“No peeking, Nicky,” Michelle stated decisively over her shoulder as she crossed the room and set her shopping bag with her new outfit on the bed.

Nick stood in stunned silence, listening to every sound she made as he faced away from her.  The sound of fabric sliding over skin … the sound of some piece of clothing, maybe a shirt, being dropped to the floor … more fabric, sliding ...

He turned his head around slowly, just for a glimpse …

She was standing there shirtless, with just a bra – an enormous black bra – and now she was going for her shorts, and—

She stopped cold, looking right at him …

Shit!  Nick whirled his head back around, standing completely motionless, holding his breath.  He heard heavy footsteps, approaching rapidly.  He trembled …

Suddenly, his head was yanked back by the hair, her fingers gripping him tightly, even painfully.  “Naughty, naughty …” Michelle scolded in a deep voice.  “Next time I catch you peeking, I’ll give you the same treatment I give Colin …”

Out of nowhere, he felt a sharp sting on his ass, causing him to yelp in surprised and pain.  He felt her hand cup his left cheek and squeeze for a moment in a show of dominance … he squirmed in intense discomfort …

Michelle released him and walked away, giggling, almost like she was just messing with him, playing a joke on her friend.  But it had left Nick feeling violated, vulnerable … terrified … Something told him that she would actually carry out her threat; he didn’t dare turn his head again, even though he knew she was stripping naked just feet behind him …

He listened for several moments, until he heard an odd sound – half rustling, half squeaking … What on earth??  He barely resisted the urge to turn his head, even as she finished dressing and began stepping up behind him … He held his breath …

Two incredibly long, shiny black objects were suddenly dropped in front of him from above, each standing almost as tall as he was.  He looked down – the bottoms looked like shoes, though the heels had a much longer spike than normal.  He turned his gaze upwards … and it slowly dawned on him what he was looking at – after all, he had seen such things before, though had never imagined them possibly looking so … massive … They were thigh-high boots made of vinyl, sporting 8-inch heels – and as Michelle stood them up in front of him they loomed almost up to his nose.  Dear god …

“Help me put them on,” Michelle told him, letting the boots go and standing up behind him with a sexily confident pose, both hands on her hips, waiting for Nick to turn around.  Which he did – slowly.

His eyes widened as his mind tried to come to terms with the sight of her standing before him.  She was wearing an outfit made entirely of vinyl: a shiny pink two-piece with vertical black stripes, it covered only the area between her upper thighs and her chest, and nothing more; clinging tightly to her body, allowing the soft flesh of her breasts to bulge out from the extremely low-cut, strapless top, showing enough cleavage to make Nick’s knees weak.  A zipper ran down the middle of her top, just waiting to be undone … Her outfit was undeniably kinky – more of a soft domme look than full dominatrix; but emphasizing the raw sexuality of the wearer, ensuring Nick was unable to do anything but stare up and gawk – and gawk he did.

“The shoes, Nicky.”

Shit!  He had forgotten where he was, transfixed on her … he knew he couldn’t afford to stare at her so openly – but he feared that would be easier said than done.

He turned hastily to the boot on the right, trying to figure out the best way to lift it.  He eventually decided to grab it from the sides, at about shoulder height.  But it was surprisingly heavy; he grunted, dragging the bottom along the carpet as he brought it to her leg, hardly daring to look up at the rest of her.  God, he couldn’t even lift her shoes off the ground.

“There’s a zipper along the inside,” she informed him in a level tone, pointing.

He didn’t know why he was nervous, but he was.  His fingers fumbled for the zipper, pulling it all the way down, seemingly forever.  He got down on his knees and dragged the boot closer to her long, bare foot, his hands trembling now.  Why was he doing all this?  Putting her shoes on her feet like some … servant or something.  And yet, he continued on, feeling both giddy and nervous, eager to see what they would look like on her legs.

He held the boot open – still keeping his eyes down – and she slid her foot gracefully inside.  He rose to his feet and grabbed the zipper starting at her ankle – which was well above his knee.  He zipped and zipped, up her legs so long and beautiful, up past his chin, so frighteningly high … he still didn’t dare to look up, feeling intimidated already.

He hastily grabbed the other boot and repeated the procedure, all while Michelle stood before him silently, no doubt watching his every move.  He finally finished the second boot and took a step back, marveling at the sheer size of her shoes alone.  But that was only the beginning of her; he finally started looking up, and up, and UP …

Her head almost seemed to be in the clouds now, looming so impossibly far above him, her head actually not too far from the ceiling.  Her sexy pink outfit, the bottom of which had been at his eye level just a moment ago, was now so high up that he’d have to reach up to touch it.  And her legs seemed so much bigger now, so much longer than they had a moment ago – and their size had been frightening to begin with.  The entire effect – her heels, her outfit, her body – it was almost too much for him.  He almost staggered to his knees, feeling dizzy from just being in her presence – impossible to ignore; exciting, yet intimidating; alluring, yet, somehow … terrifying …

She took a step forward, her enormous boot springing forward, the tight fabric squeaking, her sole landing heavily just inches from his toes.  She didn’t seem to care; a smug, almost haughty look crossed her face, as if her personality had changed along with her outfit.

Nick jumped back, intimidated … but she took another slow, heavy step towards him, closing the distance once more as she said smugly, “Like the outfit, Nicky?” as if she already knew the answer.

Nick backpedaled, his shoulders running into the edge of the desk behind him.

“Geez, Nicky … you look so tiny …” she marveled, a sly grin crossing her lips.  He didn’t think she meant it to insult or intimidate him, but he couldn’t help but start to feel trapped, and worried …

She leaned down slowly, in every move the confidence and grace of a huge beast considering a trembling mouse, a harmless runt.  She rested her hands on her knees, regarding him curiously, inspecting him.  “You’re just so far down – it’s amazing …” she commented aloud, the fascination evident in her voice.

Nick pressed himself back against the desk, shying away from her.  It was true; to him, she still seemed surreally far above him even leaning down like this.  Her face was still easily out of his reach, as were her breasts which were now practically bulging out of her top – enormous, tantalizing fruit far too high to be plucked …

She seemed to step out of her role for a moment as she asked him, “I hope I’m not making you uncomfortable or anything …”

Nick shook his head weakly, not wanting to admit how frightened and nervous he really was.  Michelle smiled again and reached past him, putting her fingers to the keyboard which was behind his head and a bit to the side.  This left him standing almost directly under her but not quite.

“Colin will be excited to hear I’m all dressed up in the outfit he bought me – though I still haven’t decided whether he deserves a peek or not …”  She chuckled, sending off her message.

She remained where she was while awaiting a reply, leaning over Nick, doing nothing to quell his tension and building arousal at her closeness.  She sighed, tapping her fingers idly on the desk, occasionally sneaking another look down at her little lab partner standing silent as a mouse below her.  She was so relaxed, so casual – not at all like Nick, who was doing all he could to keep his face straight and his limbs steady.

“Think he’ll like these boots?” Michelle inquired, looking down and raising her eyebrows playfully at Nick.  “I bet even he would look little next to me in these.”  She smirked.  “Hell, I would make most NBA players feel small standing next to me – I must be almost seven and a half feet tall now!”  She thought about this with a glint in her eye for a moment, but then looked down at Nick again, shaking her head in amazement.  “And I still just can’t get over how small YOU are …”  She reached down and placed her hand atop his head, marveling at the size difference, while making Nick cringe in even greater discomfort.  “You hardly even look like a person anymore.  You look like … a puppy or something.”

‘Bleep!’  Michelle took her hand away and turned her attention to the computer screen, ignoring the sheer confusion and dismay now plastered on Nick’s face.  She examine the screen, and then a low, pleased chuckle escaped her lips.

Nick, still hurt by her words, nevertheless spoke up after a few long moments of silence, despite himself.  “Wh-What did he say?”

Without answering his question, Michelle rose to her full height and looked down smugly at Nick.  “Let’s start taking some photos, shall we?” she said, and Nick had the feeling he had little say in the matter.  She bent down to retrieve the camera from her desk, standing tall and fiddling with the options a bit, then lowering the camera for him to take with outstretched hands.  He did so cautiously, feeling its surprising heaviness and bulk in his tiny hands.

“It’s all set up.  Just point and click the little button here when I say so,” she instructed, as if to a child.  She turned and walked to the middle of the room in front of her bed, whirling around and striking a playfully sexy pose.

Nick watched her, quietly fixated on her body, camera pointed in the completely wrong direction thanks to the distraction.  “OK, Nicky!” Michelle announced, staring at him expectantly.

