My Feminine Side free porn video

gay – lesbian – feminization - cross dressing - panties - oral sex – blow job

I just want to get this out of the way first, before anything else. I am a dude - 100% male. I just like dressing up in girl's clothes.

I'm actually a much better looking girl than I am a boy. Dressed in sexy clothes, with makeup on and my hair done, I make a very pretty, very sexy girl. I'm thin and I have long legs that look great when I shave them and I have heels on. Guys hit on me all the time when I'm dressed like a girl, and I love the attention. As a boy, I'm simply ordinary. Average looks, very thin, can't grow a beard, and while I run every day, I'm thin and look far more feminine than masculine.

I got teased a lot in high school. I was always too small to play football and basketball, wasn't strong enough to wrestle, even though they had a lightweight class that I thought I could try. I was on the track team, but while I have been running since I was 11, I don't run very fast. The girls all thought I was cute. The guys all called me a fag, homo, girly boy, and queer. The fact that I am gay didn't make any difference for me -- no one knew except my best friend -- and she wasn't telling.

My best friend Theresa and I have known each other since kindergarten. She lived next door to me and we attended the same schools until we graduated from high school. We were inseparable, and she knew all my secrets just as I knew all of hers. I always thought she was beautiful, but no one else seemed to. Theresa was also a bit of an outsider, especially in high school. She smoked and was into d**gs, and when we started high school she was really into the Goth lifestyle. She didn't really fit in at the mostly white, mostly well-to-do, public high school we attended south of Atlanta, Georgia.

Theresa got me started wearing girl's clothes. It was quite by accident, as most significant life changes tend to be. Walking home together one afternoon, a couple of the nastier bullies from our school confronted us. They called me several awful names, which had stopped bothering me some time before, but when one of them called Theresa a slut, I found some courage and punched him as hard as I could in the face.

I weigh 120 pounds soaking wet. He weighed about 250 and was the starting tight end on the football team. While my punch didn't even make him flinch, the beating he and his friend administered left me bruised and sore for days. Fortunately they didn't hit me in the face, but my torso would be covered in fist shaped bruises later. To add insult to injury, they threw me into a muddy ditch on the side of the road.

Theresa helped me to her house, where she helped me strip me out of my muddy clothes and told me to get in the shower. I was proud of myself for not crying while they had been beating me, but when I was alone in the shower the tears poured down my face. Not because of the pain, which was pretty significant, but because I hadn't been able to defend Theresa.

When I finished in the shower, I went into Theresa's room with a towel wrapped around my waist. She was sitting on her bed watching TV and she smiled at me when I walked in.

"How are you feeling?" She asked, concern obvious in her voice.

"Okay, I guess," I answered. "now I know how a punching bag feels."

"I put your clothes in the washer," she said. "I have some clothes you can wear if you want, or you can just hang out in the towel."

While Theresa and I had seen each other naked on a couple of occasions, I wasn't comfortable enough with my body to hang out with her wearing only a towel.

"Let's see what you've got," I said.

Theresa smiled mischievously, and held up a pair of purple panties.

"You can start with these," she said.

"I'm not gonna wear your panties!" I said, horrified. "You don't even wear those."

"That's why I'm offering them to you," Theresa said, laughing. "I got these two years ago. They don't fit me anymore and all my new stuff will be too big on you. And they're boy shorts, so not really panties."

She tossed them to me and I caught them but my towel fell to the floor. Theresa took a look and smiled while I quickly covered up with the purple panties.

"Turn around," I said.

"It's not like I haven't seen it before," Theresa laughed, but she turned around.

I lifted the skimpy panties up to take a closer look. They did look a little like the briefs I wore, but they were made out of a mesh material with a lace waistband. I held them up, stretched the waistband, and realized they would probably fit. I shrugged, bent over, and slipped them on. I pulled them up as I straightened.

I instantly loved the way they felt on me. The mesh material felt strange but very good against my balls and cock, and especially on my ass. I looked in the mirror mounted on the dresser, and my first thought was that the boy shorts looked really good on me. I turned around so I could see my ass, and I was stunned. I had to stand on tip-toe to see, and that made my ass cheeks clench, and I couldn't help thinking that I had a pretty amazing ass.

