Sexual Escapades by LookingUpAtYou2
Summary:

A young boy of 15 named Austin finds himself transformed over and over from his deep sexual desires. Follow him through his bizaree adventures as he tries to cope with his uncontrollable feelings.

WOULD LOVE TO GET MORE REVIEWS 

This story is purely a transformation sex story that may contain much graphic content such as incest and is intended for entertainment purposes only which may not be suitable for some. Since it doesn't seem this site has anyone running it and the Transformation category is locked, I decided to post this anyway. If it gets pulled from this site, so be it.

 


Categories: Teenager (13-19), Humiliation, Unaware Characters: None
Growth: None
Shrink: None
Size Roles: None
Warnings: None
Challenges: None
Series: None
Chapters: 8 Completed: No Word count: 48876 Read: 56186 Published: April 11 2018 Updated: May 21 2019

1. Chapter 1 by LookingUpAtYou2

2. Chapter 2 by LookingUpAtYou2

3. Chapter 3 by LookingUpAtYou2

4. Chapter 4 by LookingUpAtYou2

5. Chapter 5 by LookingUpAtYou2

6. Chapter 6 by LookingUpAtYou2

7. Chapter 7 by LookingUpAtYou2

8. Chapter 8 by LookingUpAtYou2

Chapter 1 by LookingUpAtYou2

My name is Austin and I am 15. I am a sophomore in high school. I have a few close friends but I am one of those boys that’s not very popular among my classmates. I’m really never picked on or teased by any means and usually go unnoticed. I am a scrawny kid at about 110 pounds and not bad looking I thought. I could talk to anyone from the smart kids to the bad boys without issue. It was just that nobody really went out of their way to chat or hang out with me. I’m doing ok in school and I get somewhat good grades although my parents are always on my case. The teachers are always polite and say hello to me. I’m not a nerd but at the same time I’m certainly not interested in any sports. I don’t get into much mischief and I keep to myself not bothering anybody. I guess you can say that I am just your ordinary average dull teenage kid – but an ordinary average dull teenage kid that is horny.

I had no problem in taking an interest in girls but I could never find a way to actually talk to one at a more personal level and ask them out on a date or something. I could only imagine many of the guys in my class had already made out with a girl to some extent or even much more. I’m always kind of embarrassed by the fact that I have never been with a girl. I’m horny all the time and it’s hard to keep focus on school work with so many attractive girls around. I wanted so much to make out with one of them. I wanted to know all the pleasures that come along with having a girlfriend.

I had just gotten home from school and decided to relax and watch some television for a few minutes before dinner in a bit. There was this big test coming up next week and I knew that I had to put some effort into studying if I wanted to pass the class. I heard my mom shuffling around in the kitchen preparing dinner and my dad wasn’t expected home for another hour or so. My sister had already made her way to her bedroom. She was probably already on her cell phone talking with her boyfriend whoever he was.

Dinner was routine as we all chatted while we ate. Once I finished, I made my way to my room to get some studying done. I set at my desk and got out my books and started reading through the chapters and making any notes I thought important for later review. I spent a couple of hours hard at work when I looked up at my alarm clock and it read 9:43PM. My eyes were becoming strained from all that reading and I was having a difficult time keeping them opened. Maybe I could put my head down for a quick rest and then start again. I thought about my dad and the camping trip that he and I were taking the weekend after next as I dozed off and fell completely a sleep.

I awoke in such a daze and it took a bit to open my eyes and get my bearings. I thought I couldn’t have dozed off that long. I shook my head a couple of times to snap out of it and quickly realized I was standing in the bathroom – my parent’s bathroom. As I looked up into the mirror above the sink in front of me, I completely freaked out and jumped back. I was looking directly at my dad. But that couldn’t be. I looked down at myself and noticed I was this thin taller man and much older. As I looked back in the mirror, I again saw dad but I knew I was me. As I moved my hands to my face so did the image in the mirror. I couldn’t comprehend what the hell was going on. Was I me or my dad? Could I be dreaming? I just looked at the mirror and stared. I couldn’t move. I was really shaking and freaking out.

About this time I could hear my mom in the bedroom just on the other side of the bathroom door. My mom was just an average looking pudgy woman of 38. Nothing that would make you do a double take. She was a bit taller than my dad as you could see anytime they stood next to each other. She was a brunette with shoulder length hair and she kept her appearance well. She was a business woman that met with a lot of people and she dressed nice for all occasions wearing mostly blouses and skirts. I can’t give much more details than that since I don’t think of my mom as anything but mom.

As she fumbled around the bedroom, I had no clue on what to do. I stayed in the bathroom just examining myself in the mirror with shock. I didn’t want to open the door and see my mom – who knows what she could be doing out there. I knew I couldn’t stay in here all night but I just couldn’t grasp what the hell had just happened to me and I had no idea what to do next. Maybe I could just wait here until mom got into bed and went to sleep. I couldn’t think straight. What should I do? I kept asking myself over and over. It turns out I didn’t need to do anything, she opened the bathroom door and pushed her way in.

I froze as she pushed in front of me to look in the mirror. As I looked in the mirror again, I could see me as my dad standing just behind my mother. She was fussing with her hair when she looked up at me in the mirror and asked, “What’s the matter with you?” I didn’t know what to say. I just stood there completely caught off guard. Then in a blink of an eye, should unbuttoned her blouse and pulled it off. I was terrified beyond belief. I had to find some way out of this. I didn’t want to see my mom naked. Then she turned around to close the bathroom door as she dropped her skirt to the floor and stepped out of it. Then she immediately unhooked her bra and slid it off right to the counter and grabbed her nighty that was hanging on the hook on the back of the door. I assumed she was getting ready for bed. She asked me what I thought about her blue nighty as she held it up and looked at it. She said something about how she just bought it today since she always wears white. As she kept talking, her words just faded out as my mind was racing around in panic. I said nothing.

Then she turned around towards me with her nighty in hand and that’s when I saw her in all her glory. My eyes widen and my jaw dropped. I knew I was going to hell for this. She had nothing on but her panties. Even though I thought this was utterly disgusting, I found myself completely mesmerized by her remarkable chubby breasts. I couldn’t take my eyes off them for some reason. They were beautiful. This was the first time that I saw tits, not porn tits, real tits, and hers were very large indeed. I was in a trance staring at her erect nipples and large areolas when she abruptly quipped “John, snap out of it! What the hell is a matter with you? It’s not like this is the first time you’ve ever seen my boobs!” If she only knew.

I quickly came to my senses and became disgusted again with myself knowing that I am ogling my mother. She didn’t notice that I lightly shuddered a bit to try and shake off the dirtiness of this situation. I was fully blushing. I never ever thought about my mother in this sense. I didn’t really notice before that she had large breasts or maybe I did and just didn’t think anything of it – why would I? A bit irritated, she then asked again “What the hell is the matter with you?” Still staring, all I could softly get out was, “They’re beautiful!” I just then realized what I had said and blurted out quickly, “I mean you’re beautiful!” with the enphasis on “you’re” - hoping she didn’t notice the obvious correction.

She then came closer to me with an ominous smile, “Awe, you haven’t said that to me in quite some time”. Just now I realized that maybe I shouldn’t have said that and kept my mouth shut. The whole dynamics of this situation dramatically changed. As mom looked at me with those seductive eyes, I could tell that her thoughts were quickly replaced by something else. I didn’t know what to say or do as I tried not to keep gawking at her breasts. I had a strange feeling where this was headed but there was nothing I could think of to get out of this. At the same time, there was some sort of sexual power or force over me. I was losing control over my ability to reason. My erotic desires kicked into high gear. Could it be that I actually had the feelings of my dad? Or was my horniness getting the better of me seeing her half naked? I knew this was all wrong and filthy on some level. I tried to look away, but I couldn’t. I never felt this horny before in my life….something was wrong.

She dropped her nighty on the floor and then put her arms around my neck. I saw her face approaching mine in slow motion as she tilted her head slightly and opened her mouth a bit. She then pulled my face into hers and started to kiss me. I didn’t have any time to react. Her lips were pressed firmly against mine as she held my head secure. I could taste the lipstick she still had on as she eventually shoved her tongue into my mouth. Her tongue explored every part of my mouth as if she was searching for something. It was all very erotic to me as I have never been kissed by a girl before and now I am letting mom kiss me like that. Her tongue was swirling all over the place inside my mouth. This was not what I wanted to be doing with her. I fantasize about woman all the time while jerking off, but never in my life had I even once imagined mom in any of my lude imaginations. Yet again, I just couldn’t explain this force inside me that was making me hot and hornier than usual.

Before I knew it, I became absorbed in what she was doing and started to return the favor. I stuck my tongue in her mouth and we passionately kissed for what seemed like an eternity. I closed my eyes and it became very sensual as we hugged and squeezed each other. As we kissed, I could feel her mounds pressed tightly against my chest, that was an awesone feeling. My dick was hard as a rock as she pressed her crotch against it. What the hell was I doing? How could I even get this hard for my mother? I wanted to stop all this madness but no matter how much I struggled I was losing this fight. It seemed that my cravings for mom had multiplied immensely. All I could think was that dad was the one wanting this and wanting this bad. I was grasping for any explanation.

She then pulled away and I thought that was it and I was in the clear, this wasn’t going any further. Maybe she just wanted to give me a great big kiss goodnight. Boy I was wrong. She only paused a moment to pick up the clothes on the floor and put them in the hamper. She came back close to me and looked straight into my eyes and then down at my pants. She suddenly started rubbing my dick with her hand through my pajamas. I was about to explode as she started to kiss me again. How the hell can I do this? How the hell can I make out with mom? This is not right. I keep telling my brain to stop but it doesn’t work. I haven’t even kissed a girl before let alone make out with one. But here I am, making out with mom. I was really conflicted between being me and being dad. It seemed that dad was winning.

“John”, she signed. “I don’t ever remember you getting this hard so fast. It seems like your dick may want some company tonight”, she said playfully. My mind was telling me that’s not at all what I wanted but evidently my dick was saying otherwise. I can see that she clearly was going to accommodate my dick as she wrapped one leg around me and began to rub her crotch against it. Since I’ve never done this before, I didn’t know what to expect next. Suddenly, she got down on her knees and pulled my pajamas pants and briefs down to the floor in one fell swoop. I was just mortified and stood there frozen. I didn’t know what to do. There was my huge erection pointing directly at mom’s face. I was completely embarrassed with mom looking straight at my penis and I couldn’t move. She didn’t do anything but stare at it for a while. Was there something wrong? Why was she just staring? Was I supposed to do something? Did dad do something? I started to sweat profusely from fear and want.

She hesitated a bit more and jokingly asked, “John, why is your dick so hard already?”, “It also seems bigger than usual”. I had no idea on how to respond to that and I suppose mom would know dad’s cock after all these years. I am pretty well hung for a 15 year old as my dick is about almost 8 inches long when hard – I happen to measure myself once. I didn’t answer and just stood there in fright.

Then she grabbed a hold of my dick with her right hand and mischievously bantered “Well, a lot more for me to play with!” As she clutched my cock, a shiver ran up and down my spine. I never had anyone but myself touch it like that. It certainly felt great having someone else touch it – even though it was my mom doing the touching. I just leaned my head back and took it all in as she slowly began to stroke me.

To my surprise, her left hand grabbed my balls and started to massage and play with them. Her long white tipped finger nails would lightly brush against them giving me a tingle and making me let loose some precum. I could tell she liked cock by the way she was confidently gripping and pulling it. I would have exploded by now but my mind was still struggling with this whole situation. I was trying to come to grips with it and I couldn’t quite let myself revel in the moment. On the other hand, there was something very voyeuristic about her not knowing that I was her son which felt dirty – dirty in a mischievous way and part of me wanted to wait and see how far mom would go. My dad’s urges pulled me onwards.

Not realizing, I put my right hand on her head as to suggest what to do next. She said to me, “Don’t hurry it, I know how you like it and how you like me to play a bit before I suck you”. I can’t believe mom is talking to me this way although I know she thinks I’m her husband. I wanted more and since this was my first time, I was rather an impatient boy. As I looked down at what she was doing, I saw her glossy red lipstick lips open wide and her tongue protrude out. It was so sexy and I knew this was going to be great. The anticipation was building as I saw her head move in to devour my cock. With one big lunge forward, she stuffed my whole dick into her mouth as far as it would go, paused a moment and then pulled it out. I let out a soft cry of elation.

She then pressed her lips against the tip and started sucking until she took only the head of my penis into her mouth. I could feel her tongue licking everything and forcing it down my slit. I was leaking all over but mom took it all in stride and slurped up all the precum. She started to take in more of my dick as her head started to pound up and down. As she was sucking, she used her hand to pull and tug on it with each bob. She would then start to twist her hand a bit on each jerk as if she was trying to forcefully pull out my cum. She knew that I was about to burst and quickly eased off. She knew exactly when to lessen the moment a bit before starting up again. Yes, she did love cock and she was great at giving blow jobs. She was really into sucking me.

She was getting really stimulated with my long cock in her mouth as she moved her other hand down to her panties and rub herself. At times she would pause and shove her tongue deep into my slit and I just enjoyed all of it. All I could think of is where my dick was going to finally end up. She abruptly stopped again just before I was about to blow my load. “Now John, you never used cum that quickly. I’ve never seen you this big in a long time and I want that cock in me first before you become useless”, she decreed. Mom can certainly talk dirty if she wants too and I certainly wanted my cock in her.

Mom took my hand and pulled me into her bedroom and had me take off my shirt like the little boy I was. Then I was pushed onto the bed. I didn’t realize that mom was so forceful in sex along with the trash talk. I wanted her more and more. Something in me now just wanted to do whatever. I just let everything inside me go and succumbed to her. She quickly removed her panties and I was now witness to an enormous clit. I thought her breast were large but this was an amazing site to behold.

Her pussy lips dangled low and her clit was sticking out. It was like the size of a tiny penis. I certainly wasn’t expecting that. Her pussy looked like it had been used immensely over the years as you could notice nothing was tight about it as it flopped all over when she moved. She licked her fingers and rubbed on it quickly as she jumped into bed. She laid there on her back with her legs spread open. I was more than willing to stick my throbbing cock into her but as I started to mount her, she pushed my off and teasingly said, “You’re not getting off that easy. You know how I like it!” I wasn’t exactly sure what she meant. She saw I was wavering a bit and continued, “You know how I like my nipples sucked first, it gets me wetter and hornier! I want you to play with my breasts!” She wanted foreplay. Now ordinarily I would have just done that in the first place but I don’t know what her pleasures are and I certainly didn’t want to screw anything up that would end this. I also think she enjoys directing me. I loved how forward she was in telling me what to do – it surely turned me on.

I had no problem going for those tits. I wanted them the first I saw them. I brought both my hands to her breasts and started squeezing in awe. I was liked a kid on Christmas day opening presents. I knew they would feel remarkable. They were so soft and mushy and I wanted to play with them in my hands forever as I squeezed and kneaded them over and over. It’s was an amazing experience embracing real tits for the first time. She pulled me down on her and I started to lick her nipple. My mouth found her stiff fat nipple and I puckered up and started to suck. I was in heaven. She let out a moan and told me to take it easy and not to bite. I guess nipples are very sensitive when aroused like hers were. I licked and sucked on one breast and then moved to the other. At times I opened my mouth wide to take in as much of her boob flesh as I could. Her tits were huge and I’m not even sure I could get her whole phenomenal dark areola to fit in my mouth. She brought her own hands up around her breasts and squeezed them together while I played intensely. It was fantastic and she was getting extremely worked up. Wow!, mom totally enjoys having her tits sucked. As I continued to lick and suck on those beautiful mountains of flesh and thick swelling nipples, she started to push softly on my head. I could tell she was directing me again – directing me towards her womanhood.

Obviously I had never eaten out a girl before and I didn’t know what mom’s expectations were. As repulsing as it was, I was thinking how dad did it? I had enough info from watching computer porn as I positioned myself so that her legs straddled me over my arms wide open and my face was pointing directly at her stretched out pussy. I just stared in wonderment at her drooping flaps and that wide vast dark hole that would soon take my dick prisoner. It was large, wet and juicy – something that definitely needed to be explored in full detail. She sported a small patch of hair neatly shaven just above her twat that just begged to be rubbed and twirled in which I obliged. I didn’t know where to start so I just decided to slowly and lightly lick around the outside of her sex. The combination of her sweat and wetness made the taste of her skin mind-altering. “I’m so horny and wet, I want your tongue inside me right now!”, she commanded. No need to tell me twice. I quickly thrusted my tongue into her deep cave as far up as I could reach. Mom let out quite a moan. My whole mouth was submerged into her pussy folds. With each pulsing of my tongue, she moaned for more. I thought she was wet before I started, but more juices flowed. Despite mom’s secretions being more pungent to the taste, I loved it and swallowed all I could. I realized now that I could never think of her as mom again.

Mom squeezed her legs around my head and softly moaned, “Suck my clit!” She wanted me to swallow it whole. I let my tongue guide me up her pussy to her clit where I found it and consumed it. I sucked on that tiny penis hard as I pulled on it with my mouth and released over and over. It was like giving her head. She let out a moan that could have woken the whole neighborhood. I have to admit, it was a mind-boggling experience licking and sucking a clit – especially one that size. As I kept at it, coming up for air now and then, mom started to squirm. I knew she wanted to open her flood gates and burst. I could tell she was in sheer ecstasy as she was taking in every pleasurable moment. I didn’t know exactly what it meant for a girl to have an orgasm but I was about to finally observe one. Mom started to buck more and more as I sucked and pulled. She began to tighten her thighs around my head and I knew the moment was close at hand. She squeezed and tried to hold it in as long as she could. Suddenly, she lifted her clenched butt slightly off the bed with my head locked down on her pussy between her legs and let out one enormous wail. I looked back at her pussy and saw a river of juices spring forth. How could anything be better in life than sex I thought? That was it – mom be damned I thought, I wanted to put my cock in her.

As she relaxed back on the bed, she told me to get on top of her. As I did, she said, “No, not that way. I want your dick in my face as you suck me again.” I quickly turned around on top of her and started licking and sucking her clit again. I couldn’t believe she wanted more. It was like this was the first time she ever had sex with anyone. My mouth was fatigued and my tongue hurt from being stretched beyond belief but I wasn’t giving up. She then pulled me down on her face and swallowed my balls whole. That was quite an unexpected feeling as I never imagined someone sucking on my balls. I twitched a bit before settling into a comfortable position as we ate each other.

I could feel her play with my balls as she sucked on one then the other and then both. At times she would bend my dick backwards and shove it into her mouth and then go back to sucking the balls. I knew I was leaking all over her but she had no problem cleaning it up. We played with each other for almost an hour it seemed and I was surprised that I could hold myself from exploding – it wasn’t easy, but again, my mom knew how to handle that. Mom was not going to let me release until she ordered me to. I chalked it up to experience on her part with dad.

Then mom rolled us over so she was on top of me. Boy she was heavy indeed laying on top. I could hardly move or breathe. I didn’t seem to bother her at all that she was squishing me flat as a pancake. She wanted what she wanted and that didn’t stop her from having it. She was cramming her pussy into my face real hard and smushing it all over. She would slide her pussy up and down the length of my face, wetting everything. I was sufficating, tryng to catch some air but I didn’t want to tell her to stop. During our feast, I knew she had another orgasm while I was gorging on her because of the way she moaned, bucked and oozed out again onto my already drenched face. But she continued on wanting more – the well was not dry. It was amazing how a woman could have an orgasm and then want to quickly have another one.

Finally after a while of all that, I could take it no longer. I quickly pushed her off of me (which took quite a bit of effort) and turned around, forced her legs wide open and thrust my cock deep inside her. It went in really easy with her being so soaking wet and used. I could tell she wasn’t expecting that as she was startled with the length of my cock in her as she excitedly beamed, “Your dick is indeed much longer tonight, I don’t know how you did it but its great!” She wrapped her hands around me and squeezed me tight. I laid on top of her chest and reached over and gave her a loving kiss.

The feeling of my cock tucked deeply inside her was a feeling that one could never have imagined on their first time. I just stretched inside her as much as I could on that first lunge and took it all in. My dick was never harder or thicker as it was at this moment and I could feel that sensation of filling her void completey. We were now one. I wanted to remember that sensation for all time. I finally knew what it felt like to have my dick in a woman, albeit my mom. It was stupendous.

She jolted me out of my reverie as she wriggled her hips up and down getting impatient. She wanted me to start as she wrapped her legs around my waist. I looked at her and she at me and I began to slowly work my cock in and out. My dick was feeling everything inside her with each push. She had such an amazing smile of satisfaction.

Following her lead, I started shoving it in her harder and faster as she wanted me to pick up the pace. I couldn’t believe how much sweat we were working up. We were sticking to each other as I started ramming her. She finally let her arms around me fall to the bed and I got up on my hands and stared at her tits as they spread gracefully to each side of her. She kept moaning, “Harder, deeper!” I could tell I was hitting some wall inside her at times as she convulsed each time I did. “John, you never reached that far in me before”, she bellowed. “I can’t believe how great that feels!” I started thrusting harder when she immediately stopped me and rolled over and got on her knees and hands. I knew exactly what that meant and quickly got behind her on my knees, grabbed her hips and shoved it in and continued ramming her without skipping a beat.

Her boobs were flopping everywhere as she titled her head back. She slammed on me as much as I slammed on her. She knew that I had reached my limit. “John, I’m ready for you” she sputtered out of breath. “Give me everything you’ve got!” With that impassioned cue, I tilted my head back and lunged in her deep and blasted away. I gushed inside her over and over with each plunge. I couldn’t believe that there was so much coming out of me. I could tell mom wanted it all as she tightened up and leaned back on my cock. After a moment of taking in the whole experience and catching our breaths, she let go and I pulled out and toppled over on the bed in exhaustion. Mom quickly grabbed my cock and went down on it. She sucked and swallowed all my cum that was left until I was completely flushed. I was now spent and my dick was throbbing. I just wanted it to go limp and fall asleep.

Realizing that I was still hard just lying there, mom unexpectedly climbed on top of me and grabbed my dick and directed it into her pussy. My dick was very tender and I groaned as it easily slipped back in. She wasn’t finished with me yet. She sat up on me and started pumping up and down as her hands pressed against my nipples. My dick was sore and throbbing. Her head bent back in pleasure all the while moaning and panting heavily. I had a great view of her breasts flopping up and down with the motion, which obviously kept me hard. She would occasionally grip one of her boobs and squeeze as she continued to moan and cry out.

She then leaned forward, moving her hands to the side of me. Her tits were now smacking my chin. I caught one of her boobs in my mouth as they were flopping back and forth and proceeded to suck her nipple hard. I could instantly tell that was very gratifying for her. She moaned over and over again and then plopped right on top of me. Mom was smothering me with her weight again and she didn’t care. She was in the groove and nothing was going to stop her. My face was engulfed between her head and boobs and I was gasping for air. Just when I thought I was going to pass out, she finally had her astounding orgasm. She wailed again as her juices flowed down my dick and all over me. She got up on her hands and paused for a moment longer with me still in her. Out of breath, she leaned over and gave me a great big wet kiss and softly whispered, “I love you”. I immediately returned the sentiment, “I love you too”.

She then pulled off me as my dick went limp on my stomach. Her fluids, mixed with my cum, were oozing out down on me. After some silence between us, she remarked, “John, we’ve never had sex like that before. I’ve been wanting to do that with you forever”, she exhaled. “I never thought you liked it like that!” “Yes, it was great indeed!” I said with beaming manhood. I was completely used and exhausted. I rolled over away from mom and closed my eyes. Mom pulled herself close to me and started spooning as we both drifted off to sleep. I was content to be hugged and feel her breasts once more as she lightly touched my dick.

In the middle of a great dream on having my cocked sucked, I opened my eyes wide opened in shock only to look down my body and see my mom was at it again sucking my dick. I didn’t move a muscle and just watched her. What they hell is up with her I thought? How long has she been at this? Is she a sex addict? I was undoubtedly hard again. She had her head resting on my stomach as she gradually sucked and bobbed up and down on it gently. I just laid there and let her think I was still sleeping while she had her fun – I was still tired anyway. I think she was trying to get me to cum in my sleep by the way she was slowly going at it in rhythm.