‘Oh … right …’ Nick thought, carefully shifting the camera and pointing it at her, trying to ignore the allure of her appearance and focus on the task at hand.  The camera had a decent lens on it, making it heavier than he would have liked.  He extended it out from his chest a bit but not too far – his weak little biceps wouldn’t take it.  ‘Just click the little button there,’ he reminded himself, glad she had made things nice and simple for him.  But he just couldn’t hold the shot still; after watching the screen wobble and feeling his arms tire, he decided to just snap the photo.

Upon hearing the ‘click’, Michelle strutted forward, effortlessly reaching down and plucking the camera from his hand.  “Hmm …”  She frowned.  “It’s kind of un-centered, and out of focus …”  Then she smiled and added, “But I do like the perspective, though.  Say …”  She handed the camera back down to him.  “Why don’t you just take it from right there?  That could be fun …”

Nick, confused, took the camera and looked up at her.  His eyes widened as she took another step forward, closing the gap between them, moving her legs to within inches from his face, two imposing pillars of flesh clad in vinyl – and those were just her legs, not the gut-wrenching tower of feminine beauty stretching far above.  There was just too much of her to take in all at once … he took a timid step backwards, almost instinctively …

“No, no, I want you as close as possible.  I just want to see what it looks like.”  Her giant-sized boots stepped forward once more, flattening the carpet just a few inches from his toes.

“Go ahead,” she encouraged, smiling down at him eagerly.  He knew there was no point in retreating further; silently, he lifted the camera in his trembling hands, hoisting it just above his head while craning his neck uncomfortably in the process.  He steadied it as best he could, getting as much of her wide hips in frame, and what little of her head he could see from beyond the imposing swell of her bust.  He snapped the photo.

Michelle wasted no time in lifting the camera from his grasp again.  This time, though, her eyes widened, a look of true fascination lighting up her face.

“Wow …” she said, blinking and staring at the small screen, transfixed on the image.

She moved the camera to the side so she could look down into his eyes.  “Is THAT what I look like to you!?” she asked, incredulous.  She stared back at the screen and laughed.  “Oh my god!  I guess I just never fully realized how … how HUGE I must look to you.”  She giggled, seeming almost giddy, covering her mouth with her hand in genuine surprise and delight.  “Look – you can hardly even see my face!  You must be forced to look at these boobs all day long …”  She held one breast playfully for emphasis, then peered down – leaning her head forward this time – to stare into his eyes with mirth.

By now, Nick was literally squirming with discomfort, his cheeks red with embarrassment.  He just wished she would stop fixating so much on his size; he was self-conscious about it enough as it was.  But he had a feeling she wouldn’t stop here.

Boy, was he right.  She leaned down slightly, just enough to touch her fingers to his cheek softly as he stared open-mouthed up at her, shuddering from her touch.  “Be honest, Nicky: does my size … intimidate you at all??” She had asked innocently enough, though Nick thought he detected more than a bit of hopeful eagerness in her voice.

He shook his head back and forth, slowly, silently.  He hoped she didn’t realize how quiet he had been ever since she had put on her new outfit, especially those heels … He just couldn’t help but be awed and dazed by her size and presence.  Was he intimidated by her?  Hell yes, he was.  Could she see this in his eyes??

She regarded him coolly for a moment, as if evaluating his response.  Then a sly smile slowly crept across her lips, not bothering to wait for his response.  “Mmmm … so you won’t mind if we do some more poses, then?”  She handed the camera back to him and he took it warily, not liking her tone but not wanting to reveal his nervousness.

“These will all be for Colin – of course,” she informed him slyly, her eyes narrowing.  “He would LOVE to see how I look from your perspective … He wishes so badly that he were little, just like you – he’s told me so.  He says, it would be so thrilling, looking up from way down there, knowing I could do ANYTHING to him, anything I wanted …”

As Nick looked on, Michelle’s appearance slowly began to take on a whole new aspect – her gaze hardening, intensifying, darkening; her jaw set aggressively; the muscles tensing in her toned arm, her fingers clenching into a fist above his head; her entire body leaning, positioning itself even more completely over him, surrounding him, bringing her boot-covered thigh within inches of his chin, making him feel her presence … the changes were subtle, but utterly overwhelming to a little man who had already been too intimidated for words, who was now almost ready to piss his pants … and yet, inexplicably, something about her posture captivated him, gave him an electric chill down his spine … He felt his cock stirring in his pants …

“Take it now.”  Michelle’s voice wasn’t her own – at least, not the one he was used to.  This voice was much more cold and commanding, even terrifying, leaving no room for argument, only compliance.  Nick snapped the photo, his hands trembling.

The camera lifted rapidly out of his hands.  She inspected the photo – and frowned.

“It’s blurry.  The camera wasn’t still.”

Her tone suddenly struck fear in him.  “I-I’m sorry …” he said meekly, looking up at her, his neck hurting by this point.  “I-I … it’s just … the camera’s heavy …”

He didn’t know why he felt the need to apologize over something so small.  There was just something about her now that made him act like this …

He took the smallest of steps back, giving him just a bit more breathing room.  Michelle, meanwhile, was already handing the camera back to him – which he took immediately without question.

“Back up,” she told him simply.  Her leg began to move forward, bumping into him and not stopping.  Alarmed, he skittered back with her following in his wake.  He bumped his shoulder against the edge of the desk like before, but this time he had to watch with fright as her knee lifted towards him, pressing into his upper chest – surprisingly firmly, almost to the point of restricting his breathing, like she didn’t quite realize how little pressure his body could take … or did she??

“Put the camera on my thigh,” she told him in a clear tone, pressing into him ever-so-slightly tighter.  Nick was trying hard not to panic.  He didn’t know if she meant to treat him like this, or if she was just caught up in the mood.  Either way, he wouldn’t keep her waiting.  He propped the camera against her enormous thigh, feeling the strength of her quadriceps through the shiny fabric of her thigh-high boots.  She struck an aggressive pose, staring down at him with a fiery glint in her eye, giving him chills.  He began to wonder who that look was meant for – Colin, or him …

He found that her thigh really did help stabilize the camera – but it also gave a frightening new perspective to the photo.  She looked for all the world like a towering, beautiful woman pinning a smaller man with her knee, overpowering him … dominating him … and Nick shuddered as he realized that was exactly the position he found himself in right now.

He didn’t wait for her command this time; he took the photo.  When she took the camera to inspect the photo, her lips curled into an absolutely devilish grin.  She seemed to thoroughly enjoy the result; Nick wasn’t sure if this was good or bad …

“Wow …” she said, her eyes widening subtly.  “The perspective, it’s just so perfect.  It adds so much to the effect, looking up from way down there.  Doesn’t it, Nicky?”

She turned her penetrating gaze down to him, still pinned against the desk by her leg – if anything, even harder than before.  He was standing utterly motionless, hardly daring to breathe, so fraught with anxiety and tension.  It was impossible to explain in words what he found so frightening, and overwhelming – it was the look in her eye, more than anything.  It captivated him, excited him; and yet, at the same time, made him want to shrivel into a corner and hide.  He truly had no idea what this side of her was capable of – and he wasn’t sure he wanted to ever find out …

A brief smirk seemed to flash across her face; she stepped back, releasing her pin on his frail body, letting him breathe freely again.  But no sooner had she done that than she lowered herself to one knee in front of him, then wrapped one arm behind his back, spinning his shoulders to face the computer screen with her.  She brought her other arm up, and both moved to his chest, pulling him in to her clutches, her one raised knee swinging open to allow him closer.  Kneeling, she was still far taller than him, her chest roughly level with his head.  So she lowered herself a bit, leaning down almost to his ear.

“That wasn’t so bad, was it Nicky?” she breathed, her tone still frightening, but now dripping with sensuality too, compelling him to agree without question.

After a few seconds of wide-eyed silence, Nick replied simply, “N-No …”, not wanting to betray any sign of weakness.

“Mmm … gooood … I was hoping you’d say that …” Michelle purred in his ear, enough to send waves of goosebumps across his skin.  She tightened her grip, leaning even closer to his ear.  “Because there’s SO much more I can do with a guy your size – so little, so weak …”  Her fingers began to rake slowly across his chest, making him quiver with distress – and growing arousal.

“… You’re willing to play along, aren’t you Nicky?  You don’t mind if I use you to put on a special show for Colin … right?  It’ll be so fun, so enjoyable – I promise.”  With that, she raised up a bit, enough to bring her head above his, and to allow her to bring the soft expanse of her chest forward until it pressed into his upper back, using her arms to pull her just a bit tighter against him – around him …

He shuddered powerfully; she could feel his heart beating faster and faster in his little chest.  “You don’t mind, do you Nicky?” she goaded once more, knowing his response even before he gave it.

He coughed.  “N-N … N … No …”  He could barely get even that single syllable out.