"Wow!" I heard Theresa say. I turned to her and she was staring at me with her eyes wide.

"Those look amazing on you," she continued. "They never looked that fucking good on me."

"You think so?" I asked, checking myself out in the mirror again.

"If you were a girl, I'd do you," Theresa said with a laugh.

I may have failed to mention that Theresa is a lesbian. I think that's why our bond was so strong. Neither of us had ever had sex, but we both knew that we were gay, and we guarded each other's secrets like they were the Crown Jewels.

I suddenly realized that my cock was semi-erect and still growing, so I turned away from Theresa.

"Too late," she said, "I already saw it. You're turned on wearing my panties, aren't you?"

"Yes," I said. I had never lied to her before and wasn't going to start now. "And they're boy shorts, not panties."

"Right, I forgot," she said, hiding her smile. Theresa had a pair of gym shorts and a t-shirt for me but instead of tossing them she stood up and walked over to me.

"I wonder if you would do something for me," she said, somewhat hesitantly.

"What?" I replied, suspiciously. I knew that tone and that look -- she was going to ask me to do something she thought I wouldn't like.

"I'd like you to try on some of my old clothes," she said.

My first instinct was to say no and be done with it. I opened my mouth to decline, and then I had second thoughts. The boy shorts did feel pretty good, and I was suddenly curious to know what it would feel like to wear some of Theresa's sexier clothes. Before her Goth phase, she had always dressed very fashionably and, I thought, very sexy. I was thinking of one particular mini dress that I had always thought she looked incredible in.

"Only because you asked so nice," I finally replied. "And because I love you. But if you ever tell a soul I will hunt you down.

"Have I ever told anyone your secrets?" She asked, feigning hurt that I would even think such a thing.

"No, you haven't," I said, laughing at her pouty face.

Theresa went to her closet and started looking for something for me to try on. I checked myself out in the mirror again and once again thought I looked pretty sexy in the boy shorts. My cock was fully erect, and I tried to reposition it so it wasn't so obvious, but all I could do was pull it straight back against my belly where the waistband of the shorts held it in place. When I looked up, Theresa was watching me with a smile on her face. I instantly turned bright red.

"Got everything where you want it?" She asked.

"Funny," I replied.

Theresa held up the same black mini dress I had just been thinking about. It had looked amazing on her.

"You always liked when I wore this one," she said. "It doesn't fit me anymore and we were going to give it to Goodwill. Glad I still have it."

Theresa took the dress off the hanger and held it up against my chest, nodding as she realized it would probably fit. She held it out to me. I took it in my hands, liking the feel of the lace, but I realized I had no idea how to go about putting it on. It suddenly seemed very complicated.

"Uhhh, a little help?" I said, and Theresa laughed. She took the dress from me and told me to raise my arms over my head. I did and she bunched the dress up and then slipped it down over my arms and head, slipping the sleeve over my left hand. She continued tugging it down past my shoulders, where it was a little snug but the material was stretchy, and then down over my body and finally past my hips, tugging it and straightening it as she went.

"Holy shit!" Theresa exclaimed.

"What?" I replied.

"Just look at yourself," Theresa said, turning me toward the mirror.

I looked, and I couldn't believe I was looking at myself. The dress was very sexy. It was short, about mid-thigh on me, with a spandex lining on the inside and lace on the outer part. It had one lace sleeve for the left arm, and the right arm was bare. The left shoulder was covered about halfway, and the dress was cut down at an angle to go under the right armpit, leaving my right arm and shoulder bare, as well as a good portion of my upper right chest and my back to below the shoulder blade. The lining ended a couple of inches higher up than the lace on my legs.

"Wow," I whispered.

"Wow is an understatement," Theresa said excitedly. "You look amazing."

"You think so?" I asked skeptically.

