Judy Grant walked into the store of Clockwork's Emporium. On her left side was a row of grandfather clocks and to her right a display that wrapped around to the front counter toward the back of the store.

Judy had never noticed the store before and almost could have of sworn that it hadn't been here the day before. Curious, she had to pull over and walk in.

A young man popped out through a beaded curtain from the back room of the store and greeted her with a smile.

"Good morning, what can I do for you?" He asked and looked eager to help.

"Just looking." Mrs. Grant called back and started a quick look into the display that lead to the front counter.

Not to her surprise, there were wrist watches, pocket watches, and old clocks under the glass with a few odds things that looked more in stock for Halloween.

Thinking about Gwen, her once preteen daughter, soon to be a full fledge teenager when her body slows down it's development. Judy shopped for something for her birthday. It was only weeks away and Gwen was proving to be a handful these days.

Judy herself no longer a young woman, but a mother with a almost teen daughter.

"Shopping for someone special in mind?" The man asked and Judy was startled by this. It was almost he could read her mind.

"Yeah, my daughter. She's 12-years-old and soon to be 13-years-old." Judy answered and saw one of the oddest things laying on top of the counter just in front of the man. Sitting next to the cash register was something like a magic eight ball, but had a spider molded on top of it.

Mrs. Grant was about to touched it when the man held out his hand for to stop.

"I'm sorry. This item isn't for sale. It's simply too dangerous." The man said and appeared not to want to touch it himself.

"Why is it dangerous?" Judy asked very confused. To her it looked like a child's ball with another toy spider latched on top of it.

"Turn it over and it gives you riddles. Fail to answer the riddle and you'll pay the price. This magical item is just too risky to sale, but I do have some nano face cream from the future that'll takes away wrinkles. It's in the back." The young man answered then dashed away into the back room.

Judy Grant felt stunned by his words and dismissed it as madness once he was out of sight.

"Poor man." She thought.

Spying the spider eight ball on the table, she pulled out a twenty and laid it on the counter. With her other hand, she picked up the ball by the spider's back and put it in her purse.

Noises from the back told her the man was still searching for that cream from the future.

Quickly, she turned and walked out of the store and was in her car before the door's bell tinkle sound reached the back room.

The young man, named Clockwork, was smiling as she drove away from the other side of the beaded curtain.

Judy felt bad about taking the strange eight ball, but flipped it over to see it's bottom.

"What goes up but doesn't go down?" The ball's words came almost instantly.

Cold Wave

"Hmmm…" Judy thought and hummed out while she was thinking.

A full minute passed and the words slowly faded away. Judy felt a shiver as if someone had doused her with cold water. Dropping the toy into the passenger seat, she reached out and flipped the heat on.

Minutes later, she suddenly got too hot to have the heat on any longer.

Worried that menopause was coming early or winter was on it's way, Judy sped up to hurry home.

Nearly home, she saw the flashing red and blue lights of a police car.

"Great." Judy cursed out loud in a low tone. Had the man from the store called the cops on her.

Judy pulled over and readied her purse for her driver's license.

The officer seemed to take a long time before stepping out of his car. Before he stepped out, he had typed in the car license's plate. The car in question was registered to a Judy Grant with only minor offenses in the past, most in her teenage days.

Judy smiled warmly as the officer came to the driver's window.

"Ma, Do you know why I pulled you over?" The cop asked and stared at Judy. He saw a young beautiful woman and not the middle age woman he expected.

"I'm sorry, officer I think I might have been speeding. " Judy answered and felt as if her tone had went up a few notches. Unknown to Judy, her blouse had dropped as if suddenly her breasts no longer started to sag downward. The sudden burst of energy she assumed was coming from the Adeline in her system.

"Well, I'll let you off with a warning this time. Have a

nice day." The officer said smiled and his eyes wandered to the woman's chest for a moment as he pretended to look at his pad.

"Thank you." Judy said and pulled back into traffic leaving the slightly confused officer behind. The officer walked back to his car thinking about getting his eyes checked. Part of him sworn he saw the woman's wrinkles around the eyes, also known as crow's feet, sink back into her skin.

Shaken by the suddenly vanished wrinkles and then suddenly aroused by the rising chest that seemed to rise up on it's own, he had to move away before more happen.

Judy was still feeling the butterflies in her stomach and her heart was pounding as she drove away. Relieved the office didn't asked her about the toy and took a chance on mentioning she was speeding, he had let her go.

Mrs. Grant noticed her chest.

"Jeeze." Judy said to herself as she noticed her firmer breasts.

"Slow down and breath. You're so tense your chest looks higher up." Judy thought and went through some deep breathing exercises.

Judy pulled into her driveway minutes later. Grabbing the groceries then the toy, she carried everything inside. Judy knew this was a girl's only weekend. Her husband was away on that business trip. It might be next Friday before he would come home.

"Gwen!" Judy called and her 12-year-old daughter came bounding down the stairs.

Seeing her mother's arms full of bags and something round sticking out of one of the bags, Gwen took one bag and set it on the counter.

Mrs. Grant took the riddle ball and placed it on the top shelf of the panty before her daughter noticed her actions.

After both girls had put away most of the food which were in cans, boxes and smaller plastic bags, Gwen was staring at her mother before speaking.

"Mom, you look great." Gwen said and looked on in a stare for a few more seconds.

"Thanks, honey. I feel alive today. How about we order pizza tonight? I'm really not in the mood to cook." Judy answered back and figured this was why Gwen was trying to butter her up.