She exhaled, relishing her power over him.  “Goood, Nicky,” she breathed, giving him a small squeeze of gratitude.  “Just hold tight, and we’ll get started in no time.  I know exactly what to do with you first …”

As she felt him shudder once more, she pulled away a bit, straightening her back and looked clean over his head at the computer screen in front of them.  She uncoiled her hands from his torso and set about uploading those recent photos she enjoyed taking – and seeing – so much, letting him stew for a while in front of her, imagining the thoughts that must be going through his head right now.

Every now and then, she would run her fingers gently along his back, or through his hair, just enough to remind him of her presence.  Each time she touched him, his body would become stiff as a board as he tried not to show much he enjoyed it.  She would hold back a laugh, enjoying his reaction immensely.

A few minutes later, she took the camera and mounted it on the edge of her desk with the little built-in tripod, pointing the lens towards the center of the room.  “OK,” she announced, effortlessly turning Nick’s shoulders with her hands to face her.  She watched him look up with a stunned look on his face, until then his eyes fell to her chest just inches from his face, his eyes bulging when he saw their size and closeness.

Michelle smirked, wrapping one hand around his back to bring him just a bit closer, knowing what it would do to his mind but feigning ignorance.

“Nicky,” she said down to him, using her finger to nudge upward on the bottom of his chin.  She laughed inwardly as his eyes immediately darted upwards, trying to pretend he wasn’t aroused.  But she could tell from his nervous fidgeting that her breasts were still very much in his thoughts.

But she continued as if unaware, “I want you to just follow my lead, OK?  And if anything I do to you makes you uncomfortable, just let me know.”

“Wh-What are you g-going to do to me?” he blurted, finally voicing his concerns.

Michelle just smiled.  “You’ll see.”  She watched a nervous frown cross his face, and in response she started rubbing his back, knowing he’d enjoy the sensation.  “Don’t worry, Nicky,” she added, lowering her voice to a soothing whisper.  “I’ll make sure it’s fun for you, too.  For one thing, I’ll allow you – no, I expect you to stare at my body as much as you can.”

Nick’s body jolted in shock.  He couldn’t believe his ears, staring up at her with mouth agape.

Michelle let herself laugh aloud this time.  “That’s right,” she continued with a smile.  “Pretend you’re Colin – but even smaller, and weaker, and more obsessed with my body.  I mean, I KNOW you’re not ACTUALLY obsessed with me – at least not anymore, right?  But he doesn’t know that.  Oh, if you could just pretend you’re like him – and really play it up, Nicky – then we can really tease him and show him what things are like from your perspective, show him what he’s missing … Can you do that for me, Nicky?  I’d be SO happy with you if you did …”

Nick didn’t know what to say.  He tried to mouth a response, but nothing came out.  All this time, he had secretly been thinking about her, wanting her so badly in that eye-popping outfit of hers, so indescribably sexy … But now, he was being given a free pass to stare as much as he wanted – he didn’t have to hide it anymore.  It was almost too good to be true.

“Let’s give it a practice run, shall we?” she said with a smirk, not bothering to wait for his answer.  Before he knew it, he felt her hand wrap around the back of his head.  His head began to tilt downward.  Her face was soon out of view, replaced by her neck, then her bare shoulders, and then … breasts.  So soft, so massive, each easily bigger than his head.  His cock instantly sprang to life, twitching spasmodically.  He felt himself being pushed forward, approaching those two soft orbs of flesh spilling out of her top … His first instinct was to try to resist, to push himself away – he had trained himself so hard to resist such feelings.  But now, he was SUPPOSED to give in … she WANTED him to obsess over her …

He brought his hands up, hovering near her flesh, hoping he was allowed …  He heard a soft hum escape her lips from above, letting him know it was OK.  His hands moved forward, quivering … He gasped as he made contact with the skin of her breast, so impossibly soft and smooth, otherworldly … He felt ready to explode in his pants at any moment …

He couldn’t hold back any longer; he brought his face forward, planting himself into the great divide of her cleavage, feeling the warm softness of her flesh all around him.  His hands began to shake madly, his nerves overloading, more than they could handle – but he couldn’t pry himself away.

And yet, he found himself being pulled away from her chest nonetheless – it was her hand on his neck, pulling him back.  But he didn’t want to leave her; he struggled uselessly against her grip, like a man possessed; his hand reached forward, trying to get another feel …

“Wow, Nicky!” Michelle breathed, putting her fingers to her lips to feign surprise.  She tilted his head up so she could look him in the eye.  “Your acting was incredible -- you almost had me convinced, like you weren’t even pretending!”

He was too dazed and confused to catch the real meaning of her sardonic smirk as she secretly laughed at him on the inside.

“Oh, this is going to be so awesome!” she chirped excitedly for him.  “We’re starting right away – I just can’t wait!”

His performance seemed to have reawakened that new side of her, the one that was so exciting to watch, but also made him so nervous.  She rose swiftly to her feet, snatching his wrist and bringing him with her as she approached the camera and made some final adjustments.  Then, clearly excited, she dropped to one knee again in front of him, saying eagerly, “While I start filming myself, there’s one last thing I want you to do: go get that little pouch I gave you, the one with all the vials in it.  And bring it back here.”

Nick’s eyes widened, his anxiety growing.  “Wh-What?  B-But you said not t—“

“I know, Nicky.  Don’t worry, we won’t actually use them.  I JUST want to show them to Colin.  Trust me, Nicky, it’ll be fine.”

He started to protest again, but suddenly she bent down and brought her lips to his, forcing his mouth open as she kissed him briefly but intensely, her tongue flirting with his inside his mouth.  “Hurry back, OK?” she whispered, then turned him and gave him a little nudge toward the door.

He was too overwhelmed to protest; it was almost like she had planned it that way.  He went forward at her request, stealing one more glance in the doorway at her glorious form turning away from him, admiring what the potion had already done for her body.  Then he got to imagining what it could STILL do, to make her even better than she was now …

He supposed that bringing the bag of vials wasn’t the worst thing.  Couldn’t hurt to just have it sitting there in the room – not to use it, just to think about it, that’s all …

He scampered off, retrieving the bag of vials where he had hidden them under the couch.  He returned just in time to hear her say, “Hi, Colin …” her voice heavy with scorn.  He snuck quietly inside, pushing the door shut behind him.  Michelle saw him come in and her eyes lit up noticeably at sight of the bag in his hands.  She made a quick gesture to put it down on the small bookshelf next to the door.  He complied, then stood patiently off to the side, waiting for her direction.  He noticed an orange light on the camera, which he seemed to remember indicated a live video recording.

She turned her attention back to the camera and fell into an aggressively dominant pose, showing her body off to the camera with an indescribable look in her eyes.  “How’s my pathetic little slave boy doing in his hotel room?  Hmm?  Feeling lonely, are we?”  She chuckled, leaning forward a bit and pressing her breast to tease Colin.

After a pause, she added, “I’ve got a special surprise for you – one that I KNOW you’ll like.  I want you to meet someone.  Nicky, come here please.”  She turned her gaze sideways, looking straight at Nick who was still trembling, trying to recover from his last shock.  He wanted to be near her, yet he wasn’t sure if he was ready for whatever she had planned.

Seeing him hesitate, she put her hand on her hip and pointed insistently to the floor between her feet, raising her eyebrows expectantly.  Shocked, Nick’s heart leapt in his chest as he complied immediately.  He stepped forward timidly, a nervous silence befalling him.  She continued to stare down at him as he approached her massive figure.

To any innocent outsider who might happen to view the footage later, the unfolding scene must have provided quite a shock.  There was a woman, almost otherworldly in appearance – clearly of incredible stature with not much room between her head and the ceiling, and with looks that could kill … but, just as fascinating, a tiny figure slowly came into the frame, a small child by the looks of it – no, wait, he had the features and proportions of a man, just … miniaturized … and next to her, the comparison was even more shocking.  Surely this was just special effects; it couldn’t possibly be real … and yet, as the tiny man timidly approached her and, at her quiet direction, wrapped his little arms around her towering leg; and as her hand reached down to slowly run her fingers through his hair, petting him possessively – it all seemed eerily lifelike.  Enough that one might almost believe the footage wasn’t faked, but was actually real, as preposterous as that seemed.

Of course, it was all very real, as Nick could attest from his vantage point standing next to her – or, more accurately, below her.  She had told him to hold her leg; and though he wasn’t sure why, he found it surprisingly agreeable, especially with her petting his head like she was.  He felt like he belonged –belonged to her.  It was a weird feeling; but, in a way, it just felt right, to be clinging to her leg like this, awaiting her direction.

“Here he is, the little man responsible for turning me into this …”  She gestured at her body, a knowing smile on her lips.  “And look what has happened to poor little Nicky as a result.”  She continued to pet Nick’s hair, looking down at him possessively.  He looked up, clutching her leg even tighter through her thigh-high boots, staring up at her passively, almost deferentially – he couldn’t help it.  She was making him feel so … submissive.