I could feel her tongue jut out each time she went down. She was lapping me up each time she pulled back. I quickly started to get aroused and I knew I would have no problem giving her what she wanted. I closed my eyes and took in the whole sensation. I could feel myself building up to that moment. With a couple more lunges down on my cock I felt it happening. I climaxed and just let loose. I squirted into her mouth over and over without moving. She kept her mouth on my dick the whole time, taking it all in and swallowing. She wanted every drop and I was giving it to her.

Once expended, she sucked on it a bit more to get out anything that remained inside. I couldn’t imagine how much she swallowed but she finally pulled her head back and rested it on my chest as she still held my dick. She rubbed it lightly for a bit before she looked up at me to see that I was still a sleep. She lightly kissed me on the lips and rolled over back to sleep. That was amazing! Mom is a sex fiend!

As I lie there next to mom, I had pleasant thoughts of her and fulfilling her every desire along with mine. I knew she was very pleased and I was pleased with myself. I started to reenact the whole experience in my mind as my thoughts started to wonder for the next hour or so. Gradually, that sexual desire in me started to subside leaving me with a cold dark isolated feeling. All the disgusting images of incest started to rush in. I rolled over away from her – I didn’t want to look at her. I wondered if I was going to remain dad. How would I come to grip that mom maybe my wife from now on. What would happen to Austin? What have I done! I worked myself up into a frenzy and passed out.

The next morning I woke up with my head on my desk on top of the books I had open. I was sore and stiff and had to stretch. Once again I was coming out of a daze as my mother walked by my room and commented, “I see you fell asleep at your desk again studying. You need to take a break once in a while and relax, go out and find a girlfriend”. Wiping the sleep from my eyes, I remembered the experience I just had and shook with repulsion. I felt really dirty. Was it all just a dream? It had to be.

I noticed that my mother was wearing a blue nighty under her robe. I didn’t want to ask but I had to. “Mom, is that a new nighty you have on under your robe?” I asked curiously. She didn’t know what to make of my question as she tried to cover herself up more with her robe. “Yes it is, I just bought it yesterday as a matter of fact, why the interest?” she asked. “No reason, you look good in blue” I replied as she continued down the hall. As I sat there in disbelief, I kept telling myself it had to be a dream. There was no way I had such sex with mom!

As I got up, I noticed my penis was sore and drained as if it were excessively used, but that had to be just a coincidence – right? I must have been studying too hard and played with myself and fell asleep I thought. I got up and got ready for school as usual. I kept yawning throughout the morning. I was more tired than usual and couldn’t get moving. I also couldn’t get mom out of my head and the things she supposedly did to me and I to her.

I walked into the kitchen for breakfast. My dad and sister were already at the table. I noticed my mom was extremely cheerful this morning with a spring in her step and humming a tune. Each time she would pass by dad she would glow and smile at him. Dad asked her why so gitty this morning. “Hmm, I wonder why?” she razzed as she poked him in the arm and gave him another devilish grin. Dad looked at me and shrugged his shoulders with a puzzled look on his face. He went back to eating and reading his paper. He just brushed the whole thing off.

As I sat there eating my bowl of cereal, I couldn’t bear to look up at mom. Even if it was just a dream it was a sick dream at that. I felt embarrassed in front of mom. I would never be able to look at my mom as a mom again. As I got up from the table to head off to school, my mom bent over to give me a kiss on the cheek but I pulled away. Not only did I not want mom touching me for a while, it was sickening knowing where that mouth may have been and what may still be in it. I rushed to the door and hurried to school. I just wanted this whole nightmare to go away.

To be continued….

 

End Notes:

PLEASE LEAVE A REVIEW. I WILL ONLY CONTINUE THIS STORY IF THERE IS SOME FEEDBACK AND INTEREST.

Chapter 2 by LookingUpAtYou2
Author's Notes:

Decided to release this chapter right away. I have more ready to go but will wait until there are reviews. Austin's sex escapades take a turn in the next chapters.

Throughout the school day my mind couldn’t escape the thoughts of last night with mom and sometimes I would catch myself miles away just thinking about it in disgust. It was hard to concentrate on what was going on around me and was glad when the last bell rang to end the day. I was walking home along my usual route in a stupor when our neighbor up the street, Mrs. Richardson, yelled out, “Hello Austin!”. I was abruptly snapped back to reality. I didn’t realized how far I had already walked. I stopped, turned and politely returned the gesture, “Hello Mrs. Richardson”. I could only guess that she was out front doing some gardening as I looked around her yard. 

We chatted a bit and she went on to ask how my family was doing - nothing more than the usual small talk. That’s when my eyes quickly focused on her ample breasts and deep cleavage right in front of me. In that instance, I forgot all about mom. She said she had to get back and finish her work as she headed towards her house. It was always nice to see Mrs. Richardson and her twins as I smiled and headed home.

As evening came, I needed to get back to my studies. The test was still days away but I had much more to review. As the night wore on it got very late and my mind started to drift - again. I put my head down on my arms and unwillingly shut my eyes. I couldn’t help myself thinking about Mrs. Richardson and the way she looked today. Stephanie was her name as mom and dad called her. I started to visualize her breasts in my mind. Although she had a slightly smaller chest then my mom, she didn’t mind showing it off to everyone. Somehow they always seemed to be bulging out above her low cut blouses. I certainly had no problem looking at her boobs dangle in her bra cups when she bent over in loose fitting tops. Sometimes you could even glance a nipple above the bra line if she wasn’t positioned properly.

Stephanie always dressed to the hilt when I saw her at neighborhood functions. The dresses she wore were sexy and showed a lot of skin. Her high heels only accentuated her long legs. She was a dirty blonde with straight hair that curled inward at the ends around the middle of her neck. She always exhibited a nice tan and a closer look would reveal she was starting to have some skin damage just below her front neck line and around her arms. I am guessing she is probably around 5’8 and in her mid-fifties due to the slight stretch marks to the side and above her boobs – if you really looked as I often did. If she was older than that, she pulls it off rather nicely. She also had a nice round firm butt to boot as she knew how to shift it from side to side as she walked.

I half-awoke and noticed I must have moved to my bed during the night to sleep. I stretched and let out a big yawn, rolled over and tried to fall back a sleep. Then something in my bewildered mind told me something wasn’t right. I sat up and was in a daze just like the night before. It felt the same all over again. I shouted under my breath, Crap! This can’t be happening again! The lights were off in the room and it was dark outside. I squinted to see around the room to make out where I was. I noticed the bed I was in was quite a bit larger and I could make out a dresser to one side. There was what looked like a sitting chair with clothes thrown all over it in one corner and a makeup table in the other corner. As I tried to take all this in, I noticed something was not right about me. I felt a bit awkward there sitting as I felt the need to lean forward. I also noticed my breathing was being restricted. That’s when I looked down on myself and noticed the large mounds across my chest beneath a tight bra. I really freaked and panicked this time. As I began to touch myself in disbelief, I could feel how soft my skin was. My hair was longer and thicker. My lips were fuller. My eyes more puffy. And my hands had long painted nails on them. Then it hit me that I was a woman. I was afraid to check but I put my hands down my lace panties and noticed my dick was gone - I had a feeling of incompleteness. Yep, I was a woman. But what woman? I knew I wasn’t my mom as that was the first thought to pop in my mind. I really couldn’t comprehend this and began to lose it. I was becoming light headed and breathing irregularly to the point of passing out.

Then I heard a voice from inside the bathroom ask in eagerness, “Stephanie, are you ready?” Another wave of fright came pouring over me as I was now shivering uncontrollably. I was Stephanie. How the hell can that be? How can this happen - it’s impossible! Why me? I couldn’t think or move. I didn’t know what was going to happen but sitting on the bed in a decked-out bra and panties in a dimly lit room only meant one thing and I was definitely not ready for any of this. I couldn’t fathom being a woman and I just had my first sex the night before with mom. Could this get any worse? What the hell is wrong with me? I didn’t want this and I positively didn’t want to be here! I was scared out of my wits.

I had no time to escape my predicament as the door burst opened. I looked in horror and quickly noticed it wasn’t Mr. Richardson. There was a strapping naked lad probably in his late twenties just standing in the bathroom doorway staring right at me. I had no idea who he was. Besides being petrified, I was completely confused. Yep I thought, this certainly can get worse. As my eyes shifted to his mammoth penis just hanging there low, I tried to understand the situation. Was Stephanie cheating on her husband? It certainly looked that way. Whoever he was, he was fairly good looking for a guy from what I could see. He had dark cropped hair with a bit of scruff on his face and was well built. He must regularly work out at some gym. My eyes were still staring at his cock. From my vantage point I could tell exactly what was to happen this night as his dick slowly elevated upwards.

I couldn’t get any words out. I just sat there in disbelief, my eyes wide open and shaking my head no. I knew I was not gay in any sense of the word. I had no feelings for any boys and never ever fantasized about that. I also didn’t have feelings for mom that way and look how that ended up as I thought to myself. For some odd reason I knew I wasn’t going to be able to resist him just like I couldn’t resist my mom. That feeling was once again nudging me deep inside. It had to be Stephanie’s urges.

He quickly approached the bed and started to crawl up to me. He told my how lovely I looked and then planted a big wet kiss on my lips. As he started to chew my mouth, my eyes opened wide. Just like my mom, he started to push his tongue in between my lips. I tried to clamp down but it didn’t work as he broke right in. Once again I was in disgust, especially swapping all that saliva with a man. And once again I couldn’t seem to resist. I felt Stephanie’s yearnings and they were just to great to overcome. Before I knew it, I was kissing him with pleasure. I even put my hand behind his head and pulled him tight to me for some reason. This has got to stop! I don’t want to be having sex with a man! This was all so sickening, nauseating, repulsing as my mind again struggled with my inner feelings. Again, Stephanie was winning out.

He leaned into me while kissing and pushed me on my back. As he pulled himself up my body to my face, he planted his dick solidly on my crotch. He rolled to his side taking me with him as we continued with our mouth frenzy. Both his arms were now around me and hugging me firmly, rubbing my back and clutching my ass. I could still feel his cock throbbing against my crotch as he pulled me in closer. His arm above me moved and came right to my boob. He started to squeeze and mush it. I could feel my nipples becoming very erect and very hard – and very sensitive. He pulled my bra cup down below my tit and started groping my nipple. I gasped in terror as he bent his head inwards to give it a quick lick.

Before I knew it, he rolled over on to his back again taking me with him. He immediately pulled the other bra cup down. Both my tits were now sagging over my bra. He grabbed both and started pushing them together. He then reached behind me and unclasped my bra as it fell slightly down my shoulders around my arms. What great relief I felt as my breasts were freed from that overly restrictive contraption. I slid the bra off and tossed it aside. I didn’t comprehend how big they were until that moment when they dangled down above him. I shook them a bit from side to side to break that last sensation of that tight fitting bra. I was now getting really horny as last night. Was I actually going to do this with him? Stephanie’s urges were powerful indeed. I could only imagine that she wanted him to do whatever with her as her feelings for him increased immensely. It felt like she hadn’t had sex in quite some time and she was boiling over. She wanted him bad and I was about to let it all that play out.

As he played with my tits, I noticed that I was wetting my panties. This was a fascinating feeling for sure. I started to rub my pussy against his crotch very slowly, very sensually. I leaned forward and he placed his mouth on my right nipple and started to suck, I was in sheer ecstasy. My head went back and I let out moans of pure enjoyment. I didn’t want him to stop. I shifted a bit to entice him with my other tit and he had no problems taking the bait. He sucked and squeezed and I enjoyed every moment of it. I looked down at him and could see he wanted as much as I could give him. Now I understood why mom enjoyed this – it was very stimulating!

As he continued, I didn’t notice that my right hand slid down his body towards his manhood. I wanted to touch it. I needed to touch it. I slid off him to his left side as my hand reached his slimy wet cock. I had no problems grabbing it firmly and giving it a quick tug. Touching his dick was incredible. It sent shivers right down my spine. I couldn’t believe how big and thick it was. It definitely was bigger than mine I thought – even thicker. I didn’t notice the lipstick I had on until I licked my lips to moisten them for another kiss. And with the strong smell of perfume on me, I really felt womanly all over.

I parted from his mouth and laid my head on his chest to view his cock head. I wanted to know everything about it. I moved it all around with my hand, examining every inch in wonder. I pulled on it softly and squeezed and saw his precum ooze out. I wanted to quickly move in and taste but I held back and played. My hand slid down along his shaft until it made its way to his balls. That was the next thing I wanted to know everything about.

I cupped his balls in my hand and he let out a sigh of approval. I knew how that felt. His balls were tucked tightly up under his solid dick and made it hard to distinguish left from right sometimes. I knew mine behaved the same way when my dick got hard – they almost seemed to disappear. I assumed that’s the way they are when you’re young as opposed to seeing saggy balls on an older guy.

I found it very pleasant to get him to moan and sigh and made it my goal to do so. I squeeze and mushed his balls up into his cock. I wanted to play with them over and over and I could see he didn’t have a problem with that. He was leaking pretty good and I brought my hand up back onto his rod. I started to bob my hand up and down – pulling and tugging. He just kept moaning in satisfaction. I could tell what he wanted next.

That’s when I completely stopped what I was doing. It’s as if I was snapped back to my real self – a sudden wave of reality had hit me. I had let things get way out of hand and things became way too real too fast. I realized that I had no interest in sticking that thing in my mouth. My mind started racing with different thoughts and that feeling of disgust came back over me. I felt dirty again and in the moment I just wanted all this to end. I started to pull away from him but he had already had his hand on the back of my head. He pushed my head back to his chest and started pushing me down to his cock. He was very forceful. I knew what he wanted and he wanted it now. I struggled somewhat against the direction he wanted me to go as I felt myself begin to lose all control again. I once again became mesmerized, staring at his cock and eyeing his slit. Stephanie’s wants were coming back with vengeance!

My lips smashed into the tip of his dick. Without thinking, I licked my lips and tasted his precum. The mixture of his precum and my lipstick was a lot more pleasant than I thought – very intoxicating. Maybe it was the woman in me (or me in the woman). I stuck my tongue out to lap up some more and realized that I wanted all he had. I slurped every bit up and unknowingly stuck my tongue down his slit. He let out a faint wail of delight as his hand was still firmly planted on my head. I so much wanted to see how big his slit was and proceeded to shove my tongue in as far as I could. He twitched a bit and then relaxed while I enjoyed my adventure. It was incredible. Stephanie sure was a slut.

He grew impatient and pushed on my head again. He wanted his cock in my mouth. I closed my eyes and held my nose and dove right in – as the expression goes. I put the head of his dick in my mouth and started lightly sucking. Again, the feeling and taste was spectacular. His sweat and precum were pure satisfaction as my libido kicked into overdrive. I grabbed his dick confidently with my hand and shoved it all in – all that would go in.

I was surprised at the length of his dick. I had a hard time getting half of it down my mouth and I wanted it all. I’ve watched some porn that involved deep throating and thought I’d give it a try. I bent my head slightly, stuck my tongue out as far as I could and went down on it again, letting his cock slide down the back of my throat. I reached his balls with my lips and paused there for a moment before pulling it out. I was amazed that I didn’t choke or gag on that thing. Now that’s how to suck cock I thought! He moaned, “Stephanie, how did you learn to take my whole cock in your mouth! You never did that before. Boy did that feel great! Do it again!” At his request I did it again. I enjoyed the hell out of that experience but it was time to get a move on.

I started bobbing up and down, pulling and tugging. I was on a mission to get him almost there. I remembered how mom would know when to ease off but wasn’t sure I would know. After a bit of hard sucking I could feel him tense – you could just tell he was about to explode. I couldn’t believe it was that easy to tell. I eased off and I could tell he was disappointed.

I told him, “Don’t worry, we have all night and I want all of that cock in me before you become useless!” Did I just repeat what my mom said last night? It’s funny that I know exactly how he feels. This experience again feels so voyeuristic with him not knowing who I really was. I felt so deviant.

I quickly ripped off my panties, turned my body around, and got on top of him and smushed my pussy in his face. He was elated at the gesture and began his duty to me. Wow! I thought having my nipples sucked was pure heaven but this doesn’t compare at all. I lifted my head and bent it back and I let out a wail almost exactly as my mom did. I exploded with utter tingling over my entire body. I thought having my dick sucked was great but getting my pussy licked and sucked didn’t even come close. I felt him shove his tongue up my cave as far as it would go and lick every bit of me. I shoved my cunt on him harder, cutting off his air. I wanted every bit of this experience. Now I know how mom felt as my juices flowed, sliming his face. But I knew the best part was yet to come.

Just as I did with mom, his tongue guided him to my clit and quickly engulfed it. I let out another wail of approval. Did woman enjoy the pleasures of sex more than men? In my very brief experience I would have to say yes. The feeling was overwhelming. I knew I had to have his cock in me soon. He nudged me to get back to sucking him again. As my head went down on him, I grabbed his balls and pulled them up so that I could shove what I could get to in my mouth. Again, I don’t think Stephanie did this as he was very grateful for the pleasure. If I got back to me again, Stephanie is going to have a lot on her plate the next time she had sex with this guy.

His hairy balls tasted great in my mouth as I savored his sweat. I could feel each ball under his tough wrinkled skin as I reached, licked and sucked. I opened my mouth wide to get as much of him in me as I could. I probably left a good lipstick mark down there – as if I were marking my territory. I slid my tongue up his shaft and plunged my mouth back down on it. As he tugged and pulled on my clit I was building up to something, although not really sure what that something really was. I could feel myself getting hotter and wetter. I didn’t know what an orgasm felt like for a woman but I was about to have one first hand. He kept going at me harder. I could feel the anticipation building and I knew this was going to be great. Then it hit me, I started to climax. “Oh, God! Oh Yes! Oh God!” I yelled. I felt the flood gates open and rush out. I let out a really loud whine, “Yes! Yes! Yes!” I didn’t want the feeling to subside as I kept mushing my clit into his mouth. I slowly backed off and fell to his side as I saw how wet his face was. Both of us were breathing heavily. “Now that was great!” I exclaimed. Not that I want to be a woman for the rest of my life, but I don’t know how anything could compare to that sensation. That experience really blew my mind and I wanted more.

He quickly jumped on top of me and thrust his cock deep inside me. I let out a scream this time and clenched my arms tightly around him. I didn’t expect that sense of completeness at all as that enormous long thick dick took up every space available in my cunt. We were now joined. His dick started to rub my inner pussy walls as I started to get worked up again. I knew he wanted to burst inside me and I was going to let him. He was pounding me hard and picking up speed. With each thrust, I wanted him in as deep as he could go. I definitely could feel him reach and bump into my womanly wall. I wanted it harder and harder. I couldn’t believe the heat and sweat. It was intense. Then with one massive push, his body arched back and tensed up. He squirted out his seed inside me over and over with each successive push. At that same time I let out another loud moan and let loose once again. In that moment I closed my eyes in such absolute gratification.

He laid there on top of me for a bit with his cock still throbbing in me. As he pulled out of me, my juices, mixed with his cum, flowed out. There was quite a puddle on the sheets as I just laid there catching my breath. I grabbed his cock and squeezed the last goo out of him. I know that a dick needs to be cleansed. I never imagined that having sex as a woman could be more pleasurable than as a man. I don’t know if I would ever feel that way again and I just wanted to delight in the whole affair for a while.

Whoever this man was, I was glad to have had that experience with him. I’m not sure I will ever know his name or ever see him again. Stephanie clearly has a well-kept secret and maybe I can used that to my advantage sometime. He rolled over away from me and fell quickly a sleep. That’s odd I thought – he didn’t even say anything about what we just did together. Hmm, just like a man as I laughed to myself. Maybe he is just her boy toy and nothing more.

I slid out of the bed and made my way to the bathroom. I had juices and cum running all down my legs and I had to clean up. I walked into the bathroom and flicked on the lights. That’s when I saw myself in the mirror. I took a step back in awe and realized how pretty Stephanie’s body really was. I saw the makeup I had on – the lipstick, the eyeliner, the blush…all of it. I also saw the nice earrings dangling just under my gorgeous hair as I used my hands to fluff it up. She has great taste and she sure knows how to look good. Then my eyes drifted downward to my breasts. It was a remarkable site to behold. I touched my nipples softly as they again became hard and erect. I was astonished how long and sensitive they could get. Her areolas were not large but truly a source of bliss looking at them. I couldn’t overcome the urge to squeeze and smush my own tits. If a man had tits, they would surely play with them all the time. Then I looked down in the mirror at my womanhood. I had a small patch of hair neatly shaven just above my vagina. I didn’t have pussy folds like mom and my clit was sort of hidden inside. When I spread my pussy open, I could clearly see the clit and gave it a quick rub. I was getting turned on by Stephanie’s body.

I went over to the toilet bowl, lifted the lid and sat down. I started to caress my body all over. I stuck my index finger in to my mouth to moisten it and then ever so lightly touch my nipple. I started circling it with my long nail as it grew and stretched out as far as it could. I just couldn’t believe how sensitive it became. The feeling was just wild. I brought both my hands under my breasts and squeezed in enjoyment. My tits were large and the feeling of them just hanging off the front of me was truly sexy. I pulled my left tit up tight as I bent my head down to suck my own nipple. Fabulous I thought. I was really getting wet again.

I let me other hand fall down to my bush and started to rub and pull on my pubic hair. I just couldn’t get over how good I felt. As I let me hand fall further down to my pussy, I tingled all over. Just the thought of touching my cunt made me shiver. I started to rub my clit with my middle finger as more wetness came out of nowhere. I arched my head back as I started to rub faster, now using all my fingers on it. My other hand was squeezing my boob firmly. I would sometimes stretch my tit forward until my thumb and index finger made it to my nipple and pulled on it as if I were trying to get milk to squirt from it.

As I rubbed hard with the other hand, I would thrust my middle and index finger up my hole and let out such a wail. I would plunge in and out like a dick and then back to my clit. The feeling started to build up and take over my body. I wanted it again. I was sweating and beginning to breath heavy. I was moaning in rhythm with my rubbing. I felt it happening and I was getting extremely excited. There it was. I thrust my hips forward and jerked. This time I let out a violent squirt from my cunt as I kept rubbing. I just let it flow out all over the place. I wanted it to last forever but it was over quickly.

I sat there slouched on the bowl catching my breath. I closed my eyes to replay the experience in my mind. That feeling off emptiness and isolation crept back in and I was once again disgusted at what I had just did - with a man. I wanted so much to take a shower and wash myself clean of all this but I was exhausted. I thought I could just sit here a bit and recompose myself as I closed my eyes and drifted off.

I woke up in front of my computer again. I was extremely fatigued and sore. I felt a soreness down around my dick but it wasn’t my dick – it felt deeper. My nipples were also sore. I can’t believe this happened again. This clearly can’t be a coincidence especially now two nights in a row. There was something definitely wrong with me but how could I talk about it and who would believe me. I looked up at my clock and saw that it was late and I didn’t have too much time to get ready and get to school. I would think about all this at a later time. I quickly washed up, got dressed and hurried to the kitchen for a quick bite-to-go.

In the kitchen was my mom serving the last of breakfast to dad and sis. “My you look exhausted”, she said looking at me with suspicion, “What are you doing at night? I hope nothing inappropriate” If she only knew. I grabbed a piece of toast and darted out the door.

 

Chapter 3 by LookingUpAtYou2

In school I was so tired that I actually fell asleep at my desk. John who sat to the left of me reached over and nudged me to wake up. That’s the way it was the rest of the day, just trying to keep awake. I was so tired I didn’t even have the will to think about what had happened over the last two days. When I finally made it home, I just went straight to my room and collapsed on my bed. My mom walked by and poked her head in and uttered, “Why don’t you take a break from your studies and take a nap for a bit? You look really tired – you’re overdoing it”. That sounded really good but then I realized when I fall asleep for a while strange things happen.

It seems sleep causes me to have an out-of-body experience. As I thought about it, I realized that I was thinking about the person I became – dad the first night and Stephanie the second. As I started to think more on the matter, I wondered if I can control it. I started to formulate ideas in my head. Is there someone that I really wanted to be? I knew I would have to think about another man if I wanted to be with another woman – but who? I really needed to test out this hypothesis.

If I wanted to be another man I knew it was going to be very hard thinking about him. I just don’t think of other men in my thoughts as they always quickly drift to woman. I really wanted to be a regular man with a regular women. I had to make sure I didn’t think of dad – I certainly didn’t want to go through that again.