If more flattery came, then it was a money issue. Judy had already turned down Gwen's idea to baby-sit for extra cash.

"That's cool with me." Gwen said and went back upstairs to return to her TV watching.

Judy ordered the pizzas and took a quick shower. Judy admired her body and thought finally her morning jogs were paying off. She looked slimmer and even thought some of her wrinkles were gone. Through the steamed up mirror, it was getting harder to tell as the window got foggy again.

Redressing, she was ready for the pizza delivery boy and saw he was admiring her body. Her hair was still wet from the shower.

Making sure her bath robe covered her still wet shirt, she exchanged her money for the two pizza boxes.

"Enjoy the tip." Judy said and wondered if he even noticed the generous amount she had given him.

"Gwen!, Pizza is here!" Judy called up the stairs and opened each box on the coffee table. Then she turned on the TV and turned the channel to a drama type movie.

Gwen came down and ate nearly as much as her mother. They had a happy relationship and to Gwen her mother was her best friend most of the time.

Gwen went into idle chit chat and noticed her mother's younger appearance.

"Face lift?" Gwen asked herself in her thoughts.

"Should join me on my morning run. I feel wonderful. " Her mother said and was paying all her attention on the TV. Her mind only giving the conversation a little attention.

"No thanks, mom." Gwen said and returning her attention to the movie.

Gwen drifted off to sleep with a stomach full of pizza and coke.

Judy Grant got up and took the spider ball toy from the top shelf of the panty and went up the stairs with it. As Judy carried it, she flipped it over and another riddle appeared on the glass bottom.

"What goes on four legs in the morning, and two legs at noon, and on three legs in the evening?" The ball text message came and went unnoticed by Judy Grant.

"Gwen is simply going to love this." Judy thought and put it away into her closet. Then Judy fell asleep on her bed with her clothes and only her shoes kicked off.

Judy pulled her blankets plus the sheets closer as another chill came and goose bumps spread over her body.

Morning came and Judy scrambled out of her bed. She was late for her morning jog and dashed about the room changing quickly. Not even bothering with looking in a mirror, she dressed in her jogger's outfit.

Baggy thin pants and a shirt with a sport's bra underneath. Judy didn't even notice that her breasts were firm and slightly smaller in size.

Lastly, she pulled her hair back and tied it back.

Judy was down the steps and feeling like a teenager as she started her jog.

Gwen slept through all of this and enjoyed her Saturday in a deep sleep.

Gwen woke up some time later and looked about for her mother. Then she remembered her mom's morning routine. Jog before the crack of dawn and then come home for a quick shower and breakfast.

Gwen went up the steps and crashed down on her own bed for more snooze time.

Judy barely started her run when she had to stop and adjust her clothing. Her normal knots and tie off weren't enough to hold the clothing. Making adjustments, she went on and was amazed by the stares from other joggers.

Guys were giving her smiles and little friendly waves. Saving her breath, Judy waved back and jogged on. Judy felt so good about her jog she went on a little further. She felt extra energy and didn't start back home until there was a slight pain in her sides. It seemed to take much longer to set in then normal.

Gwen got up and went down the steps expecting her mother.

"Late again." Gwen muttered then went back to the living room and turned on the TV to let the music videos come on.

The front door open then closed. Gwen looked up from her comfortable spot on the sofa. The young woman that came in was a stranger.

Gwen leaped up from her seat and rushed forward in a fast walking.

"Sorry, honey. My jog was longer then I thought." Judy said and her voice sounded out of breath. Judy even noticed her tone was higher then normal.

"Mom?" Gwen said and stopped dead in her tracks. She was about tell this stranger to leave. An older girl then herself had appeared to entered the wrong house. Gwen saw the clothes and heard her mother's voice coming out of this girl's mouth. A much younger voice then normal.

"Gwen, is everything all right? You're not hurt are you?" Judy asked still gasping for breath and didn't hear the younger voice just yet.

"Mom, you're younger." Gwen stammered and pointed vaguely at her mother's slimmer waist. Her baggy shirt covering her firmer breasts for the moment.

"Don't be silly, Honey." Judy said then turned to the hallway mirror and looked at her face. The face staring back was hers, but not the face she was use too.

A girl about 18-years-old or 21-years-old was looking back with a shock expression on her face. Her face pale and sweaty with no gray stands in her hair, but a deep richer color of brown.

Behind her in the mirror's reflection was Gwen gapping at her mother's younger face.

Judy Grant didn't believe it. She rushed up the stairs and Gwen was right behind her. Judy striped down to her lacy panties and sports bra to look at her reflection in the full dresser mirror.

A beautiful girl, just six or nine years ahead of Gwen, looked back. Gwen stood by her mother and she looked like her sister then her daughter.

"Gwen, No need to panic. I'm sure there is reasonable cause for this." Judy said to Gwen. To Gwen her mother was talking more to herself then her.

Judy's eyes saw the toy ball half hidden in the shadows of the closet. Judy decided to stay quiet about it just for now.

"Baby, could you wait for me downstairs while I take a shower?" Judy asked her daughter.

"Yeah…Sure mom." Gwen answered and slowly turned away from her mother and went down the stairs.

Judy shut then locked the door behind her. Judy stripped and admired her nude body in the mirror's reflection. An image of a college goddess mimicked her movements.

"Hey there, handsome." Judy said thinking about her husband.

"Jim is going to flip." Judy thought and turned towards the bathroom. She showered and enjoyed the feel of her younger body. Yesterday she thought about how she did notice a slightly younger body, but shrugged it off.