“So small … so very, very small …” Michelle commented aloud, stroking his hair gently.  “He’d be all but helpless on his own … he depends on me so much now …”

Nick’s eyes widened, his mind disquieted though he remained silent and passive.

She raised her gaze to the camera.  “But things aren’t all bad for him.  No, actually, Nicky likes being this size …”  She brought her eyes slowly back down to Nick, who was starting to clench his fingers around the fabric of her boot in apprehension.  “Isn’t that right, Nicky?”

Nick shook his head emphatically, trying to convince her that he didn’t – though, secretly, he did.

Michelle laughed and looked at the camera again.  “He likes to pretend otherwise, but I know better.  He’s obsessed with my body, and how enormous it is – to him …”

She looked down, her gaze intense and knowing.  He thought for a moment that she was onto him, that she knew the truth … but no, she was just acting, right?  Or … gah, he couldn’t decide!

He shook his head in confusion and denial, withdrawing from her leg and slowly backing away from her while protesting meekly, “N-No, Michelle, that’s n-not tr—“

Suddenly, she bent down, lowering her arms towards him.  She moved so fast; he couldn’t retreat nearly fast enough.  And just like that, her hands reached under his arms and wrapped around his chest; and he was lifted into the air with dizzying speed.

She stood up and held him out in front of her, facing her, watching his little legs and arms flail to no effect.  He quickly gave up his struggles once he realized how high up he was – his feet dangled easily three or four feet off the ground, which to him looked like six or eight … and he had never been fond of heights …

He felt Michelle’s hands shifting, and he immediately clutched her forearms in panic, suddenly fearing for his safety.

Michelle laughed in surprise.  “Aww, c’mon, it’s not THAT high up …” she teased.  Her eyes full of mischief, she waited for a few long moments, then released.

Nick found himself suddenly free-falling, plunging towards the ground.  He shrieked, flailing madly for her arms …

She caught him just a split second later, only letting him drop a little ways.  She couldn’t help but bust out laughing at his expense, seeing the terror in his eyes and feeling his little nails digging in to the skin of her forearms, all over something so small.

He was furious and terrified.  There was no remorse whatsoever in her eyes – she didn’t care what she was doing to him; she only found it funny … why was she doing this??

“See how helpless he is?” Michelle asked to the camera, smiling impishly.  Her hands started to move side to side, jostling him, making his limbs flail a bit like a ragdoll.  Now she bounced him up and down, tormenting him, teasing him.  He clutched her arms tightly, a look of misery on his face as he pleaded for her to stop.

“Oooh, let’s see how high I can toss you in the air …”

Nick’s eyes almost popped out of their sockets as he gripped her arms with renewed urgency and panic.  “No!  Don’t!!” he shrieked.

“Haha, just kidding, Nicky,” Michelle replied lightly, enjoying his reaction.  “Come here; you’ve had enough, haven’t you.”  Nick found himself being moved to her side, pressed against her right hip.  She quickly and deftly moved her right hand to cup his bottom, encouraging him to lift his thighs up and wrap around her midsection and lower back.  She pressed him tightly against her, holding him to her hip like she would a small child.  He squeezed her body reflexively, almost instinctively, wanting to feel safe and secure again.  His upper body fit so snugly between her arm and the soft flesh of her chest; his head rested so naturally against her inner shoulder, just a couple inches above her bosom, granting the perfect view …

“You like this better, don’t you Nicky?” Michelle said smugly, feeling his anxiety evaporate almost instantly.  She squeezed his tush, pressing his groin into her hip, already feeling his little stiffy hardening against her.

She brought her free hand up to cup her left breast, giving it a nice squeeze for his benefit, knowing he was watching.  “That’s it, Nicky.  Keep staring.  I know you can’t resist.”

Nick was too engrossed in her body to protest her words anymore.  There was just so much to look at, so much milky white flesh before his eyes ...  As her hand squished her breasts together he nearly fainted.  It was all he could see or think about; he had all but forgotten his fear and anxiety from just a few moments ago.  And he became more and more enthralled with each passing second.

He felt her start to move forward.  He could hear and feel the fabric of her tight vinyl top rubbing with each step, her hips swaying and rubbing electrifyingly against his crotch, while her cleavage wobbled deliciously out of her top.  She stooped temporarily, reaching down.  A light rustling sound as she seemed to be retrieving something.  He hadn’t bothered to look away from her chest, though – he was too transfixed.

She began walking again, and this time he happened to notice the camera out of the corner of his eye.  She was re-positioning it onto the shelf above her desk for a better view, angling it more towards the wall as she walked in front of it.  He clung to her silently, overcome with sensation.

She turned with him in her arms and said to the camera, “He’s so completely obsessed with my body, especially my breasts … See?  He’s hardly aware of anything going on around him.  He can probably barely even hear what I’m saying right now …”

She looked down at him, and Nick tilted his head up momentarily, sensing she was asking him something though he hadn’t really been listening.  His eyes were glazed over with hollow, simpleminded lust, and she seemed to sense this.  She smiled smugly, rotating his head toward the camera with her hand.  “See what I mean?”

She held his head there for just a second or two before graciously turning it to point straight down at her chest again, bringing his nose within an inch or two of her flesh.  She then reached down for his tiny hand, which he had wrapped around her middle just below her chest.  She peeled his hand off the pink vinyl of her top and lifted it higher.  He watched in amazement as his hand, guided by hers, came up, then forward; closer … closer … oh god yesss …

His hand made contact with her chest, just above where her top ended and her cleavage began.  He shuddered and moaned as her hand pressed his even deeper into her flesh which molded around his tiny fingers.

“That’s it, Nicky.  I know you want this…”  She retracted her hand, letting his hand stay and grope all it wanted.  She moved her free hand down across her midsection, cupping the bottom of his upper thigh so that both hands were supporting his weight.  She rotated her body slowly back and forth, rocking him gently, as she stared into the camera.

“Can you imagine what this must be like for him?  My breasts are so big now – but to him, they’re absolutely enormous.  Look how tiny his hand is; it barely covers anything!  And even his head is so much smaller than just one of my breasts.  It’s no wonder he’s acting like this – there’s just so much for a guy his size to enjoy.”

He couldn’t help himself; he began to curl around her, clinging tightly to her side, groping her breast slowly with his hand as if possessed.

“Are they big enough for you, Nicky?” she asked, looking down with an almost maternal look in her eyes.  He could only murmur in response.  Without him realizing, her left hand had begun to rise up, lifting the object it held up to her lips.  There was a brief silence, and then she added, “You know, they could get even bigger, if you wanted them to …”

He heard this, subconsciously; a thrill took over his body, excited on a basic level, excited by the possibilities.  He felt her head bending down towards him.  He looked up, seeing her beautiful face quickly approaching.  His bottom was suddenly propelled slightly upward, lifting his body just enough to meet her lips.  She kissed him, like before – but this time, as he opened his mouth, he felt a warm rush of something, some liquid, pouring across his tongue and washing down his throat.  The taste was so familiar, somehow wonderful combined with her scent, and the feel of her tongue playing across his.

She pulled out from his mouth, leaving him panting, his eyes closed in bliss.  But she whispered down to him, “Watch, Nicky … watch them grow …”  Her hand cupped the back of his head and tilted his head down to nestle against the top of her bosom, holding it there firmly.  Her chest rose as she breathed in, then fell – but wait, it was still expanding …

Her chest was growing; there was no doubt about it.  He could feel it expanding under his hand and face, and against his chest, like two balloons being slowly inflated … finding no more room under her bodice, they expanded upwards and outwards, overflowing.  In fact, her entire body seemed to be expanding, her chest and hips most of all, but the rest of her too … There was more of her to cling to and enjoy with each passing moment; he was in heaven, squeezing her as tightly as his little muscles would allow, loving every second of it.  He started to feel slightly woozy, that familiar uncomfortable sensation – but he didn’t care.  He was losing touch with reality, becoming lost in a realm of pure pleasure.  He grinded his crotch shamelessly against her hip, not even realizing where he was.  For him, there was only her, and her breasts …

“It feels so nice, doesn’t it?” she cooed.  “Feeling them growing bigger, pushing out against you?”  She cupped him even tighter against her, encouraging him to experience her fully.

By now, Nick’s neck had bent down even farther, his body almost in a fetal position as he curled up against her, his little hand pawing mesmerized against her flesh.  His lips were just close enough to feel the upper reaches of her bosom, his mouth opening and closing slowly in a guppy-like motion, his crotch continuing to grind steadily against her hip as if possessed.

Her eyes lifted to the camera briefly to explain, “You see, Nicky here only shrinks when his mind lets him.  He used to be able to resist it, but now – well, just look at him.  You can see how much he likes this … Don’t you, Nicky?”  She turned her maternal gaze back down to him, nestling him even tighter against her bosom.

