Listen Up

by Jennifer White

  

Brian never listened to his girlfriend Kate. It was typical in their rocky relationship. She loved him, but he could be so frustrating! So when they were preparing for their long weekend out of town, and Kate warned him to make sure to pack extra sets of socks, underwear, shirts, and other things for their trip, why would it be any different than normal?

They each had their separate suitcases, although some common items like the vitamins she packed went into his (since there was more room available). They set off to the airport, and five hours later, they were in Florida!

They got into their car, and drove to the resort. It was quite a ways from the airport, and they didn't look forward to the drive. So they stopped at the beach, and had dinner and a drink. Then they took a long walk on the beach, before heading to the resort.

Once they arrived there, hours later, they checked in. It was a first class resort, all inclusive. Kate wanted to unpack before her clothes got wrinkled, but Brian didn't care. She made him unpack too, then they headed to the pool for a midnight dip (and to check out the swim-up bar).

After their little excitement, they went back to their room, made love, and went to sleep.

* * *

 

The four days just flew by. They played golf, tennis, shuffleboard, volleyball, swam, walked around, relaxed, and enjoyed all the good food and drink. But as all vacations do, it had to end. They went for a short job before going to bed. They were so hot, they jumped in the pool, wearing their jogging shorts!

Back at the room, Brian stripped naked, and went to sleep that way, as he often did. In the morning, they did their final packing, and got dressed. But there was a problem. The pair of underwear that Brian had jumped into the pool with were still too wet to wear. And the other pairs were too dirty, and had been at the bottom of a laundry bag for a couple of days.

"I don't have any underwear left!" he said.

"I told you to pack extras" she chastised.

"I guess I'll have to go without."

"No you don't! With those baggy shorts you wear, you can look right up your leg. You'll be hanging out. I'm not going out in public with you like that."

"Then I'll wear an old pair."

"They're dirty, and they stink!" she said.

"What am I supposed to do then? There isn't enough time to get laundry done, and the clothes store at the resort doesn't open for 2 more hours."

"I guess you're stuck with these then" she said, handing him a pair of purple panties.

"I'm not wearing those!" he said.

"Why not? You need undies, and these are all that is available. Nobody will know that you're wearing *girls* underwear."

"Just *you*" he shot back.

But she was right. He had to wear something. It couldn't be soaking wet ones, or dirty ones. So he had no choice. He put on the panties, and raced to grab his shorts.

"Wait! Let me see them on you. They make your butt look really cute" she said.

"Oh great. Just what I wanted" he replied.

He pulled on his shorts, but he was overwhelmed by the sensation of the smooth fabric against his skin. Even though he wore the shorts, he felt like everyone would take one look at him and know that he was wearing girl's clothes.

This made him feel very passive and quiet. Instead of dominating the conversation as he usually did, he kept his mouth shut. And just when he would start to act himself a little again, Kate would nudge him.

For example, whey they returned the rental car, he was acting somewhat flirty with the girl at the counter, as he usually did.

"I bet she has on the same panties that you do" whispered Kate into his ear. That was enough to make him really back off, and act sheepish.

Or when he was half kidding with the stewardess, and half demanding that she give him better service, Kate again reminded him of his situation.

"You can see her panty line when she bends over like that. I wonder if *your* panty line shows too?"

For the rest of the trip, he was very quiet and shy around the stewardesses.

 

Kate was fascinated by this. Just one article of women's clothes, and Brian's whole personality was changed! And for the better! She loved him, but he could be a bit of a jerk sometimes, and would come on way too strongly. His personality was sometimes just a bit too aggressive. But wearing panties completely changed that!

She decided to put it to the test again a few weeks later. She had a party coming up with all her girlfriends. Normally, for something like this, Brian would cook the food on the grill, then take off to get away from all the women. He hated being trapped with a dozen loud talkative women.

Three days before the party, Kate stopped having sex with him. She said she was on her period. He didn't even think to question her, since it had only been 2 weeks since her last one. But he didn't even want to know about those things. So Brian had no sex. And as usual, he started to get real horny, and couldn't wait for her to be ready again.

