing the front up higher.
Your heart begins to race right when you actually saw parts of Kelly getting larger. Kelly hadn't noticed anything other than her lack of comfort, as she was trying to take notes.
The growth was very slow. You wouldn't even notice it unless you were focusing on it. What little was showing of her stomach seemed to harden more and more, as the outline of abs began to show, and swell.
You watch as her body slowly lengthened, and then watched as her bicep slowly filled up more and more of her sleeve, pulling it tight across her shoulders and back as the muscles along her torso swelled and thickened.
And yet, it all looked incredibly feminine. Her waist stayed concave to her body, as her hips and chest flared out. Her butt, thighs, and calves slowly filled her jeans will muscle, tightening them as her legs grew longer, pulling the jeans up her shins.
Every now and then you would glance over to Kelly, and notice all the things that were growing every so slightly throughout the class period.
Her breasts seemed to be the most noticeable. Her pectoral muscles grew and thickened, and her breasts swelled along with them, keep up with how wide they were. You begin to notice her bra slowly digging into her chest, and she constantly tried to adjust it.
It was nearing the end of the class period, and Kelly was closing in on 6'6" in height. Her breasts filled her bra to its max, and her muscles throbbed with power. Her weight was 220 lbs.
She tried to adjust her bra one last time, and looked down, and let out a gasp. The fear in her eyes ruined this amazing event for you, as Kelly slumped over, to hide her body from watchers, then looked around. She looked at the class, then at you, who had a look for concern for your new friend.
Kelly was crying.
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