I remember this one remarkable woman who was with this good looking man I bumped into about a week ago in the grocery store when mom sent me to pickup a couple items. The woman was very attractive indeed. I wouldn’t mind spending some time with her alone. I remember staring at her for quite a while as her breasts were remarkably large in that amazing outfit she wore. It was a tight halter body suit which showed some deep cleavage. You could notice that her bra edged out of her top and you could also see the whole outline of it underneath. I followed them a bit while making it seem as unobvious as possible.

They stopped in the middle of the aisle and I did the same near a stocking cart full of boxes making it look like I was busy or something. The man turned and glanced at me and started to approach. I thought I was found out and slightly panicked. He came up to me and asked me where something was. I breathed a sigh of relief as I must have looked like I worked there. He was looking for something in particular and I knew exactly what he wanted. I gladly played my part and took the opportunity to lead them to where it was. Along the way I asked how they were doing along with some other small chit chat.

Yes, he would make a great test subject I thought. I knew I would have no problems drifting off as I couldn’t keep my eyes open any longer. I started thinking about him and the way he dressed, the way he talked, the way he walked – keeping my mind away from her at all costs. I was completely immersed in him as I drifted off to sleep.

The next thing I knew I awoke in another daze. I quickly tried to brush it off to see the man I should have been. I was definitely in another house but not where I thought I should be. And I didn’t feel right at all – I could barely move. I was in a bed but a much smaller bed. I could see bars around me. Then it hit me and I freaked out once more. It wasn’t a bed at all – it was a crib!  What the hell! This can’t be good.

I really became terrified as I tried to make sense of this small body I now had. I didn’t have much coordination with my hands and just kept clenching and unclenching them as if I were trying to grab something. I just kept yelling in my head over and over – what the f**k! I had to calm down. After a few minutes, the terror faded and turned into fascination and wonder. I became more comfortable in my new form as I quickly composed myself and tried to figure out the situation.

Now I remembered. Right before I slumbered off, a baby popped into my thoughts. That’s right, they had a baby in the shopping cart with them. I forgot all about that – must have been part of my subconscious. Damn this was harder than I thought.

I certainly was an infant but not exactly a new born. I couldn’t roll over or pick myself up so there was no way I was going to stand up. All I could do was just lie there. The room was dimly lit and I could make out that I was in a nursery room. I still was not used to this out-of-body experience at all as I started to cry and cry for some reason.

That’s when I heard footsteps approaching the room. My heart was pounding and I couldn’t stop crying. The woman that I thought I would spend the night with as her husband entered the room. She turned on the lights. She was beautiful. “Awe, did my little man go poopy in his diaper?” she playfully spoke. My mind raced around in thoughts – did I poop in my pants! She picked me up from the crib and put me over her shoulder as she made her way to the changing table. I have to say that it certainly felt great to be rested on the top of her boob.

I noticed her hair smelled nice before she plopped me down on the table. She bent over me and started speaking baby talk as her face was hovering right in mine. I could make out all the details of her makeup as I just stared at her. Her lips were a dark red from the lipstick she wore and her eyes were painted elegantly. Her breath smelled sweet. If I could move, I would have reached up and kissed her. She gave me a tickle and I joyfully smiled.

She then unfastened the tape on each side of the diaper and pulled the top off my pee-pee. Now I’m thinking in baby talk. The cool air rushed in over it and I quickly got a hard on. “Awe, does my little man have a hard on for mommy?” she grinned. If she only knew, I thought. She grabbed my legs in one hand and hoisted me up and pulled out my diaper from under me. Yep, there was the poop. That’s a smell I won’t long forget. As she held me up, she took a damp cloth in her other hand and started cleaning my butt. I did like the way it felt as she attended to me.

Then she quickly made her way to my front and started washing my penis. Holy crap! If I wasn’t hard before I sure am now. “How does that feel?” she said in her baby voice. “My little man sure is big down there!” Again, if she only knew. She kept rubbing it – maybe too much but I didn’t mind. I think she took great pleasure or maybe pride in me for having a big penis for my age. Maybe she thought I was going to be gifted when I grew up or maybe her husband was tiny – who knows?

She took her time rubbing my penis with that damp cold rag which made me want to squirt. Being a baby I knew I couldn’t produce sperm but it sure felt like I could explode and give it to her. She then put her face in mine again and started up with the baby talk and tickling me to get me to laugh. I enjoyed that immensely. Then she powdered me, grabbed a new diaper and slapped it on me. I think I may have to poop again tonight.

I started to get that strong feeling again. It wasn’t the same feeling like the previous nights. Those nights were more sexual in nature. This was more of a safe and secure feeling – like that of being loved by a mom. I started to realize that the overwhelming feelings I get are those from the person I am and the situation I’m in – just extremely magnified. I wanted to be picked up and hugged and loved like you wouldn’t believe. And she was the one I wanted for that.

She picked me up again and slung me back over her shoulder and held me for a bit. I was enjoying every minute with her as she lightly bobbed up and down. If my hands could reach around her I would give her a big hug. Then she slowly let me down into the crib and stared at me. “Don’t worry, mommy will be back to feed you” she whispered as she turned and headed for the door. Feed me! As I laid here, I began to imagine breastfeeding and all that went with it. I grinned, this wasn’t going to be as bad after all!

A little later she popped back into the room. She was wearing some sort of button nighty this time. “Is my little man hungry?” she voiced. You bet! I thought. I was really excited. She picked me up and cradled me in her arms this time. She looked down on me as I was looking at her massive tit just above my face. I was just imaging all the milk in that jug and how it would taste as I smacked my lips. She made her way to a rocking chair just a few feet in front of the crib and sat down. She wiggled a bit and made herself comfortable.

In slow motion, she unbuttoned her nighty starting at the top. I knew the site of her tit was going to be amazing. The anticipation was building as she unbuttoned each button to the last just underneath me. She pulled her nighty off her shoulder to expose her nursing bra. I couldn’t wait. She folded the bra flap down and there it was – that enourmous nipple resting on a very large dark areola. My eyes opened wide in delight. It was all mine to feast on.

She squeezed on her boob a bit to get it started as I saw the white fluid emerge. She grabbed her tit and guided her nipple into my mouth. As anxious as I was to suck her breasts, I overdid it a bit and she squirmed and told me, “Now take it easy, there’s more then plenty for you”. What a magnificent thing to say as I knew she had to empty herself. I relaxed a bit and settled right in sucking and drinking. I didn’t realize that breast milk could taste so sweet. I may never want real milk again. This was once again a little voyeuristic. If she only knew who she was feeding. Her breast was soft and I felt a warm glow over me. I wanted all her milk.

I closed my eyes in great satisfaction sucking the milk out of her. I drank for quite some time on that teet. “Boy, my little man is hungry tonight” she excitedly quipped, “How about we change breasts now?” I thought no problem as she turned me around and just took her shirt off exposing her whole bra. She folded bra flap up and then undid the other one. She guided me to here other nipple where I gladly went back to work. As I was drinking, I just stared at her other tit packaged so nicely in her bra cup. She kept rocking while leaning her head back, letting me have at her. I was getting another boner right now. Wow!

After a while she had had enough and pulled me away. I saw that huge nipple leaving me and I wanted to get back to it. “My little man has had enough” she said as she readjusted her bra. I was then lifted and put back on her shoulder. Was she about to burp me? I thought no way but as she patted me I couldn’t but help let out a loud one. “There there, does he feel all better now?” she said. I did indeed felt better. She then brought me back to my crib and laid me down. As she did, her breasts in that nursing bra dangled in front on me for a moment as she bent over. What an amazing site. I knew from then I was going to be a breast man growing up. She grabbed her shirt and put it back on and quietly left the room whispering, “Night, night” as she turned off the light.

I was thinking about other ways to get my new mommy back to me. I wanted the comfort and loving she had. I laid there for a while thinking how much I wanted her back. I wanted to suck on her nipples forever. I thought about crying but what if her husband or someone else comes in. After about an hour or two of pondering, I decided to try. What could really happen? So I started to cry and cry to get her back and hold me. It took a while of crying and I was really hoarse but it finally paid off.

I could hear someone coming. Mommy entered the room again. I was in luck and very happy. As she picked me up and put me over her shoulder, she whispered to herself in my ear, “Why did your daddy have to be out tonight?”. She brought me over to the changing table to check on my diaper. “Well you didn’t poop” she sighed. She picked me up again and walked around the room bouncing me lightly up and down trying to get me to fall back a sleep. She was humming a tune very softly. I was not having any of that and cried again. It was great just being near her again.

“You can’t still be hungry” she uttered. Of course I was. I cried some more to get her to feed me. She moved over to the rocking chair and sat down again. I was now being cradled in her arms as she started rocking, hoping I would fall a sleep. I kept up the crying as I could tell she was tired and a bit annoyed. “Ok, just this once I will let you have more so I can get back to sleep” she moaned. She again slid her nighty down her shoulder and opened her bra flap. There it was again. She didn’t hesitate and moved me right in. “I hope your happy now” she sighed. Of course I was.

Each suck I tried to take in as much milk as I could. It was awesome. Looking up I could see that she had closed her eyes, she was very tired. It was fine with me if she dozed off and let me feed. That large nipple took up my whole mouth and it tasted great as I lapped my little tongue all over it. Then she awoke startled as if she thought that she was out for some time. She tried to pull me off but I held on to that nipple with all my might pulling her tit with me. “Ok, that’s enough. How much could one baby drink?” she thought. The nipple finally gave way from my mouth as her tit bounced back to her chest.

I was quite content this time and thought I would let her go back to bed. My eyes were getting heavy – maybe because I was really full and satisfied. I couldn’t even force them open as I drifted off to never-never land in her arms.

I awoke the next morning again in a daze as expected - in my bed were I started out. I had completely missed dinner the night before and noticed that I wasn’t really very hungry this morning. I felt really full and I felt really well rested – I slept like a baby as I chuckled inside. That was some experience last night I thought. If I ever bump into that woman again at the store I will have to say hello to her. There was something different this time though, I didn’t wake with that feeling of being dirty and disgusted. Although it may not have been exactly right to do what I did, I was feeling ok with it. I would have to think about that for a while.

I got ready for school and made my way down to the kitchen as usual. And as usual my mom was dishing out breakfast to everyone. “Austin, looks like you had a good night sleep last night. I didn’t want to wake you and I didn’t think you would sleep that long. It must have been a good sleep” she expressed. I thought again – boy if she really only knew. “Austin, would you like some milk?” she asked. Wow, her timing is impeccable. I felt a little better about my mom after last night’s escapade. I knew in time I would just forget about our adventure and just put it all behind me.

 

End Notes:

To be continued if I get more reviews. There's much more I have as things become more bizarre :)

Chapter 4 by LookingUpAtYou2

All through school all I could think about was my power to enter someones body – if you could call it a power. It may just as well be that it’s all accidental and out of my hands – I just didn’t know at this time. What I did know is that I wanted to try again tonight. The problem of course is not letting your mind wander and focus on the person I wanted to be. That’s easier said than done. The rest of the day I spent my thoughts on who I wanted to be.

When I got home I knew who I wanted to be. I was excited. I remembered this young boy about my age at a party about a month ago who had this magnificent looking girl by his side. She didn’t go to my school and I remembered her looking me over for a moment top to bottom. She smiled and introduced herself as Patty and chatted for a minute before she walked off with that boy whose name I never got. I was feeling pretty good the rest of the party knowing she may have had an interest in me. I knew this was going to be extremely hard focusing on that boy with thoughts of her racing through my head.

With all this excitement I forgot that I only had the weekend left to study. It was Friday and I thought what the hell, I had two more days to study. I knew I wasn’t going to be tired until later into the night so I hopped down stairs for dinner and chatted with my sister. I asked her if she remembered Patty and the boy she was with. She had told me that Patty was from the school in the next county over from us and that there was no boy around when they spoke. I quickly changed the subject as I did not want my sister taking this any further and teasing me as she usually did.

I watched television for a bit after dinner in the living room when my mom came in and sat down on the couch next to me. She had never done that before usually sitting in the chair over to the other side. She complained how her feet hurt from the day’s events and put them up on the coffee table and stretched out her toes. I wasn’t sure where this was going so I just went back to watching tv. Then she decided to move in close to me and put her arm around me. I wasn’t prepared for that as I didn’t want to touch her boobs again let alone her body.

She then asked me, “Is everything alright these days with you?” I said, “Sure, why?” She continued, “You just seem preoccupied these last couple of days. Is there a girl that you’re interested in?” I kind of sharply replied, “Mom, everything is alright and no there isn’t a girl at the moment”. I didn’t want to talk to my mom about girls and hoped she didn’t want to talk about sex – I already knew that from her. I really wanted this conversation to end and her to go about something else. I was really uncomfortable being that close to her breasts. I could see her white bra underneath that shear blouse she had on. I could even see her nipples poke out from behind trying to tease and taunt me into some predicament again. I looked away and focused back on the television. “Ok”, she said as she pulled herself up from the couch and grazing me with her left boob. As she left the room, My body quivered as I took one more look. Her breasts were truly amazing.

Dad passed me by heading to then den to complete some work. “It’s Friday night, don’t you have something to do?” he uttered. “No, it’s a quiet night for me and I have to study” I replied as he continued walking on. I looked at the clock and it was still early. Man this is going to take forever to get to sleep. I needed something to do to pass the time. I could go and study but quickly shrugged that idea off. I decided to go upstairs and chat with my sister a bit.

My sister was two years older than me and a senior in school. She was pretty attractive I thought for a girl. She was relatively thin with nice set of breasts I thought, under those bulky pull-overs she wears – It was hard to tell. I figured maybe she was a bit self-conscious about her size as compared with the other girls in school. She has long dark hair that she usually wore in a ponytail and nicely painted finger nails. Her makeup was simple and neat and not overdone to look like a whore. Like my mom, I didn’t give her appearance much thought. I knew she was sexually active according to all the gossip and thought I’d have a chat with her if she knew anybody who liked me.

I knocked on her door and she invited me in. She was lying on her bed going through her phone as usual. She had cloths strewn about and a lot of stuffed animals and knick-knacks all over. She sat up on her bed. “What’s up?” she asked. “I don’t know, just wanted to see what’s up with you” I replied. Just then her cell phone rang and she answered it. I heard her say hello, pause and look up at me. She told whoever to wait a minute as she proceeded to her bathroom. “Austin, just wait a couple minutes while I take this call” she said. I just looked at her and nodded as she went into her bathroom and shut the door.

I occupied myself by looking at her room some more. I noticed she had a red skimpy bra hanging off the end of her bed. I was curious about it as I looked towards the bathroom door and heard her still talking. I went over to it, picked it up and read the tag – it said 34DD. Not bad I thought as I also took notice of the lace design. She did have a large chest. I figured she’d take after mom in that department as she grew up.

I put the bra back down and just stood there. I couldn’t help but get aroused touching her bra and thought I’d better sit to conceal myself. I pulled out her computer chair and sat down. I looked around her desk and noticed a magazine peeking out from under some other books. I lifted the books slightly and saw that it was an adult girly magazine with some nude stud on the cover. I thought about my magazines that I had hidden and realized she was probably a horny devil just like me. That was nice to know.

I quickly turned around as she came back into the room. My eyes couldn’t help but stare at her breasts knowing her size and the weight her current bra must be holding up. She must have changed her shirt while she was in the bathroom chatting. I never ever see her in a t-shirt and I could plainly see her bra underneath. I’m glad I’m sitting down. “So what’s up” she asked again. “Nothing really” I replied. “We never really talk about things”. “Do you have a boyfriend?” I asked. I was a bit curious about her life and even more curious how her sex life was – but I know I could never ask that. “What’s this all about?” she asked. “Nothing, I was just interested in knowing what’s up with you these days” I quipped back.

She went back to her phone and I could tell she had no interest in talking to me about her personal life. I could see that something was up as she was intently devoted to her phone right now. I decided to just let it go. “Ok, nice to chat with you” I said sarcastically as I walked out her door as if I wasn’t there. Needless to say I wasn’t going to make any progress with her to see if anyone liked me. As I left, I made a mental note to myself not to think about my sister. I had no desire to be her and I definitely didn’t want to know what she was into.

I headed to my room and dropped onto the bed. It was getting dark out but I wasn’t sleepy at all. I knew the excitement of tonight was going to keep my up for a while. I thought maybe it would be a good idea to get some paper out and write everything down I knew about that boy – which wasn’t much. I thought if I just stared at my notes while falling asleep I would have a better chance being him. Why did I have to be an infant last night I thought? Now I’m too rested to fall asleep so easily like I did the previous nights.

My thoughts drifted to my sister’s bra and her tits. Stop that right now I said to myself. You’re going to ruin everything and that’s just as disgusting as mom. I should have never gone into my sister’s room. Then I thought about my mom. Are you crazy! What the hell are you doing? I knew I didn’t want to have a repeat of that night either – also, don’t even think about Stephanie. Boy, this was going to be really hard. All I could focus on right now were breasts – large breasts.

Then I heard my mom yelling from downstairs, “Austin, your friend John is here!” I sprang off my bed and headed downstairs. I met up with John at the front door. “Boy your mom is hot!” John exclaimed. “You know I would rather not hear that right now” I sniped back. “What’s up with you?” John asked. “Nothing, just had a rough last couple days that’s all – what’s up?” I asked. “I’m headed over to the mall, want to come?” he asked. “Sure, what the hell” I replied. I surely wasn’t tired so why not. As I grabbed my jacket and headed out with him I heard my sister yell to mom that she was going to spend the night with her friend Stacy. Now there’s somebody I need to make note of.

On the walk over I remembered John was also at that party where I met Patty. I asked him about her and if he knew the boy. He told me that was her brother and thought his name was Dan. “Dammit!” I said under my voice. “What’s wrong?” John asked. “Oh nothing” I replied as I was deeply disappointed. How was I going to get with her if I didn’t know her boyfriend? She had to have a boyfriend – right?

I wanted to really be with her this evening and now it’s all ruined. I guess I could just ask her if I knew where she lived – nah, it was easier to just become her partner and skip all that awkwardness. I had to come up with a different plan. Who? Who do I want to be with? I thought my sister’s friend Rebecca. She was good looking and had nice tits. I could surely suck on those for a while. With the rumors around school I knew she was definitely active with the boys.

We walked around the mall a bit and hung out at the food court but there wasn’t much action going on tonight. All the girls must be out somewhere else having a good time of it. It didn’t matter, I had no interest and I started to fix my thoughts on Rebecca. I was trying to think if she was dating or doing anyone now. I came up with several guys in mind that might fit the bill but I couldn’t be exactly sure.

One things for sure, if they weren’t doing her they were doing someone else. I decided that I would concentrate on Gary since I’ve seen him around her on more than one occasion. I did have a long chat with him at school some time ago about some rock band but I’m not sure I knew enough about him and his activities to make a go of it. But what the heck, it’s worth a try.

We sat at the food court for awhile chatting and looking. I didn’t have my mind on the things going on around me and I was anxious to get back home. I was now really thinking about Gary and told John I was tired and wanted to get some studying in. He ribbed me some and I said that I would see him on Monday as I headed to the mall exit. I was ready to get into bed and get to sleep.

I knew what to think about in my mind as I had prepared some mental notes in my head about Gary as I walked home. I again walked by Stephanie’s house and let out a quick grin. I got home and didn’t see my parents, they must have been in bed already which only meant one thing – which I had no time to think about. I headed up to my room. I quickly got ready for bed and turned off the lights. I let my mind think about Gary. I let him wash all over me. I felt like I was hypnotizing myself. I didn’t stray and thought everything about Gary. I had a very hard time making myself sleep, I just wasn’t tired yet and it was still early for a Friday night. I tossed and turned for awhile as I thought more about Gary and not thinking about anyone else. Finally I drifted off to sleep.

As expected I woke up in a daze and quickly rubbed my eyes to get focused. I quickly looked down at myself and I was Gary. I was thrilled that I was able manage who I was going to be this time – it’s all about the concentration. I looked around and thought I must be in Gary’s house. I was in a living room on the couch with the tv on in front on me. As I looked around I noticed it was extremely quiet. I’m not sure how that could be since I knew Gary had a bunch of siblings. Maybe they were out or all in their rooms. But where were his parents? Was everybody asleep already? I thought it wasn’t too late and maybe I should go out - It was a Friday night after all. Maybe I could find Rebecca and have a chat with her. Yes, that’s what I should do.

Then I heard a noise from the other room – probably the kitchen. Could it be his mom? That’s when a voiced bellowed out, “Gary, where’s the popcorn!” I once again froze in fear as I knew that voice was not Rebecca. It was a voice I had heard all my life. It was the voice of my sister. “Ah, I found it!” she replied to herself as she strode into the living room and plopped down on the couch next to me. I yelled crap! In my mind. What are the odds I would pick someone who was with my sister? Never in a million years would I think she would like Gary. Gary was not her type – at least that’s what I thought. But what did I really know about my sister. This was god awful.

Ok, I did not want to do anything with my sister but here I am. I’m not sure how Gary feels about my sis but I was beginning to tell. That heightened feeling of desire started to pour over me and control me again. I hoped maybe my sister just wanted to snuggle and watch tv. Yes, that had to be it. We would watch a movie and she would just go back home. Wait, I thought. She told mom she was staying at Stacy’s for the night. What I liar I thought. “It’s great that your whole family is away for the night” she blurted out. Again, I had no idea what to say. Could I tell her she should just go home? The next thing I knew she cuddled close to me and put her nearest leg over my lap. She placed the popcorn in the middle for both of us. Yuck! This is not going to happen, not in a million years. But if the past days are any indication of what’s to come, it was going to be a long night.

Right on key my dick starting having a mind of its own. I could feel it stretching out under my shorts. I knew she was going to notice but I couldn’t help myself. Then she put her hand on my leg as if to do that unknowingly but I was on to her game. As she ate watching the tv, she slid her hand up towards my crotch ever so slowly. I was now getting really aroused and probably already wetting myself with precum. She lightly grazed my dick as she moved her arm up and put it around my neck. I knew she knew I was stiff as she let out a little smirk.

She moved the popcorn to the coffee table and started to look at me. I knew then exactly what she was going to do and I just couldn’t get any words out to stop it. I just closed my eyes. She quickly pulled my head to her face with her arm and planted her mouth on mine. She made her move to start making out with me. I felt Gary’s desires kick in tenfold as usual and I wanted her back. This time I was the one to start the tonguing and she returned the favor most graciously. Here I am making out with my sister. My life sucks. Why not? Let’s just have sex with the whole family.

She turned her body towards me and put both her hands around the top of my neck as she went at it. The fact that she did taste pretty good made it more difficult. I wanted all of her tongue and sometimes I would catch it and suck on it. She didn’t mind at all as she tugged on mine and pulled it right out of my mouth. “Gary, maybe this could be the night” she sighed quietly. What! This is the first time with Gary! I must be nuts! I really do need to stop this. I don’t want it to be the first time with me – I mean Gary! What the hell! I can’t keep anything straight in my mind anymore. As I squirmed kissing her, I just couldn’t stop. What is it with this hold over me – I can’t break it. I know it’s just Gary feeling this way but amplified like you can’t imagine. Why can’t I fight this? This is just down right disgusting.

She was undeniably horny. My sister wasted no time putting her hand on my dick. She knew I was already hard and she started to rub it through my shorts. She quickly unzipped my shorts with one hand, not letting up on the kissing. She slid her hand down my pants and grabbed it. Again, it was an amazing sensation with somebody touching my cock. I quivered up my body as she sensed that with amusement. She pulled on it hard as she kept making out with me. I could never have imagined how horny my sister could really get. She slurped all of my mouth as she couldn’t sit still. Then she told me to take my pants off. I told her “Hey, take it slow we have all night”. But she wasn’t having any of that. She wanted my cock and nothing was going to stop her. Like mother like daughter. Scratch that,  like mother like son might be more appropriate at this moment.

I lifted my butt and slid my pants down around my thighs. At the same time she pulled the front of my briefs down around my balls. She kept at it, tugging and pulling as she kept up with the kissing. I got a sense she’s been waiting for this quite some time wth Gary. My hand automatically just went for her boob. That only made her wilder as she rubbed her whole body up and down mine while maintaining her grasp on my dick and kissing me to no end. I enjoyed her tongue slopping all over my mouth and face. She would once in a while tug on my lower lip with her lips and let go and dive back in. She had on some purple flavored lipstick which made the kissing all the more intoxicating.

