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Lanie is a nerdy school girl who is bullied by the popular cheerleaders and football players everyday. So one day she decides to finally do something about it. She comes up with a formula to transform her into a sexy goddess.
The next day she goes to school where two football players are making fun of her again. She drinks the formula in front of them where she starts her slow transformation. She feels a sharp feeling in her stomach as she doubles over in pain. She covers then uncovers her mouth which reveals her lips that now have lipstick on. She begins to narrate the process as the two football players point and stare in awe, nervous of what's to come. Her flats become heels, her slouchy socks become stockings, her long skirt becomes a sexy school girl skirt, her top becomes smaller, and soon the transformation is complete.
Newly transformed and sexy Lanie takes her hair out of her bun and shows off her new sexy body while boasting about how amazing she is now. "You all are weak and now I'M the sexiest girl in school." She tells them to pull their members out and to jerk it to her new sexy body, all while describing all the servitude they will do for her as the new hottest girl in school. She moans in pleasure as she feels so powerful. She teases them with her sexy legs sitting and crossing them and touching them. She laughs as they both climax and tells them the best part is that they will never ever have her. (Run time: 11:45