"Sexy and very feminine," Theresa said, nodding her head. "I think with a stuffed bra, some sheer stockings, and some heels, you could pass for a girl. We'd have to put some makeup on you and maybe a wig, but yeah, you look amazing."

I eyed myself critically. I had to admit, I looked pretty good. My facial features had always been a little feminine, which, along with my small stature, was the reason for all the teasing and bullying. I tried to imagine what I would look like with the other stuff Theresa had mentioned, but having never really thought about it before, the mental image I conjured was more clown-like than passable girl. I shook my head.

"I don't see it," I said. "I mean, the dress does look good on me but I don't think anyone would mistake me for a girl."

"I guarantee you I can make you look so much like a girl no one will ever know." Theresa said. She went to her dresser and rifled through it, coming up with a pair of sheer black stockings and a black bra.

"Take off the dress," she ordered, "and we'll start from scratch."

I removed the dress and laid it on the bed. Theresa walked over and told me to hold up my arms, and when I complied she slipped the bra on pulling the straps onto my shoulders and adjusting it so it was tight. She still wasn't satisfied, and went back to her drawer and returned with a couple of pairs of cotton panties, which she stuffed into the cups. She was smiling as she worked, and I smiled back at her. She readjusted the bra, nodded her head, and said "perfect."

She told me how to put on the stockings so I sat on the bed, bunched one of them up and slipped my toes into it. Then I started pulling it up my leg.

"Not too fast," Theresa said as she watched. "You have to go slow or you can get a run in them."

"What's a run?" I asked, slowing down. "Sounds bad, whatever it is."

Theresa laughed. "It's like a tear, only the material doesn't come completely apart. It looks terrible and you have to throw the stocking away if you get a run in them."

"Definitely bad," I said, laughing with her. I continued pulling the stocking up slowly over my ankle, then my calf. I was amazed at how good it felt.

"This feels pretty damn good," I said as I eased the stocking over my knee. Theresa was biting her lower lip as she watched. I pulled the stocking up as far as it would go. There was a band of black material at the top which was tight and I assumed was there to hold the stocking in place. When I asked, Theresa confirmed that was the case. When I was finished adjusting the first one, I pulled on the second one.

"Those purple panties won't do," Theresa said when I was finished putting on the stockings.

"Boy shorts," I replied.

"Right. Sorry," she continued. "Let me find something black to match your outfit."

Theresa went back to her dresser and quickly found something black.

"Take off your boy shorts," Theresa said, smiling.

"Turn around," I said, taking the panties she held out to me.

"Oh, come on," she said, "I've already seen it once today. It's not like I'm going to faint or something."

"But I might," I said with a laugh. "Besides, it's different than when you saw it before. It's hard now."

"I can see that," she said, pointing down to where the head of my cock was visible above the waistband of the panties. I was horrified to see a drop of clear pre-cum oozing out of my urethra. I spun away from her and almost fell.

"Alright," Theresa laughed. "I can see you almost fainted. I won't look."

I looked over my shoulder and she had indeed turned around. I set the black panties on the bed and removed the boy shorts, sliding them down over the stockings carefully. Then I held up the black panties and looked them over. There was no mistaking these for boy shorts. Theresa had given me a lacy black thong.

"Doesn't leave much to the imagination," I grumbled as I sorted out how to put them on.

"Imagination is all I have right now," Theresa said over her shoulder. "Hurry up, would ya?"

"Patience," I replied. "I've never had to put on a piece of string before."

Theresa laughed as I put my right foot through what I assumed was the correct opening. Then I stepped through with my left foot and pulled the panties up, proud of myself for getting it right the first time. I tried to arrange my cock so it would not be visible, but it wasn't possible while I was erect. Once again, the head poked out above the waistband. I stood up and looked in the mirror, and noticed Theresa's reflection looking back at me. She was smiling wickedly and she laughed when she saw the expression on my face.

"Saw the whole show, did you?" I asked, smiling, unable to be mad at her.

"Yep," she replied.

"Pervert."

"Yep."

"You might as well turn around then," I said, and she did.