Her boob flesh felt incredible and I wanted her more and more. I was on the move. While still kissing me, she lifted her shirt off over her head - only pausing her pillaging of my mouth for a split second as the shirt passed between us. She tossed her shirt to the floor as I gazed at that red bra I saw earlier. She certainly filled out every inch of that bra splendidly. She looked so sexy as I couldn’t help but grab them. I squeezed and smushed them like mom’s and I could have just played with them all night. I lifted her tits up and out over her bra cups and saw her astonishing nipples. They were so erect and somewhat longer then mom’s. So perky to say the least. Her small areolas were sort of pink. Never the less, I wanted to gobble them up.

It was hard to break from her kissing as she was locked on and didn’t want to stop. Her hair was flopping everywhere in my face. I turned my head a bit and she got that I wanted to move to her delicious tits. She sat up higher so I could get to the right one and she forcefully pushed my head into it. I couldn’t believe how big they were at her age. They were more firm than mom’s with really no sag to them at all. It’s like gravity had no effect on them as they pointed pretty much straight out. Boy my sis had a great rack…you could probably hang a bunch of coats from them and they wouldn’t budge.

I didn’t waste time licking around her fantastic boobs, even the underboob as I pushed up on them. Without and hestitation, I just dove in and put her stiff nipple between my lips. I needed to suck them and suck them I did. Her nipple was probably almost as long as mom’s clit. I felt like I was giving my sister’s nipple a tiny blow job. I was definitely a breast man and I wanted them as I tried to stuff as much boob flesh in my mouth as would fit. She quickly moved to get on top of me. She was now sitting up on my lap on her knees so my face was directly at her breasts. She took great pleasure in me ransacking her mounds of flesh. I worked both my hands squeezing and mushing as I licked and sucked. She bent her head back and started moaning as she lifted and crossed her hands above her head as her hair was jumbled all over her face. My sister was a slut just like mom and Gary wanted what Gary wanted.

She was working up a great sweat and getting really wet at the same time as she bucked her crotch up and down against my cock. She unexpectedly slid down off me onto her knees onto the floor. I was waiting for this. I lifted my butt as she slid my underwear down to my shorts and then slid both off and tossed them. She wasn’t interested in playing around with my cock. She put her hands on top of my thighs and lifted my cock with her mouth until she got it into position. Here it comes I thought to myself. As I watched her in slow motion, she opened her mouth wider as the head of dick was already resting on her tongue and then, bam! She put as much of my cock in her mouth as she could, to the point of bending it.

I let out a wail of euphoria. It felt just as good as when mom went down. She immediately started to bob her head up and down. She was wasting no time. My sister then clutched my cock with both hands and pulled on it hard. She wasn’t like mom in this regard. She was more all over the place pulling and tugging. She had no rhythm and was just thrashing about down on my cock. I wasn’t complaining but she needed to chill out.

I tried to direct her to slow down but again she wasn’t having any of that. She loved my cock in her mouth and she was going to consume it as she saw fit. It was then that I just decided to let her have at it. It was thrilling to see my sister down on me. If she only knew that she was really sucking her brother. I rather enjoyed this voyeuristic sex with her more than I thought. Maybe I did have some wet dreams about her.

I could clearly see my sister wanted this. The opportunity of a night alone with Gary presented itself and she went for it. Who knows how long her desires had been bottled up? I was ready for the next part, licking her womanhood but she didn’t want to let up on me just yet. Maybe she thought she could really get me to do it. “Gary, what’s wrong? Can’t I get you to cum?” she cried. “You certainly can but I want to taste you first!” I excitedly explained. She then blushed and then glowed as she stood up to remove the rest of her bra, shorts and panties. Her body was amazing just standing there in all her glory. As with my mom, I would never think of my sister as my sister again. Her rack was sheer perfection and she had a fantastic bush. I was surprisingly delighted when I saw that it was not shaven.

I directed her to lay down on the couch as I positioned myself between her legs. As I approached her cunt with my mouth she took in a deep breath waiting for the sensation. She acted like no one had ever done this to her before but I knew better. Her twat was already extremely wet. I wasn’t going to play around like I did mom. I just sank my tongue up her cavern and she let out such a moan. She turned her head sideways and let her hair fall across her face. I could see she closed her eyes to enjoy every moment. Her hand came down upon my head as my tongue thrusted in and out her hole. It may have been much much tighter than mom’s but it was just as wet.

I wanted so much to get her to have an orgasm and I knew that would be easy in her condition. I guided my tongue upwards inside her pussy ridge and reached her clit. Her clit was buried deep like some pirate’s treasure that needed to be found. I had my shovel and I was digging deep. She was in another world as I licked and sucked it. I could feel her anxiety and I could feel her need to release. Just as with mom, she bucked and twitched all over. She was getting there as I could tell by her hands on my head stiffening. I couldn’t wait to see her orgasm. She then slightly arched her back and let out a tremendous scream. My sis was quite a bit louder than mom. Her flood gates just didn’t open, they held back for a moment and her juices just squirted out like a fire hose. Wow! That was incredible to witness. Who knew my sister had it in her to burst forth like that. Breathing very heavy, she just paused for a moment as she tried to collect herself.

My dick was exceptionally hard and I wanted to get it in her quick. She then stopped me and asked if I had a condom. I didn’t even think about that and I’m sure glad she did. It didn’t even cross my mind that I could get her pregnant and I didn’t want Gary to be a father (or me I guess). I didn’t know what to do since I had no idea if Gary had condoms or if he did, where he would have kept them. “Gary, don’t worry, I always carry a spare in my purse. I can’t wait to make you explode!” she said giggling. She clearly must have heard mom talk trash like that.

Before I knew it, my sister had the condom in hand and already unpackaged. This was going to be a new experience for me as I have never used one before. As I went to take it from her she whispered, “Let me my sweety”, giving me that playful grin. She pushed me onto the carpet floor and grabbed my cock. With one hand she rested the condom on the head of my cock and with one fell swoop she plunged it down. That was a wiered feeling indeed. My dick felt very restricted as the tightness of the condom took hold. I could tell this wasn’t the first time she put a condom on someone.

Just as I was becoming familiar with my new skin, she hopped right on top of me. She grabbed it and swirled my cock tip around her pussy until she found her hole. With one big thump she plummeted down on it. “God!” I yelled. She took the whole cock down to my balls. Her pussy was really tight. Tight to the point that I may have gotton a rug burn inside that damn condom. She may have dried up a bit with our brief pause in sex to get me situated. Damn! I should have licked her first to get the wetness back but as I looked at her, it seemed to not bother her one bit. She just sat on it and wiggled back and forth on it. He arms were once again raised behind her head with all her hair falling forward. I could see she was taking in the moment and working herself up again. She was getting herself very wet.

As I just watched her, she was pure heaven and joy. Her breasts slowly rocked back and forth with just the slightess little bounce. Her nipples were stretched out as if pointing to something off in the distant. For me, this moment in time just stood still. I just took in all my sister’s beauty as she pleased herself. I put my hands on her hips just to touch and be apart of her. Then I reached up to her waist and she leaned forward. I knew where I wanted my hands but I didn’t want to hurry and get there. I enjoyed just holding her.

She leaned forward some more until she was hovering over my body with her hands planted on the floor to each side of me. She was still rocking back on forth. Her eyes were closed and her head was arched back. She didn’t care that her hair was all in my face. She was somewhere else right now in her happy place. Her breasts at this angle were gently swaying to and fro – it was wonderful to just watch them. She was starting to work up a real sweat as she let this experience just pour all over her. I knew soon she was going to break her stride and go wild. It was like watching a horse race with all those jockies in their stalls just waiting for that bell to ring.

I slid my hands from her waist to her breasts. I didn’t squeeze or mush, I just held them waiting for her cue. She started to pick up speed rubbing my cock inside her pussy harder. Her head started to flail a bit as the expressions on her face started to change. And there it was – that bell. She pushed herself down hard on it and then up, faster and faster. Her sweat was now dripping on me. Her mouth would open wide to try to get more air into her as she was panting heavily now. She never once opened her eyes.

She quick sat up on me again and started pounding me. She then bent backwards on her knees and rested herself on her hands to each side of my legs. Wow! I had a great view of my cock sliding in and out of her wet pussy. It was like I was front row of a live porn audition but obviously a whole hell of a lot better. I could see her juices twinkle on the base of my shaft. She was now going full crazy. She was moaning like mad as her speed was at a maximum.

By the pace and loudness of her cries she was just about there. I could feel her tense up unbelievably. With one enormous loud cry she let loose. She froze down on my cock as she enjoyed every bit of it. She was gasping for air as she beamed, “Holly crap that was great!” And there it was, my sister reaching her summit. She was in total bliss, glowing beyond belief. Again, woman and there multiple orgasms – what a great ability to have one after another so easily.

“You didn’t think I was finished, did you?” she said with that smirk again. She turned, pulled off me and took up the doggy position. “What are you waiting for?” she asked. At that moment a picture of mom flashed in my head. I quickly shrugged it off and mounted my sister. She was wetter than wet and my cock slid right back in. I quickly started pounding her as she let her arms stretch out and her chest fall to the floor. Unlike mom, she wasn’t pushing back on me as I plunged in. She just lie there in her own thoughts as I did all the work.

I used my hands around her hips to pull on her as I pushed in. Her body rocked back and forth opposite my motions. I was slamming her pretty hard and she loved it. I made my own facial expressions as I concentrated on my work. In the midst of banging her, I took notice of a small tatoo she had just below her waistline before I reached down to touch some of her side boobs squeezing out between her and the floor. It didn’t take me long at all to get that certain feeling. I loved that building sensation when it just took over your body. It was always at that point that I could just let myself go and let it work itself. And then it came. I let out such a loud wail like my sister did and let loose. I was squirting over and over. Although I had a condom on, it did feel like I let loose in her. I paused in that last final plunge to squeeze out all I could.

I stayed in her while as I leaned over her back and hugged her. Just as she remarked, I now replied back, “That was really amazing”. I pulled out and my sister rolled me over on my back and quickly pulled off my condom. Oh that felt great. Then she went down on it and slurped up and remaining cum. “I never really tasted cum before” she said while still looking and holding at my limp cock. “Why now” I asked. “Well, I just really never thought about it until now – with you” she said radiating with satisfaction. “It was better than I thought”.

We both lied there naked as my sister spooned me, lightly touching my dick with her nails. I was very pleased with myself. “That was the best sex I ever had” she whispered in my ear. I didn’t know what to make of that. And I’m not sure that I really wanted to hear that I was her best. I waited a bit knowing that disgusting feeling would hit me and it did. But not as hard as with mom. Everything just emptied inside me but I didn’t want to pull away. I knew this was sick and felt like throwing up but I was able to make peace with it. With my sister’s arm around me, I feel asleep.

The next morning I awoke in my bed less dazed. Maybe I was getting used to moving in and out of other bodies. I knew what I did and it didn’t feel as bad as my adventure with mom. I now knew both their intimate sexual desires – more than I ever wanted to know. It was Saturday and I just rolled over and went back to sleep. My thoughts of my sis were still vivid in my mind.

Later that morning I strolled down to the kitchen and noticed my sister sitting at the table. She must have come home early. I grabbed a bowl, the milk and some cereal and sat down to eat. I tried not to look at her but that wasn’t going to happen. I stared at her breasts, under that bulky shirt, remembering how they were very firm and projected straight out. I knew them intimately along with the rest of her body and she had no idea. That was the amazing part – she had no idea. I also knew she lied to mom and that could come in handy in the future.

“How was your night with Stacy?” I asked just to see her fidget. She was good, very good, and just lied some more. “I’m going to see Gary later today to see if he can help me with some assignment” I grimaced. I could now see her really squirm as she looked right at me in surprise. “Why Gary?” she blurted out. “No reason, I heard he was really good” I replied as I saw her eyes bug out more. “Really good at math” I smiled. “Did you notice the rose bushes outside in bloom?” I sarcastically stated. “What did you just say?” she quipped. I knew she was sort of getting anoyed with me. She then asked again, “What did you say?”. “Nothing, nothing at all”, I clammered. She let it go at that.

I could tell my sis knew I knew something but she didn’t want to say anything in case I didn’t. I finished my bowl and just grinned at her. She blushed and definitely knew I knew something but she didn’t know what that something was. She tried to conceal her thoughts and got up and left. Whatever I had with my sister, it surely changed. Not sure for the better or worse.

I just put that whole experience in a box and locked it away. I wasn’t as mad at myself as I should have been. Maybe I was just getting used to my situation and was becoming desensitized with having sex with family members. I started to think that maybe I could do that again sometime if the right circumstances presented itself. She was very good at sex, very good, but for now I had other fish to fry.

 

Chapter 5 by LookingUpAtYou2
Author's Notes:

Quick chapter

The rest of the day I just relaxed and took it easy. I knew I had to get more studying in for the test on Monday so I wanted to put my transformation experiences aside for a while. Anyway, I was getting sort of drained from all those encounters. Although I knew it was easy to say that, I knew that I may not have a choice when I went to bed tonight.

I felt good getting through the rest of my studies and thought I had a good chance at getting a decent grade. The evening was already here and I thought I could just again relax the rest of the night and just do a quick review of my notes tomorrow. I fell into the couch in the living room and flipped though the television channels to see what’s on. Then a great idea occurred to me. What if I could become some celebrity, someone famous with a hot looking wife or girlfriend. I would have to give that a try some time and stored that thought away for future reference.

It was now getting late and I was still flipping channels. I never did find anything to watch and I must have rotated though the channels over a hundred times just stopping once in a while on something that caught my interest – and then start flipping again. I pulled myself up just as my mom came in and sat down. I know I said I wanted to take a break but I had to stare right at her breasts again – they were now always fascinating to look at. Not sure why I never noticed them a long time ago.

This time she just had on a loose low cut pull-over shirt. If I didn’t know better she didn’t have on a bra. Her tits seem to hang a bit lower than normal. I couldn’t really tell since the shirt was thick and it didn’t allow for any nipple bulge. She got up and bent over the coffee table to grab a magazine and she unknowingly let me see right down her shirt – nope no bra, as she sat back down in the chair. Wow, that was invigorating. Now I had breasts on the mind – her breasts. Although a few days ago I thought our escapade was purely sordid, I was starting to rethink that whole experience. It was obvious that dad really wanted her and I was just dad – that made sense to me. If I ever ran out of people to use, I certainly would do mom again – maybe I could be mom and let dad do me. What was I thinking? That’s really disgusting.

I moved out to the kitchen and just sat at the table. I was bored and really didn’t want to do anything. Then my sister walked in while looking down at her phone with her earbuds in. She was wearing a loose fitting shirt but you can tell she had no bra on either with those perky tits. What’s up with the women in this family? Is it so hard to ask not to be tormented by boobs tonight! Seeing my sister’s nipples as she leaned forward took me by surprise as my dick stiffened. I just had sex with her the night before and I’m ready to pounce on her again. That feeling of disgust had left me. Again, it was Gary who wanted sex with my sister and I was just Gary. I convinced myself it was all ok.

Ok, I needed the sex again and I needed to find someone else outside my family. I went up to my room and started looking at porn on my computer. As I trolled naked women, I thought about the many girls I knew that I wanted to get close too. Then I thought maybe I would go after an older woman this time. What guy did I know with a good looking wife? This time I had to think of someone without kids. I didn’t want to chance being someone small – that certainly wouldn’t help my urges. I’m so horny now that I couldn’t help thinking about naked women and their tits. How the hell was I going to think about a man?

Then I just thought maybe I should just be a woman tonight. It was indeed a great feeling having sex as a woman and if I wasn’t with a man, I could just entertain myself for the night – that might even be better. Ok, let’s think about some women as I moved to my bed. As I trolled my thoughts, an image from a month or so ago came to mind. I remembered going with mom to dad’s office for some reason. Dad had a pretty attractive secretary I thought. I remebered her because she caught me off guard that day when she quick said hello to me. I had no problems gawking at her in that remarkable outfit of hers. I recalled that moment vividly when I jerked off to her that very evening. I believed she was single as I caught part of some small talk with her and my mom. I think my mom was trying to set her up with a friend but she turned her down. I also noticed she didn’t wear a ring – that was something I learned a while back to look for, not sure why since I would never have any shot with an older woman at my age.

Now that I made my choice I knew I would have no problems thinking about her. It was Saturday night and she would probably be at home curled up to a good book in front of a fire. Yea right, who says that nowadays – am I some kind of poet now as I chuckled to myself? Night came soon enough and I hopped into bed. I was already stiff and oozing just thinking about her. She had on a silk red blouse that day leaving the top button undone. Anyone who passed by could easily notice her neckline down to her cleavage below. For some reason it never bothered mom. She must have really trusted dad and if I know dad, that sort of thing just went way over his head – he was always occupied about work and such and I guessed he loved mom.

I remember her sitting at her desk with her legs crossed. She had on a skirt with pantyhose running up and down her long legs. On her raised foot she was dangling a high heel from her toes. That was so sexy. I would have given anything to see her in her bra and panties - as it turns out, I could. I started rubbing my cock softly and dreaming as I quickly fell asleep.

I awoke in a daze – again. I was able to focus on my surroundings much more quickly this time. I was sitting at a table in front of a mirror. I looked up at myself and saw a woman. It was the woman I was fantasizing about when I fell asleep – the secretary. I could see that I was already in a silk nighty as I started to touch my face. I didn’t realize that she wore glasses. I stared at my face and smiled in delight. My hair fell around the sides of my face down to my upper back. I also didn’t realize her hair was that long since she wore it up when I saw her at the office. My breasts were a good size, not overly large. I could cup them nicely in my hands. I had a very slender body with nice hips and a good firm butt. I rubbed my arms and legs and they were indescribably soft.

I reached my hand down to my womanhood and noticed that I wasn’t wearing any panties. That’s strange I thought. I guess she sleeps panty less – maybe she even works panty less I grinned. I was very clean shaven – no public hair at all. My vagina was remarkably tight I thought. Maybe that’s because I wasn’t wet – I really never felt a dry pussy before.

As I looked at the table, it appeared to be a makeup table. I wondered what she was doing right before I emerged as her. I saw a brush right by me. Maybe I was brushing my hair I thought. I went back to staring at myself in the mirror. I couldn’t resist touching myself over my whole body. It was very sensual being a woman. Along with the glasses I was wearing, I still had on makeup. My lipstick tasted fresh as if I just applied more – but why would I do that if I was going to bed?

It was then I froze in shock when another young woman entered the room. She was gorgeous. My first thoughts of her was that she was an African-American and a beautiful one at that. She was also wearing a nighty in which I could see her large breasts stretching out the top. It was a sheer nighty and you couldn’t miss the dark nipples protruding from behind. You could see them plain as day as well as the darkest pussy I ever saw. It was easy to see she had on no panties as the nighty stopped just above her waist. What the hell did I just get myself into? Was I a lesbian? I’ve never seen two great looking lesbians before. There was always some woman who looked very manly if not both when I sometimes noticed them about – not like the lesbian porn beauties at all.

“Donna, how do you like my new nighty?” she asked as she spun around. Ok, my name is Donna was all I could think. You would think I’d be used to this by now but I wasn’t. I just sat there stunned and couldn’t get any words out. “Doesn’t it make my breasts look great?” she smirked. My mind just thought - yes indeed. If I didn’t know better you would think I was drooling. I just couldn’t get over this situation. Here I am as a beautiful woman staring at another beautiful woman. The powers to be are good to me tonight.

She came over behind me and leaned forward to look in the mirror at both of us as she put her hands on my shoulders. Her hands touching me gave me quite a shiver. “You look really great tonight” she exclaimed as she started to massage me. Her touch was overpowering. That feeling I get when I am someone else started to rear its head. I was starting to get those cravings of sexual desire as this woman and I was glad they were there. As she massaged me, her one hand started to fall to my right breast. I started to get very stirred just knowing she might actually put that hand on my boob. She then brought her other hand forward to my chest and started rubbing me just above – just barely touching the tops of my breasts.

This was going to be great. That same anticipation was building knowing what you wanted to happen was going to happen but not when. With each rub, she reached a bit more down on my breasts. I was going out of my mind. Finally she let her hands slip below my nighty and touch my nipples. I exploded inside myself with extreme gratification. I just sat there in complete bliss as she started to massage by boobs. Her hands would sometimes reach down beneath them and then pull them up. She would then let her hands glide across my side boobs as they eased back down. I could have just died now and I that would have been fine with me.

She gracefully nudge me towards the bed. I had no problems with that. I sat on the bed as she crept up to my face and push me back. She took off my glasses for me and sat them on the nightstand. I just couldn’t get over how stunning she was. I never fantasized about an black woman before but here I was. Her face was very nicely shaped and pleasant to look at. Her hair was somewhat long and braided – it was well kept. Her lips were very full and painted with dark brown lipstick. I wouldn’t mind having them around my dick sometime.

She crawled up on the bed towards me and lightly kissed me. She did that again and again as I started to kiss her back. The kissing was different this time. We didn’t embrace our mouths on one another, we just lightly touched as if not to smear our lipstick. We than began to lightly touch our tongues together, tilting our heads to get a bit closer. This was all so very sexy and sensual. I don’t know about her but I was already wet. It’s funny how that just comes about out of nowhere.

I began to explore her body with my hands as I brought them up to embrace her. She brought one hand up to my face to embrace our kissing. As I looked at her she had her eyes closed. I really was taking a liking to this voyeuristic feeling inside me. This was going to be great being a lesbian! She then brought that hand down to rub my right breast. She didn’t grab, pull or mush it, she just cupped and massaged it. This was a totally different experience. It was not all about the sex and lust, it was about the passion and the love between us.

I glided my finger nails up and down her back just barely touching her. I could feel her body respond as she gently position her womanhood to my womanhood. We starting rubbing our pussy’s together – not grinding but a soft gentle rubbing as we continued our kissing. She left my lips as she proceeded to kiss my neck and ears. She really knew how to make love. I was getting really worked up as I bent my head back against the bed and stuck out my chest. She then starting kissing down my cleavage as she pulled down my nighty off my shoulder and then my right breast. Part of me wanted her to just gorge out on it but I knew that was not her style – at least not yet. She glided her tongue over my boob and started to lap my areola. She just made her way all around my nipple without ever touching it. My nipple just stretched and stretched with the stimulation she was giving me. When she finally touched my nipple with her tongue, my body once again shivered in pleasure. She just ever so lightly touched it as she breathed on it make the nipple as erect as it could. My body tingled. It was sheer ecstasy.

She directed me to pull down my nighty over my other shoulder and breast. She ever so gently cupped both my tits and brought them together. She proceeded to indulge my left tit just as she had done with the other. This experience was exhilarating to say the least. I learned something very key to the art of breast pleasuring.

As if I was going to let her get away with just pleasuring me. I gently rolled her over on to her back while climbing on top and started the sensational kissing again. I sat up on her for a second while I whisked off my nighty to the floor and then back to her mouth. I was a quick learner and proceeded to do the same to her. I moved slowly to her neck ever so softly giving light kisses. Her skin tasted marvelous and I wanted more. I took one of her ears in my mouth and sucked lightly and released. I made my way to the top of her chest and kissed every inch. She made me sit up quick while she pulled off her nighty over her head and laid back down.

Low and behold there they were. They were massive and very dark as each boob slightly laid to each side of her chest due to their weight. I would love to have been her bra and hold those massive mounds up all day. Just as she did to me, I made my way to her areolas and tongued all around. Although her nipples didn’t stretch out as far as mine, they were exceptionally thicker. I could tell by the way she shivered that I was pleasing her. When I got to her nipple, I lightly put my mouth on it and paused. I couldn’t believe I had her nipple in my mouth and I closed my eyes to visualize the sensation. I didn’t want to let go but I softly released it as my tongue took a quick swipe.

I cupped her right tit with my hand and pushed up on it. I could feel the extraordinary weight of it. How could she ever hold these up I thought to myself as I noticed the weight of my own breasts dangling lightly on her. That feeling of two mounds hanging off my body was incredible and made sure from time to time our nipples collided. I again puckered my lips around the nipple and released. I did that over and over while licking and caressing her bundle of joy. I made my way over to her left one and proceeded to do the same. She had her eyes closed and her lips were smacking and her tongue kept peeking out. I could tell she was feeling pretty good.

