S3 - Attack Of The Loli's!!!

It was a glorious morning as the sun rose over our little town here. The birds were chirping, morning dew was set, and kids were off to school. Including Mimi and her friends. They were in middle school and all so they had to head off like any other person despite saving there town half the time. But anyway we begin with Mimi heading out her pink and black highlighted hair a mess walking to school slowly.

"Uggggggh, this sucks I hate school." Mimi groaned next to Izzy and Jenny walking.

"Hehehe, cheer up Mimi it'll be alright. Another great day to learn!" Jenny said brightly receiving a grunt from Mimi.

"Suuuuuuure," Mimi said rolling her eyes. "At least tell me your sane Izzy?" She asked him.

"Oh trust me Mimi I'm fine. I can sympathize I am a bit sleepy." Izzy sighed a bit walking next to Mimi.

"Oh come on maybe if you both didn't stay up playing 3ds all night then maybe you'd be awake." Jenny said sticking her tongue out at the two.

They all continued to the school until they saw kids crowded around something.

"Huh, what could that be?" Jenny asked puzzled.

"Don't know." Mimi and Izzy answered confused like Jenny.

"Well lets go see." Jenny said with the others in tow.

Walking up they saw a huge shining white limo with dark tinted windows. It was really big and long. Perhaps a special guest was at the school today? Or maybe something else.

"Whoa, so big!" One student said.

"I'll say I wonder if a rich kid is inside." Said another.

"Or perhaps a movie star!" said by some others while Mimi and friends joined them.

"Hmmmm, I wanna check this out!" Jenny said rushing to the window tapping on it. "Hello, anyone in there!" She yelled being pulled back by Mimi.

"Oh you numbskull, what are you trying to do! Get us in trouble?" Mimi said annoyed.

"Sowwy." Jenny said cutely.

With that the door to the limo opened. Everyone stood back seeing a fairly small figure exit out, it looked like an elementary student more than a middle school kid like them. It was a long twin tailed blonde haired girl. She had beautiful cute blue eyes and a distinguished fancier school girl outfit on opposed to the other kids in regular clothes. Her skirt was red and plaid wearing knee high socks and brown loafers.

"Hmmmmm," She said scanning around approaching Jenny in Mimi's arms. "Are you the one who tapped on the glass?" She asked.

"Uhm.........................Yup that would be me, names Jenny! Nice to meet ya." Jenny said extending her hand while the girl laughed in her face.

"Ohohohoho, I suppose you want to grab that filthy thing. HA! The fact you thought I'd shake your hand. Anyway, I'll be on my way." The young student said skipping into the building leaving everyone confused.

"Uhm, what the heck was that?" Mimi asked.

"I think I get told off." Jenny said confused as well.

"Looks like this day will be interesting." Izzy sighed.

The kids all entered the school building and after a while classes began with Mimi in her first one alone having science in the early morning.

"Hmmmm, I can't stop thinking about that girl from earlier." Mimi wondered twirling her pencil when the teacher came in.

"Alright class, we have a new student joining us today. Please welcome here nicely and treat her with respect. Come in miss." The teacher said with the same little girl from before entering.

"What the?" Mimi said.

"Pft, what a pitiful looking class. Those desk look horribly old but I guess in due time it'll be fixed. Anyway my name is Sophia.Pweeeeeease take good care little ole' me." She said cutely with everyone minus Mimi dismissing the harsh things she just said. "Nice to meet you all." She then smiled giggling receiving awe's from the class except Mimi.

"Yeah right, like I'm gonna awe a girl who insult the school and us in under a minute."

"Alright Sophia take a seat next to Mimi." The teacher said.

She took a seat directly beside Mimi turning to her.

"Hehehe, I hope to get along with you especially." She sneered slyly.

"Uhm, I guess." Mimi said a bit freaked out by the sudden niceness.

After class Mimi had a break period with Izzy going to the hall seeing him sitting on the steps.

"Oh there you are, that girl or whatever Sophia is weird. I don't know something fishy about her." Mimi said worried.

"Calm down, so she's a little stuck up. Maybe being friends with her will stop that?" Izzy suggested.

"Fat chance of that happening dude." She replied. "Anyway, where is Jenny she is usually the first person here before us."

"You do have a point, haven't seen her since this morning." Izzy said.

Then the two heard chatter behind them.

"Hehehe, ohohohoho, Jennifer you are simply a delight." Laughed Sophia.