“It’s amazing, isn’t it?” Michelle continued, her fascinated voice directed at the camera.  “His mind has eroded so much from all the potion he’s consumed.  It’s happening slower now – there’s not much more of his mind to take, really – but each time he loses more of his ability to think and becomes more ... instinctive.  Just acting on basic impulse, really, to the stimulus I’m giving him – see how he’s curling up against me, his mouth searching for something to latch on to … almost like he’s trying to nurse …”

She watched Nick for another moment, then reached for her chest and guided his hand lower, towards the center of her breast.  She could feel his hand tense up in instinctive response to the feel of her firm nipple poking out against the tight pink fabric of her top.  She watched with growing fascination as his mouth began to drool, moving south of its own accord towards its intended target.

Her own lips parted in amazement mixed with arousal.  She hadn’t thought he could actually be driven this far so easily …

She regained her composure enough to say in a deep, sensual voice, “He’s so simple now, so weak … just like a baby …”

She watched him with growing fascination, seeing how his lips never once stopped trying to suckle.  She still couldn’t believe she had managed to take Nick of all people and turn him into this.  Any reservations she had over treating him like this, any feelings she might have once held for him – it was drowned out by the incredible thrill of controlling and dominating him so completely.

She had been holding herself back for so long now, knowing that if she did any of the things she really wanted to do to him she’d have scared him off, so to speak.  He would have put his defenses up and then there’d have been no way she could’ve persuaded him to shrink.  But now his mind was just so easy to control, malleable … She knew she could do just about anything she wanted to him now, no matter how extreme – and he might actually LIKE it.

That was her ultimate goal now – to change him completely, permanently.  Just shrinking him down physically hadn’t been enough – the last few days, he had proven he was still the arrogant jerk he always was, still trying to take advantage of her even when she had given him a chance to turn things around.  No, to change him would require psychological manipulation as well – and that’s why she had been priming him sexually, driving up his libido, all while breaking down his self-confidence and sense of independence.  Until now, that is – when he was finally perhaps weak enough for her, dependent on her, wanting desperately to please her.  He had already experienced his growing submissive desires vicariously through ‘Colin’ just now – but now it was time for him to receive a more first-hand treatment …

And Michelle wasn’t even fully sure where she herself would take this, or whether her plan would actually work.  It was a tall order – changing Nick from the inside out – but she was more than willing to try, all ‘in the name of science’ … and fun …

She took one more look down at his little body, nestled snugly to her bosom, still trying to suckle and still probably not even realizing it.  “Hmm … you’ve had enough now, sweetie,” she told him softly, her voice gradually darkening.  “Now for some real fun …”  As she hissed these last words, she stepped forward, causing Nick’s body to shake with her movements, jarred away unwillingly from her breasts.

“Wh … Wha …?” Nick muttered in dim confusion, unhappily distracted from his bliss.

It all happened so fast.  His body was suddenly wrenched off of hers, his feeble limbs torn away like they were nothing.  He shouted – more like whined – in protest, staring up into her eyes with the shock of deprivation.  But before he knew it, he felt his body being slammed back against the cold wall behind him, stunning him into temporary silence, his mind reeling.  Her hands pressed into his sides, just below the armpits, immobilizing him, pinning his body many feet off the ground.  It all happened so, so fast …

“Oh, you didn’t think I’d let you enjoy yourself like that forever, did you??”  A chilling look of superiority played out on her face as she gleefully watched his struggles commence, his limbs kicking and flailing in sporadic, jerking motions as his mind went haywire from the sudden deprivation of pleasure.  She could almost see the dopamine receptors in his brain firing madly to provoke an intense feeling of frustration and yearning, causing his eyes to flare now with animalistic passion as he swung madly at her breasts, needing them so badly but finding them just out of his reach.

His whining intensified along with his struggles, but everything he did only seemed to bring a wider grin to Michelle’s lips as she began teasing him sadistically: leaning forward, bringing her breasts closer, putting her cleavage on full display for him, taunting him.  He lunged out with his hands, but she withdrew just a split second before he could touch them.  She laughed with wicked delight, so unlike the Michelle he thought he knew.

“Awww … so close … What’s the matter, sweetie?  Are your arms just a little too short now?”  She bent her elbows inward to squeeze her cleavage together, causing him to flail even more wildly as she watched with an evil grin.

Why was she doing this? he wondered in brutal anguish, making another feverish swipe at her chest but falling short.  The torture was simply unbearable – and one look at her eyes told him she knew EXACTLY what she was doing.  She knew how much he was suffering – and she was loving every second of it.

She shifted her grip, grabbing his forearms one at a time and pinning them to the wall, slowly raising them and bringing them together above his head, leaving his body to dangle below.  This allowed her to bring herself even closer to him without him being able to touch her.  He watched as her massive form approached his tiny body, her breasts utterly filling his vision, practically bursting out of her pink top, her milky flesh just waiting to be squeezed and fondled.  He lurched forward, desperate to feel their comforting warmth again.  But he could really only move his neck; the rest of him dangled helplessly and pathetically, his muscles too weak to propel him forward.

“Oh, did you want these?” Michelle asked in a devilishly playful voice, tilting her torso to give an even more impressive display of cleavage.

Nick moaned and writhed, like a worm helplessly dangling from a hook.  “Mmm … that’s it …” Michelle purred.  “Keep trying; keep squirming.  Show me how badly you need me, how obsessed you are with my body … The more frustrated you get, the easier you’ll be to control …”

Nick whimpered, frightened by the ominous sound of her voice.  But her breasts – they were just so close … he just couldn’t control his urge to lunge for them, even knowing he would be denied.  His dick throbbed in his pants, aching for her touch.

Michelle turned her head to face the camera, stating matter-of-factly, for the record, “This is step one of Nicky’s training.  I’m going to break him down, bit by bit; and then, when he’s ready, I’m going to reprogram his simple little mind to obey me, and to accept his new purpose in life …”

Her head slowly turned back to him, her eyes descending upon him, her gaze chilling him to the core.  “He may THINK he’s obsessed with me now … but just wait ‘til I’m through with him today …”

Nick’s blood began to curdle.  Her words were so deeply terrifying … dear god, what did she have in store for him??  Surely she wasn’t capable of doing all this to him – weren’t they supposed to be friends!??

“So just sit back and enjoy the show, Colin,” she said loudly, almost sarcastically, referring to the man for whose benefit this video was supposedly made – who might or might not really be involved at all.

“And you …” she uttered, turning her terrifying gaze down to Nick, lowering her voice to speak directly to him as a wicked smile crossed her face.  “Great pretending, Nicky …”  Her voice seemed almost sarcastic again as she dropped her lips down to his ear.  He could feel her hot, moist breaths washing across his cheek, down his neck, into his ear … She whispered softly but intensely for only him to hear, “Keep it up, Nicky – give me everything you’ve got.  Don’t stop pretending – even if get carried away with myself.  You’ll just have to go with it …”  She leaned into him, letting her breast brush just barely against the tip of his nose for a brief moment – tantalizing him, tormenting him – as she pulled her face upwards and backwards to stare intensely down into his eyes.

She could see his lust – he knew it.  He trembled before her, his mind reeling, wondering if she still really believed he was just pretending, or if she knew better by now, and was doing all this to him on purpose …

Her voice increased slightly in volume, loud enough for the camera to hear – and yet, Nick still felt like she was addressing only him.  “And now, Nicky, you’re going to start begging me for more.  Admit how obsessed you are with me, and how desperate you are to please me …”

He was becoming suffocated by his fear of her, and of what would happen if he allowed this to go any further.  “Michelle …” he whispered anxiously, his head shaking nervously, his eyes staring pleadingly.  “I … I don’t like this.  Maybe we should st—“

Her hand clenched tighter, locking his jaw in place, effectively making speech impossible.  “What did I just tell you, Nicky,” she hissed.  she hissed, presenting her cleavage directly in front of his eyes.  “Don’t make things harder on yourself – stop trying to fight it.”  She brought her cleavage down directly in front of his eyes.  “I know what you really want.  Just admit it …”

Nick’s heart rate began to skyrocket, his breaths coming in short, shallow gasps.  Was this still part of their ‘game,’ or had it become real??  He didn’t know … but god, he was scared …

Her hand clenched even more painfully around his jaw and neck, commanding him to obey.  His words only came out in random syllables.  “I-I … uhhh … y-y-you … errghh … “

“Speak up, Nicky,” she commanded, raising her voice.  Her hand released his jaw, moved out of sight, and then came out of nowhere, slapping him swiftly across the side of his face, making him shriek in surprised pain.  It had been a very light slap from her point of view, more like she was admonishing a child than causing harm – but to him, it was a sharp, heavy blow, leaving a stinging pain lingering on his cheek.  She had his complete and undivided attention now.