She then sat up and I was positioned on my butt between her legs as she put her arms around me to firmly hug me and kiss me again. At the same time I wrapped my legs and arms around her with a firm hug. We both started rubbing each other’s body as we really kissed this time. Our mouths were finally joined tight and we wanted each other body and soul. As I played with her tongue, she played with mine. I slowly rubbed and grinded my crotch against hers as we both were getting extremely hot, sweaty and wet. The taste of her lips was beyond belief as I enjoyed sucking and licking them.

Then she rolled me over and positioned her head at my sex. I knew this was going to be a totally different experience and I couldn’t wait. She laid flat on her chest between my legs and looked up at me with loving eyes. I could almost feel her tongue leaving her mouth as she moved in to taste my womanhood. Just as she touched, I lifted my legs and trembled. She was at it again just lightly touching her tongue on my skin all around the outside of my vagina to stimulate me. At times she would slide her tongue up the sides of my pussy to tease me with delight. She knew I wanted it but she was going to make me want it more, making me go wild. I put my hands on my breasts and squirmed about. I began squeezing my nipples in playful frustration. She enjoyed watching me wriggle around.

Any second now I knew she was going to release this built up anticipation in me. I had vivid images in my mind of her tongue and where it was going to go. Just when I thought she would tease me just a bit longer, she plunged her tongue in. I let out a wail like you couldn’t believe. She knew what she was doing and it was well played.

Once in, she started to tongue me wildly. She had a long tongue to boot. I could feel her tongue lapping up the juices deep inside me as her mouth pressed down all around. It didn’t take her long to get to my clit and start sucking. I was enjoying the moment when I felt her two fingers shoot of my vagina. I cried out in joy as I winced a bit with the tightness of my pussy. Her fingers were now bobbing in and out of my vagina while sucking on my clit. Wow! She was good. My nectars we running all over the place as the tightness subsided.

I had my knees now spread apart wide so she can get to everything she wanted. I still had my hands on my breasts squeezing and tugging. She was making me untamed as I starting to buck and moan. I had that womanly feeling start to build up deep inside me. I was getting really worked up in a frenzy. I knew soon I wouldn’t be able to hold back. I just felt her fingers reach deep inside then pull back, doing that over and over as she pulled steadily on my clit with her mouth. I could feel it now, it was coming. I started yelling, “Oh Yes! Oh Yes! Oh Yes!” in rhythm with her hand motion. I titled my head back and arched my back tightening hard as I could to make it last. I couldn’t hold it any longer and I exploded like fireworks over and over at the same time screaming, “Oh God!”

My partner let go and pulled her mouth and hand away. “God Donna, you were on fire. You never got that worked up so fast” she said. “You usually just lie there motionless in pleasure as it happens. It’s as if this was the first time I did you - and the way you moaned and screamed and carried on” she razzed. Once again, if only she knew.

I knew it was my turn to do her. I dragged her up the bed and pushed her on her back as I made my way to her womanhood. Following her cues in doing me, I started out the same way and tried to work her up. I loved the taste of her sex – her skin was absolutely awe-inspiring. I never tasted anything like it. Not sure if that had to do with her being African-American. As I was getting into the groove, she put both her hands down on my head. It seems she wanted me to be a bit more forceful, more quick. She was already dripping wet down there and she didn’t need the same work up or work out. She was ready.

I shoved my tongue in between her pussy folds and let it flail about in her. She let out her own moans of joy this time. I tongued her over and over to the point I needed to relax my mouth. She directed me quickly to her clit. It was a big clit that was dark with pink skin under the folds and around the clit. I used my fingers to pull back on the folds to get a good grab on it with my mouth. She was in heaven I thought with the way she was shaking her head back and forth moaning more. I used my other hand to shove my fingers up her and I can tell she loved it as much as I did. I could tell my two fingers may have not been enough for her, so I thrusted up an additional finger in her. Her cunt was so vast I probably could have shoved my whole hand up there. That would have been a great request.

Then she unexpectedly stopped everything. “Was something wrong?” I asked. “No, not at all” she replied as she reached over to the nightstand an open the top drawer. “What are you looking for?” I said curiously. “Ah, I found it” she remarked with excitement. That’s when I saw her pull out a huge dildo and hand it to me. This dildo was enormous and looked like a real dick – a real black dick. It had the head of a dick with a slit on the head and two balls at the base of the long thick shaft. This thing most be at least ten inches or so. I just couldn’t believe my eyes. “I just bought it the other day thinking we might try something new” she beamed. Man, there is no way in hell that I would or could put that huge thing in me knowing how tight I am – that looks like it would hurt immensely I thought.

She told me to put it in my mouth and suck on it to get it wet. I think she just wanted to see me suck cock. I shook my head in disbelief as I could barely get the head of it all in my mouth. Obviously it had that new taste – rubber tasted to it but I was up for the challenge. I pushed it in and out of my mouth as she watched in delight. Then she grabbed my hand with the dick and directed it to her pussy. She was ready for it. I was a bit squeamish putting it in her as it might very well hurt. She directed the head to her opening and told me she wanted it. I pushed it in ever so slowly as she cried out. It wasn’t a cry of pain but of pleasure. I was amazed on how wide her cunt could open as she took more and more of it in. “More, deeper!” she instructed. I did as she commanded.

She took the whole cock down to the balls. How the hell is she that deep? I could see the glow on her face as she was ready for some action. I started to slowly pull it out and then slowly plunge it back in. I did that over and over for bit. “Faster, harder” she moaned. I picked up speed and started ramming her harder. I couldn’t believe what I was witnessing. That huge dildo was now sliding in and out with no problems. She had to be more than human – she was super human as she took every bit I rammed in. Where are all these juices coming from?

Before long I was really ramming her as she flung her head around wildly. She was loving this. She brought her hands to her breasts and started squeezing and pulling like I did. I repositioned myself so I could really suck on her nipples while jamming that cock up her. She enjoyed my enthusiasm and let me move right in. I once again sucked as much boob flesh as I could into my mouth along with pulling on her nipple tight. I would lightly bite down on that thick delicious nipple once in a while and that seemed to drive her even more wild.

She was bucking uncontrollably now. I knew her time was about to come. You could just feel her tension building up. She was trying to hold it back as long as she could. Then, she took a hold of my hand on the dildo and rammed it up as far as it could go and paused. She screamed and released everything she had. I just watched in awe. It was like being a spectator at an event where your team scored at the last second of the game to win, releasing all that built up anxiety within you with one big blow out. Coming down from that high was pure satisfaction.

She laid there in bed with such a glow of fulfillment, like she had just conquered Mount Everest. She slid the dildo out as I curled up beside her and draped my arm over her below her chest. She rolled over towards me and we hugged and kissed in one final gratification of each other. “Next time I’m going to use this on you – it’s was awesome!” she radiated. I don’t know this body of Donna’s that well but I do know she was going to have a rough time with it during their next adventure.

I wanted more but I knew she was done and I didn’t mind having somewhat of a quickie tonight. I’m going to have to make a trip to the office to say hi to Donna and give her a pleasant grin. I fell asleep in her arms with such a smile as our breasts were smushed up against each other. I drifted off to the awesome smell of her body sweat. I knew I wanted to revisit Donna again or maybe even her – I wish I knew her name.

Obviously I woke up the next morning in bed, worn out with soreness around my nipples and behind my dick – probably not as soar as Donna’s partner this morning. It was now Sunday and I rolled over on my pillow and closed my eyes. I wanted to take in everything I had just done. I was proud of myself being a woman with another woman. My first lesbian experience – what other man can say that! I thought there could be other people out there who could use some great sexual experience in their life. I thought I was getting pretty good at it.

The rest of the morning was pretty routine. My mom commented how she thought I looked a bit chipper than usual and that it suited me. I bet she would have taken that whole dildo inside her I thought as I let go a smirk. Boy, I would have loved to tell her everything that’s been going on but I knew she wouldn’t believe it and would push me to see a shrink. For now I will just keep to myself and enjoy it while it lasts or I give out.

 

End Notes:

Please review so I can continue the adventures.

Chapter 6 by LookingUpAtYou2
Author's Notes:

Thought I would add a new chapter. Would really love some feedback!

It was Sunday afternoon and decided to head out to the mall and check out any action going on. I was always on the prowl to find my next object of affection with my new found abilities. I knew there were always girls hanging around the food court or up at the movie theater. Although I knew I would enjoy someone my age, I thought that being with and older woman that I may get someone with much more experience in sex. Maybe she would want to experiment with different pleasures. Yes, I would really like to be a strapping man and satisfy some older woman’s desires this time.

I walked around the mall for a while trying to find an older couple where the woman was pleasing on the eyes. I wasn’t in need of a woman with large breasts this time as I had had my fill of that for a while. Maybe it would be nice to see a woman with small tits although they should at least be perky ones. After a bit of trolling, I picked up on a woman who happened to be shopping in the ladies department for something. She browsed and pulled some items off the rack when a man came up from behind. He wasn’t a sales clerk but someone the woman surely knew as he put his arm around her for a moment. The man was well dressed and average and the woman was ok. She looked somewhat attractive but there was something peculiar about her that I couldn’t quite figure out.

I decided I needed a closer look at her so I walked around some clothes as I approached her. She had long blonde hair, somewhat curly and her makeup looked good. Her lips did entice me with the color lipstick she had on. It seemed to be a glitter pink – not something you usually see on a woman her age. She looked to be in her 40’s I would guess. She didn’t have the curves you would see on a fit woman but that was not a deal breaker. She had two small bumps pushing her t-shirt forward under that dark bra which totally captivated me. I did want to see small breasts and she had that.

All in all, I could have sex with her. Who knows, maybe she is into some kinky stuff. This would be a good test to try and focus and perfect my ability to take over someone’s body – especially someone I just met. I went up to the man to get more details. I needed to know him if I was going to be him. I stopped to the side of him and asked if he knew where the bathroom was. He turned around and politely pointed off in some direction. I stalled a bit and said thankyou before heading off. At least I didn’t get caught snapping a picture of him with my cell phone.

I walked around some more while glancing at the picture I just took and getting him in my mind. I had no problems taking notice of the good looking woman roaming around but they were either with other woman or by themselves shopping. The men must have stayed home or found somewhere else to go while they shopped. If I wanted to be a woman tonight, I could easily find one here.

I left the mall and headed home. I realized I was passing Stephanie’s house again. I saw her outside as she turned and gave me a pleasant smile. If I were a bit older I’d probably have no problem getting with her on occasion. Now that I know her secret, it made sense how she looked at other boys and possibly me. Her twins looked good as usual.

I made it home and entered from the back into the kitchen. Mom was there getting ready for dinner. I needed to get my fix and I looked right at her breasts while she was cooking. I could tell she wasn’t wearing a bra again as you could clearly see how they wiggled from side to side as she moved. I wondered if she also skipped wearing panties under those jeans. That was a pleasant thought. “Dinner will be ready in an hour” she said as I made my way to the living room and plopped on the couch. I could hear dad in the den on the phone with somebody – probably something to do with work I thought.

I was bored. Maybe I should go visit my sister in her room if she was home. I could use a bit more breast time with her. I trotted up the stairs towards her room. The door was slightly ajar and I could see her sitting by her computer reading a magazine. Hmm, wonder if it’s that adult magazine. She didn’t see me so I stepped back and made a noise as if I was just approaching her room. As I poked my head in, I saw the magazine was gone from her hands.

“What do you want?” she said in a snarky voice. “You want to watch some TV before dinner?” I asked. She didn’t know what to make of my request since it’s been a long time asking her to do anything with me. “Not sure why but ok” she said. I could see she was trying to figure me out and maybe thought she would just go along and see what happens. She said to give her a minute and she would be right there.

I went back down to the couch and clicked on the TV. I heard her coming as she skipped down the stairs. My eyes just focused on her chest as they bounced every which way. She had changed her shirt to a t-shirt for the evening and her boobs looked excellent. Maybe I can become her sometime and play more with them I thought.  She plopped next to me on the couch. “You never wear t-shirts” I stated. “Well I’m trying out different things. How do you like it?” she asked. Was that a trick question I asked myself? There was no good way to answer that but better safe than sorry, “Sure” I said as I quickly took another glance and looked away quick – her tits were amazing. I think she is more comfortable with her breasts now that she seems to be dating Gary and I didn’t mind at all with them just hanging out there.

She looked back at me and stared. I knew she wanted to ask me something but was very hesitant about it. She looked away and then back. She clearly had something on her mind and was trying work up the courage. “Ok, what’s up?” I said, “I can see you want to ask me something”. She started to speak, “Well, ah never mind”. “No, what’s on your mind?” I asked insistently. “Well, did you know about me and Gary when you were ribbing me yesterday?” she blurted. “I had my suspicions” I replied. “How much do you know?” she cautiously asked.

At this point I didn’t know how far or how much to reveal so I proceeded delicately. “Did you really spend the night at Sally’s?” I whispered in her ear. “Who told you that!” she loudly whispered back looking somewhat shocked. “How do you know that?” she whispered again in a panic. “I know you don’t know Gary that well so I know you wouldn’t have asked him about me and he certainly wouldn’t tell you anything. Were you spying on me?” I could see she was beginning to get a bit agitated. “And furthermore, what’s up about that roses in bloom remark?” she snarked out. “Do you know something about me and a rose?” she spoke out in frustration as she looked to make sure no one else was around.

It was here that I didn’t know where to go next. I loved having sex with her but I certainly couldn’t openly acknowledge that in any way, shape or form. That was indeed taboo and she wouldn’t believe me anyway. It appears I may have taken my teasing her a bit too far. “Come on! What else do you know?” she pushed. “I did not spy on you per say” I mumbled. “What does that mean?” she asked irritated. “All I can tell you is that you weren’t at Sally’s and you…” I said fading out. “And you what?” she said with a more tense voice. “Can we just drop this?” I asked. “No, I want to know and I want to know now” she yelled under her breath. “I sort of know you had sex with him” I again whispered in her ear. “What the fuck! How in the hell could you know that?” she yelled under her breath again. She grabbed me by the arm and again muttered loudly, “And how do you know about my rose tattoo! I know that’s what you meant with your snide remark – No one knows about that!”

“Listen, I can’t tell you how I know and I won’t say anything to mom or dad.” I said guardedly. “Why can’t you tell me?” she asked a bit more calmly. “I can’t tell you because you wouldn’t understand.” I replied. “Maybe one day we can chat about it but not now, please” I asked sincerely as I took her hand. I could see she couldn’t make heads or tails out of what I was saying. I should have never brought it up in the first place.

She moved away from me and crossed her arms in a huff. “I think you may know more about me then you say” she mumbled. “Why do you think that?” I replied. She turned back towards me. “Well, when I was with Gary he said something that I know you only say. I didn’t make anything of it at the time but now that I think about it, something’s not right” she said with a puzzled look on her face. “And you’ve also been acting really weird the last couple of days, especially in the morning” she inquisitively stated. I could see she was piecing things together in her mind. “All I know is that you know way too many intimate things about me that you shouldn’t know or anybody else for that matter” she quipped. She again crossed her arms in a huff and kept silent until dinner.

After dinner I made it up to my room. Tomorrow was the big test and my plans for tonight just dwindled away as I didn’t have the motivation in me to be someone else tonight, especially after the talk with my sister. I took out all the notes I had made and started to review them. I kept going over everything I had until I noticed it was pretty late. I was tuckered out and just wanted a good night’s sleep for tomorrow’s test. I got changed and I hopped into bed. I took a deep breath and cleared my mind of everything as I fell asleep thinking about the test. I wanted to make sure nothing happened tonight.

I woke up to a dog barking outside. That was pretty strange, I didn’t know someone had a dog nearby. It was pretty dark in the room and I couldn’t get my bearings. Then I realized I was not in my room. “Bloody hell. Can’t I just have one night without transporting somewhere!” I yelled under my voice as not to arouse anyone who could be around. I could tell I was a man but what man. I collected myself and started thinking about what I was thinking when I fell asleep. I got up and fumbled to find a light. Feeling around I found a door and a light switch next to it.

I clicked the switch up and the lights came on. That’s when I turned around and saw a women in the bed sleeping. I quickly turned the light back off. I went over to look at her closely and examined her face as best I could. I didn’t know her at all. “Damit to hell” I said under my breath. The room was too dark for me to figure out who I was but I have a sneaky feeling that I was going to have to have sex with her tonight. I needed to get away from her before my desires kicked in. I needed to figure things out. I left the room quickly and quietly. I needed to find the bathroom where I could look at myself and see who I was.

I started quietly walking down the hallway with no clue on where I was going. Suddenly the door to my left opened and I was quickly pulled in as the door quickly shut behind me. “She didn’t hear you, did she?” she whispered. “Who?” I quickly replied. “Your girlfriend stupid!” she bellowed softly. What the hell did I get myself into?

The woman in front of me seemed to be very anxious and the room I was in was another bedroom. “Who are you?” I asked. “Quit playing games, we don’t have all night you know” she said a bit nervous. As I looked at her more closely, I realized she was the woman at the mall earlier today but now she had on a matching silk pajama shirt and pants. Everything was whirling around me as she rushed me to her bed. I caught a glimpse of myself quickly in her dresser mirror. I was that man – the man that was with this woman at the mall. I kept thinking that there was no way I could have been him. I wasn’t thinking about him at all when I fell asleep – or did I? I just couldn’t remember.

“Listen, you didn’t tell her about me, did you?” she asked. “Tell her what?” I asked back. “About you know what – you know?” she said secretively. “You know if she found out I would probably have to find another place to stay” she stated. I had no clue what she was talking about except that I now knew she was a roommate in this house and the other woman up the hall was my girlfriend. I also knew if she found out about us we would both be kicked out of this house before finding out whatever it is she’s hiding.

“Quick, get your clothes off” she said as she was unbuttoning her top. You’ve got to be kidding me, I said to myself. “Come on, get with it” she urged. As she slid her silk pajama top off, I snapped my head up as my eyes fixed on her small chest. The lights from outside the window allowed me to take a good look. My old friend “desire” decided to come along for the ride and once again I couldn’t resist. She looked beautiful standing there getting undressed.

I quickly got undressed as she slipped underneath the covers and pulled off her bottoms and flung them to the floor. She didn’t waste no time just diving in and kissing me and rubbing my chest. She too also liked tongue and wanted to swallow mine whole. She reached down and grabbed my cock. It was already stiff as a board. She then went down on it underneath the covers as I sighed in relief. She really wasted no time. I realized the urgency of all this, reminding myself my girlfriend was just up the hall – or whoever’s girlfriend. Whoever this woman was she was sure doing a number on my cock.

She was squeezing at my balls like she was kneading bread. It felt wonderful as usual. “Boy, you have a long cock tonight” she said as I could barely make out what she was saying. I felt my precum ooze out as she tugged rough on it. She had no problem slurping it all up. I was getting pretty used to that. I reached down to see if I could touch her breasts – I wanted to feel them bad. I was able to cup one hand underneath and feel that tiny nipple in my palm. I started rubbing and squeezing on it and occasionally I would pinch her tiny nipple. I could clearly hear her moan under the covers.

She quickly popped her head out and got on top of me and the kissing resumed. Whoever I was really wanted her bad. I could once again feel the overwhelming longing to have my way with her. I pulled her up and bent my head forward for my mouth to reach her nipple. I wanted it and just went for it. It was extremely small and I didn’t know what to make of it. I had no problems taking her whole tit in my mouth and licking the nipple. Who knew such small tits could be just as pleasant to suck!

I brought both my hands up and under each tit as I tried to squeeze them. There wasn’t much to them as my hands slipped to her nipples. I found myself looking at them with overall curiosity. They were a bit unusual. She had such tiny nips pointing out of her very small areolas. I was very drawn to them and wanted them bad. It was amazing that it didn’t hurt or bother her with the way I sucked and pulled on them. She was totally into it.

Then she lowered her crotch against mine and started to rub. It felt wonderful. I was totally into her. There was just something about her that made me want to ravish her. That’s when my eyes popped open. Something on my manhood didn’t feel right. I pushed her up and flung the covers back to reveal -her cock. Yes, she had a cock and a mighty big one at that. How could that be? I remember that I thought she was attractive but there was something odd about her – now I know. Her tits now made sense to me – man tits. You would have never known she was a guy, at least I didn’t. So that’s her secret my girlfriend couldn’t know about.

“What’s the matter babe?” she panted and continued to suck my mouth. I just laid back and tried to understand what I just saw. “Come on, we only have a little time before you have to get back” she moaned. She flipped over on her back. I knew exactly what she wanted me to do. Now I have had a dick in my mouth before, but I was women at the time with a dick in my mouth. That made some sense to me – I think. I was so confused with all this body changing stuff that my mind totally broke down. She tugged on my cock to get my attention. “I want you now” she said enthusiastically. I knew I didn’t have a choice in the matter as the feeling inside this guy was overwhelming and powerful. I never felt it that strong before.

I leaned my head on her chest and went down and swallowed her cock whole. It was long indeed and she pushed on my head to take it all in my mouth. She let out a loud moan under her breath. I started bobbing up and down and clutching it firmly. Here I was a man sucking a woman’s cock – how messed up was that? She wanted me to get rough as she let me know with her bucking her hips to push it in and out of my mouth hard. I grabbed her balls and squeezed as I kept sucking.

That’s when she suddenly stopped. “Ok, get up and turn over” she commanded. “No, not that way, you know what I mean” she quipped. I had no clue what she meant. “Get on your hands and knees” she said. My eyes opened wide again. Was she going to butt fuck me? I did what she said and waited in horror as she lined up her cock against my asshole. I had no idea how this was going to feel or if it was going to hurt. She eased it in a bit as I winced and tensed up. She told me to relax as the head of her cock penetrated me. I thought that wasn’t too bad until she rammed it hard. I wasn’t expecting that as I let out a wail. It went way up me. “Shsss, you don’t want to wake up your girlfriend” she said worried. At this point what would it matter? Here I’m getting fucked in the ass and she’s worried about my so called girlfriend.

She grabbed my hips and started pushing in and out hard. It did hurt as there was no lubrication. I agonized and sighed with each thrust. She thought that I was just enjoying it. It’s obvious I had done this before with her – no, the guy I was now had done this before. I was losing it. She took one hand and grabbed my hair and pulled my head back. It was like I was a rodeo horse she was riding, making me buck. My ass canal started to burn but she didn’t care. She just kept ramming and jamming me.

She started to let out those moans of pleasure when it hit me that she was going to explode up my butt hole. This was going to be disgusting but at the same time I wanted it bad. I wish I could change this guy’s mind. She thrusted one hard deep long pause inside and spewed her goo. She then thrusted again and again until she was spent. I felt it all ooze out, running down the insides of my legs.

I had no time to think about it when she took her position for me to butt fuck her. “Do I really need to tonight” I asked hoping she would just be done. But that was not to be. “You know I want your cock deep inside me – especially how long it is tonight” she barked out softly. “Come on and stick it in – you have to get back soon”. Again, the guy I was wanted this bad and he was insane. That desire in him pushed me to her rear and jam it in. That went in pretty easy I thought – her hole was pretty wide as if it had been stretched from over use. I really wish I had put on a condom but what did that really matter – this guy wasn’t really him or I wasn’t really this guy.

“Ram me hard” she yapped out. I wanted to get this over with as quick as I could so I started right up jamming her. I grabbed her hips so that I could pull on her as I pushed in. She was loving every minute of it. Her soft moans were making me focus on the job at hand. I forgot all about the situation and just let my dick have its way. I was once again building up to that moment. “Come on baby, give it all to me!” she said as she gasped for air. There it was, that feeling, that great awesome feeling. I titled my head back and pulled hard back on her as I creamed her. With a couple last thrusts in her, I spent myself. I was done. I pulled out and rolled onto my back. “Wow! That was great” I said, “I’ve never done it that way before”.  “What do you mean you’ve never done it that way before?” she said looking puzzled. “I mean it just felt great tonight” I said as she began to smile and look upon me with puppy eyes.

“Ok, you need to get back to your girlfriend before she wakes up – go on get out, I’ll see you in the morning” she whispered strongly, looking all satisfied. I quick put my pajamas on and ran down the hall to the room I came from – I think. I opened the door slowly and peeked in. Yep, this is the room. I crept quietly to the bed and got in and pulled the covers up and over me and tried to fall asleep so I could wake up back as me.

The woman next to me, my so called girlfriend, rolled over towards me and started spooning. She draped her arm over me and I was hoping she was just getting in a good position to sleep. I didn’t move. I waited and she didn’t move either. My dick and ass were very sore and I didn’t need any more tonight. I closed my eyes to drift to sleep.

