Many of his classmates viewed him with suspicion and even outright hostility at first, but his wit, kindness, and general ability to get along with and treat most women with respect and equality eventually won most of them over. He had even dated a couple of them, but things never seemed to last - a common occurrence in all his past relationships. The breakups were always amiable, however, and he managed to retain a close friendship with several of them.

One of these exes, Jen, peered over his shoulder in the living room of his apartment as he paged through the course offerings for next semester. Jen was certainly a pretty girl, but not someone most people would call traditionally beautiful. She stood a statuesque five feet nine inches tall, had a voluminous mane of curly black hair, and sported a rather large hawkish nose when seen in profile. Nevertheless, she had a fantastic body, kept in terrific shape, and had legs that went on forever. But it was her eyes that melted most men; had successfully melted Dennis when they had met two years ago. Her slate-blue irises and thick, wide eyelashes always suggested to Dennis that she was thinking about sex (which she later confessed to him confidingly, she often did). She currently wore a tight black midi t-shirt and a grayish and also tight-fitting miniskirt, jet-black nylons, and a pair of low-heeled leather-strapped sandals. She was into body piercings, and had steel bolts or loops through her ears, nipples, belly button, and her clit, which Dennis had found especially enticing.

The choices for classes were limited since he had been late determining his major and he needed 12 more credits within the program to graduate. The only real choice he could see was to take several independent studies, a senior seminar, and perhaps one of the only 2 lecture classes offered.

"What the hell are you taking next semester by the way?" Dennis asked Jen, knowing full well she had probably already pre-registered for them.

"Well, I've already talked to my advisor and she got me into the Sexuality and Sex Roles Retreat/Seminar - it's worth 12 credits," she replied sloppily through the tootsie pop jammed in her mouth. "God, haven't you even looked at this stuff before now, Denise?"

Dennis grimaced. Not so much at the disparaging nickname she and several other of his classmates had taken to calling him recently, but on the fact that what one of his professors' referred to as his 'chronic-male-procrastination-syndrome' had again reared its ugly head. He simply was not a planner. He rarely thought of the future, except to make sure he had enough beer stocked for the weekend, or to make sure he was progressing properly towards sex in whatever relationship he was in at the time.

"Man, I don't have a clue!" he moaned.

Jen reached over and snatched the course guide out of his hands, brushing his face with her more than ample chest.

"Look, girlfriend, you have two choices: take the seminar with me, or load up on separate courses. The catch for the Sex Roles seminar is that you need to get recommendations from a couple of your teachers and permission from the professor, Dr. Hanson, beforehand. Also, my advisor said the workload for this class is a bear! She said the demand on time alone prevents anyone from taking any other classes or having a job, or even a social life at the same time. Also, the class is a retreat and is being held in the Poconos this year, so there will be some additional room and board costs."

Dennis winced. Just one last semester he told himself. He would have to give up his cafeteria job, but that was no great loss anyways. It was settled. Tomorrow he would get into the class and quit his job, and then, hopefully, if he remembered and found the time, start looking at grad schools.

"I just have one question for you, young lady," Dennis started with a smile as he crept towards Jen, "who the hell started this Denise business anyways? Was it you, or someone else from my harem! If it was you, I won't be angry, I'm just curious, from a social-psycho-gender perspective..."

Jen laughed, tossed the course guide in the air playfully, and sprang for the door with Dennis in hot pursuit. Presumably, that answered his question...

Two weeks after pleading with Dr. Hanson to let him into the course and getting the required recommendations, but with three weeks before the class was to begin, Dennis, Jen, and the other four students participating in the retreat received packets in the mail. Inside were detailed application and waiver forms to fill out and a note from the professor with some cryptic instructions:

I imagine you are all anxious and curious by now to know what your responsibilities for the upcoming retreat will be. Specific details and a syllabus will be given out when we meet in Pennsylvania in a few weeks, but in the meantime, please fill out the enclosed forms IN FULL and return to me PROMPTLY (failure to do so will affect your grade!).

In this seminar, entitled "Sexuality and Sex Roles in the 21st Century" we will be doing a lot of roleplaying, role reversal, and intense study of socio-cultural determinants of gender characteristics. This course is worth 12 credits so the workload will be very heavy and time-consuming, and I expect everyone to devote their full resources to it. Failure to do so will result in a failing grade. But given the excellent background and recommendations of all participants this semester I expect only the best. In addition, an initial assignment will be due when you arrive in three weeks. For this assignment, I want everyone to observe the opposite sex in as close and neutral a way as possible - look at body language, mannerisms, intonations, and think about their effect on social and sexual relationships. In addition, since this course will focus a lot on the physical manifestations of gender as determined by social and cultural tradition and mores, this assignment will require some physical effort. In this vein, we are going to look at weight and physical appearance and its relation to sexuality and gender roles.