"No problem darling, I mean this school is so poorly built and designed. Why we settled here I do not know." Another girl agreed the exact same size, shape, and form as Sophia but had black twin tails.

"So wait," Mimi said approaching. "You have a sister?" She asked.

The girls giggled for a sec before turning to her surrounding her.

"Oh Mimi, I have a lot of things you probably don't but want. But that's for you to guess." Sophia retorted sneering again smiling.

"Indeed if only you had such things, then you'd be much more happier. Like us." The other girl supposedly Jennifer agreed as well.

"I.....I...." Mimi started before Izzy intervened.

"Okay that's enough, come with me Mimi you um, right our project!" Izzy saved Mimi running down a hall turning a few corners while the girls looked to each other giggling turning continuing there previous conversation.

After a bit they stopped.

"Okay what was that?" Izzy asked. "You alright Mimi and sorry that was weird."

"Yeah, I know. I don't know, for some reason I kinda almost agreed with them. I did truly want more for a sec but you snapped me out of it, thanks for the save man." Mimi hugged Izzy.

"No problem Mimi but uh I think I'll talk to them. Maybe I can get to the bottom of this while you look for Jenny okay?"

"Sure man." Mimi agreed.

Izzy left Mimi and walked down the hallway turning a corner out of sight. Mimi was still worried but the bell rang signaling her next class.

"Darn it, gotta meet up later." Mimi sighed going to her next class, history.

Yet again in history class the new girl was there. But this time joined by the other girl who was with her earlier. Oddly they were sitting next to Mimi's seat. She cringed a bit but sat down ignoring them.

"..." Mimi was silent.

"Oho, fancy meeting you here again Mimi." Sophia said.

"Indeed, fancy running into you again." Jennifer added.

"Look what are you two up to?" Mimi let out finally. "You already weird me out and now my friend is missing." She added.

"Hmmmmmm, friend huh. What was her name? Oh yes Jenny. She was a delight, after I got done with her." Sophia grinned evilly at Mimi.

"What did you do to her!" Mimi yelled standing up catching the stare of her classmates and teacher. "I um... Sorry." Mimi sat down blushing embarrassed.

She looked over seeing the two girls giggle at her chatting. Later the class ended and Mimi spent her next two periods alone with no sign of Jenny or Izzy in site. Lunch time rolled around but oddly Mimi was beginning to notice more small girls moving around the halls freely, even with maids with them here and there. She tried to shrug it off and hurry to the cafeteria but was shocked at what she saw.

"Wha-....What the hell?!" She said.

Inside the cafeteria were all little girls like Sophia. All in the same shoes, skirts, and dress shirts and all. Same twin tailed long hairstyle too. It was creepy and apparent something was wrong here.

"Screw this I'm done, I gotta go get my b-..." Mimi then felt two hands grab her from behind. Looking up it was two busty maids smiling.

"That's not proper for a young lady to act." Said the first one.

"Agreed, our little mistress thinks it's time you settled down." Said the second one when Mimi noticed the entire cafeteria of girls looking up at her all smiling before laughing.

"Gah, what is this and let me go!" Mimi yelled.

"I think not," Sophia said appearing with two other girls behind her. "I think its time you have everything, money, power, just like us heh."

"What have you done to my friends! What the heck are you?" She demanded to know.

"Ohohoho, your so silly Mimi. Your friends have been here all along." Presenting the two girls behind her. "Jennifer, and Isabella." She giggled.

"Charmed." Jennifer said.

"Quite." Isabelle added.

"Jenny, Izzy, you monster you turned them into you?!" She asked in horror.

"I only make them just like me not exactly like me. Only in body and in mind, its not bad really once you are. Its actually quite amazing really." Sophia explained. "Being classy and sophisticated is far more than the barbaric lifestyle you have. Think of this as me giving you all a free ride out of that lifestyle."

"Your sick, no way I join you wearing that junk!" Mimi struggled still.

"Oh Mimi, you don't have a choice but to join us." Jennifer said.

"Look around, your the only one left at this point, just give in and join us." Isabelle added having brown twin tails.

"Join us, join us, join us..." The girls all around her began to chant as the maids dragged Mimi to a table holding her down on it while Sophia approached her before they backed off.

"Ohohoho, now!" Sophia said placing her hand over Mimi's face glowing beginning her change with the others joining in.