I was half-asleep when I noticed she was lightly humping me. Was she dreaming? I sure hope she was. Then she lowered her hand to touch my cock. Nope, she wasn’t dreaming. She started playing with it and I could clearly tell she was getting aroused. “Henry?” she whispered really softly in my ear. “What?” I replied back. “I’m horny” she said rubbing my cock. Could this really be happening? Why do I keep asking myself that? Of course this is happening.

My cock was starting to stretch and it throbbed in a dull pain as it grew. I really didn’t want to do this but Henry as she called me wanted the challenge. Who the hell is this guy? She slipped her hand down inside my pants and grabbed it. “Henry?” she muttered. “What?” I groaned again. “Why is your dick so hot and sticky?” she asked. I didn’t know what to say. “I don’t know” I said very tired. I guess she didn’t care as she just started rubbing it more. My dick hurt indeed and it being stiff again made it unbearable – I needed time to replenish and cool off.  She started humping me harder. “I’m horny” she said again. I could see she wasn’t going to give up. She tried to slide my pants down under my butt and she succeeded. My ass really hurt when she moved me.

She then pulled me over onto my back and laid her head on my chest. She was awake now just bobbing her hand up and down my aching and tender dick. Luckily for me she couldn’t see the faces I was making. I felt her head slowly move down. Obviously she was going to suck it. I could feel it inevitably coming. I don’t think I’ve ever felt my cock so tender, sore and sensitive all at the same time but I certainly couldn’t tell her that. I could feel in that moment her mouth open as I was beginning to cringe. My eyes were shut tight knowing it was happening. My dick was swallowed whole as she brought her hand down my shaft and pushed up. I howled in pain. She evidently took my howl a different way as she began to suck on it like a vacuum cleaner.

“Henry?” she said as she pulled off my dick. “Your dick tastes funny”. “What do you mean?” I asked treading lightly. “I don’t know, it just does” she replied in a puzzled voice. “Well if you don’t like it, then just leave it” I said hoping she would indeed continue. Then she just went back down on it. She still wanted it. If only she knew where my cock just was. This was even more voyeuristic knowing that I also was cheating on her. She had no problems slurping and cleaning the feces off my cock from the woman or man I was just with. It was kind of stimulating knowing she didn’t know what she was swallowing. I was now beginning to awake and really get aroused.

Henry’s desires started to once again spring forth. Even though my cock was throbbing, the pain eased off a bit. It was also very stimulating that she was hurting me without knowing. She pumped me hard with her mouth and then sprang up and hurried on top of me. It looks like I might get away without having to lick her. I was right. She pulled her panties to the side of her cunt and tried to squeeze my dick up her pussy. This was hurting a bit much now since she wasn’t really that wet yet and my dick was still somewhat aching. It was like trying to squeeze a banana though a small hole and having it squish out. She wasn’t giving up as she reached behind her to give it more help pushing up on my balls. I let out another cry as she tilted her head back. She had no idea.

My cock finally made it past her opening. She was sitting down on it harder to get more in. I was surprised she wasn’t ripping herself as that was what it felt like. Although not quite all the way in, she started to bob up and down on it. I could feel my cock bending from the pressure each time she went down and it felt like it could snap in half. I wanted to throw her off but Henry had other ideas. “Do you want me to lick you and get you wet?” I asked softly. “No, it will be fine” she replied. I was glad of that.

She did finally start to get wet which lightened my pain a bit. After a few more bobs, my cock finally pushed its way through deep inside. I just laid there why she rode me. She quickly removed her top and her breasts just fell forward towards me. That certainly helped my situation. She had a nice rack with small button nipples. You could hardly make out here areolas. I had to see what they were like. I reached up, squeezed them together and lightly pinched her nipples. I didn’t get much time to play as she plopped her chest on top of me. She began sliding up and down my body with each stroke. She reached in to kiss me and I turned away. I didn’t want what was in her mouth in mine and I could tell Henry didn’t either – that was a saving grace.

“Henry, hug me” she panted. I held her tight as she was working up to that womanly feeling. She was now getting very wet, sticky and sweaty. She was indeed horny and for the most part so was I. Like all the other woman I’ve been with she started to moan more frequently and louder as she bobbed on my cock. She sat up a bit with her elbows on my chest and her eyes shut. She kept licking her lips and opening her mouth to grasp some air. I could tell she was in the groove. I could now see the tops of her boobs pressed firmly against me. They were being mushed up and down my body with her motion.

It was then I felt her tension more and more. She was there. Unlike the other woman, she let out more of a squeak when it hit her. I could feel her wetness all over me down there. She laid on top of me for a while and then slid off to the side to grab some tissues. “What about me?” I asked. “Are you ok if we stop now?” she said more than asked. I could see she just wanted to use me and then get back to sleep.

I really could have relieved myself once more if she would have just given me the chance but it was not going to happen. My dick was going limp and so I just rolled over and closed my eyes. As I drifted off, I thought about Henry’s predicament. He was going to have a lot of explaining to do when things catch up with him.

Another morning and another dazed awakening. I rolled over to see my alarm clock and it was about to go off. I reached over and shut it off before it started buzzing. I rubbed my eyes and stretched. Today was test day and I wanted to have a good breakfast. As I stood up I noticed my dick was really sore. I pulled my underwear forward from my body and looked down at it. My dick was beat red and pulsing. I started to walk and noticed my ass was even sorer. It’s like something was stuck up there and it hurt. What the hell?

It took me longer than usual but I get ready and dressed and walked out in to the hallway to make my way downstairs. That’s when I bumped into my sister. “Hey, what’s wrong with you?” she asked as we both continued walking together. “You look like you in some sort of pain”. “I must have slept wrong somehow” I replied. “Yeah, it looks like someone butt fucked you the way you are walking” she teased”. She didn’t know the half of it.

We made it to the kitchen and I slowly sat down. My butt was definitely sore. “You seem so tired this morning” mom quipped. “Maybe its all that studying” she said with a smartass laugh. “I made some sausage, do you want one?” she asked as she put the largest one on my plate. I just starred at it and that even made my but hurt more. I pushed my plate away as I was not hungry anymore. “It’s a really good sausage and you haven’t had one in a long time. Just thought you needed a change” she said as she continued on chatting about something else. I gathered my things and quickly made my way out the door.

 

Chapter 7 by LookingUpAtYou2
Author's Notes:

Through this one together quickly to get something new out. Please hit me up with a review on what you think so I can write more.

Today was the big test. I was extremely tired and hoped I would make it through the day. The test was right after launch and the morning was really dragging. I still couldn’t quite get comfortable sitting on these hard wooden chairs in the classrooms as my butt was still a bit sore as hell. I kept moving around all the time trying to get comfortable to the point that my math teacher asked if there was a problem. If only she knew I thought. On top of that I couldn’t keep focus and just wanted to fall asleep.

I just had one more class before lunch – English class. If I could just make it through, I could catch a couple winks outside somewhere. Being English class it was going to be really hard to not just put my head down on the desk and snooze away. The only thing that kept me somewhat awake was Gina. She sat in front of me and I could smell her hair as I always managed to position myself leaning forward towards her. Today she had on a cute short sleeve button down pink top. It was rather fitting on her as it made her boobs really noticeable. I always wondered if she knew how much all the guys just stared at her chest throughout the day. I have to think she does and enjoys it.

The bell rang and English class was over. It’s amazing that a class such as English could go by so quickly when you have something so delightful to occupy yourself with. I sluggishly picked up my belongings and trudged out the door. I wasn’t hungry and just went directly outside to find a place to rest. I went out to the front lawn where there were plenty of trees to sit under and relax. I plopped myself down out of the way near one tree and just closed my eyes.

My friend Brian came up quickly and rudely shook me just before I nodded off. He seemed to be really excited about something. “Man, did you see Gina today in that top!” he bellowed out. “I hadn’t noticed” I replied back as I closed my eyes once again. He just kept going on and on about her and some other girls. Normally I would be just as excited and interested on the subject of the girls in our school but I have had so much sex lately with women, men and others that it just didn’t seem important anymore. Brian just kept rambling on and before I knew it, lunch was over. Oh well, who needs a nap anyway?

I made my way with Brian to the next class. It was history class and I dreaded the upcoming test. I felt so exhausted at this point that I am really worried this is not going to go well and I would have to repeat the class over summer. I took my seat and pried my eyes open and tried to stay calm. As Mr. Charles handed out the test, I knew it was time to get going. I put in a lot of studying for this and I was hoping it pays off. The 50 minute exam flew by and I just finished up at the last second. I felt somewhat relieved the test was over and thought I did ok. Now all I wanted to do was get some rest. I decided to skip the rest of school and sneak out. I’ve never done that before but there was no way I was going to make it through the rest of the day anyway.

Although I wanted to just get home, I decided it would be better if I took the long way so as not to be seen by anyone. I knew my parents were both out and they would be none the wiser. I arrived home and made my way through the kitchen when I saw a note on the fridge. My parents were going to be out late tonight and my sister was going to stay with her friend. “Yeah right my sister was going to stay with a friend” I said to myself as I let out a smirk. If I wasn’t so damn tired I wouldn’t mind fucking my sister again and teasing her all about it.

I headed to my room and just dropped all my stuff on the floor and plopped on the bed. I knew I would have no problems falling asleep but I was very hesitant and knew what happen once I did. I have yet to really control my body swapping with any consistency. I knew I should focus on something but I was just too damn tired. Anyhow since I was dead tired, I thought I had a good chance not swapping this time. I couldn’t think anymore and just dozed off.

I was awoken with a very harsh voice and opened my eyes to see that Mrs. Ward, the science teacher, was looking right at me. I was totally out of it and in a complete daze. In that moment, I just sat up with my eyes wide open and continued on with the class. Wait, I shouldn’t be here I thought. Didn’t I go home? Or did I think I went home? I was so confused that I didn’t know today from yesterday. As I looked down at my desk, I quickly realized I was not me. “Shit” I said under my voice as I quickly looked around to see if anyone heard that.

The first thing I noticed is that I had two bumps sticking out of my chest hovering over my desk. The next thing I saw was a pink button down shirt I was wearing. “Holy crap!” I whispered to myself. I’m Gina! Jenny next to me gave me a puzzled look. “Is everything alright?” she asked. I didn’t know what to say. I just froze and took a couple deep breaths as I felt my boobs push out against my outfit. I really have to find a way to control this body swapping thing or I am going to die of exhaustion. After I calmed down a bit, I started to take notice of my body…or Gina’s body. No matter how many times I’ve swapped I just can’t get used to the initial take over.

My body felt a lot lighter and I could see my nails were somewhat long, dainty and painted. I also noticed that I had on pink and white sneakers – boy were my feet small. As I moved ever so slightly, I could feel that my shirt hugged my chest pretty firmly and wondered how the buttons wouldn’t pop off. I could also feel the bra underneath. I don’t know how woman can wear these things…I feel so restricted and uncomfortable. I ran my hand over my hair and felt my pony tail. It was long indeed.

The bell rang and I just sat there. “Are you coming?” asked Jenny. “Oh” I said as I stumbled up on my feet and started walking out. “Hey Gina, you forgot your book bag!” Jenny quipped as she handed it to me and I hoisted it over my shoulder. I had no clue where we were headed so I just followed her. “So where are we going now?” I asked. “What do you mean where are we going, to gym of course” she replied looking baffled. “What’s up with you? You don’t seem yourself” Jenny remarked. “I’m ok just a bit tired I think” I replied back. That’s just great I thought to myself. What the hell am I going to do now?

As I walked down the hall with Jenny, I could feel all the guys’ eyes on me. You would think I was nude or something. Did Gina really like this? I really felt awkward and violated I think – especially with my boobs sticking out. Jenny then grabbed my arm and snapped me out of my haze and pulled me through a door. That’s when it hit me that I was in the girl’s locker room. I had no idea where to go so I followed Jenny through all the other girls as I looked on with amazement. We stopped at a set of lockers and I had to sit down on the bench and collect myself. As I looked around, all the girls were changing into their gym clothes. I saw a lot of incredible boobs hanging out and couldn’t help starring at them all. Some were changing into a different bra – a sports bra I assumed. I was captivated by the whole thing. What any guy in this school wouldn’t give to see this!

“Hey, get with it” Jenny said as she nudged me. “Better get changed or you’re going to be late”. I had no clue which locker was mine and started to panic. I had no idea where my clothes were. I looked what Jenny and the other girls were doing. Some of them were pulling out their gym clothes from there book bags. I unzipped my outside pouch and looked in. “Whew” I said. Gina brought a new fresh set of clothes with her today…what a relief.  Now the next challenge was changing into my gym clothes.

I followed what everybody else was doing. I unbuttoned my shirt and slid it off and then reached around and unclasped my bra as it fell lose off my shoulders. I felt really embarrassed and probably was blushing. My tits were just hanging out there for all to see and no one cared. Maybe it’s like the boys locker room. No one ever looked at anyone else’s dick and if they did it was brief in passing so as not to attract any attention from anyone that you did look.

I look down to take a quick glance at my chest. I did have a pretty good rack if I say so myself. I grabbed my sports bra, unwrapped it and pulled it down over my head. I pulled the cups over my boobs and pulled each one up to get them set comfortably. I couldn’t get over how tight this thing was – it was sort of hard to breathe. Maybe Gina needed to get a bigger size. I next grabbed the polo shirt and slid it overtop…boy my outfit is really tight now. I noticed that my boobs barely budged as I moved – I guess that’s the whole point. I quickly dropped my pants. I saw I was wearing white underwear with pink polka dots. They felt really good on me and hugged my ass. It’s still a weird feeling not to have a dick down there – I always feel incomplete. I grabbed the shorts and pulled them up and over my sneakers. I had to jiggle my ass a bit to get them up to my waist. They didn’t call these shorts for nothing – they were really short and tight. “Come on!” Jenny shouted.

I thew my clothes and book bag into an empty locker and walked out into the gym where all the other girls were lined up. Jenny grabbed my hand again and pulled me to the end of the line – giving me another look. Mrs. Green took roll call and made sure we were all ready. Ready for what I did not know. “First, I need all of you to take a couple laps around the gym and then we can get into some exercise routines” Mrs. Green stated. I saw all the girls start to jog off to the right and I immediately followed. I couldn’t but help feel my boobs wanting to flop up and down as I took each stride. It was an amazing feeling. They were held in tight and firm in this bra and sort of made me feel horny. My hair was another thing. I had to get into rhythm so my pony tail wouldn’t slap me in the face.

I could feel the difference running as a girl. I didn’t have the muscle strength in my legs and arms like I actually had as me. I decided just take it slow and easy as not to hurt myself. It was just then I realized that my sweat was different. I had no hair under my arms and I was beginning to perspire. Also, my tits started to sweat as I felt beads of wetness rolling down my cleavage. I was certainly getting turned on. I looked around at all the other girl’s mounds as some actually bounced up and down – probably no sports bra to support them. Bouncing tits are always nice.

“Ok everyone partner up and take their positions on the mat” Mrs. Green barked out. As usual I didn’t know what that meant and just followed what everyone else was doing. Jenny once again tugged on me and pulled me down on the mat. What the hell were we going to do? Jenny laid on her back. I was once again aroused when I saw her tits sticking up. “Gina! Snap out of it and hold my feet down” she shouted out. Ah, I see we were going to do girl sit ups. I got into position. Jenny bent her knees up and I held her feet down firmly. Then she started. “One, two, three…” she counted out.

All I could look at was her breasts heading my way each time she sat up. They were amazing. I was wondering if Gina had a thing for Jenny as this desire I usually feel in someone is once again starting to rear its ugly head. “Ok your turn” she said. I turned around and quickly got on my back. Wow! I thought. My tits were now sticking straight up. I bent my knees as Jenny took hold of my feet. Was she looking at my boobs I thought? Upon my first sit up I noticed it was a bit tougher than I thought. Maybe Gina needed to work out more. As I sat up, I could see Jenny looking right at my chest. She didn’t even hide it and gave me a girlish smile. Maybe Gina and Jenny did have a thing.

Next we did some jumping jacks, then bends and then some other exercises for the rest of the class. I don’t know about the other girls but I sure worked up quite a sweat. Finally Mrs. Green dismissed us and we headed back to the locker room. As I got to my locker I realized that the girls were undressing and getting into the showers. I just followed suit and stripped naked. It felt oddly weird being naked with all the other girls.

I noticed that some girls shaved their privates while others were hairy as could be. Some girls had small tits while others were enormous. Kaylee had ample breasts and her areolas where quite large and dark. I would have never known that. Christy’s chest was small but perky…they just stuck straight out while Daniel’s tits were really puffy and pink. No one could ever imagine seeing so many boobs all in one place…at least any guy in school. I will certainly think of all these girls differently when I get back to being me.

I followed suit and grabbed a towel off the rack as I headed in. I could feel my nipples were a bit erect from the surrounding air as were some of the other girl’s nips. This was going to be so great to see everyone. I just have to be careful not to get noticed looking at anyone as I walked by. I found it hard to look at the other girls as Gina’s inner being had no interest. It wasn’t disgust but a she just didn’t care.

I got into a shower stall at the far end and Jenny quickly followed behind. I got under one of the showers and started washing myself off before I realized that Jenny jumped in right behind me. As I turned around, I saw her tits just out there right in front of me. I was certainly aroused and quickly looked away and turned back around to the shower. There was certainly something going on inside of Gina…I could feel it. There was a certain desire towards Jenny. I couldn’t yet tell if it was sexual or just a deep unabiding friendship.

Back at my locker I quick patted myself down with the towel to dry myself. I grabbed my clothes out of the locker and started to change back. Jenny was right next to me doing the same thing. I grabbed my bra, I mean Gina’s bra, and slipped my arms through the straps. I pulled the bra over my breasts and slid my hands along the side around my back and hooked it. Man I was a natural in putting on a bra. I adjusted my tits and cupped them to make sure they were just right. I then put my shirt and pants back on. Jenny was already done…she was fast. I took one last look around at all the other girls in their bras – what a site.

I followed Jenny to our last class of the day. It was Health class. I saw where Jenny was sitting and she motioned for me to sit next to her. Then Miss Roberts entered and put up some large pictures in the front of the class for us to see. “Today we are going to discuss pregnancy” she stated. I couldn’t have timed that more perfectly even if I wanted too. The next 45 minutes or so went on about anything and everything on that topic. I was finally glad when the bell rang and school was over.

Then it hit me. What the hell was I supposed to do now? Usually I have sex, get tired, fall asleep and wake up as me again. I just never think that far ahead with everything else I have to go through. I followed Jenny out of the class thinking about what to do next. I don’t know where Gina’s house is or anything else about Gina to give me a clue. Somehow I needed to find a way to fall asleep and get back to me. But being Gina, I wasn’t tired at all…not one bit. That’s strange. I didn’t notice that.

“What do you want to do when we get to my house? Jenny asked me. Ok, I am going to Jenny’s house. That’s a start. “Not sure” I said. “Well I’ve got some ideas” she commented with a grin. I walked with her for about 15 minutes or so until we reached her house. “Mom, we are home!” she shouted as we made our way up the stairs to her room. I had no idea what to expect and just cautiously went along with what she was doing. Jenny just dropped her book bag on the floor which I took notice and dropped mine. I asked her if I could use the bathroom...I did have to go all of a sudden. “You’ve been coming here for how long and you need to ask me that?” she said as if I really bothered her.

I noticed that Gina had a small purse that fell out of her book bag so I grabbed it for some reason. I didn’t know where the bathroom was and I could see that she didn’t have one as part of her room so I went back into the hall. That’s where I bumped into Jenny’s mom.

“Well hello Gina” she gleefully spoke out. My eyes focused now on her boobs in that tight blouse she was wearing. Although not as big as my mom’s, they did dangle pretty low and her cleavage was high and deep. I shook my head and just said I was on my way to the bathroom. I quickly made it up the hall and saw the bathroom as the door was wide open. What a relief.

I entered the room and locked the door behind me. I put my purse down on the counter as I went straight for the mirror. I started looking at myself all over in detail. Boy I looked great. I was beautiful. I squeezed my tits over and over for a moment and then put my hands down my pants brushing by the little hair I had until I found the spot. Gina’s pussy was fantastic. I then really needed to go. I rushed over to the toilet, pulled my pants and undies down and sat. I took a few moments but my pee shot out all over. I will never get used to that. Seems like there is no control of peeing as a girl and you just let lose. I miss my dick for this sort of thing where I could just stand and point.

While peeing, I grabbed my purse to see what Gina carries around. I pulled out a bunch of makeup and put in on the counter. Then I reached in and pulled out – tampons! Ok, that’s natural I guess. Since I didn’t have a tampon in me when I became Gina, I guess I wasn’t having my period thank god. Then there were some packets I pulled out. Taking a closer look I saw they were condoms. Again, that makes sense. She is at least prepared for anything. Then I noticed she carried a pack of cigarettes. Really, she smokes? I would have never guessed. Other than some other small junk like gum and a brush, there was not much else.

I finished peeing and reached for some toilet paper. I wrapped a wad of it up and stood up. I bent over and reached down and swiped my sex several times to make sure it was dry. That’s certainly an experience. I usually just jiggle my dick and tuck it in and done. I pulled up my underwear and then my pants. I walked back in front of the mirror and looked at my makeup. I saw she had a compact so I touched up my face and nose. Then I grabbed the lipstick she had and put more on. It felt very sensual putting on lipstick. I was very careful to get it just right. I plopped everything back in my bag, flushed and headed back to Jenny’s room.

The first thing I noticed is that Jenny had changed. She got into some loose fitting pants and a white tank top. I could clearly see she had removed her bra as her nips were in full sight starring right at me. I quickly looked away again before she caught my eye. She plopped herself on her bed as I sat in her computer chair. “What do you want to do?” she asked. “My mom is going out and we have the house to ourselves for a while”.

“Not sure” I replied. “Shut the door” she asked quietly. I reached behind me a pushed the door shut. “I want to show you something on my computer” she indicated as she made her way over. I swiveled the chair around to look as she reached over me. She was really almost on top of me. I could feel her breasts against my shoulder as she clicked the mouse around her computer. Was she purposely rubbing her boobs on me as she tried to find something on the computer? This feeling of desire was creeping up on me pretty fierce. I didn’t know what to do since I didn’t know if Gina and Jenny have a thing. “Crap, I can’t find it!” she said. “Find what?” I replied. “Nothing” as she swung my chair around and planted a big wet kiss on me.

“I hope you didn’t mind that” she said very sweetly. “I’ve been wanting to do that for some time now”. I didn’t know what to do. Well that didn’t matter now as I leaned into Jenny and returned the Kiss. Gina’s desire kicked in full force. I got up from the chair and pushed Jenny back down on her bed.

“I have never done this before with a girl” Jenny whispered in my ear. I didn’t know how to answer because I didn’t know if this is Gina’s first time with a girl. I think it is. “Don’t worry” I replied softly back to her. That was the safest answer I thought I could say. Since I’ve been with grown woman and been a woman, I took the lead and rolled to my side. We were now facing each other and I slipped my arm under her neck and embraced her as I looked into her eyes. I could see she was very nervous but at the same time she was liking this. I pulled her head into mine and started to passionately kiss her.

She embraced me back as I let my hand travel down her back and rub her until I made my way to her butt. Jenny just pulled me in tight and started to wiggle. I can tell she was getting horny indeed. I then brought my hand around front in between us and worked my way up to her tit. I knew this would be amazing. I cupped her boob and started to massage it. I abruptly stopped and brought my hand up her shirt. She tingled with excitement. She knew it was coming and once I grabbed her flesh, she let out a soft moan.

Taking my lead, she quickly grabbed my tit. That was incredible. My tit was firm just as hers and we both now had very erect nipples. I sat up and unbutton my shirt as quickly as possible. As I was taking it off my arms, she swiftly brought her hands around me and unhooked my bra. Jenny wanted this and wanted this badly and I was going to give her everything she wanted. I flung my bra to the floor as Jenny pulled of her t-shirt. Both our breast were just hanging out there pointing at each other. As I looked at hers, I noticed they were quite like mine in every likeness. She reached in to start kissing me again. Our boobs met and smeared into each other. This desire for Jenny was irresistible and I had no problems going along with it.