The day of the party, just minutes before the guests would start arriving, Kate called him up to her room. He saw her spread out on the bed, dressed in her sexiest lingerie.

"I'm going to wear this tonight, so you'll keep thinking of me. Once everyone is gone, we'll make love again and again."

He was almost drooling. She looked so alluring, dressed up in sexy red satin and lace.

"Will you do one thing for me lover?" she said.

"Sure. What is it?"

"You promise?"

"Yes."

"Well, you know how you wore those panties coming home from Florida? I couldn't stop thinking of *you* all day when you did that. I'm wearing my sexiest panties for you now. Will you wear a pair tonight, for me? It really turned me on!"

"I don't know...." he said.

"Oh please? Pretty please?" she was almost whining.

"Oh all right! Stop it! I'll wear them, for you."

"Thank you love. Tonight will be very special!"

He put on a pair of her lacy white panties, then pulled up his shorts.

 

It was just ten minutes later when the first guest arrived. Then another, then another. Soon the house was full of Kate's gossiping girlfriends. Normally, he would run and hide, going to his workshop to fiddle with his tools, or some other excuse.

But Kate wouldn't allow it.

"Come sit down here by Debby" she whispered. "She likes the same kind of panties that you do. You two have a lot in common."

Just as before, he became very passive, and actually sat down next to Debby, who he considered to be a chatterbox. Soon, other girls joined them on the couches, and there was much lively discussion.

Brian stayed in place for quite some time, and it was only after he went to use the rest room that he again tried to sneak off. But Kate had her eye on him, and got him to rejoin the group. They turned on the TV to watch an old Broadway musical that everyone knew by heart. He even sat through the film, which he never did normally!

 

When it was time for the girls to leave, several of them mentioned to Kate how well behaved Brian had been, and what had she done to him to get him to act so well? She was very happy at how it had turned out.

She had tried for years to change him, as all women do to their men (to one degree or another...its in our nature). But as most men do, he resisted changing, fighting even the smallest bit of encouragement to do something differently (its something in *their* nature!).

But now, she had found something which had radically altered his behavior. Something simple, and easy. Just a silly pair of panties!

She fulfilled her promise to make passionate love to him that night, and did all of his favorite things. Even the ones she thought were too kinky, or the ones she didn't like doing, like the BJs he loved so much. She even swallowed. It was disgusting, but she pretended to smile.

She had reason to smile. She had figured out how to control him.

* * *

 

Kate was careful to only make Brian wear panties on certain occasions, when it would be most beneficial to her. Like at her cousin's wedding reception. Or when they visited her folks. She could transform him into the man she wanted him to be.

She was afraid though, that over time he would get used to it, and it might stop working. He had shown some signs of it when she made him wear panties when they went out with her friends for dinner. So she needed to find a way to push him just a little farther.

 

The following Saturday, she had lined up tickets to see a dance troupe on tour from New York. They would have dinner together with some friends of hers from work, then go to the show, followed by her favorite martini bar, where she would have a chocolate martini for dessert. Yummy.

He of course wouldn't want to hang out with her friends, didn't want to see a dance troupe, and would not want a 'wimpy' drink like that for a nightcap. He would prefer his buddies, pizza, beer, and football. So it was a perfect panty night for him.

But if he was too familiar with them, then what? He didn't seem to realize how they effected him when he wore them. Or if he did, he didn't let on. She needed to push things a little further. So she had it all set up for when he came home from his workout at the gym.

When Brian got out of the shower, he went to the bedroom to change. He noticed that his underwear drawer was open. He went to it, and was surprised to see that all of his boxers and briefs had been replaced. Instead, the drawer was full of panties.

"What are these? Where are my boxers?" he asked.

"Those *are* yours. I got rid of your old things. They were all worn out, and you needed new ones."

"But these are all panties! Look how lacy and frilly most of these are! I can't wear them."