Mimi felt her height decrease greatly and body becoming a bit frail reaching there size. Her clothes began to shift with loafers covering her feet now and her socks grew to knee high socks. She soon looked in horror seeing she was wearing a SKIRT! The change took hold shifting her shirt into a clean white cute dress shirt with a pink ribbon on it while her hair formed two long pink twin tails just like the other girls while her face finally shifted more like there's.

"Hehehehe, its done." Sophia said letting up backing up. "How do you feel Mimi?" She asked the newly made loli girl before her.

"I......I.....feel.....so..." Mimi said still holding on trying to resist the influence.

"Ohohohoho, just give into me." Sophia said hugging her.

"So good, ohohohoho! I feel so much better then my pitiful state before tee-hee. Thanks Sophia." Mimi said smiling.

"Hehehehe, good. Now with this middle school turned I shall make it my base of operation." Sophia announced receiving claps from the other girls.

"Oho, but you forgot one thing Sophia." Mimi said approaching her.

"Oh what is t-..."

Before Sophia could finish she found herself flying half way across the room being punched by Mimi.

"You spoiled brat! You may get your way doing that crap to everyone where ever you were before but not here! But thanks to leveling the playing field. Now I don't feel bad for hitting a princess like you." Mimi sneered at her back seeing the pissed look on Sophia as she got up dusting herself off.

"You ungrateful, peasant!" She yelled charging her leaping on her as the two began a pulling match rolling on the ground. Unfortunately Mimi wasn't at full strength due to the change that happened but could put up a decent fight.

The two fought when a voice stopped the fighting.

"Girls, girls, is this anyway to behave?" The voice said while the girls were lifted up out the ground and separated by two hands.

"What?" Mimi and Sophia both confused said turning towards the voice.

Holding the two was a man they both never met before. He had red hair and red eyes. In what appeared to be an odd looking school uniform as well. They also noticed a mysterious silver haired girl behind him as well. She looked off somehow but they couldn't tell what was off about her.

"Um who are you?" Asked Mimi.

"Screw that attack them my fellow loli's!" Sophia cutting Mimi off yelled while the loli's surrounded them hugging the girl. She was soon a silver twin tailed hair girl like them.

"..." She seemed unaffected!

"What the!" Sophia yelled.

"Awwww, cute. But that's very naughty of you girl. Now turn her back or else." The mysterious man demanded.

"Or else, what?" She asked seeing him bend down smiling to her face.

"Spanking time." He simply put seeing sheer terror spread over Sophia's face.

"Okay, okay! I'm sorry please don't!" She said being left free shivering snapping her fingers while the girls began passing out returning to there normal forms and the maids returning to there older teacher, and staff selves.

"Good girl." The mysterious man said but bent down before her again. "But you still getting a spanking hehehehehe." He said slyly smiling snapping his fingers while the mysterious girl walked over sitting her on her lap and began to spank her.

"OW, OW, OW, WAAAAAAAAAAAAAAAAAAAAAAAAAH! WAAAAAAAAAAAAAAAAAAAH! MUUUUUUUUUUUUU-..." The little girl whimpered and cried out while Mimi returned to normal herself.

"Oh thank goodness." She said looking at the man. "Who are you and what is she?"

"Lets say spoiled brats literally come from everywhere. Like this one did but don't worry we'll put her back where belonged. Also, sorry but lets just say we'll be keeping in touch after this." The man smiling giving a motion to the girl to stop spanking Sophia walking out carrying her. "Farewell for now Mimi." The man said taking his leave as well.

"I see, interesting. Maybe she was from another dimension or world but maaaaaaaaaan that was creepy." Mimi shivered a bit. "But were all...Back....To....Normal..." Mimi said realizing she was the only one awake in the cafeteria surrounded by the fainted students and staff. "Um, well. I think I'll just go." Mimi said navigating herself out of the cafeteria and school for the day.

Meanwhile somewhere private.

"What the hell was meaning of this! You sent me there to have some fun and then you make your lackey there spank me!" Sophia flailed.

"You made things interesting for today. But you are relieved of your duties for now." The mysterious man said. "Now take her back to her home." He said with Sophia crying but mad being carried off by the mysterious girl.

"Mmmmmmmmmmffff!" She said leaving with her.

"Hehehe, that truly was an interesting turn of events. Maybe I finally found something worthwhile after all." The mysterious man said grinning to himself taking his leave as well.