This time Jenny took the initiative and dropped her hand to my crotch. She started rubbing it and I was getting wet as could be. Just then I let go of her and laid on my back, arched it to raise my butt and rapidly pull of my pants. I didn’t realize that she had just done the same. She started to get back up but I already had met her and firmly pushed her back down and started kissing once again. I started to tongue her and I could tell she didn’t know what to make of that. I eased off and then she reached in with her tongue to taste everything about me. Our tongues intertwined as our hands started to drift and play with each other’s tits again. We pulled on each other’s nipples in delight.

My hand made it to her sex outside her panties and they were already moist. I really wanted to see her pussy. As I rubbed, I would pull on the elastic. She knew what was coming and started squirming more as to invite me in. I knew what to do. I slid my hand down her stomach down into her panties. I could feel the small patch of hair as I made my way further down to her glory. I stopped just short of it and lightly scratch her with my nails to tease her. She was having none of it. She wanted me to get to it. She bucked a bit more firmly and I knew she wanted it.

I reached down and cupped her whole pussy in my palm. I rubbed and she moaned. I brought my hand up ever so slightly so that my fingers were now resting on her opening. She was in pure happiness as she was biting her lip. I used my index and ring fingers to open her folds and locate her spot. With my middle finger I started to swirl around it. She let out a loud wail this time. She started to dry hump as I swirled and rubbed more and more. I watched her and couldn’t but help wonder how she was going to react when I plunged into her cave. As I played with her spot, I leaned in and started kissing her more. She was panting very heavy now. I wanted to really work her up before I made the move in. She started arching her back more and more. Then I did it. She was so wet that I slid my index and middle finger right up her with the greatest of ease – as far as I could reach. She was in sheer ecstasy. I knew what I was doing and I was certainly getting the hang of this with all that I’ve been through.

I fucked her with my fingers slow and then hard. She was really working up a sweat. I knew she was going to explode any minute now. I pulled out my hand from her pants and I could tell she was puzzled and disappointed. She wanted it. I looked back into her eyes and smiled at her. She grinned back and I shoved my hand back down and cupped my fingers right back in. She let out another scream. I started fucking her hard, every once in a while catching her clit. She was there. She was about to let go and I wanted to feel that. Her sighs got louder and louder with each thrust until there it was. She let out such a scream and bucked several times.

She was panting really heavy out of breath. She rolled over and gave me such a kiss and whispered that it was now my turn. She quickly stood up and told me to wait. I had no idea what she was doing as she left the room. After a few moments, she came back with something in her hand. “How about this? I got it from my mom’s room” she excitedly beamed out. It was a rubber dildo that looked like an actual penis. I am not sure what turned me on more, the fact she was going to dildo me or the fact that the dildo belonged to her mother.

She hopped back on the bed and put the dildo in her mouth. Obviously I wondered if her mom had cleaned it when she last used it. She didn’t care, she was still sexually aroused and horny. She put the cock near my mouth and swiped it across my lips. I knew she wanted me to take it in. As she put it up to my mouth, I opened and let her push it in. She pulled it in and out ever so gently as I sucked and gulped. She then slowly glided the dildo down my neck to my boobs where she circled each one over and over to wake up my nipples even more. She even dove in and sucked on each one. I just tilted my head back in enjoyment. There is nothing like having your nipples sucked as if you were giving out a load of milk!

As she sucked, she then glided the dildo down even further. She rested the dildo on my stomach as she paused a moment to pull my panties down and off my legs. She quickly started back up and I knew where she was going. I was quite a bit wet already. She pointed the dildo down and made her way to my pussy. She lightly rubbed it over my whole area as I as started to work up a sweat myself. I am having such a great time in Gina’s body. She felt so good as I started to cup my tits and play with them. I even started sucking my own fingers.

Jenny started to tilt the dildo as to get ready to shove it in. I knew what was coming as the anticipation was building. I’ve felt this excitement before and there is nothing like it in the world. Just one of the great things in being a woman. She now was using the tip to play with my clit. I am in quite bliss. Once again I had no idea where all the wetness was coming from but it didn’t matter. I was enjoying it and waiting for her lunge.

She started to kiss me hard and reached in with her tongue as far as she could. I think she was trying to distract me from the obvious. She tilted the rubber cock and brushed my opening. Here it comes. With a quick plunge it went right up me. She pushed in a bit further than I expected and I twitched somewhat. She eased it out and crammed it back in. I had to brace myself and pull up as she shoved it in so she wouldn’t hit my wall so rough. She had no idea and that was alright – it actually turned me on.

Jenny looked at me with such gladness. Not sure how long she has been working up to this moment in having me but she loved it extremely. I felt that dildo go in and out like the real thing. I would close my eyes and imagine a real dick in me. I was oozing all over as she started to pick up steam. I wanted her to give it to me bad. I cupped one of my tits as I clenched the bed cover with the other. I could tell Gina wanted this and wanted this with Jenny. This feeling of togetherness between us was so undeniable. Sometimes this desire in someone just makes sense and I can easily just go with it in pleasure.

Jenny started with the long strokes. I think she knew I was almost there. I knew I was almost there. I knew the feeling and I wanted it. That explosion within is worth every feeling in the world. Here it comes. I was letting out such moans and Jenny was loving it.  I squeezed my crotch around the shaft and arched my back and there it was. I let my own wail out this time as I could feel my wetness ooze all over inside me. No matter how many times I get to be in this position, that feeling of joy and completeness is just so overwhelming. I love being a woman – at least this part of being a woman.

I was sweating and trying to catch my breath. Jenny just plopped on her back right beside me. We both enjoyed this together. Gina is going to be in for a surprise when she gets her body back. I have a feeling Jenny is going to be all over her from here on in. I just let out a big grin as the next big issue hit me. How was I going to get back to me? I certainly can’t sleep yet and I don’t know if I am sleeping here or not. Boy did I feel like having a cigarette. I could totally feel that in Gina now. I now feel what it’s like to have that craving but I had to put that aside somehow.

Jenny rolled over and gave me that last kiss of complete satisfaction. I gave it back to her in return. She got up and started to get dressed. “You should get dressed too, your mother will be here in a bit” she said in disappointment. My mother! I thought. This was getting even more out of hand. I got up and put my panties and bra back on and then my clothes. I was sweaty but that didn’t really bother me now…my mother was coming!

Sure enough there was a honk outside as Jenny looked to see that it was my mom – I mean Gina’s mom. Jenny gave me such a big hug as I hurried down the stairs with my book bag and out the door. I couldn’t help but think that Gina and Jenny were going to be an item now. I am sure they will keep it to themselves but I now knew their secret and could possibly get something out of that later. I opened the front car door and got in. “How was your day?” asked Gina’s mother. “Are you ok? You sure look hot and a mess” she stated as we pulled away.

It was a quiet ride and it didn’t take long to get to Gina’s house. I had to go along with all this as it went since I had no clue on Gina’s personal life. I didn’t even know Gina’s house. “Are you coming or are you just going to sit there?” she voiced out. I opened the car door and followed her as we made our way into the kitchen from the garage. I have this deep urge to have a cigarette. Gina’s inner was telling me I needed it. “We’ll have dinner soon. Your father is working late tonight so it will be just us” she quipped as she started getting things ready in the kitchen. I walked out the kitchen and found the front door. I quietly went out the door and around the side of the house. It was private there and know one could see me. I don’t know if Gina’s mom knows but why take the chance.

I grabbed my purse from the book bag and found the pack and lighter. I’ve never smoked before so I didn’t know what to expect. I pulled out one cigarette and put it between my lips as I tried to light it. I inhaled softly in as it lit and I gagged. How can anybody want one of these? But I knew Gina did so I continued on. My next puff was a lot better. I was getting used to this. I hope I don’t take this habit back with me. I stayed outside a bit until I finished. I grabbed my things and went back in. I suppose I should go to my room but I am going to have to find where it is first.

I saw a set of stairs off to the right. My room must be on the second floor I thought. I hopped up the stairs and started down the hallway. I opened each door until I found Gina’s room. I could tell this was her room with all the girly stuff all over. I guess I don’t have any siblings because mom just said it would just be her and I tonight – at least any siblings that lived home.

I looked around Gina’s room as I dropped my book bag on the floor. I browsed her desk and opened her closet. She had clothes in a pile on the floor that looked like they were ready for the wash. I opened her dresser drawers and found her panties and bras. She had quite a collection I thought. Over to one side I could see she had her own bathroom, which was nice. I kicked of my sneakers and sat on the bed wondering what to do. Gina probably had homework but I was in no mood to do that. I sat there and looked down at myself again. I couldn’t get over Gina’s body. It was so soft and I just wanted to touch myself all over. I got up and made my way into the bathroom.

I could see all the crap she had on the counter. Makeup, blow dryer, curling iron and other stuff. She had plenty of room in here and it was all girly just as I thought it would be. Since there was no way of going to sleep, I thought I might as well look at myself some more. I stripped out of my shirt, pants, and bra. I stood there just looking at myself in the mirror and thinking how gorgeous I am – at least that’s what I thought as me. I turned sideways and on my toes to look at my ass in the mirror. It was a nice round firm shape of meat if I do say so myself.

I cupped my breasts with pleasure. I thought I might as well take advantage of Gina and really feel them. I squeezed and pulled on my nipples in delight. I put my hands down my panties and felt my womanhood again. Boy I could do this all the time. Maybe girls do do this – like boys playing with their dicks all the time. I heard my mom yell that dinner was just about ready. “Ok mom” I yelled back. I went into the bedroom and saw Gina had shorts and a t draped over her chair so I thought that would be best to change in to.

I made my way down back to the kitchen and took up a seat at the table. Mom brought over the last of the food and sat down herself. This was going to be very awkward if she wanted to talk about anything. I started putting a few things on my plate when she asked “Is there was anything new going on in school” I just replied with a quick no. “Are you seeing anyone these days?” she asked as she stuffed some food into her mouth. “Yes” I replied. “Anyone I know?” she again asked. “Maybe” I said cautiously. I could really get Gina in a bind if I told her mother about Jenny. “Who” she wanted to know. “Not yet” was all I could think of. Gina’s mom just let it go at that. Nothing else was said as we sat eating quietly.

Dinner was done and I helped cleanup. I never do that at home but thought since it was just Gina and her mom that I’d better help. I made my way back to my room and shut the door. I wasn’t tired yet so I went over to the tv and turned it on. I clicked around a while and was getting bored and turned it off. I went over to Gina’s computer. I thought I could look around the internet for a while to take up some time. I opened the browser up and looked through her history. My eyes opened wide seeing that she visited many porn sites.

I opened one and all I saw where huge dicks on strapping young guys. Normally that would disgust me but Gina liked it and I could feel that inside her. I clicked on one of the videos and up popped a guy ravaging a woman with his cock. The close-up of his dick going in and out of her got me aroused. I could feel myself getting wet again. I used to jerk off all the time at home to porn, why not a girl? I started to rub myself thinking how Gina would be doing this right now at the same time I would be at home yanking on mine.

I started massaging my clit and then plunging in my hole. It was all so very erotic but something was missing. After having such a dildo in me I wonder if Gina had a dildo. I paused the video and looked all through her drawers, closet, under her bed and the bathroom to no avail. Then I thought Gina’s mom probably has one. I don’t know why I thought that but why wouldn’t she? I quick tidied myself and left the room quietly to find her room. I could hear her downstairs watching tv so I shouldn’t have any problems.

I found her room. The room was just as untidy as Gina’s. There were clothes strewn all over and boxes and bags of stuff everywhere. The first place to look was her nightstand. I looked to the left nightstand and there was all men’s stuff in it. Obviously it was the father’s stuff. I made my way over to the other and opened the top drawer and saw the mom’s underwear. As I felt around, I heard a noise. Someone was coming down the hallway. I panicked and did the first thing I could think of. I darted into the closet. I couldn’t let the mom know that Gina was in her room.

Gina’s mom entered the room. I crouched down low underneath the hanging clothes. She had so much stuff in here that I barely squeezed in. I kept absolutely quiet and I could hear her fumbling with things as she walked all around the room. Then out of the blue she opened the closet. She was standing right in front of me. She was so close she couldn’t see me down below….but I could see her all too well.

She had just stripped and was standing naked. Gina’s mom’s pussy was right there pointing directly at my face. It was so close that I could smell it…and it didn’t smell all that pleasant. She let her one hand drop to the side and I could see had a cigarette just dangling there. What I wouldn’t give to have a puff of that right now.

She was looking through her clothes as she was talking to herself. She was mumbling something about what to wear tomorrow for work as she occasionally took a puff. She pulled out a few things just above me without ever noticing me in the slightest. She moved some clothes around and hung some stuff back up. All the while I couldn’t look away from her womanhood. I could feel how disgusted Gina felt but I wanted to look at that hairy bush. She even brought her hand down, with her cigarette clenched between her two fingers, and scratch it for a while. That was a pleasant site – not!

Then she closed the closet door somewhat. She then sat on the edge of the bed where I could still see straight at her. She was only 4 feet or so away from me. What was she doing? She just sat there as still as could be enjoying her smoke. I could see her fat enormous tits just sagging there over her stomach. Gina was definitely feeling disgusted at all this. There was nothing I could do but just sit there as quiet as could be and watch. Then the mom started to itch under her boobs. I totally get that. After a whole day of wearing a bra and a giant bra at that, the boobs needed some scratching.

She dangled her cig from her mouth as she started to massage her breasts. She picked them up, rubbed and let them fall back down. I hope this is not going where I think this is going. Then she moved her hand to her crotch. Yep, this is exactly going where this is going. I could feel this overpowering desire to look away but I couldn’t. Gina’s mom then opened her legs wide. There it was again. That giant hairy thing. She started scratching her hair until she made it to her clit. She started rubbing on it slowly. As soon as she closed her eyes and tilted her head back, it was all going to happen and happen right in front on me. She just puffed away not breaking a stride.

I could see she was really enjoying herself right there on the edge of her bed. She was grabbing each of her boobs and rubbing her snatch. She was really enjoying herself. I thought about Jenny and couldn’t help but slightly get turned on myself. I reached for my sex and started rubbing with my mom. I reached up under my shirt and felt my tits once again. I loved touching myself. Then there came an interruption. Mom got up and I heard a drawer open and shut. In an instant she was back at the edge of her bed with a friend – her vibrator. I’ve have yet to use a vibrator and I bet the sensation is awesome. She must have put down her cigarette because it was gone.

I could see her plainly playing with some setting. All of a sudden you could just make out the humming noise as she planted it right on top of her clit. She moved her left leg up and on to the bed giving me an amazing sight at her tunnel. You can see her pussy was stretch and used over time…there was nothing tight about it. Her pussy flaps were dangling wide open to that dark hole in between. She used one hand to expose her clit while the other toyed with it using the vibrator. She was absolutely getting herself off. I could hear her moan quietly as she worked herself up. She kept toying her clit letting the vibrator do its job.

I thought she was almost there when she suddenly changed position. She was now leaning over the bed with her asshole staring right at me. I could see her large anal canal. I was also getting worked up thinking about Jenny until I saw that site. I had to pause in disgust. I could almost just reach out and stick my finger up her ass if I wanted too.  Then she let one rip. Obviously she didn’t mean too, it just happened and did it stink. I almost choked as I quietly gagged. I almost thought I was caught when she stopped but that was only to get another toy she took out.

Whatever this toy was, it was smaller and black and shaped like one of those large Christmas light bulbs with a base on it. I wonder what that is for. In a flash, I found out what it was for as she shoved it up her asshole. It was a butt plug of some sort. She moaned softly as she reached back for her vibrator. She reached between her legs that were spread wide open and inserted the whole damn think up her cunt. Seeing all her wetness I swear I could hear the sloshing and oozing sounds she was making with her pussy. She shoved that thing in and out like she was drilling for oil. I had plain sight right up her cavity. It was deep indeed. Gina’s dad must have used that hole quite a bit for himself…maybe even the anal hole.

She started to sigh and moan more and more. I had a front row seat to it all. Her ass was huge and you can make out all the wrinkles with all that cellulite. She leaned forward on her chest as she used her free hand to open her ass more as she drilled herself. She definitely was enjoying this. I went back to feeling myself up once again. I stuck as many fingers up my pussy as I could. It was hard for me not to moan but I don’t think she would have noticed anyway. I was now sweating and panting just as my mom. We were in sync…in and out, in and out.

I was there and I could tell she was also. She let out a sigh just at the same time I did. She was none the wiser and she didn’t her me at all. She laid humped over the bed on her chest for a moment while she took it all in. She slowly pulled out the vibrator and stood up and I watched her liquids run out. She nabbed some tissues and wiped herself clean. Then I saw her put on her huge mom panties and pull them up to her plump stomach.

Wait a minute, what about the butt plug. Is she just going to leave it in there? I guess so. She turned towards me as she opened the closet door once again and grabbed her robe just above me. She reached for another cigarette, which I wanted badly, as she turned and put the vibrator back in her drawer. Then she walked into her bathroom and shut the door. That was my que to quietly sneak out back to my bedroom but not before taking her vibrator with me. It was still all sticky but that didn’t matter to me.

I got back safely to my room and locked the door. Gina’s mom never even realized the personized show she put on for her daughter. Boy do I need another cigarette I thought. I went into my bathroom and opened the window wide. I had to have another smoke after all that. I enjoyed that cigarette immensely as it calmed my down. I finished it up and put it under some running water before I flushed it.

But now I have other things on my mind. I quickly stripped off my clothes and retreated to the bed where I wanted to try out this device. I took a moment to figure out how to turn it on and when I did I was beaming with excitement. I laid on my back and slowly reached my clit with the vibrator. This was such a new sensation that I tingled with elation once I touched it. I swirled it around for a bit until I found the spot. I just kept thinking about Jenny and picturing her doing everything to me again. Boy was that a great feeling.

I just let the vibrator do its thing as I had no problems building up that feeling again. The feeling was back. I could feel the sensation build up and the dam wanting to burst. I was just about there when I shoved the vibrator up my pussy and the water pipe exploded, gushing all over the place. That was it. I was spent and couldn’t play with myself anymore. I wanted another smoke but I was tired. I put the vibrator on Gina’s nightstand and rolled over to sleep. She was going to have to figure out in the morning why she is completely nude with her mom’s vibrator as I let out a smirked before dozing off.

I woke up in that awful daze again and was glad to be back in my bed. As I rolled over I noticed that my dick was wet and sticky all over…especially my pubic hairs. And once again, it felt like something deep behind my dick was very sore. Obviously I knew what it was. I did notice that I was still very tired as if I hadn’t slept for days. This body swapping for sex thing is really taking a toll on me. I don’t know how yet to control it and it’s becoming harder to try and control it with the lack of sleep. I got up and went downstairs in the clothes I was still wearing from yesterday. “Austin, are you not feeling well?” mom asked. “You look so run down and tired. Do you have a fever?” she inquired. “I think you should stay home and rest today. Why don’t you go back to your room and just sleep?” she instructed.

I knew I couldn’t go to school in the shape I was and I knew I just couldn’t go back to sleep. I was surely in a predicament this time. I did make my way back to my room and back into bed. Mom came in to check and hovered over me with those breasts of hers as she felt my head. That’s the last thing I need to think of. I am all sexed out but that doesn’t mean a damn thing if I switch bodies again and I don’t want to even think about taking over her body. She left and I tried to stay awake and think about life and why this is happening to me. I don’t know if this is a gift or a punishment. All that I do know is that it will happen again…and probably sooner that I think.

 

Chapter 8 by LookingUpAtYou2

Here I am just lying in bed and trying to figure this all out and thinking about all the sex I just had in the past several days as a man and a woman. I am completely exhausted. I am a very afraid but somewhat excited of who I will be next and what predicament I am going to get myself into. Seems I don’t have complete control of my thoughts to just have a good sleep and right now I just can’t think straight anymore. I could go to my sister but I don’t know if she would believe me…and what could she do if she did? If I talk with mom she would probably recommend I see a shrink. There’s no way I could talk with Dad about what I’ve been doing. This is certainly messed up. I faded off to a deep sleep without knowing.

Right on cue as usual I open my eyes and find that I’ve done it again. I always tightened up in shock at the experience of invading someone’s body. I stared straight ahead with my eyes wide opened without moving an inch to try and figure what I got myself into. As my surroundings came more in focus and my heavy breathing subsided a bit, I realized I was in a moving car. I was terrified to look around. I didn’t want to see who I was with. The first thing I thought to myself was that I was relieved to not be driving. And it was just then that I had the realization that things could be really bad if I popped in someone’s body at the wrong time – especially during the day…I didn’t have time to think about that right now.

Ok, I can see I am sitting in the front passenger seat. I slowly looked down upon myself and noticed I had quite the large breasts just hanging there, large enough that they were almost sitting in my lap. Damn! I am a woman again, shouting in my head. My legs were bare and it looked as if I had no pants on with my boobs blocking my view. I calmly put my hand on my leg and work my way up until I came to some clothing. Whew, I was wearing a skirt. The next thing that came to mind was if I had any underwear on and just had to assume I did. I then looked at my top. It was a button down blouse of some sort. It was very casual and just hugged my body snug. The top buttons were undone and I could see somewhat that I had some very nice cleavage going on as the bra I was wearing seem to lift them firmly up and squeeze them in.

Then a voice spoke and startled me out of my bewilderment. It was that same daze I get into every time I enter a body. It took all but a nano second to realize whose voice that was. I turned my head to look over and yep, it was my mom. Who the hell am I! I shouted again in my head. I looked around again to see what I could find when I pulled the down the visor in front of me and there was a mirror fixed on the back. I took one look and realized I was my mom’s best friend Susan. Why in the hell did I change into Susan! I had to be thinking about something when I fell asleep. Crap! That’s right - mom mentioned she’d be out today with Susan. Boy the little things that creep into your subconscious mind – I will never control this.

“Are you alright?” my mom asked. I once again snapped back out of another stupor as I put the visor back up and calmly sat back in the seat, “Yes, why?” I replied. Then my mom went back to chatting about stuff. I smiled politely as if I were interested and then just gradually tuned out. My thoughts quickly shifted to where the hell we were going and what it is that I am doing with my mom …I mean what the hell! I seem to always say that lately…a lot.

I know Susan somewhat. She would come over from time to time and politely say hi to me when I was around…not much more. I didn’t think much about her and now I am her. I have no clue about her life and here I was chatting with mom about things and us.

Then out of the blue my mom turned into some type of resort. I was terrified on what was going to happen – why are we the f**k here? Mom pulled into a parking space and started gathering some stuff in the back seat. “Are you coming?” she asked. I got out of the car and wobbled a bit to get my bearings. I haven’t got used to the extra weight of large tits hanging off the front of me let alone the heels I just noticed I was wearing. “Get your stuff and let’s go! We only have the morning!” she exclaimed.

I stumbled to the back door of the car while holding on and I grabbed the door handle. I made sure I was steady and then opened the door and reached in for what I think was my bag and my purse. The bag seems to be some sort of beach bag filled with Susan’s stuff and I just slid the handles up and over my shoulder as my mom did as I held my purse off my arm. I keep asking myself over and over what the hell are we doing here and what next. “Hurry Susan, we will be late for our appointment”, mom bellowed as she starting walking quickly to the front doors of the resort. I slammed the car door and started to try and catch up. Walking in these heels is an experience indeed. I kind of just started jogging on my toes to keep up. What made it worse is that my boobs were jiggling up and down, throwing me more off balance then I already was.

We passed the resort check-in counter and up a hallway to the right. As we proceeded, I noticed exactly where we were headed…we were headed to the spa. This can’t be happening! No this just can’t be happening. I was going to spend time with my mom at the spa. Obviously I’ve never been to one and I had no idea what to expect. My imagination was running wild and here I am with mom – again.

As mom got up to the counter to check us in, I started feeling Susan’s feelings. I can sense she has great feelings for my mom…maybe even sexual – that’s what I am afraid of. Has Susan and mom been sexually involved? I can’t believe mom would do that but I don’t know about Susan. But in any case I was Susan and I was with mom and I had no choice to just let this play out.

I heard the girl behind the desk say to have a seat and they would be right with us. Right with us for what? I hobbled over to the chair and took a seat next to mom. My mom put her hand on my leg and squeezed and ask again if everything was alright. Mom’s hand on my leg gave me such a tingle – well gave Susan such a tingle. This can’t be good. “Yes, everything’s fine” I quipped still looking puzzled about all this. “I know this is your first time, but it will be great!” mom whispered excitedly. First time for what? I thought.

