A/N: Now, THIS is a Valentine's Day story. My only regret was that I didn't post it on Valentine's Day. That was on me. Anyway, after all this time, I finally decided to work on this rewrite for "Attack of the 50 Ft. Mandy!". Sorry to keep you waiting. And for the record, it'd focus more on Mandy and Sam, this time around, or at least, it'd start to in the next chapter. So, think of it as the prologue. Also, there's bound to be more mature stuff along the way, starting with this chapter at the Beverly Hills Spa, just so you know.

Totally Spies! Attack of the 50 ft. Mandy Rewrite

Prologue: Some "Small" Changes

One day, at the Groove, the girls were in line for entrance to the pageant. At least Clover was. Meanwhile, Sam and Clover were not as interested as their friend.

"Oh, isn't this exciting?", Clover asked.

"Oh, yeah. Completely exciting.", Alex replied sarcastically.

"Yeah, in all the excitement, I forgot to get excited.", Sam added.

"What color do you think my tiara will be? I'm thinking pink. Nothing says 'crushing victory' like a pink tiara.", Clover grinned.

"Wow, Clover. You've already got it all worked out.", Alex said.

"You bet. Watch this.", Clover responded.

She walked forward a few steps away and turned around while giving a sort of cute look.

"Me? You really want me? Thank you! Thank you! I love you all.", Clover acted, while "blowing some kisses" her way.

"Um, maybe you should actually enter the pageant first.", Sam suggested.

That was when Mandy, who wasn't afraid to speak her mind, spoke up next.

"Or better yet, don't bother.", Mandy suggested, twirling her cute pigtail.

"Oh, hi, Mandy. I thought I smelled something funny.", Clover said, less than pleased.

"I don't know why you girls are even wasting your time when I'm obviously going to win.", Mandy smirked.

"Tell you what, Mand. I'll be nice. When I win, I'll let you hold my flowers while I put on my pink victory tiara.", Clover smirked.

Of course, Mandy was never one to shy away from comebacks.

"Tell you what, Clove. Get ready to eat my sparkling pageant dust! I've got an edge on everyone else!", Mandy smirked.

"Well, yeah? Me, too! And my edge will out-edge your edge, any day!", Clover retorted.

Neither Sam nor Alex were impressed.

"Good one, Clover.", Alex said sarcastically.

"Sorry, girls. Gotta run before too much of your uncool rubs off on me.", Mandy smirked, making Clover furious as Mandy quickly forced her way through.

"Excuse me! Out of the way! Hello! Move!", Mandy demanded as she pushed her way to the front of the line.

Once there, she signed up. Of course, this infuriated the people she cut her way past.

"Why, I never! How dare you?!", one girl complained.

"Come on. Pushy, much?", another asked.

"Oh, it is so on!", Clover spoke, blinking twice.

"Doesn't this ever get old...?", Sam groaned in thought before turning to Clover, curious about another thing.

"What exactly is this edge you were talking about, Clover?", Sam asked.

"It's obviously not your tap-dancing.", Alex added.

"No, there's this special new Spa treatment called the Beauti-mizer that's going to have me looking pageant perfect.", Clover explained.

"Now that you mention it, I heard about something like that. But I'm not exactly sure how it helps. I usually don't take spa treatments, but I could be more than willing to give that a try.", Sam stated.

"Really, Sam? You didn't strike me as the kind of girl that likes spas.", Clover said in surprise.

"Don't get the wrong idea. I just want to take some notes on how it works.", Sam responded.

Unbeknownst to them, however, Diminutive Smalls was watching from a trash can, spying on the scenes after having escaped from jail with his small size.

"A spa visit? Not a bad idea, Clover. Maybe I'll join you.", Smalls smirked.

But suddenly, he noticed someone coming to the trash can, forcing him to duck. A young man was tossing a bag of chips into the can, much to his displeasure as it landed on him.

"Oh, for...!", Smalls growled.

BEVERLY HILLS SPA - 04:16 PM

Later, at the spa, someone spoke to Clover and Sam.

"You're going to love the beauti-mizer. It's a total full-body makeover.", the worker stated.

A moment afterward, she brought Sam and Clover to the two rooms, one of which had one spa bed on the wall facing the door, and the other having two spa beds adjacent to one another on the left and right walls (one bed per wall).

"So, how does it work?", Sam asked.

"This baby does everything in a single bath. Nails, hair, make-up...", the worker spoke before Clover suddenly had her move aside and wave her off.