“Tell me you like my body,” she commanded.

He hesitated, whimpering and holding back tears – but then her hand clamped down painfully on his chin again, compelling him to exclaim loudly, “O-OK!!  I-I l-like your b-b-body!!”

She tilted his head forward with her hand.  “Stare at my breasts,” she ordered, thrusting them in his face.  He could feel the heat radiating off of them.

He didn’t disobey – he couldn’t disobey.  His eyes widened instinctively, seeing how close they were, how huge … and despite his fear, he felt that familiar deep sense of yearning returning to him …

She could feel his struggles abating, already becoming more docile again.  “Kiss them,” she commanded, a bit more gently this time.  She removed her hand from his chin and watched his eyes dart up to hers in surprise.  She brought her breasts closer, within reach of his lips.  “Kiss them, Nicky,” she repeated, feeling a secret thrill of pleasure as she felt his tiny lips make contact with the milky flesh of her left breast.  “That’s it …” she said softly, watching him with pleasure, seeing his eyes already filling with gratitude.  “Worship them, Nicky … give yourself up to them … let them control your weak little mind …”

When his lips first touched her breast, he had shuddered powerfully, feeling the perfection of her flesh again, as if for the first time – so wonderfully soft, warm, supple … but he quickly began to give in to passion, starting to kiss all across the vast expanse of her cleavage, worshipfully, reverentially, losing himself in the moment, hearing her words in the back of his mind: “Give in to them, Nicky … worship them …”

He could feel his mind giving in to her just as she said -- but it felt too good for him to stop.  He kissed more and more urgently, pressing his face into her flesh, losing himself in them … until finally they were pulled away, exposing his face to the cold, empty air.  He whimpered as she held her breasts just barely out of his reach, keeping them there to build his frustration and longing.

“This is your training, Nicky,” she told him, watching his desperation grow.  She easily overpowered his head and pressed it back against the wall with her palm.  “Now I want you to start begging …”

He squirmed against her but had no chance against her hand on his jaw.  Meanwhile, his arms remained helplessly pinned above his head, beginning to ache.  He felt so weak, so exposed, so helpless … he wanted so badly to be back in her embrace, held against her bosom …

He couldn’t fight it anymore.  Close to tears, he nodded his head defeatedly, beginning in a low voice but growing louder, “Y-Yes, Michelle ... please … p-please … I’ll do anything …”  His head still pinned back against the wall, he stared longingly at her breasts, so close, yet seemingly unattainable.

This was the response she was waiting for – he could sense it from the way her hand tightened its grip on his hands over his head, and from the confident, widening smile on her lips.  “Good … your training is starting out nicely …” she purred, lowering her other hand from his chin to his chest, dragging her fingers across his skin, causing him to shudder in pleasure.  He gasped, staring longingly at her chest.

“I’m inside your head now, aren’t I, Nicky?  You can FEEL me there, controlling your subconscious, your desires … can’t you, Nicky?”

He gulped and nodded, knowing exactly what she was describing.  Not just his body, but his mind now felt exposed to her; and she, like a surgeon, was preparing to examine his brain, probe it, understand its inner workings … all so she could control him.  He just couldn’t manage to push her out of his mind – but then he realized he didn’t really want to … The thought of letting her in, letting her control his mind so deeply – that thought excited him immensely.

She watched his breaths quicken, coming now in short gasps, his limbs becoming more and more animated, his eyes glazing over with lust.  She exhaled in private excitement, running her hand down his front, feeling him squirm.  “Mmm … you LIKE the thought of me controlling your mind.  I can see it in your eyes.  You WANT to keep going, to let me sink deeper and deeper into your mind … don’t you, Nicky?”

Nick’s erection was throbbing madly, uncontrollably; his eyes rolled back into his head at the mere sight of her now.  He could FEEL her presence in his mind, taking over – and he was powerless to resist it.

“oh god …” he muttered feebly, terrified of what she was doing to him.

Michelle gave a low, devilish laugh.  “Yesss, that’s it.  Now you’re ready.”  But she paused, took a deep breath, and sighed loudly.  “But, you know … it’s almost TOO easy, isn’t it?  Your mind is already so frail and weak.  Why should I even bother …?”

He looked up in dismay.  “H-Huh?”

Suddenly, and without warning, her hand let go of his wrists, allowing him to fall freely to the ground far below, his frail body collapsing in a heap at her feet.  He flipped over onto his back, looking up at her in shock, cowering in fright.  She loomed so high above him, so colossal, almost beyond human …

“What could YOU possibly have to offer ME??” she boomed, lifting her enormous leg and bringing it down upon his chest, her massive boot nearly covering his whole torso, the long spike of her heel grinding painfully into his stomach.  “You’re nothing to me – so small, so pathetic, so worthless …”  She said this so plainly and remorselessly, like she truly didn’t care about his feelings.  “Why should I even keep you around?”

He didn’t answer.  “Well!?  If you want me so bad, then speak up!” she demanded, grinding her heel farther into his stomach, making him groan in pain.

His whole body was now trembling, wracked with fear, lust, longing … He was deeply hurt by her words, depending so much on her approval for his own happiness.  He tried to defend himself, but he couldn’t form more than single, broken syllables.  “I-I-I … uhhh … grrruhh …”

Michelle snorted with disdain.  “Listen to you.  You can’t even speak right anymore.  You’re pathetic, Nicky.  And you’re so weak that you can’t even move my boot.  I’m hardly even pressing down at all.”

Her words pierced him like daggers.  He lay pinned, sucking in his stomach to avoid the ever-advancing spike of her heel, his eyes glazed over with lust just from being near her.  The way she was treating him, he truly did begin to feel pathetic, and worthless, unworthy of her …

He tried to heave her foot off his chest, to regain some dignity – but he couldn’t budge it.  This only brought laughter from her, and a further increase of pressure from her boot on his chest, starting to restrict his breathing.

“I don’t need you,” she began again.  “You have nothing I need.  You wouldn’t even make a good slave.  You can’t lift anything, you can’t reach anything, you can’t even take care of yourself – much less me.”

“I-I could h-help … s-some things …”  His words came out in broken syllables, barely intelligible, as he struggled against her boot.  “P-Please, Michelle … I’ll t-try …”  He’d do anything to please her – anything.

Michelle scoffed.  “Like what?  You couldn’t even manage simple tasks, like dressing me.  Or even painting my nails.  Hold out your hand.”

He cringed up at her, hurt by her words.  She pressed down on her heel, compelling him to obey.  He raised his hand weakly, showing how badly it was shaking.

“See?  You have no control over your limbs around me.  And we both know your mind is useless, especially in my presence.  Remember how helpless you were when you tried to do that basic homework problem this morning – how you couldn’t even read the words … and how you can hardly even speak right now.  Your mind is so easily overwhelmed, so easy to break down into sad little pieces.  You’re about to cry now, aren’t you?”

It was true – in fact, the tears were already welling up in his eyes.  It wasn’t her meanness that was hurting him the most, it was that he knew she was right about everything.  She was so infinitely better than him in every way … he truly was nothing to her, a puny and insignificant nothing.  He broke down into sobs, averting his eyes in shame.

She rocked her heel back and forth against his frail body, causing him even more pain and humiliation.  She let this continue for another minute or two, making sure his lesson had time to sink in fully, watching him continue to sob and writhe miserably under her boot.

“There’s only ONE thing you’re good for now …” she told him finally.  His sobbing ceased as he looked up at her with surprise and renewed hope, wondering what it could be.

She snorted at his expression.  “What?  You really haven’t figured it out yet?  My god, do I really have to explain EVERYTHING to you?”

“Wh-What is it?” Nick stammered anxiously, wanting to know despite himself.

Michelle peered down haughtily at him.  “You’ll just have to wait and find out,” she said ominously.  “But you seem desperate to please me – that’s good.  That’ll help in the next phase of your training.  Which we’re starting -- right now.”

She removed her boot from his chest and bent down suddenly, grabbing a handful of his shirt and lifting him roughly.  He flailed in terror, finding himself being carried like a sack of potatoes as she walked briskly to her chair and placed it in the center of the room, then walked to the desk to reposition the camera, then back to the chair where she sat down and brusquely draped him over her thigh.  He felt her other thigh clamp down on his behind, squeezing him firmly, immobilizing him.  Then she began lifting his shirt up past his head, forcing it through his arms.  It was all a blur, and he could do nothing to stop any of it.

“What a-are you d-doing?” he stammered fearfully, putting up a feeble resistance.

“I’m exposing your body to me, so it’ll be easier to work with,” she explained, rather clinically.  He tried to stop her but she just ignored his protests, calmly removing his shirt and then moving her hand to his shorts.