"Yes you can. You wear panties all the time, remember? I've just upgraded your supply, that's all. Come on now, get some on. We don't have much time."

He reluctantly put on a pair of the black ones. There really wasn't time to argue. She had made him wear panties several times now, and he had pretty much stopped protesting when she asked him to. The great sex afterwards made him almost look forward to it sometimes.

"And how did you like your other new things?" asked Kate.

"What other things?"

"Didn't you look in the next drawer?" she said.

He opened it, and was shocked. His tee-shirts were gone. Instead, the drawer was full of bras and slips.

"What is this?"

"Haven't you ever seen a bra before?" she said.

"Yes but...."

"Good. Then you know how to put one on. Use the white one."

If she had tried to just put a bra on him, he would have pushed her away and ran. But between wearing the panties, and finding that she had just feminized his underwear collection, he was in passive mode again. He let her pull the bra on him, and fasten it tight.

"Nobody will be able to tell, with your sweater over it" she said. "Just be a good boy, because every time you whine about anything, I'm going to stuff a Kleenex into your bra. If you complain too much, then your 'boobs' will show for sure."

That just about did it. He was totally unassertive and passive now. Putty in her hands. She picked out his clothes for him, dressed him, and made him carry her lipstick in his pocket "so I don't have to bring my purse with me".

Needless to say, the night was a great success for her. He showed no signs at all of aggression, didn't try to dominate the situation in any way, and acted exactly the way she had always wanted him to in social situations.

 

Brian now wore panties every day. It meant that he was too embarrassed to take a shower at the gym, because they would see he wore women's intimate apparel. And on special occasions, Kate made him wear bras. What would he do in the summer? He shuddered to think. He was afraid to do anything to go against her, because every time he did so, she would raise the bar and do something else to him, making him dress or act more like a woman. He felt so powerless, and completely in her control.

One day, he complained of chapped lips. She told him to put on her lipstick. It was a shade of color just barely different from his natural lips. A month ago, he would have said she was crazy. But now? He just put it on. He was completely whipped, and she now determined his destiny.

* * *

 

When New years rolled around, Kate was excited to find that they had been invited to a costume ball. Brian was not very enthusiastic about it, and became even less so when he found out what she had in store for him. She would rent a tuxedo, and go as a man. He would wear a gown, and go as a woman.

"I can't go out in public like that!" he said.

"You already wear panties every day. You wear a bra most of the time. What's wrong with a dress?" she said.

"But that's different!"

"Why?"

"People will stare at me. They'll think that I want to look like a girl."

"They already do"

"What do you mean?"

"You haven't noticed?"

"Noticed what?"

"Well for one thing, I replaced all your bras with padded ones. Even with your small chest, they give a little bit of definition to you boobs."

Brian looked down, and was dismayed to find that it was true. He switch to bras with more and more padding had been so gradual that he hadn't even noticed.

"And remember how I had you shave your chest and legs so you'd get better times when you swam laps in the pool? You've been going around with *shaved legs* for a month now. Or where did your idea to grow your hair out longer come from? *You* want to be a woman, and you're trying to turn yourself info one."

"No!"

"You've been trying to become Brenda for quite some time now, haven't you?"

"No! It's not true!"

"Really? Tell me: what have we done for the past few weekends?"

"We went to the art gallery. We went to see the ballet. We visited your friends. We saw movies."

"They were chick flicks" she corrected.

"And your point would be?"

"I saw the tears in your eyes. You were crying, weren't you?"

"NO!"

"Just like a girl. You really want to be a girl, don't you?"

"No!"

"I warned you once that I would do this. I guess I'll have to resort to it" she said, holding up a box of Kleenex. She took out two tissues, and stuffed one of them into each cup of Brian's bra.

"What are you doing?" he said. This caused her to put in a second tissue, filling up the cup just a bit more.

"Keep going" she said. "If you don't give in, soon you'll be stuffed to the bursting point. Then everyone will see that underneath your shirt, you've got boobs. Then they'll know that you wear a bra."