Fifteen minutes later, Judy descended the stairs with her hair wet and looking younger with her hair tied back.

"Think your dad will like the new me?" Judy said as she noticed Gwen startled from her place at the kitchen table. Gwen had her head down in deep thought.

"Yeah, how did you get younger?" Gwen asked, always the curious child.

"Something I picked up yesterday. It's safe." Judy spoke in a stern tone that Gwen heard very well. It was a secret and Gwen knew her mother wouldn't say until she was ready.

Gwen shivered as she thought about "it". If she got younger, she'd be a baby or toddler if she was lucky.

"Don't worry, honey. It was your birthday gift, but it's too dangerous for you. I'll get you something better. Maybe that new video game system." Judy said and started making fried eggs for breakfast.

"I think I prefer that." Gwen said and admired her younger looking mother. The body was younger, but her mind was still her mother's.

Gwen watched as her mother went about the kitchen with energy she didn't have before. Butter toast, fried eggs, and bacon was ready in no time flat.

Gwen and her mother ate quietly. Gwen glancing up from time to time to look at her mother.

"I need new clothes. We should have a girl's day out shopping." Her mother announced and went off without waiting for her daughter to answer.

Gwen didn't mind. She had been eager to get some new clothes. Her birthday not far away now.

Both girls were ready nearly at the same time. Gwen had barely grabbed her own smaller purse, when her mother appeared in her doorway.

"Lets go." Judy called to her daughter.

"Sure, mom." Gwen called, a little uneasy calling this older girl mom.

"Hmmm…Call me Judy instead of mom. We'll get funny looks if you call me mom." Judy said and dug her car keys out of her purse.

"Sure, Judy." Gwen said and relaxed a little.

The day at the mall was a fun one for both girls. Gwen got all new clothes and Judy even got herself some summer wear. Watching her mother try on bathing suits, she thought her mother looked younger in the revealing two piece outfits.

Judy Grant was enjoying herself and the sexier younger body. Already, she was planning for some very long days at the beach.

By that evening, Judy and Gwen were so tired. The car ride was an exciting one as they talked about all the things they planed to do in their new outfits. They dropped their shopping bags by the front door once inside and went straight for bed.

Judy laid on her bed and only glance once at the magic ball in the closet before closing her eyes. She forgot how wonderful it was to have so much energy and a credit card begging to be used.

Judy tossed and turned as old memories entered her dreams. The dreams going from her first time having sex to learning how to drive with her mother.

When morning came Judy didn't bother with her morning run, instead, she slept in as Gwen did the same.

That morning Gwen was the first one up and washing her new clothes. Next she planned to get to her mother's summer wear.

Because the washing room was directly over her mom's bathroom. Gwen heard the scream. She dashed up the stairs and found her teenage mother wearing only a T-shirt from yesterday staring into her bathroom mirror with a surprise.

"Mom, what's wrong?" Gwen asked and looked around.

"Gwen, Honey. Do I look different?" Judy asked her daughter and didn't take her eyes off her face.

Gwen stepped forward into the room and saw something very different. Her mom was shorter and looked somehow more youthful then before.

"You got shorter and your face is different." Gwen said and looked at her mother.

"I'm getting younger." Judy said simply and brushed past her daughter. Gwen thought her mother looked maybe 16-years-old or slightly more.

Gwen watched as her teen mother reached up for something in the closet. Gwen saw a crazy looking eight ball with a Black Widow spider attached to the top. It was one of those crazy novelty items she loved.

Judy flipped the spider over to see the bottom of the ball.

"What is black when clean and white when dirty?" The ball's text appeared and then Judy read it out loud.

"I know that one. What was it?" Gwen said and went into a deep thought about the riddle. The answer was just on the tip of her tongue.

The text vanished and Gwen felt the chill pass by her and watched as her mother shiver.

Gwen watched as her teen mother lost height instantly and her chest shrank down as her breast size was reduced. Her adult night shirt dropping past her knees. Then a black silky lacy panties slid down her slim legs. Judy felt the draft now around her waist.

Gwen was looking at a 13-year-old version of her mother and Judy noticed that they were almost the same height. Judy just an inch or two taller then her daughter.

"That's so unfair. We didn't have enough time to figure it out." Judy whined and heard the higher pitch in her tone. Judy then put the spider ball on the bed and pulled her shirt open looking down the collar.

Her worst fear confirmed by her smaller chest and further down, the lack of hair between her legs.

"Mom, Tell me everything before you touched that ball again." Gwen demanded and felt safer with this younger version of her mother.

Judy Grant sighed then told her daughter everything. She left nothing out. In under two day's time, she had become her daughter's age or close to it.

"Okay, we'll return this magic ball to the man you stole it from and we'll ask for his help. It's the right thing to do." Gwen said and started to look in her mother's closet for things to wear.

Then Gwen realized her mother was too young to wear her adult clothes or even her new clothes she bought for the summer time.

"Gwen, I'm little young to drive." Judy said and looked at her dresser's reflection.

"We'll ride the bus. Come on mom. We need to get dress. I wasn't sure yesterday, but I thought you were getting younger when we were shopping. You look a little shorter then before." Gwen said almost in a panic.

Judy looked down at herself then judged their difference in heights. They were almost the same height now as if she had shrank a little more. They were closer at least and somehow Judy knew she be shorter before the day was over.

Gwen gave her mother privacy after leaving her in her room. Judy was trying on 12-year-old girl's size clothes. Judy didn't even have a real bra in her opinion. The childish bra didn't even hold up anything. Her breasts had gotten so small they stuck out at perked angles.