"You look really hot," Theresa said when she had given me a close look. "Especially that little turtle head sticking out of your panties!"

She laughed and danced back out of the way as I swung a punch at her arm. I was laughing as well, and I chased her back into a corner and smacked her on the ass a couple of times.

"You really are a perv," I said as I stepped back.

"I am," she admitted. "A bonafide perv. I'd probably be in jail if anyone knew about my perviness."

"I know all about your perviness."

"Said the boy dressed in girl's clothes," Theresa laughed again. I loved the sound of her laughter. "I think you are the winner in the perviness category."

"I think you're right," I said. "But it sure feels good to be pervy."

It did feel good. I loved the way the stockings felt on my legs. I had thought the thin material of the thong would be uncomfortable in my butt crack, but it actually felt pretty sexy. And I loved the way the lacy mesh cupped my balls and pressed against my cock. I could feel pre-cum oozing out again. I looked up at Theresa to see if she had noticed, and it was obvious that she had. She was staring down at my dripping cock. I was about to say something witty when Theresa bent over and licked the pre-cum off the head of my cock. When her tongue touched me it was like a bolt of electricity.

Theresa licked me clean, and then stood up with a thoughtful look on her face.

"Sometimes I really wish you were a girl," she said, a little bit huskily.

"Right now," I replied, "I really wish you were a boy!"

We both laughed, the moment gone. Theresa adjusted my bra again, and then told me to put the dress back on while she went back to her closet. This time I managed to get the dress on by myself, and when Theresa returned with a pair of really high heels, I was just finishing tugging the dress down. She stopped dead in her tracks and when I looked up at her, her mouth was hanging open.

"What?" I asked.

"You look gorgeous," Theresa replied.

"Thanks," I said. "I have to admit, I feel pretty sexy."

"You look sexy. Sexier than I ever did in that dress."

"No way," I replied, secretly very pleased.

Theresa handed me the heels, black four inch stilettos.

"I'll kill myself if I try to walk in these," I said, holding them up.

"Sit on the bed," Theresa ordered.

I sat down and Theresa slipped the shoes onto my feet. They were a little tight, since my feet were the only part of me that was actually bigger than Theresa. Well, besides my cock, but that didn't really count. Theresa adjusted the complicated looking straps that went up above my ankles, then stepped back and held her hands out to me.

"Slowly!" She said.

I took her hands and slowly stood up. With her support and not moving, it wasn't too bad. The shoes were definitely too tight, but not by much. We stood there holding hands for a few moments, smiling at each other. Theresa told me again how sexy I looked.

"Okay," she said, "let's take a step. Look down at your feet at first and make sure you plant the lower part of the shoe flat on the floor. If your ankles roll you're in trouble, okay?"

"I guess so," I said, suddenly not so enthusiastic.

"Alright, I'm going to step back with my left leg. You step forward with your right."

I did as she instructed, looking down from my much loftier perch. The first step went smoothly, and Theresa stepped back with her right foot and I followed with my left. We managed to make the four steps to the wall without me killing myself. Theresa got us turned around, and we repeated the process back toward the bed.

We practiced walking around the bedroom several times with Theresa leading and me following. Then she asked me if I was ready to try it on my own.

"Not really," I replied, but let go of her hands. I stood still for a few moments and then took a hesitant step. When I didn't fall, I took another step, and before long I was walking around the room.

"We need to work on your sexy walk," Theresa said. "You look like somebody shoved a stick up your ass."

I thought I had been doing pretty well, but when Theresa said that I burst out laughing, my right ankle rolled outward, and down I went.

I lay on the floor laughing, and Theresa was laughing also.

"That's definitely not your sexy walk!" Theresa said breathlessly, bringing on a fresh round of laughter.

Theresa helped me up and then put on some heels of her own. After that I followed her around the room and tried to mimic her walk, which I have to admit, was pretty sexy. Then she followed me around for awhile, giving me additional tips on how to walk sexy, and then we went out and tried the stairs. I had a death grip on the handrail at first, but before long I was going up and down the stairs like an old pro. Theresa followed me up the last time.