"No!" he said, which provoked her to put in a third layer. It made the bra push off from his chest, just a very bit.

"Please stop!" he said. She pulled a fourth tissue out.

"No, okay, you win!" he said. "I'll go as a girl to the ball."

"Good. And to get ready, you need to practice. I am going to turn you into a girl right now, and you are going to act like one. Understand?"

"Yes" he said sheepishly.

 

Brian didn't even protest as Kate made him put on pantyhose, a skirt, and a cute top. She had purchased a wig, and put that on him too. Then it was time for makeup, and false nails. She painted them bright red. A pair of pumps in his size that she had found at a "plus size" store for women completed the outfit. Brian looked in the mirror and cringed as he saw himself for the first time as a woman.

"You're a girl now" said Kate. "Tell me."

He didn't say anything.

 

Three tissues later, he was on his knees. "I'm a girl! I'm a girl!" he said.

Kate shook her head. Even after being dressed up like a woman, the thought of having the look of big breasts still repulsed him. It was a challenge to his masculinity (what little of it was left), and he tried to stop it.

Brian just didn't respect her like he should. He didn't value her opinions. He didn't listen to her. Nothing she had tried worked. This was drastic, turning him into a woman against his will, but if this didn't work, then nothing would.

And the next step was also pretty drastic, but she hoped that this would be 'the straw that broke the camels back'. His inner male rebelled against everything she tried to do to him. He was too stubborn. Perhaps with what she was about to try, it would crush him inside. Then he could be like putty in her hands. She would be able to shape him the way he should be. Then they could move on with their relationship.

She decided it was either this, or leave him for good.

 

"Tonight" she said, "you are a girl. You are Brenda. You will talk like a girl, walk like a girl, and act like a girl. You will think of yourself as a girl. You will even think of yourself as 'her' or 'she'. Tonight, you are a woman."

* * *

 

Kate was working with 'Brenda', teaching 'her' how to walk, sit, and act like a girl. She made a game out of it, and Brenda almost seemed to start having fun for a while. As Brenda was practicing how to cross her legs, the phone rang. Kate picked it up.

"Yes? Hello? Really? That's good. And you know where it is, right? Then we'll see you in a bit. The door is open. Thanks!"

"What was that?" asked Brenda.

"It's our dates. They're almost here" she replied.

"Dates?" said Brenda.

"Yes. You see, there's this guy at work that I've been wanting to go out with. He's really cute, and he's nice, but a little shy. So I had to arrange a double date to get him over here. His buddy, who you will be with, is a big guy, and very strong willed. Just remember that a girl doesn't have to do anything she doesn't want to. Its all right for you to kiss him, but that doesn't mean that he gets to have sex with you. Unless you want him to, that is."

"No! I'm not dating a guy! And I'm not kissing him!" said Brenda. She was about to pull off her wig and storm upstairs, when the door opened, and in walked two guys. Brenda was really stuck now. If she did take off her wig, she would have to admit in front of two guys, that she was really a he. She hardly had time to think, as Kate hustled her out the door, and into the waiting car.

"This is Kevin" she said, pointing to her date, who was driving. "And this is Bobby." Brenda was going to have a date with Bobby now! She was so stunned that she didn't know what to do. She was sitting in the back seat with a guy, going on a date!

"You're sure quiet" said Bobby to her. "What's the matter? Don't you like me?"

"Uh...nothing" she replied softly, trying not to give her true gender away by the tone of her voice.

"She's just a little shy Bobby" said Kate. "But once you break the ice, she'll talk your ear off."

"Great" he said. "A typical woman."

Brenda squirmed upon hearing that comment! She looked down at her smooth legs, her flirty dress, and her hands with the long polished fingernails. She smelled her perfume, felt the pull of her bra straps on her shoulders, and the tickle of long hair from her wig. She felt so trapped with all this! Like she was being forced into femininity. She had never felt so helpless in all her life. She had never felt so vulnerable before. It was like her skirt barely covered her crotch, and she felt like everyone was staring at her.