To this effect, over the next three weeks I want the women to try and GAIN some weight - eat lots of junk food, etc. for the next few weeks., while the two men in our course will try their hand at DIETING. Since I already have everyone's current weight as determined during this past semester's campus-wide physicals, I expect to see at least some results from everyone. Nothing drastic is required, unless you get inspired of course! To top it off, please compose a short (5 pages maximum) essay on your thoughts, and how you see others' perceptions of you as you attempt to go through these physical changes. The idea here and for the seminar in general is to try and break through the barriers of understanding between the sexes, so that we can all acquire a clearer view of the more serious cultural and gender-based pressures that exist in our society today, and that have long-lasting effects on sex roles going into the future. I strongly believe this assignment and the rest of the course will be a great learning experience for all of us, and may even be some fun besides! The only thing you are required to bring to the retreat is an open mind and a check or credit card payment for $500 for 60 days room and board at the resort. Course materials and experiment equipment have been provided by a generous grant from a local anonymous foundation. I look forward to seeing all of you in three weeks. Good luck,

Dr. Janice Hanson

Over the next three weeks all the class members commiserated together and struggled to gain or lose weight and write the required paper. Dennis and Jen found themselves working together on the strange project, giving each other helpful hints and pushing each other to try harder; actually even competing with each other to see who could make the most radical change. In the end both succeeded more than anyone else in the class (some of the other women had more to start with, though). While Dennis, already a thin 145 to start with, managed to lose ten pounds, Jen actually managed to gain 15 pounds, putting her up to the same weight of 135, although it must be said, she put it on mostly in well-toned muscle, being an avid exerciser. Dennis, on the other hand, mostly due to financial constraints anyways, ate (and drank) much less, and when he did, Jen cajoled him into low fat stuff like salads and yogurts. He also got into an exercise regimen with Jen, mostly aerobics and yoga. At the end of the three weeks he was practically a stick figure. Good thing he didn't have any male friends to make fun of him.

Dr. Hanson was a youngish looking, middle-aged woman. Dennis guessed somewhere around 36. New to the department last semester, it was rumored she had been through the Women's Studies program herself 15 years earlier. In the intervening years she had gone on to the University of Chicago to get her Ph.D. in Sociology and had then taught at a small mid-western liberal arts college that few had ever heard of. She wore a burgundy skirt with a slit in the back that came up slightly above her knees, and a white woolen, sleeveless blouse that served to accentuate her protruding breasts. Her long, tanned legs glistened in sheer, nude nylons and ended in a pair of four-inch, matching burgundy, baby doll pumps. She had long, strawberry blonde hair that came down in waves to just below her shoulders. Her eyes were large and hazel and outlined expertly with a subtle edge of mascara and a burgundy-colored eye shadow.

"I'm sure everyone is tired from the drive here, but we simply must get started," Dr. Hanson stated, motioning a porter to come over and start gathering the students' luggage. "Nothing too taxing to begin with, but the orientation period is going to take a couple of days. I have reserved us a suite with 4 adjoining rooms, so each of you will be sharing a room with a fellow student. Room assignments and introductory instructions for the orientation are waiting for us upstairs in the suite, so please just drop your bags off with the porter and follow me up."

The resort itself was on the fancy side and certainly normally would have been priced at more than the $500 each of them had to pay for their 60 day stay. The huge lobby adjoinined a restaurant and nightclub. It also had a large pool, exercise room, and smaller café. In addition, a maze of paneled paths, benches, and a plethora of trees, shrubs and ornate flowers filled a central, open-air foyer. At present, there were few signs of any other guests.

The door to the suite opened with a keycard that everyone got a copy of in the lobby; the suite itself consisted of a large central lounge area with a small kitchen and study room just off it. A hallway led to the four rooms, each equipped with double beds and plenty of drawer and closet space.