Judy even had to wear flower pattern panties instead of her sexy lacy wear. Judy picked out a tight T-shirt and shorts with a belt looped through it.

When Judy stepped out, she was almost a double for her daughter. If a stranger saw them together, they'd assume they were sisters or fraternal twins.

"I'll hang on to this. It's too dangerous for you now. " Gwen said and patted the magic ball bulging from her purse. Judy didn't bother with her own purse, but did take her money out and put it in her pockets.

After a quick wash to get rid of her adult make-up, she was ready.

The Bus

The bus ride was longer then driving because of the constant stops to let other passengers off.

Finally, they came to the street where Judy was driving just two days ago. When they came to the spot where the store was, they found a blank brick wall.

"Maybe it was further down." Judy said and lead the way down the street. Abandon buildings and little shops here and there. None of them had the faded sign saying "Clock's Emporium".

A police car came down the street and Judy froze as it passed. It was the same cop that let her off with a warning. The officer didn't take a second glance at them.

"Judy, mom. Maybe it was on the other side." Gwen said and pointed out the sidewalk on the other side of the street.

The pair of girls searched until their feet ached and their stomach's rumble from hunger.

Defeated by not finding the store, they caught the bus home and walked back in silence.

It wasn't until after lunch of cold cereal and two empty coke cans, that Gwen broke the silence.

"We'll try again tomorrow morning." Gwen said and rubbed her sore feet after eating.

"Yeah, First thing in the morning." Judy said in a down hearted way and shuffled off to bed.

Gwen tossed and turned then finally went to her mother's door.

"Need some company?" Gwen asked, scared for her mother.

Judy was still awake and unable to sleep due to the knowledge that with each passing second she was getting younger. This fact confirmed when they got home. Judy was a touch shorter then Gwen.

Gwen climbed in next to her mother and they fell asleep.

Judy woke up first and rushed to the bathroom mirror. Gwen was wakened by the sudden weight shift in the bed. She slowly shuffled her own feet to the bathroom.

A 10-year-old version of her mother was there looking at herself in the mirror. Freckles had spread across her nose and her teeth had gaps in them. Her eyes were wider with a up turned nose. Worst of all in Judy's opinion, was her two front buck teeth.

She was cute, but only in a little girl way of innocence and playing dress up. The shirt borrowed from Gwen past her waist and the bra was dangling uselessly against her almost flat chest.

Judy took a few more deep breaths then fell back onto her butt and curled her legs against her chest. Silent sobs started then she was crying openly.

"It's okay, mom. We'll fix this." Gwen said and bent down to comfort her mother.

Judy raised her head and collected her thoughts. She was an adult and she had been the one to break down first.

"Yes. We should get some breakfast and try again today." Judy said and Gwen helped her mother off the floor.

Together they made some breakfast of hot oatmeal and tea. Then Gwen helped her mother dig through boxes in the garage until they found Gwen's old clothes from last year.

Luckily they found a small pair of sandals for Judy to wear. Judy was scared she'd have to go barefoot or wear flip flops a few sizes too big for her.

Gwen now thought Judy looked like her little sister rather then anyone's mother.

Judy hit the button for the garage door once she was dressed. Once both of them were outside, she punched in the code and closed the door. Then they would walk to the bus stop and take the morning bus. Today it would be crowded with people going to work.

"Gwen!" A boy's voice came after the noise of the door going up was over.

"Hey Robby! " Gwen called back and saw her best friend coming toward them.

A boy of 13-years-old with a colorful shirt and cut off shorts, came into the garage. He saw the younger girl and gave Gwen a puzzled look.

"This is Judy. I'm looking after her." Gwen said quickly and hoped her friend didn't see through her little lie.

"Your mom finally said yes to letting you baby-sit? " Robby asked and smiled friendly at the younger girl. Judy suddenly had a case of being shy. She was used to looking down at this boy and not up.

"Yeah, but Judy is almost my age. She is no trouble at all." Gwen said and looked back and down at her mother. The younger Judy was trying to make herself as small as possible. Judy put her arms behind her back and bowed her head so not to look at Robby.

"My parents wanted me to invited you over to swim. It's an hour before lunch and you can invite Judy." Robby said in an excited tone.

"Well…Robby. We're kind of busy." Gwen answered back then a shadow came into view.

Robby's mother Mrs. Ruby Sonnet came into view and dressed for a spring day. Behind her, the family van was still running.

"Robby, Haven't you asked her yet? " Mrs. Sonnet said and noticed a girl she had never seen before.

"She is baby-sitting, mom." Robby answered and gestured toward the pair of girls. Mrs. Sonnet looked at the girls and thought the younger girl was more of a playmate then someone that needed to be baby-sat by a girl almost her age.

"Hey Gwen, she can come too. Where is your mother by

the way? I have to talk to her." Mrs. Sonnet said and looked toward the closed door to the kitchen.

"Asleep." Gwen answered.

"Well. Just leave her a note and I'm sure she won't mind. I think Robby's sister is about her size. You know she is away at a friend's house. It's okay." Mrs. Sonnet said and in a very convincing tone.

"Give me a minute." Gwen said and pulled Judy along. Away from the towering adult and taller boy Judy was able to speak freely.

"Gwen, we have to play along. I known Ruby a long time and she won't give up. We'll just go tomorrow. We'll leave before anyone notices I'm getting smaller as I get younger." Judy said thinking fast.

"Okay, Judy." Gwen replied and they went back to the garage after Gwen grabbed her swimming suit.