She was terrified that someone would recognize her for who she really was. She realized that her only course of action tonight would be to try and blend in as a woman, so that nobody would pick her out as a man, and be able to know her true identity. Then get the hell out of there as soon as possible, and get home!

As she was buried deep in these thoughts, Bobby put his hand on her leg, just above the knee. Brenda felt a twinge between her legs. God! What if he tried to feel her up? She became terrified! The ride couldn't end quick enough for her.

 

They arrived at the restaurant, and were shown to their seats. They just chatted in general, with light conversation. Brenda needed a drink! She wanted to get a scotch and soda, or something with a real kick. But Kate ordered a wine for her, and she was stuck with that.

She wasn't even hungry, so she just ordered a salad like Kate did too. As she ate in silence, she felt Bobby's foot rubbing up and down her leg. He was coming on to her! She pulled back, but he didn't stop.

"I have to go to the bathroom" said Brenda.

"I'll go with you" said Kate.

"Oh you girls, you always have to go together!" said Bobby.

"I think its a conspiracy" said Kevin.

The guys laughed, as Brenda and Kate headed towards the rest rooms. For the first time in 'her' life, Brenda walked in to door marked "Ladies". She was amazed at what she saw. Instead of towels thrown on the floor, the room was rather well kept. And there was a couch! He was amazed. This was nothing like a men's room. Of course, in the men's room, there was never a line. They had to wait for stalls to open up.

And the line moved so slowly! Men walked in, did their thing, and didn't even always wash their hands. But these women! They took so long for everything. Not only did they take a long time in the stalls, but they washed their hands, then fixed their makeup or worked on their hair in the mirrors. This meant that things just crawled along.

Also, men *never* spoke to each other in the rest room, unless they really had to. They didn't want other guys to think they were *too* friendly. That might mean that somehow they were 'interested' in the guy. And no man would want to do that.

Although it was ironic for a man wearing a dress, in the girl's rest room to be thinking this. If any man he knew caught him....

But things were so different for these women! They chatted with each other, and didn't just stare at the walls, trying at all costs to avoid eye contact. Brenda was amazed at just how different it was. She sat down on the couch with Kate, and they talked (quietly of course, so as not to be overheard).

"What the hell are you doing! Why are you doing this to me?" hissed Brenda.

"Doing what?"

"Turning me into a woman! Making me go out on a date with a man!"

"I didn't 'make' you do it. You must have really wanted to do this all along" replied Kate.

"That's not true and you know it! You've manipulated me from the start. Do you really want to start dating Kevin? Do you want to get rid of me? Tell me the truth!"

"You want to know the truth Brenda?" said Kate. "You have been so stubborn! So stubborn! *I* do all the work in this relationship. You aren't willing to change anything about yourself, or do anything that would require work on your part. Like listening to me. Or when..."

"I do listen to you!"

"There you go again, interrupting me, instead of listening to what I say. You say you listen, but you only seem to pick up about ten percent of what I say. I love you, but I can't take it anymore. So you have two choices: either go through tonight, being a woman, or take a taxi home right now, pack up your stuff, and be out of my house by the time I get back."

Brian was stunned. He had no idea that Kate had felt that way. Had she really been trying to tell him for a long time? Women definitely were more subtle in how they said certain things. But he thought he was doing a good job of listening. He had no idea how frustrated she was with him.

"So you're doing this to help me? To make me understand?" he said

"Yes! I want you to be out on a date with a guy, so you see things like I do. So you can see what it is like to talk, and not be heard. To have your opinions not considered. I arranged Bobby for your date, since he is such a chauvinist, and thinks very lowly of women. To him, we're just pieces of meat."

"That's why he treats me like that?"

"Yes. He just wants to have sex with you, then never speak to you again."

"That's awful!"

"Its not uncommon."

 

The talk really opened Brian's eyes. He stood up, and walked over to the mirror.