He protested more urgently, trying to pry her hands away.  “Michelle, please … don’t …”

She laughed, unconcerned.  “Oh, please.  I know you want this.  You’ve been wanting me to touch your body for days now.  And besides, you’re just too weak to stop me, so you might as well enjoy it.”  She opened her thighs just enough to let his shorts slide down past his ankles to the floor.  He felt the cold air on his boxers; he looked down in panic, seeing his stiff erection poking out against the fabric, plain as day.

“Well … what do we have here??” Michelle teased, grinning at his crotch.  He shrieked and covered himself with both hands, absolutely mortified and, even worse, fearing that she’d realize the truth about him.  He still wasn’t sure she knew he wasn’t pretending …

She laughed at his frantic response, seeing his cheeks becoming bright red with embarrassment.  “Still trying to pretend you’re not enjoying this, Nicky??” she taunted.  “Well, how do you explain this …”  She brought her hand over to reach for his cock still inside his boxers, her fingers stopping just inches away.

He squirmed and shied away wildly as she laughed.  “He still feels self-conscious about his reaction to me,” Michelle said matter-of-factly to the camera, speaking as if his erection were simply a matter of course; to be expected.  She shifted him so that his bottom more-or-less sat on her left thigh, her other thigh raising slightly to clamp down just below his crotch, holding him secure like an oversized safety bar on a roller coaster.  She let his hands remain over his erection, pitifully trying to hide it for now.

She smirked down at him, petting the back of his head softly.  “It’s OK, Nicky.  It’s nothing to be ashamed about,” she told him sweetly, only adding to his embarrassment.  She sounded so sweet, and yet he felt like she was trapping him there – he had a sense that she wouldn’t let him leave even if he asked.  And she was just so damned casual about his erection – it was humiliating … but he would soon find out things would only get worse from here.

He felt her lean down to his ear, grinning happily and staring down at his crotch, seemingly oblivious to his embarrassment.  He groaned in shame, turning his head forward to avoid her eyes.  He heard her lips part as she told him in an excited whisper, “I’m so glad you’re still able to get hard, Nicky, after that potion you took earlier today!  I wasn’t counting on this … but, boy, if you can stay hard for me like this, I can do SO much more to you.  Oh, it’s going to be so difficult for me not to get carried away …”

He began to really panic now.  He could see how much his erection was exciting her, and he knew he had to make it go away ... but it just refused to leave ...

She felt him growing antsier and antsier, his little legs squirming between hers, probably trying to escape her before it was too late.  But she wasn’t going to let that happen – not now.  He became even more animated with fear as her hands moved down to grab his wrists, effortlessly prying them off his boxers.  “No more covering yourself, Nicky,” she told him, barely louder than a whisper – was she talking for the camera, or for him??  He was so afraid ...

“No more trying to hide it,” she continued, placing his hands squarely on her massive thigh, pressing his fingers into her toned flesh.  “This is who you are now; your mind is too weak for anything else.  You’re going to start by feeling my thighs, Nicky.  Focus on them.  Feel how nice they are.”  She started dragging his hands across her thigh, back and forth, back and forth.

He resisted at first – or, at least, he tried to.  Her terrifying words still rang loudly in his ears – he did all he could to distract his mind, trying to focus on lessening his erection, knowing that was the only way to stop egging her on.  But his resolve was already faltering, as he rubbed her thigh – so warm, so smooth, so huge.  He was already losing the battle … she was right; his mind really was weak …

He hadn’t even noticed that her hands had pulled away – his own hands continued to marvel at her flesh, moving of their own accord now.  Suddenly, he felt an overwhelming pleasure on his upper back – her left hand had moved there, her fingertips lightly grazing his skin, electrifying him.  He shuddered, already losing control of his muscles, so quickly, so easily.

His torso lurched forward, the lower half resting against her enormous thigh.  He leaned against her leg for support as her fingertips continued to assault his back, sending him into wave after wave of pleasure.  Without even realizing it, he had begun to work his crotch slowly up and down against her thigh, losing himself in the moment, soft moans already escaping his lips.

“Wow.  Just look at him,” he heard Michelle call out from above his head.  “See how he so easily descends into simple, mindless pleasure-seeking?  It’s clearly his natural state; it’s about all his feeble mind is capable of anymore …”

Nick’s conscious mind was still barely aware of what she was saying.  Only a small part of his mind still cried out, telling himself to stop – but his instincts were too strong, he just couldn’t fight it … Oh, why was she doing to him??

She planted her hand against his back, pressing him into her thigh, encouraging him to given in even more to pleasure.  She could feel his little stiffy rubbing against her thigh, tiny but rock-hard.  She let him continue for a few more moments, hearing his breaths becoming louder and more forced with every passing second.  But soon she said aloud, to the camera, almost matter-of-factly, “He would keep going, if I let him, until he comes.  But he wouldn’t learn anything that way.  I’m not going to let him get off that easily.”

He could sense her hands approaching his, ready to pull him away.  He squeezed his torso against her thigh instinctively, not wanting to leave it … but in no time she had grabbed both his wrists and yanked him backwards and upwards, sliding his legs between her thighs until they clamped down around his knees, leaving the rest of him hanging in the air, exposed and shivering, his eyes glazed over with lust.  Like before, she clenched both his wrists in her left hand, but this time she pulled him taut, pinned between her hand above and her thighs below, completely and utterly immobilized and exposed for the camera.

He whined, partly out of fright, but mostly out of sexual frustration, unhappy to have been pulled from the wonderful warmth of her thigh.

“You want me to continue, don’t you?” Michelle asked, bemusedly studying his expression.

He moaned.  “Y-Yesss!”

Her hand immediately went to his chest, her fingernails dragging across his front, causing him to spasm in intense pleasure.  He must have been squirming too much, because he felt her pull his arms even tighter, stretching him like a guitar string as her fingers strummed his skin relentlessly, raking up and down his torso.  His eyes rolled into the back of his head; he was beginning to gasp and moan steadily now, his nervous system becoming overloaded with ecstasy.

“Would you like more, Nicky?” she asked, raising the intensity of her voice.

It was almost becoming too much for him already, yet his response was automatic.  “Yes!” he cried, amazed at how electrifying her fingers could be.

She redoubled her efforts, raking his skin mercilessly, causing his body to writhe and contort incessantly, making it hard for him to breathe.  He was in heaven; and yet, it was starting to become almost TOO much …

“More, Nicky??” she demanded, even louder.

He hesitated for a split second, almost begging her to stop, but instead pleading for her to continue.  “y … yes … ”  He couldn’t help it; despite his heightening pain and anxiety, he badly needed her to keep going.  Nothing mattered now, except the pure pleasure of her touch – no matter how it was shaking his mind to pieces …

Her hand began probing farther down, nearing his crotch.  He was practically hyperventilating now, scarcely able to imagine how electric her fingers would feel on his cock …

She seemed to sense his movements becoming even more urgent, because her hand started pressing more firmly into his skin, moving in the area around his crotch but never touching it … kneading into his flesh, driving him wild …

Amidst his throes of ecstasy, he turned his head to stare up at her with lust-crazed eyes.  She stared back at him intently, observing him, studying his every movement, constantly testing his reaction to her touch, learning how much he could take, learning how to control his mind, and his body … It was in that moment, as they locked eyes, that he knew from now on she would be able to control him like never before – and he discovered that he WANTED this, he WANTED to succumb to her, to let her enter his mind and alter it for whatever dark purpose she intended.  He stared up passionately into her eyes, his gaze telling her he was ready to submit himself to her.

She seemed able to read his mind like a book – she knew precisely the moment he gave in to her.  She leaned down towards him, her hot breath washing over his face as her hand continued to torment him.  “I OWN you now,” she breathed sultrily, dominantly, her hand sliding up to clench his jaw as she grinned victoriously.  “I control you now, Nicky … you’re MINE …”

Nick could do nothing but nod his head in obeisance, unable to deny it.  He held his breath, waiting for her to speak again.

“Such a simple creature …” she said, cocking her head to the side, staring down at him bemusedly.  “So weak, so easy to control, so predictable … I can do anything I want to you, and you won’t even lift a finger in protest, will you?”  She held her hand out in front of his face, turning it, eyeing it calmly.  “No, you won’t … not anymore.  I have so much power over you, just with this one little hand … so much power …”

Slowly, her hand closed in on his mouth, her fingers wrapping around his cheekbones on either side, holding his head securely; the palm of her hand, so massive, clamping down over his lips, forming an airtight seal; the top of her hand pressing firmly against his nostrils, closing them off as well …

The realization slowly sunk in: he couldn’t breathe.