Mrs. Sonnet was looking over the open box and figured out what the girls were doing before Robby came upon them.

"Playing dress up." Ruby Sonnet thought and smiled at her own fond memories of her childhood.

"We're ready." Gwen called and felt bad about being lead away. If only they had a really good excuse.

The children piled into the back of the van and Mrs. Sonnet drove them down the street to her house, even further away from the bus stop.

Once at Robby's house, the girls went into the Robby's sister room and changed.

Gwen peaked over at her mother and saw a child's naked Body, flat chest and no hair around her vagina. Judy was slipping into a girl's one piece swimming suit.

Gwen turned away and put on her own two piece suit and realized she was now the mature one. Her breasts were small, but noticeable. She had her first period years ago and a faint tuff of hair between her own legs. Gwen felt more grown up then ever.

Judy had sneaked a peak when her daughter first undressed. For the first time, Judy truly noticed how much her daughter was changing.

She was fast becoming a woman and somehow Judy had been blind sided. In a few short years, she'll be dating and driving on her own. Judy shook her head and thought where had the years gone to.

Neither girl enjoyed themselves too much in the pool. Judy was making hourly adjustments to her strings unnoticed by all and worrying, while Gwen was looking over at Judy for any signs of change from time to time. Noon came and went and then it was getting late. Slowly, the day was almost gone.

Mrs. Sonnet had watched them from time to time from the living room windows while they played in the pool.

One panic shout and she'd been out there in a flash if there was trouble.

Gwen excused herself by saying she had to get home from a look that her mother gave her.

During the change back to their normal clothes, Gwen saw why Judy had wanted to leave. The top part of swimming outfit was loose and the bottom would soon fall away. The knots already too big not to go unnoticed for very long.

Gwen said goodbye to Robby and his mother while Judy tipped toed out to wait for Gwen outside.

When they got home, they went through Gwen's oldest clothes. Judy had saved these just in case Gwen was about to be a big sister. Instead she had got caught up in her last job then taking care of Gwen.

"Mom. I hope you don't get any younger. Dad won't be home for another three days." Gwen said, her voice was breaking.

In front of her was a 8-year-old version of her mother. Her face had gotten rounded and now the freckles went to her cheeks while somehow her teeth had gotten smaller in size increasing the gaps in between.

"Don't worry." Judy said and held back her own tears. She didn't have the baby fat just yet, but Judy didn't feel good about having very thin legs and arms. She could even count her ribs and it was hard to believe the pink dots on her chest were once nipples of a woman.

To Judy's minor embarrassment they shared a bath that night. Judy didn't feel like it, but Gwen helped her undressed and even washed her hair out to get rid of the smell of chorine. Gwen even pulled her mother close so her small head rested on her chest for once.

After some time had passed, they fell asleep.

Gwen awoke to find her mother gone from the bed. Checking the bathroom, she found her down stairs. The hallway mirror was used to check her appearance before going out.

A 5-year-old girl was looking at herself in the mirror dressed in faded shorts and shirt for a girl her age. Gwen knew the clothing because she had pulled it out of the box herself. Judy no longer had any panties that would fit.

Gwen was dressed and lead her mother by the hand to the bus stop. This time Gwen lead the way left and right down the street where her mother had gotten the magic ball. Gwen still had it tucked in her purse.

Gwen even had her school backpack with extra slightly smaller clothes and her mom's money hidden away.

"Gwen, I need to go." Judy called and almost too timid for Gwen to hear.

"Just more building, mom. Then we go home." Gwen said, thinking Judy wanted to go home already.

"I mean the bathroom, Gwen." Judy said and Gwen noticed the cross legged dance Judy was doing.

Judy raced down the street toward a McDonald's fast food restaurant. Gwen paused and then tried to tug on her mother's hand. There was tug, but Judy didn't budge.

Gwen turned to see her mother's 4-year-old face looking down as tears glittered down her cheeks. A wet spot was around her crotch.

"I'm…adult." Judy said in a stubborn tone and it cracked as her started to cry.

"I have extra clothes. You can change in the bathroom." Gwen said and made sure her mom was beside her as they walked. They went straight for the bathroom and in a stall. Gwen helped her 4-year-old mother out of her wet shorts and into overalls for a girl her age.

The changes to her face and body were startling. Baby fat had taken over were skinny limbs once were. Her mother's cheeks had become pudgy round shapes and it was hard to see the once known features Gwen knew very well.

Judy spent the rest of day with her head down and hardly noticed Gwen had stop at a local store for baby supplies. Another day had gone and still no luck in finding the store.

Gwen was slightly relieved her mother didn't notice what she was buying when they visited the store, but when the time comes, Gwen knew her mother wouldn't be happy.

Judy put herself down for an afternoon nap just before dinner time. She was awaken by Gwen's gentle hand and ate the soup Gwen had made. The was a reversal of roles now.

That night Judy had a funny dream that Gwen had undressed her and then redressed her in something that felt funny. Judy remembered nothing more after that.

When Judy awoke, she knew she'd be smaller and younger then yesterday. The room around her loomed and the sofa looked to be a mountain of cushions. Then Judy felt the breeze play across her exposed chest. Looking down at her body, she was almost naked for the exception of being in a girl's pink trimmed diaper. Judy reached down for a tab then heard Gwen's voice.

"No, no. Judy, you look like you're 2-years-old and I don't have time to clean up messes." Gwen voice came and Judy saw her daughter sitting in a chair with a riddle book in her hands.