"What are you doing?" said Kate.

"Fixing my makeup before we go back out to the table" said *Brenda*. Even though Kate had ordered Brian to be a woman all night, it had really been Brian that she had been talking to since they sat down. But when he stood up, something changed. He was no longer going through the night under duress; now he understood why he was being forced to be a woman. He wanted to save his relationship. When he stood up, there was a complete difference in attitude. Brian was now *willingly* transformed into Brenda. Brenda had embraced Kate's idea of becoming a woman for the day, and she was now determined to get the most out of it.

* * *

 

When they arrived back at the table, the guys were quick to get on the girl's cases.

"What took you so long?" said Bobby.

"Why do you women have to take so long in there?" said Kevin. "What are you up to?"

"We were making out with each other" said Brenda, pushing a button she knew that most men reacted to. "Then I had do some girl stuff. You know, change tampons..."

"OK, enough!" said Bobby.

Kate was proud. Brenda was really embracing her newfound femininity now. And as the night progressed, she seemed to stay focused on her purpose of learning all she could about women. Her proudest moment was when they were talking about a movie they all had recently seen. As he had done often that night, Bobby cut off Brenda in mid-sentence.

"Excuse me!" she said. "I was talking here. I guess you don't value my opinion."

He tried to make feeble excuses, but to no avail.

"I guess he's not getting any tonight" said Brenda to Kate, loud enough for the guys to hear. That brought a round of 'oohs' from everyone except Bobby, who turned red in the face. After that, Bobby was a lot quieter.

"You sure put him in his place!" whispered Kate to Brenda.

"He deserved it. He was even worse than Brian!" she replied. Kate was pleased. Brenda was even talking about Brian like he was a completely different person. This was going better than she had even hoped.

 

After dinner, they went to a movie, then to a bar for a nightcap. Loud music blared from the jukebox.

"Do you want to dance?" said Kate, but Kevin wasn't interested.

"I'll go with you" said Brenda. Kate smiled. Brian would never dance with her. Yet another positive change!

They guys just sat there and watched as the girls danced with each other. The song ended, and a slow song came on.

"Lets do a slow dance together. It will drive them wild" said Brenda. Kate smiled. A wonderful evil idea. They danced together, and every guy in the place had their eyes fixed on them. By the end of the song, when they returned to the table, every man in the bar had it in their minds to try and hit on these two girls. Even if they had come in with dates already.

This meant that they got lots of free drinks, and lots of offers. Only Kevin and Bobby were offended by all the attention the girls were getting.

 

As the clock moved towards 1:30, everyone was getting tired, and it was almost closing time. They all got in the car, and drove back to Kate's place.

"Thank you for a lovely evening" said Kate.

"I had a great time" said Brenda.

Each guy walked with their girl to the front door. Kevin gave Kate a little peck on the cheek. Brenda was watching them, so she didn't see Bobby lean over to give her a quick kiss too. He then gave her a little slap on her rear, which made her squeal.

 

 

Once inside, Kate and Brenda collapsed together on the couch. They were both exhausted from their long day.

"Thank you" said Brenda.

"For what?" asked Kate.

"For showing me what you did. I never realized that I was about to loose you. I love you very much, and would never want to do anything to hurt our relationship. So thank you for making me see things your way."

"You're welcome. It was enlightening for me too" she said.

They went upstairs, and started to undress.

"Before I become Brian again, I want to ask you something" said Brian.

"What's that?"

"If I ever start to loose touch with you again, don't let it get out of hand. If I ever act badly, then please, lets do this again. I learned so much tonight! I even wouldn't mind if I was Brenda once a month or so, just to make sure I keep in tune with you."

"So you don't mind being a woman?"

"Actually, I had a lot of fun tonight. I would definitely want to do it again. Lets plan on it."

"Deal" said Kate, giving Brian a passionate kiss.

 

From that day forward, their relationship became closer than either had imagined possible, and they were able to find true happiness together.

Kate

  

  

  

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