"Great ass," she said.

"Glad you like it," I replied.

Back in her room, she rummaged in her closet for some makeup. Everything she had on her makeup table was black and white, and it took her awhile to find something not so Goth. She finally found a box containing all the makeup she had packed away and told me to sit down at the makeup table. I did as she instructed and she pulled another chair over and started going through the box. She set several items out on the table and then told me to look at her.

"We'll keep it simple for starters," Theresa said, and then proceeded to apply makeup in what I thought was a far from simple process. It took about 10 minutes before she said she was done, sat back and looked at me critically, and then smiled. I looked in the mirror and was absolutely stunned at the transformation. Theresa used a blow dryer and a brush and tried a couple of different things with my hair, and settled on a part on the left and brushing most of my hair over to the right. When I looked in the mirror again, I was once again stunned at the way I looked.
Theresa had me stand up, adjusted my dress, and then we stood side-by-side and looked into the big mirror attached to her dresser.

"You're beautiful," Theresa said.

I had to agree. I hardly recognized myself and I was pretty sure even people I knew wouldn't recognize me. I thought to myself that I was much more attractive as a girl than I was as a boy. And I felt incredibly sexy. I loved the way I felt in Theresa's clothes. The panties and stockings felt amazing, and the dress looked and felt great as well. I wasn't quite sure of the bra and heels yet, but decided I could get used to them. The funny thing was I felt more confident dressed this way as well.

"I love it," I said after a couple of minutes looking at my reflection.

"Great!" Theresa exclaimed. "Let's go out."

Suddenly I didn't feel so confident. "Go out where?" I asked.

"A movie," Theresa said, "at the mall. We can go down to the mall and show you off, get something to eat, and then go to a movie."

"I don't know," I began, but Theresa cut me off.

"Too late, we're going," she said. "Sit there and look pretty while I freshen up."

Theresa started toward the bathroom with a black dress in hand.

"Wait a second," I said.

"What now?" Theresa replied.

"I had to change in front of you. I think it's only fair if you change in front of me."

"You made me turn around."

"Yeah, but you watched in the mirror anyway." I said, ending the argument.

Theresa laughed and reached back to unzip her long black dress. Then she stepped out of it and stood looking at me with her hands on her hips. As I said before, I had seen her naked in the past. I was aware that she had a nice body, but I never really thought about her in a sexual way. We had been close friends for such a long time, both of us were gay, and it just wasn't something I had ever thought about before. When I looked at her on that day, I wanted her desperately.

Theresa was wearing a bright red lace push-up bra that made her tits look much bigger than they actually were. Her matching red thong left very little to the imagination, covering only a small triangle in her crotch. She spun around and I realized that her ass was perfect. It wasn't big, but her cheeks were round and not boyish like many of the girls her age. I thought she was perfect.

"You're perfect," I said as she spun back around to face me.

Theresa blushed. "Thank you," she said. "Far from it, but thank you."

She stepped into her dress, which was also black, but this one was a mini dress as well. It had long sleeves and covered her up to the neck, but it did expose her perfect legs. After that she touched up her makeup, pulled on a pair of combat boots, and pronounced she was ready.

"What's your girl name?" Theresa asked as she picked out a small black purse for me to carry.

I hadn't even thought about it, and asked her for a suggestion.

"How about Karla?" She suggested. "I had a huge crush on a girl named Karla in the 8th grade."

"I'll be Karla for you," I replied with a smile.

"Thanks, Karla," Theresa answered and kissed me on the cheek. "How's your cock, by the way?

"Still hard, you perv," I replied with a laugh.

"Aren't you supposed to call your doctor if you've had an erection for like, four hours or something? You know, like they always say in those commercials?"

"Very funny. It hasn't been four hours yet."

"Well, I'll keep checking. In case we have to take you to the emergency room or something."

We both laughed and went out to her car. I was walking a little gingerly in the high heels, and my confidence was pretty shaky.

"Are you sure about this, Theresa?" I asked after climbing into the car and my skirt hiking up to my waist.