"I wam not a babee, Ghen " Judy cried out and heard the lisp in her voice. Judy was standing up on unsteady legs. The diaper forcing her legs apart further then she was use too.

"Look down." Gwen said calmly and watched as her mother looked down at her pudgy stomach that was sticking out on it's own to her pudgy fingers with tiny little nails on each digit.

"Ghen, Hewp me." Judy cried out and held her arms out for Gwen to pick her up.

Gwen set the book down in her lap and pulled the toddler close to her body. After a few minutes to recovered from the shock of being diapered and talked down to like a baby, Gwen spoke.

"At your current rate, mommy. I don't think you'll last till the end of the day. We've had no luck in finding that store so I decided to try the magic ball. If you can solve the puzzle maybe we can fix this." Gwen said and the doorbell rang out.

Gwen rolled her eyes and pushed her toddler mother sideways off her lap and left the book for her to read on the cushion chair.

Robby came around the corner with Gwen and they were talking.

"Riddles, I love riddles." Robby said and thought he'd see some kind of game setup in the living room. Apparently, Gwen had said something about riddles to him at the door or when he entered the house.

"Who is the baby?" Robby asked as he looked at the diapered girl. The baby girl in front of him had a sleep look as if she had just woken up.

Then Robby saw the magic eight ball sticking out of Gwen's purse. He grabbed it and flipped it over.

"Robby, Don't" Gwen called out a warning, but it was too late.

"I'm very long, but often broken. What am I ?" Robby read out loud and looked at the worried look on Gwen face to the riddle.

"Silence." Gwen spoke and felt a chill pass by her body and a strange warm breeze coming up from the floor. Gwen doubled over in slight pain as she felt her body growing.

Robby folded his own arms as a sudden chill seized him. Robby looked around in a confused way as everything looked bigger and his already baggy shorts were almost falling down his legs. Then he looked up to see Gwen. It wasn't a 12-year-old Gwen he was looking at, but older Gwen. An almost naked girl was standing in front of him and Robby felt something was off from seeing this almost naked girl.

Gwen's own transformation was over before Robby's. Her breasts grew and pressed against her night shirt as they grew in size. As Gwen got taller, her night shirt had crept up showing very tight panties and her navel.

Gwen tried to pulled down her shirt, but it was in vain. Before her was a 10-year-old version of Robby.

"What happen to you and why is it I feel so funny right now? " Robby asked and his voice cracked a little.

Gwen took the magic ball from his hands and explained everything in a rush.

"Not very fair. You solved the riddle and I pay the price." Robby said plucking at his baggy shirt. He had to kept one hand on his shorts from slipping down.

"The one with the answer must get older." Gwen answered back and remembered what she had planned.

"I kind of guessed this might happen anyway." Gwen went on and reopened the riddle book, then sitting back down with her mother. With her other hand she held out the magic ball for her toddler mother to take.

Judy looked scared even to touch it.

"Either way you might disappear. We can try this or do nothing." Gwen said and a note of sadness had come into her tone.

Judy nodded and took the ball in her hands. Clumsily, she flipped it over and the next riddle came. Gwen wasn't sure, but her mother felt lighter and her once tight diaper looked loose. Gwen wasn't imagining the wispy hair and her mom's head looking too big for her baby body.

"What gets wetter and wetter the more it dries?" Gwen and Judy started to read.

"Mom, I know this one." Gwen said and flipped open the book. She had the bookmarked section opened in a second and pointed to the answer.

"A towel." Judy squealed out loud. Judy appeared to get a little bigger then stopped. The chill of terror was replaced by a warm breeze playing against her skin. The diaper looked tight, but Judy appeared not to be any older then 4-years-old.

"I got bigger. I'm older." Judy said in excited tones.

"Okay, we got to read more about these riddles before trying again. I'd say you were down to being a 1-year-old baby just before you got older." Gwen said to her mother and Judy nodded in agreement.

For some time they studied the riddle book and Gwen excused herself once to change clothing. When she came back she was wearing her mom's adult night shirt and bathrobe. She couldn't stand the way Robby kept looking at her if he was interested in her. They had been just friends since they were six.

Judy appeared to get a little smaller in size and Robby looked shorter. Gwen appeared not to get any older or younger.

"Gwen, I need to solve another riddle." Judy said and sounded funny saying this in her toddler voice.

Judy was getting panicked by the inch of space between her skin and the diaper. She picked up the spider ball and flipped it over. Gwen watched on as Robby held his breath.

"What is greater than God, More evil than the devil,

The poor have it, The rich need it, And if you eat it, you'll die?" The ball text came and Judy froze with terror.

Gwen read it quickly and no answer came to her mind. She had a pencil ready to write the answer.

A chill pass by Robby and Gwen then Judy shivered and cried out as she shrank.

The children watched as the toddler stumbled forward as her diaper fell down her legs. Gwen looked on in awe and terror as her once adult mother was now a baby forced down to move on her hands and knees.

Her head looked too big for her body once again and the little hair left on her head was so thin.

Gwen heart sank as baby babble left her mother's mouth. Judy crawled forward babbling and crying out toward Gwen. Gwen picked her up and held the naked infant to her chest.

"My turn I guess." Robby said and picked up the dropped magic ball. Gwen didn't see the text, but Robby did and he gulped.

"I crumble mountains , kill heroes , and bring cities to the ground . nothing can stop me . what am I? " The ball's text came and faded down.

"Gwen! " Robby said and the chill came again. A 6-year-old version Robby was standing there and his teen shirt hung down to his ankles.