"Ok, I want to start out frankly," said Dr. Hanson as the group gathered around her in the lounge area. "Each of you filled out a detailed application and waiver and signed it, indicating your willingness to take part in this course. What we are going to tackle this semester is going to be far different and probably more difficult than anything you have encountered to date. After I give this speech, I will give out the room assignments. If anyone at that time does not wish to take part in this retreat they can do so without penalty, except the lost credits, of course. However, if you decide to stay, you must do so for the duration of the retreat, and follow the course requirements as I tell them to you to the best of your ability. Failure to do so will result in a forfeit of your resort fees as well as an immediate failing grade. Do I make myself clear?"

Everyone felt a little stunned by the sternness and mysteriousness of the seminar so far, but they all nodded in agreement.

Dr. Hanson continued. "Simply put, I want all of you to throw your modesty out the door right now. This work will require you to drop your culturally instilled senses of pride and modesty -- they will only hinder you from now on. We are going to engage each of you in an intense gender role reversal experiment. This means you will receive extensive training and experience in both the outer physical and inner mental processes and expectations of the opposite sex. You will, in effect, experience what it is like to be the opposite sex. It is my hope that going through this exercise will give each and every one of you a subsequent, far-reaching understanding of gender roles that can otherwise only be guessed at by those who have no real experience of how and why the opposite gender operates. This will open up to you a deeper understanding of the discipline, which I suspect will help you in whatever profession you decide on in the future. At the end of these exercises, each of you will engage in some real world experiences as a member of the opposite sex. At the same time, each of you will be working on putting together a thesis paper on these experiences and some aspect of it as it applies to the issues in this course, in general, as outlined in the syllabus."

During this pause in her speech, Jeremy, the other male in the group, raised his hand tentatively.

"Yes, Mr. Greene?" Dr. Hanson queried, a slight smirk on her face as if she was enjoying seeing everyone squirm a little at this point.

"Umm, exactly how will this training be carried out?" he said in a slightly embarrassed whisper.

"Oh my, young man, you will find out soon enough," she responded coyly. "But do not worry, I'm glad you asked that question. Nothing will be permanent and I promise you will learn far more than you ever could in any traditional course. We are going to divide the initial transition training into two sessions: two weeks for the men, and then two more for the women. Is everyone ready? Good, here are the room assignments. Please retire to your rooms, where specific instructions await each of you. Please follow them exactly, try to have some fun with it, and we will all meet back here in three hours to see how the initial transformations have progressed."

Dennis' mind swirled in confusion, amusement, and curiosity. This retreat so far sounded intriguing. The idea of trying on the accoutrements of the opposite sex was not new to him. He had even done so several times, the most recent being last Halloween, when he dressed as a sexy Cher to Jen's version of Sonny Bono. Jen had even talked him into shaving his legs and wearing a short glitzy dress and heavy make-up. In the end, they both had fantastic costumes and won a contest at the Skull Room, their local pub. He had even gotten a secret satisfaction out of the disguise, and fooling some men at the pub into thinking he was actually a woman. He enjoyed the attention the costume afforded him, including the innate sensuousness of his shaved and panty-hosed legs as the night's wintry breeze blew up them, the way the high heels accentuated his bare calves, and the pouty, sultry look created by his ruby lipstick, false eye lashes, and glittering eye shadow. A few men had tried hitting on him, until he spoke, of course.

It turned out that Dennis and Jen were assigned the same room. A little tension-filled look passed between them when they found this out, but both just smiled and accepted it since there was little they could do anyways. Dennis had a feeling Jen's lacrosse boy-toy would not be so accepting of the situation if he found out.

In their room, a notebook on one of the beds held pages of detailed instructions. While they were reading, Jen began laughing uncontrollably and it occurred to Dennis to wondered Jen's luggage had been brought to the room but his had not.

Her laughter alarmed him slightly. "Don't worry, girlfriend, your turn will come in two weeks," he countered defensively.

Jen's faced turned a little ashen at that thought. The instructions pertained exclusively to Dennis, however, and to the things Jen, and another girl, Terry, who had just joined them in their room as her instructions told her, would do to help him "assume his role" - Dennis shivered a little at that phrase. At least I won't be the only one going through this, he thought. Thank god Jeremy is here to share in this...

Luckily, the bubbles covered up his "stirring" while the girls were still present and he was able to compose himself before drying off. After the bath, Dennis felt somewhat cold. He had never before experienced having all his body hair removed. There was something so sensual about having a completely shaved and smooth body, and his recent weight loss added to a sense of gender confusion. Jen handed him a small piece of clothing through the cracked bathroom door. It was a pair of black silk panties with rose trimming and hardly any rear; instead, the scrap of cloth was designed to shove itself between his butt cracks and force his buttocks apart a little. Next, he had to rub some sweet-swelling skin lotion over his whole body.