HE COULDN’T BREATHE …

His head, his arms, his legs – they were all completely immobilized.  At first, his survival instincts kicked in, his body writhing and contorting, trying anything he could to break free.  He felt the small reserve of oxygen in his lungs depleting fast … but the realization sank in that he was completely and utterly at her mercy – she could easily end his life, here and now … oh god …

He stopped struggling, realizing it was useless to resist her – she was just too much for him, in complete control of his mind and body.  But he soon realized that he didn’t even WANT to fight her now … Somehow, the way she was controlling him was too thrilling to describe.  Being so perfectly powerless, knowing he was at her mercy … Even as his head started spinning from lack of oxygen, his cock was twitching madly, out of control.  He looked up at her once again, seeing that same look of bemusement in her eyes as she watched him calmly, feeling him slipping.  She had no remorse, no sympathy whatsoever for what she was doing to him.  It was as if he was something less than human in her eyes now … She really wouldn’t care if he died …

Just before giving up all hope, he felt her hand being lifted from his face.  He sucked in deeply, restoring oxygen to his lungs at seemingly the last possible second.  His muscles fell slack as he gasped and panted, completely overwhelmed.  She released his wrists, allowing the front of his torso to collapse onto her thigh.  She let him lay there for a few moments, letting it all sink in.  His breathing slowly regulated, soon coming in slow and shallow as his body and mind recovered.

It wasn’t long, though, before he was jolted out of his reprieve by the touch of her fingers on his bare back.  His whole body convulsed from just the slightest contact; he seemed so much more sensitive to her touch than ever before, like his mind was becoming a slave to his body, which in turn was enslaved to her …

She touched him again, causing him to cry out involuntarily, his body tingling with sensation.  Somehow, this whole experience was bringing him even closer to her, needing and wanting her even more …

“It’s working, isn’t it?” Michelle said in fascination.  She turned to the camera.  “I’m really inside his head now – see, he’s even MORE susceptible to physical stimulus.  Soon, it’ll be all he’s able to think about – even a little touch from me, and he’s mine again … He’s becoming perfectly suited for his new role in life …”

She paused, then decided to test just how much progress he had made.  “Well, I suppose we can take a break now.  Wouldn’t want to torment you TOO much …”  She laughed evilly.

He whimpered, clutching her thigh a bit tighter.  At first she thought he had had enough; but when he turned his head to look pleadingly up into her eyes, she realized the truth: he WANTED her to continue.  She could see he was still afraid, very afraid – but his desire to feel her touch again was simply too strong.

She exhaled in pleasure.  She had just been testing him – and he was proceeding even better than she had expected.  She leaned toward him, staring him directly in the eye, and said, “You really haven’t had enough yet?”

He shook his head silently, staring up at her wide-eyed and submissive.

“Don’t you realize what it’ll do to you?  Don’t you know what these hands are capable of??”

He whimpered softly but nodded, seeming to accept his fate.

She shuddered, truly thrilled by his behavior.  She grabbed his shoulders – he even shuddered at this touching.  She slowly lifting him off her thigh.  He rotated his torso so that it was now parallel with hers; his knees were now one in front of the other, still pinned firmly between her thighs.  She leaned back slightly in her chair and pulled him back with her, letting his shoulders rest against her chest, her breasts easily supporting his weight.  He shuddered, his breathing already quickening, as he felt her flesh against his upper back and neck.  He waited in tense anticipation as her hands left his shoulders and hovered over his almost-naked body.

“Are you SURE you want this, Nicky?” she asked once more.

He was dying with anticipation, laying himself out for her, his hands splayed out by his sides, his body waiting for her hands to dominate him.  He nodded and whispered, “Yes … please …”

With a wide grin, Michelle brought both hands down onto him, her fingers jolting him like an electric shock.  She started by barely touching his skin, just the tips of her fingers working over his body, moving all over his chest, stomach, and even his thighs, so tantalizingly close to his genitals.  His body began twitching and spasming constantly, but unlike before, he didn’t resist her or try to get free.  She increased the intensity, seeing his face contort in extreme pleasure and pain, and yet he still didn’t offer the least resistance.  He moaned and groaned, losing himself in the sensation, his nervous system going haywire.

She seemed to focus more and more on his crotch, never touching it but always leading her hands towards it, squeezing his upper thighs on either side, bringing the strongest reaction from him.  She would then move her hands back up to his chest and start again, dragging her fingernails down again, channeling and focusing all the energy towards his genitals, making his cock twitch and spasm uncontrollably.

“Grab it,” she whispered forcefully down to him.  He muttered in confusion.  “Grab your cock,” she demanded again, taking his hands and pushing them towards his boxers.  He shuddered and moaned loudly as he realized what she wanted him to do.

Without hesitation, like a man possessed, he slid both hands under his boxers and began pumping himself eagerly.  He didn’t care what it would look like; he didn’t care about giving away his secret – all he cared about was the burning pleasure between his thighs, crescendoing to new heights as he beat himself off with reckless abandon.  Meanwhile, her hands continued to attack his body, so intense he could hardly breathe.  He could almost feel his mind being broken down, crumbling, becoming a mindless cretin thinking only of basic pleasure …

His groans grew louder and louder.  His cock was so ridiculously sensitive, more than ever before … he felt the strongest orgasm of his life approaching … any second now …

He literally began to lose sense of where he was, as he closed his eyes and felt her enormous warmth against his back, felt the electricity of her fingertips on him, felt the incredible pressure in his groin … He hardly even realized how furiously he was beating off now – but it wasn’t enough.  Even his feeble mind was able to sense that something was wrong, terribly wrong … He was so far beyond the normal point of orgasm; his whole body was screaming for him to come, yet his genitals weren’t listening.

He couldn’t think; he only groped around in the dark, leaving his cock to find help … His tiny hands finally encountered hers; he grabbed them, pulling urgently, somehow knowing that they would bring him to orgasm, no doubt in his mind.  Her hands were at the top of his thighs, so very close … he tugged on them desperately …

But they didn’t budge.  He felt her body shaking gently; he forced his ears to listen as she giggled amusedly, keeping her hands on his thighs.  Not even caring if the camera heard her at this point – knowing Nick was too far gone to notice – she told him playfully, “Don’t be silly, Nicky – we’re just friends, remember??  That wouldn’t be appropriate.”

He groaned loudly as she squeezed his thighs again, making him shudder in agonized pleasure.  His weak mind couldn’t connect the dots and realize she was just toying with him.  He actually believed her words, and believed that they were still just friends.  He thought she somehow didn’t believe his desperate struggling was real, still thinking his jerking off was pretend …

But when he tried to open his mouth and tell her the truth, to beg her to help get him off, his mouth only sputtered, mumbling random syllables, unable to formulate anything resembling complete words.  And Michelle just giggled again, seeing him struggling to speak, knowing he was trying to confess – but he thought she was just amused by his ‘acting’ still … oh, he was helpless …

She squeezed down on his thighs and watched his cock spasm violently inside his boxers.  She switched back into her dominant voice to tell him, “And besides, Nicky, I can’t allow you come yet … your mind is SO much more susceptible to brainwashing when you’re like this …”

He groaned again, even more terrified.  Because he knew now that there was no escape – even if he told her the truth, she STILL wouldn’t let him come.  She WANTED to torture him … it was almost like she planned this all along …

But, as she calmly took his hands and pressed them firmly to his crotch again, demanding that he continue masturbating, his ability to think was shut down again, replaced by pure animalistic desire as her hands continued to work his flesh, dominating his mind.  He began beating off again with reckless abandon, subjecting himself to her control.  The more frustrated he got, the harder he tried – but it only made it worse.  He began to cry out, his eyes becoming hollow with yearning and lust.  Her fingers felt like lightning bolts on his skin, the energy coursing through his nerves, frying his mind.  She brought him to new levels of pain and pleasure he never knew were possible.  But she just wouldn’t touch his manhood – just one touch from her would give him all he needed, but instead he was beginning to lose his mind …

His cries intensified, yelling “Michelle!  God … please!!” amidst a slew of meaningless syllables and random noises.  He reached the breaking point, truly feeling his mind breaking down.  He didn’t even resist her anymore … he gave in to her control, letting his body spasm in uncontrolled pleasure.  He brought his hands to hers again, trying to encourage her, giving one last-ditch effort to pull her hand all the way down to his swollen member, knowing there were just a few seconds before he collapsed entirely …

She seemed to sense this.  But instead of yielding to his wishes, she slowly brought her hand up to his face again.  She clamped down on his mouth, suffocating him like before – but this time, he didn’t try to pry her hand off him.  He just accepted it, accepted the fact that he was completely at her mercy …

Just before passing out, he felt her free hand descending down his front one last time, dragging her fingers down his chest, down his stomach, lifting up the waistline of his boxers, going under … As he faded out of consciousness, he felt a surge of pleasure like he had never felt before, washing over him, filling his entire body with sensation.  Just a moment before fading out, he thought he felt his libido finally yielding, erupting in pure ecstasy … but then all went black.