"Try again. Maybe the next one will be easy." Gwen answered back and comfort the balling infant in her arms. Judy had buried her face into Gwen's breasts. Gwen knew she had to calm her mother down before trying herself. Maybe if she held her in one hand and flip the ball in the other.

Robby nodded and taking the ball in his hand flipped it again. A new riddle came next.

"The man who invented it doesn't want it. The man who bought it doesn't need it. The man who needs it doesn't know it. What is it?" The ball text came and Robby read it out loud then Gwen's face confirmed she didn't know either.

Robby pulled his arms into his sleeves clutched his body as it shrank further. His shirt fell past his shoulders and a 3-year-old toddler stood stark naked in front of her. Robby looked up at his towering friend. The magic ball fell onto the soft carpet.

Gwen looked back at her mother. She was even younger and smaller. The weight in her arms got lighter. It seemed the more unsolved riddles each person failed to answer the faster they got younger.

"I have an idea." Gwen said and position the baby girl to sit in the crook of her arm. With her free hand she took the magic ball off the floor.

"Please work." Gwen said and flipped the ball over.

"Give me food, and I will live; give me water, and I will die. What am I? " The ball's text came and Gwen smiled as the answer came.

"Fire." Gwen said to the ball and felt the warm breeze from her feet up to her chest. Gwen kept her eye on the baby, but she felt her body ache with pain.

Gwen just had time to put her infant mother on the soft carpet and clutched the ball with both hands as her pain became intense. Her chest expanded as her breasts swell to a larger bust size. Her hips widen even more showing off a almost perfect hourglass shape.

Robby watched as his friend got more mature and taller in height.

Robby's mouth was gapping open at the woman that stood in front of him. He expected her to be 18-years-old or 19-years-old, but she looked older.

"You look twenty-one." Robby said and hated his new Mickey Mouse voice.

"I hopeful, my mom would get older too. Guess I got double dose because I was holding her or got two right in a row." Gwen said and breathing harder then normal. She wanted to rest, but the current problems wouldn't let her.

It was past lunch time and she also hungry. Also she had enough of this game of riddles and magic.

Looking back down at her mother she saw the baby was getting younger and her skin quickly going from pink flesh tones to almost reddish color. Gwen recognized the skin color of a older baby quickly becoming a newborn infant.

"Gwen, I'm getting younger." Robby voice said and she saw a naked 2-year-old looking at her for help.

Gwen got up and still holding the magic ball went to the kitchen. Through the large open doorway she saw her mother's infant arms and legs jerking if she no longer had full control over her body anymore.

Gwen walked quickly over to the counter's edge and raised the ball over her head. Looking into the spider's face she saw dark eyes of the fake spider.

"Stop this now or smash you to bits." Gwen called out loud and looked only once over at her mom's infant body. She went on to get younger and smaller. Her limbs and body had become very small and thin. Another few minutes and she would be prenatal.

Gwen brought the spider ball onto the corner to the counter's corner point and there was a crack. Gwen repeated the process and felt stall water then smelled the water as it splashed out. Again and again she smashed the ball until the ball's round sides broke with cracks.

Judy's vision was getting blurry and she had a strong memory of a warm dark place. A sense of peace was starting to close in on her thoughts. She felt so weak and just wanted to sleep.

There was a flash of light and Gwen felt herself thrown backwards. She hit the back wall and slide down it. Almost knocked out, but she stayed aware.

When Gwen got up, she noticed the smashed ball and somehow the spider part still remained intact. Water pooled everywhere and bits of plastic littered the tile kitchen floor. Also she noticed her body was back to being that of a 12-year-old girl.

When Gwen looked into the living room, it was like looking at an old black and white TV show. Robby and her newborn mother looked to made up of nothing more then monotones of gray.

It seemed only the kitchen and herself were in full color. Then Gwen noticed nothing was moving in the gray room. Robby was frozen in place as he arms came up to shield his eyes from the light. Her newborn mother's legs and arms were dead still.

"Quite a mess." A young man's voice said and sitting in a seat was a young man about 30-years-old sitting on a stool just over the smashed ball.

"Mr. Clockwork? "Gwen said and figured who else could this be. Her mother had described him before.

"You are correct. You were willing to risk everything to save your best friend and mother. I was impressed and decided to step in. We have this moment to talk and for you to beat this cursed item." Clockwork said and smiled at her warmly.

"I'm back to normal. What do I have to do to make my mother an adult again?" Gwen said and then asked.

"Answer the riddles. Only two more. One for each person. Both appeared to your mother and are still unanswered." Clockwork said and raised his hand.

An octagon shape ball leaped from a corner and into his hand. Then he tossed it to Gwen. Gwen caught it with both hands.

What happen next scared Gwen into utter shock of terror. The plastic spider legs started to twitch then the color changed. Slowly a giant black widow spider with a bright red hourglass on it's stomach was crawling toward her.

"Don't move." Clockwork warned and the spider slowly crawled forward. Gwen didn't fear spiders, but this one was the size of a small dog.

Gwen watched as the giant hand size spider crawled up her body to her wrist. There it turned around and locked it's legs around her wrist. The spider's bright shiny eyes staring toward Clockwork. Gwen saw the red hourglass just under it's body.

"If I get the riddles wrong I can guess what will happen." Gwen said and lifted her wrist with the spider attached.

"I did warn your mother it was cursed and dangerous. I'm sorry your friend and yourself are involved." Clockwork said and pointed to the octagon shape ball in Gwen other hand.