"Okay, honey, I'm supposed to guide you through the next step, which is to conceal your manhood," Jen said, failing to conceal her bubbling laughter from the other side of the bathroom door. "Would you like me to just read you the instructions from this side of the door, or come in and give you a hand," she continued and both girls let out a loud squeal of amusement.

Dennis began to feel this had been a mistake, for sure. But he determined to see it through to the end. He needed the credits and could barely afford the room and board to boot. Besides, he couldn't lie to himself that he didn't have a disturbing fascination with the female body and how he might look as a woman.

"I umm, I guess you could help me out," he responded rather meekly, opening the door.

Jen slid in conspiratorily, a large grin still on her face. Dennis experienced a bit of deflation, which he wasn't sure was a tragedy or a blessing, considering the other option he had only just dispelled moments ago. Dammit, Jen had seen him (and felt him) with both conditions in the past, anyway. Dennis sighed, and gave Jen a look intended to elicit some pity from her.

"Jen, I need you to take it easy on me here, okay? This is a little different than our Halloween costumes."

"Alright, Ms. Droopy Pants. Don't get your panties in a bunch," she chuckled. "I'm sorry, couldn't resist that one. Serious from now on, I promise."

'Concealing his manhood,' much to Dennis's initial chagrin, consisted of gently pushing his balls back up into his body and then taking what remained of his flaccid 'manhood' and securing it back under him with medical tape. With this clumsily completed however, Dennis was surprised to feel no real discomfort, except for the fact that when he looked down all he saw was a flat, newly-shaved square of short pubic hair that might be mistaken for a woman's bush from a distance. The view from the full-length mirror behind the door confirmed this.

He felt very, very helpless and exposed at this point, which he caught himself thinking, was perhaps just the point, wasn't it? He made a conscious effort to log into his memory some of these sensations and feelings to put towards his thesis. He put the pair of panties back on and went back into the bedroom to don the first layer of his 'outer woman'. On both beds, behind the women, lay an assortment of women's clothes, accessories, and other materials of, as yet, unknown use to him that Terry had assembled from the closet while he was in the bathroom.

The next few steps definitely required the work of several people. First came a heavily boned, black corset. This required wrapping the strong garment around his midsection, and then holding in his stomach so the girls could tighten it as much as possible with the lacings in the back. When they were through, Dennis no longer had to let out his breath - he couldn't. The corset was so tight he could barely breathe! The other result was a slimming of his already thin waist to a comely 22 inches. A bunching of excess flesh above and below the contraption, give him a bit more 'breast meat' and hip area than he was used to. the next tortuous step radically accentuated this feature. He also realized he could no longer bend at the waist very much at all.

While Dennis forcefully pushed his small, fleshy breast mounds up and together, Jen and Terry applied more medical tape; this time wrapping it tightly around his chest, above the corset, so that an ample cleavage formed. Dennis had to blink when he saw this effect. Hanging and bobbing slightly with his movements above the tight corset were a set of actual breasts with a dark and deep cleavage exaggerating the size of the newly created bosom! At best only A cups, he still felt a rising sense of pride at his emerging figure. Jen and Terry kept him from the mirror, however, until the next few steps were completed. They wanted him to feel the full effect of the change, they argued - as if that wasn't apparent to him already!

Next, a black bra, luckily, Dennis had some experience in this, and managed to get it on himself, by hooking it in front and then spinning it around to its correct position. A pair of silicone breast forms filled out the bra, neatly creating a seamless D cup between his real cleavage and the fake nipples poking through the sheer material. Peering down at his now radically changed body, Dennis felt some slight movement in his panties. Somehow, he felt turned on in a way he had never been before by having his flesh contricted into a shape so different from his norm. Luckily, the tape kept him in place and checked any further embarrassment - as if that were possible, he quickly countered himself.

Terry held up two more skin colored silicon objects, this time not in the shape of breasts, but more like heavy oval pads, each about a foot in diameter. They were thicker in the middle and tapered to paper thin edges.

"I am almost afraid to ask - but what are those for?" Dennis pleaded, pointing to the menacing pads.

"They're hip and butt pads, silly," Terry retorted in her southern accent. "They will give you even more of that hourglass shape we real woman exercise and strive so hard to achieve and so rarely get. They'll also serve to bring your hips out to the width of your shoulders for a more realistic feminine figure."