"Well, let's get started, already.", Clover beamed.

"I think I'll figure this one out.", Sam said, going into the adjacent room.

Once inside, Sam not only took off her robe, but also all her clothes, especially her bra and underwear.

"Ah. That's better. This oughta work for full effect.", Sam sighed, pleased with herself as she then folded her clothes and undergarments and put them near her spa bed.

Of course, at this point, as Sam entered her own spa bed afterwards, leaving her clothes near it, Clover suddenly heard a voice nearby.

"It better make my hair, smile, eyes, and attitude bigger, 'cause bigger is all that matters when it comes to winning pageants.", Mandy urged to the worker walking beside her as well as her cousin Mindy and a few friends, one of which is named Dominique Leeland while the other two were Caitlin Joneses (one of which had black hair, hence known as Caitlin Heather Jones, while the other had dark red hair, otherwise known as Caitlin Veronica Jones).

Clover was shocked.

"There's 827 spas in Beverly Hills and Mandy and her friends show up here?!", Clover whispered to herself.

Thinking quickly, Clover picked the left spa bed, opened the cover, entered it, and then closed it just as Mandy, her cousin Mindy, her friends, and the worker entered, no one knowing that Smalls was nearby, peeping from the side.

"Uh, Mandy?", Mindy asked.

"What?", Mandy asked.

"I think someone already beat you to it.", Mindy replied, gesturing to the closed spa bed.

"WHAT?! Someone is in my machine! This is an outrage! I made reservations, like, hours ago!", Mandy shouted, not knowing that Clover was giving a displeased look before closing the cover.

"I'm sorry, miss. We have another spa here.", the worker apologized.

At the very least relieved that there is still one available, though she wouldn't show it, Mandy just put her bag down, stripped herself of her robe and all her clothes, and then entered her own spa bed, just as Clover lifted the cover up and gave the same look of disgust for a second before closing it once again.

"Well, might as well see if the other rooms are available.", "Veronica" said.

"Actually, they are. You can go ahead.", the worker assured.

"Thanks a ton.", Veronica grinned.

Soon enough, Mindy and each of Mandy's 3 friends have all stripped themselves bare and entered their respective spa beds. Once the coast was clear, however, Smalls entered the other room Sam went in.

"This'll be a good start.", Smalls smirked.

Then, he opened the panel of Sam's spa bed, entered and held out its processor.

"You seem to have a big head on your shoulders, Sam. Let's give you a big body to match it!", Smalls chuckled to himself.

Then, he got out a microchip and installed it onto the processor, revealed to be in a flashy red color with evil eyes and an evil smile on it.

"It's a good thing I brought an extra just in case.", Smalls said to himself.

Then, Smalls went into the room where Clover and Mandy are.

"Which one is Clover in?", Smalls puzzled, looking between the two beds.

Then, he noticed Mandy's bag near Clover's spa bed and chuckled to himself.

"Revenge is sweet, my little Clover.", Smalls smirked.

He then repeated the process, inadvertently holding onto the processor of Mandy's spa bed, though he had yet to realize it.

"I may be small, but let's see how you like being really, really tall!", Smalls smirked.

Then, he installed the last microchip onto the processor.

"Enjoy the new you, Clover.", Smalls said before chuckling and closing the panel.

Then, he was about to leave only to get run over by a cart of towels. But it was of no consequence, as the towels stacked onto another were freshly clean and quite soft. Meanwhile, Clover opened the cover, pleased with herself as she yawned before standing up and then putting on her green shirt. However, unbeknownst to her, the monitor on Mandy's spa bed was showing Mandy's body steadily growing while in the adjacent room, Sam got out of hers and stood up.

"Well, that wasn't too bad, I guess. And...", Sam began as she then started to put everything back on.

But before she could continue, she felt something a bit off. If anything, almost as if something was restricting her top and bottom the moment she put her bra and underwear back on.

"Well, that's strange. For some reason, these things are starting to get tight...", Sam pondered for a moment. "Maybe it might be time to get some new clothes after all. And while I'm at it, maybe I WILL be singing up for the pageant, after all, too. I'm sick of living under Clover's shadow."

Nevertheless, she started to put her clothes back on in place of her robe, not knowing that her monitor was showing her starting to grow, too...

A/N: Uh-oh... Looks like both Sam AND Mandy are starting to grow. Who knows what could happen along the way, let alone when the growth actually finishes. But we'll know soon. Either way, we'll see how Mandy and Sam handle these growths in their respective points of view. :)