Gwen looked at the egg shape ball in her hand and shuttered at the feel of the hard spider's body latched to her wrist. It was a dirty white color and must have of been inside the ball.

The surface at the moment was blank, but Gwen turned over in her hand and saw the text.

"What goes on four legs in the morning, and two legs at noon, and on three legs in the evening? " The text said and Gwen knew this one. It was part of the Greek legend. The Riddle of the Sphinx.

"Man." Gwen said without hesitation.

A color change in the other room caught her attention. Robby was still frozen in place, but he was back in full color.

A soft clapping returned her attention to the final riddle. Clockwork was giving her a soft polite clap. Then he stopped and motioned for her to look down at the egg shape octagon ball in her hand once again.

"What goes up but doesn't go down?" The text appeared and the last final riddle.

Gwen bite her lip and felt a panic rise in her chest. She didn't know this one.

The spider's legs tighten and Gwen felt the fangs, very real fangs with enough poison to kill her. Another few seconds and she would feel the prick of them sharp fangs.

Mr. Clockwork's face and head fell if she was already dead. He closed his eyes to avoid seeing her fate.

"Age." Gwen said and felt the two sharp pains in her wrist. The fangs were sinking into her skin. Everything went black.

"Gwen." A very young boy voice called and she opened her eyes. Gwen saw a naked 3-year-old boy and realized she wasn't dead.

"Robby, what happen? " Gwen asked and looked at the now empty stool seat.

"You smashed the ball. There was a flash of light then a bang. You were knocked out when I came in here." Robby said looked just as confused as she was.

As Gwen raised her hands to her face, she saw the glint of metal on her wrist. The real spider was gone, but in it's place was a beautiful silver spider armlet. It was much smaller and had a metal latch to unhook it from her wrist. It gleamed and shimmered in the light.

"I have no idea where that came from. When I ran in here it was on your wrist." Robby said looking at the wrist jewelry.

Gwen slowly got up and opened her hand holding the octagon ball.

"Happy Birthday." was the only text covering every surface.

"My mom!?" Gwen asked and felt terror flood into her mind.

Gwen dashed into the living room and saw a baby girl about 6-months-old laying on her back side. She was naked and kicking her legs with excitement.

"It's been a few minutes, but we both getting older. I'm getting older faster. I guess it because I don't have far to go." Robby said and did his best to hide his own nude body.

"I think it's over." Gwen said and picked up the 6-month-old infant and held her on her hip. Judy squealed and hugged her daughter's chest.

"Good, do you have any shirts I can wear? My shirt won't fit me anymore." Robby asked and figured he'd be back to his 13-year-old self before dinner time.

"Yeah, but first we need to take a bath. I'm soaked with that stall water and your a wet too." Gwen said and saw Robby's was damp with wetness.

Gwen led Robby up the steps and gave her infant mother and Robby a quick bath. Gwen remembered how she used to have bath with Robby when she was a little kid.

Judy was very sleepy by the time the bath ended and Gwen put her down for a nap in a fresh diaper. Robby was wearing one of Gwen old shirts like a night shirt and looked older.

Gwen cooked the leftover pizza in the microwave and they sat in the living room watching TV. Gwen left from time to time to check on her infant mother.

Robby was almost back to normal and used one of Gwen's brief absent moments to redress in his clothes.

Gwen had cleaned up the kitchen and tossed all the plastic pieces she could find into the trash. Even the dishes were being washed in the dishwasher.

Gwen came in with a 2-year-old diapered girl on her hip. With her other free hand she was bottle feeding the toddler. Robby was back to being 13-years-old and knew that the toddler was Gwen's mother. Robby was standing by the door and look ready to leave.

"See you tomorrow. Part of me is hoping this is all a dream." Robby said and waved goodbye as he left through the front door.

Gwen nodded and said her own goodbye to him. Then Gwen sat on the sofa still bottle feeding her mother. Gwen was happy to finally be baby-sitting and praised herself for picking up the baby supplies when they hunted for Clockwork's store.

Judy's gums had become very tender and Gwen had to bottle feed her until she got older.

Another baby bottle was empty and Judy's baby stomach stuck out even more with a tummy full of milk. Judy already had to suffer through four diaper changes and a bath with a boy before that. When they were alone Gwen told her mother everything that happen to her after the flash.

Soon Judy would be old enough to be out of diapers. Gwen could almost see it now. A naked little toddler then a girl at very young age running about. Maybe with one of her T-shirts on like a night shirt when she got much older.

Then they be the same age and Judy would finally be the older one again.

Judy yawned and Gwen set her down on the sofa. Here she could stretch out and sleep with the TV as company. Gwen would check on her later.

Gwen still had laundry to do and making a few meals to heat up later.

Gwen got up and moved out of the room. It was dark outside and she finished the last of her chores. Putting away her own clothes, she caught sight of herself in the mirror.

Gwen looked at the armlet of the spider on her wrist. She even rubbed the spot where the fangs sank into her skin. A second more and poison would have been injected into her blood.

Gwen undressed to slip into her night shirt and PJ bottoms. Catching sight of herself topless in the mirror she saw her petite size breasts.

"If only I could have been older a little longer. " Gwen thought and held up her hands to making it appear her breasts where getting bigger.

Then Gwen felt the rush of warm air and looked down. The floor moved away and her breasts grew in size. Gwen looked up to see a 18-year-old version of herself in the mirror. The PJ pants stretching to their limit.

Gwen looked at the armlet and saw it had adjusted itself to fit her larger wrist.

"I think it's going to be an interesting summer. " Gwen said and patted the magical armlet.

The End