"You can't get in the car like a boy, you goof," she said. "Get out and let me show you."

Theresa showed me how to get in and out of the car a couple of times, and then watched while I practiced. I screwed up completely the first couple of times, but with her guidance I soon had it down pat.

"Remember, we sit down to pee also," Theresa said, and then laughed at the look on my face. "Relax; you're going to be great."

I tried to relax, but between my erection and my nervousness about being in public dressed like a girl, I was pretty much a nervous wreck when we pulled into the mall parking lot.

Theresa looked at me and smiled. "We don't have to do this if you don't want too," she said.

"I want too," I replied, "but I'm not sure I can pull this off. I mean, I know I look like a girl, but acting like one is a lot harder."

"We can try another time," Theresa said, smiling gently.

"No," I replied, "let's do it. I don't know if it would be any better another night, but if we pull this off tonight we've got it made."

"Great!" Theresa exclaimed. "How's your hard-on?"

"Not hard," I replied, wondering when that had happened.

"Good. Tuck it under and between your legs before you get out of the car. That will keep it out of sight unless you get another one of those pesky erections."

I laughed and did as she said, and then we got out of the car. Luckily no one was standing outside my door because I spread my legs wide and got out like I always did. Theresa rolled her eyes and came around and inspected me. She adjusted my bra and messed with my makeup a little, and then pronounced I was perfect. We started toward the mall.

It didn't take long for me to realize that wearing heels sucked. It was about 50 yards to the mall entrance, and my feet hurt like hell before we even got there. I told Theresa I wasn't sure I could keep the heels on, and she told me we would buy some new ones at the first shoe store we came too. I started worrying that I didn't have enough money, but Theresa told me not to worry, she had a credit card. Her family was very wealthy.

There was a security guard at the entrance who opened the door for us, and he obviously checked me out as I walked through the door. I turned back and smiled at him, catching him staring at my ass. He looked up and saw me looking at him and winked at me. I turned back and told Theresa and she laughed and said, "Don't look now, doll, but every guy in the place is checking you out."

I looked around and it was true, guys of all ages were looking in our direction. It made me feel uncomfortable, but also very sexy. I reached down and took Theresa's hand in mine and she squeezed reassuringly.

"You're doing great, Karla," she said. "Let's go into that shoe store up there on the right."

We entered the shoe store and a very attractive salesperson asked if she could help us.

"I'm looking for some new stilettos," I said. "I seem to have outgrown these."

"What size do you wear?" She asked, looking at me curiously.

I looked pleadingly at Theresa. We hadn't exactly anticipated this situation and I didn't have a clue. Theresa took charge.

"I think we need to get her measured," Theresa said. "Why don't you take care of that while I look around?"

The pretty saleswoman smiled at me and led me to a chair, getting on her knees in front of me. I sat and removed my shoes, only fumbling with the straps a little bit. The saleswoman measured my foot and told me it looked like I was a size nine, medium width. Just then Theresa walked over with several different shoes, all with stiletto heels. I liked a pair that was similar to the ones I had worn in but with a slightly less complicated strap. Theresa told the saleswoman that we would try those and pointed out a few more for her to bring out as well. The saleswoman went into the back to find shoes in the correct size.

"Well," I said, "this could be going better. I think she suspects I'm not a girl."

"Don't worry about it," Theresa replied. "She's just in it for the sale. She could care less if you're a boy or a girl."

I thought about it for a moment and realized Theresa was right, as usual. I would probably never see this woman again, and I really didn't care if she knew my secret or not.

The saleswoman returned with several boxes of shoes and set them on the floor next to where I was sitting.

"My name is Barb, by the way," she said with a pretty smile.

"I'm Karla," I replied, smiling back. I was feeling much more confident.

Theresa had wandered off to look at other shoes, and Barb opened the first box and took out a pair of shiny black stilettos. They weren't my first choice, but Barb was already lifting my foot to slip the left one on. I had never been much of a shopper. I usually preferred to go out knowing what I wanted and buy the first thing I found that met my criteria. I hated trying on clothes and especially shoes, but I found this experience rather more pleasurable.