Then this little skinny girl with an all-white outfit came out and asked us to follow her. I was trembling at the thought at what was about to happen as we walk down another hallway. What has mom gotten us into? She opened a door and said gleefully “Here is the locker room where you can store your clothes and here is a robe for you and you”, she said. Store my clothes!!! Mom walked in first as she grabbed my arm and tugged on me. “This is going to be so great!” she joyfully spoke out with a big smile on her face. “Just the two of us relaxing for the next hour and a half”. Relaxing at what? I was so terrified as my thoughts just raced around in my head.

Mom put her bag down on the bench along with her purse as I carefully looked around. I didn’t see or hear anybody else in the room with us. As I turned around, my mom was already half naked. “Come on! Let’s get a move on!” she jibed. I put my bag down and purse on the bench just next to mom’s and then slid my heels off. Boy did that feel great. I started to pull my skirt down but it was really snug around my waist. “Wait a minute”, mom said as she got behind me and pulled on the zipper that relaxed my skirt. I let it drop to the floor as I was relieved to see I did have panties on. I then started undoing my blouse as I watched my mom start to undo her bra. I could feel Susan really wanting to take a peek at them…and I wouldn’t mind seeing my babies again also.

I couldn’t take my eyes off her breasts – just like I felt when I was dad but it was Susan I think who wanted to just gawk at them – who the hell knows anymore. As I let my blouse fall off my arms, mom’s boobs just plopped out. I forgot how big they were and it’s only been days. My mind slipped back to when I was playing and sucking on them. I squatted down still looking at mom as I picked up my skirt and laid it on the bench along with the blouse. The next move was to undo my bra. I was nervous and excited at the same time. I was going to get my first look at Susan’s tits. Her bra was white and covered most of my boobs. The straps were pretty thick. I reached behind me and started to unclasp the bra. I was pretty used to unhooking a bra at this point. As the bra released itself, I let the straps fall down my arms. The bra was still molded to my boobs. Here I go! I pulled the cups away and low and behold there they were. They were amazing! And it felt so great releasing tits from capture as always.

She had large areolas with small pointed thick nipples. I dropped what I thought was a huge bra to the bench and then lifted my boobs up with my hands to sort of stretch them out. It was then I caught my mom looking. She quickly looked away as if she notice that I noticed. Then mom grabbed her robe and put it on and I followed the same. The robe was very soft against my skin. We both picked up our belongings and put them into an empty locker. Then mom tugged me again on the arm and we left the room. Mom likes touching me I thought.

We walk across the hall to another room and as we entered I could see it was dimly lit with candles everywhere. There were two tables in parallel setup in the middle of the room. Two female attendants came in right behind and asked us to disrobe and lay flat on the table on our stomachs. I felt a bit naughty taking my robe off in front of people but since mom didn’t care one bit, neither did I. They took our robes and I hopped on the table in front of me and started to position myself on the table in my panties. I felt so sensual in just panties. I could see right away there was a special place to put your face down on.

The first thing I noticed was that lying on my breasts was a bit awkward. I didn’t feel like I was lying flat at all. It was like lying on some big fluffy pillows - it was a funny thing I thought but I loved squishing my new found tits. They were smushed to the sides as I wiggled on the table to get comfortable. I took one look over at my mom and saw here looking back at me. She had another huge smile on her face. I smiled back and placed my face on the ring.

Over the next hour and a half, the woman working me relaxed every muscle in my body. I felt like a blob of puddy just taking it all in. I tingled many times as I felt the hands and fingers of this woman work my body all over. It seemed to me very sexual and gratifying. There was one point of some lotion being put on but I just drifted in and out of relaxation. I focused on my breasts and pussy as I lie there, hoping to have a chance to play with them at some point. I so wanted to explore Susan’s body myself all over.

Before I knew it, the massage was over and I lifted my breasts off the table and rested on my arms. Mom did exactly the same thing as I looked over. “So how did you like your first massage?” she asked.  “It was splendid just like you said”, I replied. Then mom sat up as I watched her tits swivel with her body. I did the same and we were both sitting on the table with both our breasts pointing at each other. Then the therapists handed us our robes and we hopped of the table to put them on. My mom excitedly blurted out “The next part is even better!” That made me once again nervous….I thought that was it.

We walked down the hall and through another set of doors. As I entered, there were several small pools located around the room. “Come on!” she said insistently. My mom once again grabbed my hand and walked me over to the pool at the farthest corner. She disrobed and dropped her panties and put them in the robe pocket as she stepped into the water. I did the same and entered the water and moved to the opposite side. My mom pressed some button and the water started to churn. I laid back and just enjoyed the moment. My mom and I both in a tub naked together - what more could a son want out of life I thought.

I slouched down so my head was just above the water line and just let my arms float around. It’s amazing how my tits feel so weightless seeing them bob around. In the midst of all that water churning around us, I decided to take a quick feel of Susan’s womanhood. The first thing I detected is Susan’s small patch of hair as I made my way down. Then I reach it and rubbed lightly around. She didn’t have pussy flaps like my mom does. I actually had to finger around and open my slit to find my clit. It felt amazing once I hit the spot. Good thing mom can’t see what I was doing under the water…but a devilish smile on her face said otherwise.

“So how are things going with you these days with your new boyfriend?” mom blurted out. My boyfriend!!! I didn’t know what else to say other then things were going fine. “Come on, tell me more about him, I want to know everything”, she barked out as she let go another devilish smile. Since I had no idea about this guy, I had to tread very lightly. “Well, he’s a great guy to be with”, I chirped back. “Come on, I want more than that” she said as she started rubbing her foot on my leg. Holy crap – I am getting excited…no Susan’s getting excited. I knew not to start anything with mom since I don’t know how deep her relationship with Susan was.

Then my mom unexpectedly slid her body around the pool right next to me. She looked around the place to see if anyone was around and leaned over to sort of whisper something to me as she placed her hand on my leg again – yep indeed, she likes touching me. All I could notice and feel was that mom’s left boob was now in contact with my right boob as she leaned into me and she started squeezing my leg. In that distraction I didn’t hear a word she said. “Are you listening to me?” she remarked. “I said that the other night my husband and I had one of the greatest sex nights we’ve ever had since we first met”, she said as she pushed her arm in against mine. She was so close to my face I thought she was just going to kiss me.

I looked at her and at that point I was curious if that was the night when I did her. “So what was so spectacular about it?” I asked. I wanted to find out everything how mom liked me doing her now that she let the cat out of the bag. “Well John was just amazing and even more he was very excited if you know what I mean” she replied giggling. “He was bigger than ever”. I couldn’t believe my mom confided in Susan this way. I was now really enjoying the conversation with my mom and wanted to see how far she would go in telling me everything. “Wow that must have been some great sex, what did he do to you?” I asked hesitantly. “Well we started in the bathroom after he gave me such a nice complement. I got so horny that I just pulled down his pants and sucked on him right there. John just let me do it!” My mom was so thrilled in telling this to Susan. It’s as if she was saving this until now and just had to get it off her chest to Susan.

“He enjoyed it every bit as if it were his first time!” mom continued. She didn’t know the half of it. “He even let me play with his boys”, as mom ribbed me again. “What happened next?” I again asked cautiously as I didn’t want to overplay my hand. Mom had no issues just putting it all out there. “Well we moved into the bedroom and we played with each other in what seems like for hours. We even did each other at the same time! He always just wants to do it and get it over with – just satisfying himself and that’s it”, mom said as she showed her frustration with dad.

“When he finally put it in me, I could see he was like a little boy so captivated with me. It just felt like heaven that night. He took his time starting very slow and then picking up speed just ramming me.” whispered mom. “What did you do then?” I quick asked. “Well I stopped him before he did anything of course and I got on top of him and rode him like a broncin’ buck. I wanted him to please me this time and he let me have my way with him until I exploded. I haven’t felt that sensation that way in a very long time. He was even captivated by my breasts just caressing them all over.” I could see my mom was so happy and pleased about that night. I know I was.

“Once I had my way with him, I let him have his way until he gave me his everything. It was amazing the amount he exploded”, sighed mom. “I hope we can have many more nights like that”, she sighed again. I was so happy that my mom was happy…she deserves it. I might have to be dad again just to make her happy once more as I let out a grin. Then mom chimed in one last time. “The best part is that later I gave him a blowjob while he was asleep and he again exploded - without even knowing it”, she yelled under her breath and laughed. I just let the conversation just end there. I was quite pleased with myself that mom was surely satisfied with me that night. That was my first sex and it was undeniably great. I will always remember that night.

The hour had passed by quickly and it was time to get back to the locker room and get dressed. Mom got out first as she pulled her hips up and out of the pool sitting there on the ledge with her legs wading in the water. I followed suit and did the same. Once more we were both naked just sitting there next to each other as she again put her hand on my leg and smiled. I wanted to reach over and hug mom but thought better of it being all naked together.

We used some towels that were conveniently left along each sauna to lightly dry ourselves off. I watched mom lift up her boobs with the towel to dry underneath – amazing. I reciprocated and did the same thing. We put on our robes back on and walked side by side back to the locker room. Mom reached over and held my hand. Mom really liked Susan and I could definitely feel that. I could also really sense that Susan really liked mom. We made it back to the locker room and I grabbed my bag from the locker and proceeded to change back into Susan’s clothes.

I did have a bit of a struggle putting Susan’s bra back on…just can’t get over how big this contraption was. I fastened the bra in the back and lifted the bra over my tits and then pulled the straps up and over my shoulders. I felt so restricted and I immediately felt the weight of my tits. I then adjusted each boob in each cup once situated. I gave myself some nice cleavage. Then I put my legs through my skirt and up, zipped up, and then my started on my blouse. Before I knew it, my mom was dressed and I was putting on those dreadful heels. We both walked out to the desk and mom paid the bill. I thought being Susan I should ask to give her money so I did. Mom just brushed it off and said it was her treat.

We both got back in the car and left the resort. “Don’t think you got away telling me about you and your boyfriend. I expect to hear all about it the next time”, mom jested. As we rode I forgot all about what would happen next. I just let myself just enjoy the day. As mom pulled the car into a driveway, that’s when I freaked out. Mom spoke about having such a wonderful time together and we should do that again soon. I had no idea what to do next. Mom got out of the car and headed around over to me as I got out shaking in place. Just as I stood up, mom gave me a great big hug as we squeezed our breasts into each other’s. I didn’t get to enjoy the feeling as I should have because I was terrified on what I should be doing next.

Mom got back in the car and drove away just leaving me there standing in the driveway figuring out what I should do. I felt like I was dropped off at school for the very first time and I had to figure things out myself. I felt abandoned. I thought it’s pretty obvious that this is Susan’s house so I just went up to the front door. As I tried to open it, it was locked. Of course it is I thought. I reached in my purse to hopefully find some keys. I didn’t want to think what else was in Susan’s purse at the moment. I prayed Susan’s key were in it. Yes they were! I opened the door and walked in. Susan had a really nice house. I couldn’t say where her house is and how far it’s from my house.

I just walked in cautiously trying to get the layout. The first thing I did was remove my heels – boy that felt better. I moved to the back where it appeared the kitchen was. There was a living room off the kitchen and some stairs that probably led to some bedrooms I thought. I was alone and thought that maybe I would take advantage of that and snoop around Susan’s house a bit and have some fun. I couldn’t stop touching myself – particularly my tits. Then it hit me, I really had to go pee and needed to find a bathroom.

There was a small bathroom just off the main room and I headed straight for it. I turned on the light and shut the door. I couldn’t believe how that feeling to urinate just snuck up on me – I really had to go and I clenched down hard. Mom always seem to need to go to the bathroom all the time. Probably a woman thing I thought. I lifted up my skirt and pulled down my panties and plopped down quickly and let loose.

This time it came out as a straight stream and I felt so relieved as I let out a sigh. I quick peeled back my pussy to see where exactly Susan’s pee comes from – very interesting. As I was peeing, I wasted no time in feeling Susan’s tits – my tits. I was astonished once again at the sheer weight of them as I lifted them up and down. I undid my blouse so I could see my tits in Susan’s bra. I wondered why I never paid much attention to Susan when she visited.

I rubbed all over my breasts and couldn’t wait to reach in and touch my nipples. My body shuddered as I made my way in. It was so sensual and sexy. Susan had her hair up in something. I reached over and undid the bob and let it fall around me. I pulled one tit out of the bra and lightly played with it. I wondered if I could suck my own nipple – Susan’s nipple. I grabbed the tit and hoisted it up as far as I could and leaned my head over. I had no problems getting my lips around it. It was sheer pleasure sucking on my own nipple. I finished peeing and brought my other hand down. I felt her hair again as I passed over to her treasure.

I found my clit and started circling it with the ends of my fingers until I was wet…I got wet extremely fast.  Then I suddenly stopped. I thought maybe I would rummage through her bedroom for something more exciting to put on. She had to have something somewhere I thought. I got up and wiped myself which felt strange and great at the same time. I tucked my tit back into my bra and pulled up my panties. I let my skirt fall back down, flushed and left the bathroom. I loved seeing my tits held in by that bra as my blouse draped them at each side.

I decided to head upstairs. It seems very obvious that the bedrooms would be up there.

I opened the first door to the left and saw it was a bedroom. As I looked around I could tell it wasn’t her bedroom…it looked like my sister’s room. Crap! Susan must have a daughter I thought – I have a daughter. Something right then and there told me that things are going to get much worse at some point – do I have other kids? I quickly closed the door and quickly tried to find Susan’s bedroom.

I opened the next door I found and peaked in. It was certainly another bedroom. The room was larger and I could see items strewn around the room, woman items, which made me think that this was Susan’s bedroom. I quick entered and shut the door. Now that I know I have at least one kid I didn’t want to unexpectedly bump into them this way. Since it was midday, I thought she must had to be in school – at least I hoped.

Ok, back to the business at hand. I went over to Susan’s dresser and started snooping around her drawers. She had a lot of clothes neatly folded but it not what I was looking for. On top of the dresser she had a jewelry box. I opened it and noticed some nice stuff. I reached up and grabbed my ears and felt I already had some small studs in my ear – funny I didn’t feel them before.  I undid each earing I had on and laid them on her dresser. I grabbed one earing and removed the backing. I tilted my head over so my hair wasn’t in my way and proceeded to find the existing hole. Found it! I winced and I just push the end though. I thought it would hurt but I didn’t feel a thing. The other one went on in a snap.

I looked up at myself in the dresser mirror and held my hair up to look. I loved it. I looked so sexy and felt so sensual – so womanly. I next went to her closet and I could now feel the heaviness of the earrings on my ears just shaking around. I could see she kept things tidy and arranged. I looked through her clothes and wouldn’t mind trying some of them on in this body of hers…maybe later. I went over to her nightstand and opened the top drawer. I was amazed to see she had a vibrator just laying on top – right out there for anyone to see if they happened upon this drawer. Underneath was an assortment of all her panties. First thing that came to mind – did she have any thongs? I wanted to try one on. I hunted around and she had several of them. I pulled out one and threw it on the bed along with the vibrator – obviously I was going to play with myself so why not.

I opened the lower drawer and hit the jackpot. Susan had a variety of lingerie just sitting there waiting to put on. She must have had some great times with these I thought. I quickly stood up. That’s right!!! I forgot mom said she had a boyfriend. Does he live with her or does he just come over? All sorts of questions came to mind. I looked around and noticed a bathroom off to the right. I reached and grabbed the sexiest lingerie I could find and darted off to it. On the way I noticed her shoe collection at the bottom of the closet and quickly changed course. Did she have any really high heels? Yes she did, one pair – a read pair. I swiftly grabbed them and headed to the bathroom and shut the door.

I threw the items I had on the floor rug. It didn’t take me long to get naked. I just ogled at myself in the mirror. Susan’s body was more than average I thought – she wasn’t skinny yet she wasn’t fat. She had some skin folds around her waist and some fat in her thighs and underarms but nicely proportioned. She also had such great breasts that hung down to almost my stomach and an excellent crotch – I would say that of any breasts and crotch I thought to myself.

I felt my face and noticed all the makeup I had on. I looked at every detail of myself and got really excited. I always imagined being with a woman and making it with her but this shortcut skips all that awkwardness of getting to know each other and I can get right to the action. I look over the counter and saw her bathroom stuff…hairdryer, curling iron, makeup bag, toothbrush and everything else. This was just so intimate getting to know her this well.

I first wanted to see Susan in a thong. I snatched it up off the floor and it took me a minute as to which way was front and back. I slid them up my legs and pulled them up snuggly. I could feel the thong up my ass which was unusual but fascinating. I stood up on my toes to look in the mirror. With Susan’s butt, the thong disappeared down her crack and popped up around my pussy. It felt so silky and sexy. I rubbed my crotch to smear my liquids into the patch. I stopped because I wanted to get into the outfit I pulled out of her night stand. I dropped my thong and kicked it off my legs.

I picked up the apparel and slipped it up over my legs and then further up and over my tits. It was a strapless ensemble and it depended on my boobs holding it up. The cups around my tits had holes where the nipples protruded out – how sexy. My crotch also has a large slit to expose my womanhood. My nipples harden on their own…I was so aroused.

I opened Susan’s makeup bag and fumbled through it. I thought it was a good time to practice on a few things. I found her eye makeup and proceeded to do my eye lids. Then I found her mascara and did my eye lashes. I felt so womanly. Then I found her brand of lipstick and popped the top off and twisted until it expanded out. I just gazed at it thinking how Susan’s lips were on this. I was trembling with pleasure in all this.

I carefully did my lips…it was so sensual. At that moment I was really pleased to be a woman – Susan. I went over to the toilet and sat on the lid. I closed my eyes and tilted my head back as I started to feel Susan’s body all over. I could feel Susan feelings once again. She was getting horny. I cupped my tits and squeezed my nipples between my index and middle finger. My other hand found my pussy as I felt so moist down there.

Just as I started to put my fingers up Susan’s pussy, I heard a voice coming from down stairs. “Susan, I am home!” Holy shit, it’s probably the boyfriend. I knew in an instance what was going to happen. This feeling of horniness and desire would drench all over me that I would need to have sex with him. I just know it. It was already happening. If all went well, I was going to be f**ked by another guy and I was going to want to suck on him badly. I could just feel it building up inside me as I paused my playful actions.

I got up quickly and looked in the mirror at myself – at Susan and made sure I looked decent. There was a robe hanging on the back of the door that I quickly seized and put it on. I heard him coming up the stairs and quickly put things back and exited the bathroom. I entered the hallway and saw him just at the top of the stairs. He was really handsome for a guy. Well-built and well dressed. It was right then that I wanted to pull his pants down and suck on him. This desire when entering someone’s body never lets up, never disappoints. I had to have his dick.

As he came into my space, I planted a big kiss on him. He was very receptive as I dove right in. “Wow, what’s this all about?” he asked. “Well I had such a great morning that I just feel good all over”, I replied. As I kissed him and shove my tongue in his mouth, I quickly reached down to his crotch and start rubbing his dick. I could feel it getting hard really fast. I knew I had to have it. I immediately got down on my knees and started unzipping his pants. He didn’t even resist. This relationship with him must be really new and in that period of lust. He just let me pull his pants down. I grabbed the waist band on each side of his hips and slowly pulled down on them. Just revealing his luscious gem ever so slowly. I was horny all over and dripping wet.

I pulled down more and more. His shaft seemed to go on forever. Finally I reached the end and his dick just popped forward. What a great surprise. His dick was long and thick with a great head. It wasn’t completely hard yet but not soft and limp. I leaned my head forward and tilted it back. I stuck my tongue out under the head and slowly lifted it up until it was perpendicular to my mouth. I opened wide and move my head forward as to just let his dick slide across my tongue into my mouth. I left my mouth open and just slid his dick back and forth over my tongue until I couldn’t take it any longer. I let his dick slide into my mouth and my lips just had to close down around his shaft.

He let out such a sigh and moaned. That’s when I went to town on him. After a while I had to bring my hand over and grab it and start pulling on it as I sucked it. I was in pure delight of it all. His dick became so hard it was remarkable. His head became huge. I could see he loved it. I brought my other hand down to help massage his boys. They were just as marvelous. His balls felt really great and he was getting turned on beyond my imagination. I could have just sucked on him for the rest of the day but I knew he would be getting to that point in no time at all and I couldn’t let that happen. I wanted him inside me.

I stopped and stood up and started kissing him again as he led me into the bedroom. This was going to be so great. The anticipation of him penetrating me was overwhelming my senses. I was so wet that my panties were soaked. My robe fell off my shoulders as I started to kiss him wildly. I just let it fall off as I lowered my arms one by one. “Wow!!! What’s the special occasion?” he asked but didn’t seem to really care. “I just felt horny for you”, I replied. He just let it go at that as I continued to work on him.

He started squeezing my tits and I always loved that feeling. It aroused me to beyond belief. He reached for my nipples that were stiff as a board. He brushed over and bent them down – they just snapped back when he let go. He immediately went down on them and started sucking what was sticking out of the garb. I tilted my head back and moaned wildly. He lifted both tits and went back and forth between them sucking each.

His pants were already down around his feet along with his underwear. I reached down and started yanking on that huge cock. If he wanted to eat me out I wouldn’t mind but I just wanted that thing in me. I wanted to feel whole with his shaft deep within me. He pushed me back on the bed and laid over me rubbing his dick up and down my clit. I knew it was coming. Any minute he would ram it in…just a few more strokes. And there it goes. It slid in and up with such ease. I felt euphoria as he pushed up and all the way in. I started to cry with the pleasure of it all.

He started to slide it back out and before I knew it he rammed me again….and then again and again. I wrapped my arms around him and even lifted my legs up and hugged his waist. He was enjoying this immensely. I could feel the thickness of his dick rubbing the walls of my canal. I could see he was about to squirt so I pushed him off and told him to lay down as I jumped on top of him. I wanted to ride him and ride him hard. As I positioned my pussy over his dick, I plopped down hard on it. We both let out such a moan. I started off slow and lifted up my body and then back down until I found that rhythm. I was in the groove and I wanted that ecstasy of letting go so bad.

I leaned over and let my boobs hang upon his chest. I could see my tits just stretched out and drooped to his body as my nipples squished into his. Right on cue he left them both up. I knew what he was about to do and that excited me. I saw his mouth approaching…this was going to be great. He took in as much nipple and boob flesh as he could. This is pure heaven. How can anything ever be greater than this feeling of sex – it was so gratifying. I grabbed the tit and forced it harder to his mouth. I didn’t want this to end. I knew I was about there and I wanted to let loose. I wanted to squirt all over his dick inside me.

A few more strokes and I was going to be there. I could feel it coming. The feeling was building up and up. My mouth opened wide and I let out such a wail of excitement and fulfillment. I twitched as I let go and screamed with delight. As I came, I kept bearing down on his cock. In that instance, he threw me off and told me to turn over on my stomach. I knew exactly what he wanted.

I got up on all fours and he humped me doggy style. His thrusts into me were deep and I had to bite my lip as he hit my upper wall. I felt like he could have ripped me but I didn’t care. I hung my head down and let my hair just fall all over. I could feel myself gearing up for another orgasm. I wanted it again from him before he exploded. I just let myself go in the moment and his constant rhythmic thrusts I would have no problems doing it again. I could feel his lunges picking up speed and I knew what that meant. Could I actually time my orgasm with his burst?

That great sensation was building up in me. I wanted to do it again. I moaned and panted heavily. I was just about there and I knew he was to. Just a few more poundings and it was over for him. I held back as best I could. I figured three more plunges in would do it. Three, two, one – and there it was. He pushed in hard as he could and gave way. In that special moment I also let go. It was spectacular! My cum mixed with his. It was euphoria. That feeling of climaxing together was sheer gratification and joy.

He pulled out his dick as fluids just ran out of me onto the bed. I didn’t care. I was just so sweaty and tired that I just laid there naked and closed my eyes to take it all in. He rolled over onto his back and also did the same as he was trying to catch his breath. As I reveled in my accomplishment of being f**ked, I came to the realization that I might have just gotten Susan pregnant. I frightened myself with that thought as I heard the front door slam. This guy next to me, who I don’t even know his name, jumped out of bed and grabbed his clothes as he headed to the bathroom. I was terrified as I started to look for clothes to put on. It had to be my daughter – I mean Susan’s daughter. This is not going to be good at all. Why couldn’t I just fall asleep and make my way back to my body.

 

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