"We're going to attach them to you with this glue," Jen finished, holding up a rather large bottle of the stuff. "It says in the instructions that it won't damage your skin and can be removed with a little hot water."

While Jen and Terry carefully applied a coat of glue to one of the pads, Dennis once again pulled down his panties and worked the corset up so it wouldn't interfere with the application. The pads, as Terry indicated, would be applied to each side of his hips, starting near his crotch and going back onto his buttocks. The glue worked fast, so they quickly positioned the pad and held it down for a minute or so while the adhesive dried. Once both pads were attached properly, Dennis pulled his panties back on and stood up. The panties now fit like a glove.

The only problem was he now carried some extra weight on his chest, hips, and rear. Jen had him walk around the room a bit to accommodate to his new 'female body' and it did take a little getting used to. As he walked he had to thrust his chest forward and his ass back slightly to balance himself. With each step, his new hips actually jiggled and his wider hips swayed! Christ, I guess this is why so many top-heavy women seem to walk with such a sexy, swishing movement, Dennis thought to himself.

He had a feeling what would be next and he wasn't disappointed. Disappointed? Yes, he thought, at this point he actually looked forward to going full tilt. He'd made it this far, might as well see what the final product would be. The girls instructed him carefully on donning the sheer pantyhose, making sure he didn't create any runs in the material. Pulling them slowly up his silky smooth legs produced a tingling sensation all over his body. It was something he had never before experienced to this extent and he couldn't help but like it. He did his best to conceal his growing enjoyment of what was being done to him, but Jen saw it immediately.

"My, my. Aren't you a surprise," she said confidingly to Dennis. "Terry, I believe our little Miss Denise is starting to enjoy herself. The pantyhose really hide those pads honey. Wow - you are starting to look hot, at least below the neck! Ok, here are the last items before we get started on your face."

Jen handed him a tiny black silk slip and a pair of shoes, open-toed with a two-inch heel, also black. As with everything else, they fit perfectly. He now realized why Dr. Hanson had them fill out their exact physical measurements on the application forms. He slid the garment over his head with some difficulty, due to the restricting nature of the corset and tape; it came down high up on his thighs, barely concealing the hem of his control top pantyhose. The overall effect produced a definite feminine figure, and smoothed away the figure-forming undergarments perfectly.

They had him walk around the room a couple times to get used to the heels. Dennis had done this part before, so he quickly mastered the skill, although he had a sinking feeling he would be required to wear higher and more painful heels at some point in the future...

Next came a healthy layer of beige foundation, rubbed into his skin gently by Terry. Following that, they instructed him to close his eyes while they applied eyeliner and several tones of dark eye shadow; the girls working on him simultaneously and explaining to him what they were doing. They glued on false lashes then, and applied a light coat of mascara to his lower lashes.

At this point, Dennis completely lost track of time, lying in the chair being worked over by the girls into something he was almost afraid to get a look at. (But perhaps not afraid enough, he thought? )Glossy, dark red lip liner and lipstick, a light dose of rouge on his cheeks, and, as the girls meticulously explained to him, a coating of powder over it all to set it in place and reduce shine, finished off his new face.

Last, Jen and Terry picked out a long, curly brunette wig for him to wear and arranged it carefully, combing and brushing it to acheive the desired effect.

The moment of truth arrived - he had to see the outcome. As the girls escorted him to the mirror in the bathroom, Dennis noticed how feminine his walk had unconsciously become; how his hips and ass swayed in unison to the clicking of his heels on the marble floor. As he rounded the door, what he saw stunned him.

A scantily clad, sexy co-ed stared back at him. He now had curves in all the right places, cleavage, large breasts with protruding nipples, womanly hips, long, smooth, nylon-smothered legs, and full, pouty, fuckable lips! Dennis would have creamed his pants right then had he not been tightly taped up. His knees shook and wobbled a little, and for the first time since he finished bathing he realized how utterly helpless, but at the same time free, he felt. And this was only the first day!

"Ok sweet cheeks, time to show yourself off to the class!" Jen exclaimed. Dennis could tell both women were experiencing a mixture of pride at what they had 'created', and some jealousy at the ease with which Dennis had acquired such a sexy, feminine look.

"Jesus! I have a feeling that we all may never fully return to our old selves after this retreat," said Dennis with a mixture of despair and expectation. Jen and Terry could only solemnly nod their heads as they all walked out holding hands to show their hard work to the class.