Barb slipped the shoe onto my foot while holding my ankle, and then she slipped the right shoe on. She took her time adjusting the strap, and when she was done she sat back and told me to try them out. I stood carefully, letting my feet settle in and Barb reached out and gently squeezed the side of each shoe.

"That seems to be a pretty good fit," she announced.

"Walk around a little," Theresa yelled from the front of the store.

I did as Theresa suggested, taking a few tentative steps away from the chair, and then walking more confidently around the store, stopping in front of the floor mirrors to admire the shoes. They fit perfectly, and they made my calves look super sexy.

I walked back over to where Barb was kneeling on the floor, watching me carefully.

"You have perfect legs, Karla," she said when I sat back down in front of her.

"Thanks," I replied, very pleased with the compliment.

I tried on six more pairs of shoes. It was the first time in my life I had ever enjoyed shopping like this. Barb was very attentive, and I got the distinct impression that she was letting her fingers linger longer than necessary on my stocking-clad feet and lower legs. I felt my cock stirring again, and hoped it wouldn't get hard.

Theresa bought two pairs of heels for me. I tried to argue that I only needed one pair, but she was insistent. I ended up picking the same shoe in two different colors, black and red. Theresa and Barb both approved of my choice. I sat down and Barb removed the last pair of shoes I had tried on. She was definitely caressing my foot this time. When I looked down at her she smiled up at me.

"You look terrific, sweetie," she said quietly, "but you need to shave your legs. And don't forget about the hair on your toes. Dead giveaway."

She smiled once more and slipped the black shoes I had selected onto my feet and quickly strapped me in. Giving my calf a last gentle caress, she stood up and carried my purchases to the checkout desk. I stood, somewhat shakily, and joined Theresa as she paid. We thanked Barb and turned to walk out.

"Karla," Barb called and I turned back to her. She handed me a business card. "You look beautiful. Very sexy and very passable except for your legs and feet. I put my cell number on the back. Call me if you'd like my assistance to become perfect."

"Thank you, Barb," I replied. "That's a very kind offer."

I tucked the card into my purse, smiled at her, and then turned and walked to where Theresa was waiting just outside the store.

"What was that all about?" Theresa asked and I explained. When I was finished she said "That sounds kind of creepy."

It sounded kind of creepy to me as well. Theresa and I set off arm in arm through the mall. We did some window shopping, and I was getting very turned on by all the guys who were checking me out. My cock was getting uncomfortably hard and I told Theresa I needed to rearrange things down there. She rolled her eyes and led me to the women's bathroom. I went into a stall and lifted up my dress and pulled my panties down, then pressed my hard cock against my lower belly and pulled the panties back up. It wasn't ideal, but it wasn't sticking straight out any more. I exited the stall and Theresa checked out my crotch, pulled my dress up just a little to add some additional material in the front, and then we went back out into the mall.

Our next stop was Victoria's Secret. Theresa told me she wanted to buy some lingerie for me. The thought of trying on sexy lingerie really had the blood flowing to my crotch.

"We better not stay in here for four hours," I whispered as we walked in.

"Oh, for god's sake!" Theresa exclaimed, immediately understanding my comment. "We need to figure out how to take care of that, and the emergency room is not an option!"

A pretty girl offered to help us when we walked in but Theresa said we were just browsing. She led me immediately to the section with all the sexy panties. I had never been in Victoria's Secret before and was amazed at the selection. I couldn't figure out how anyone could ever make up their mind what they wanted. Theresa was an old pro at panty shopping, however, and she made several selections, and then led me to the bras. In no time we were heading into a changing room.

"Strip," Theresa ordered when we were safely locked inside.

"Ummm, don't you need to wait outside?" I replied.

"This is no time for modesty, sweetie. I won't look if you're that concerned, but I want to see how you look with these things on and it's just easier if I stay in here with you."

I didn't have a witty comeback, so I motioned for her to turn around and pulled the mini dress up and off. Just then I noticed the floor to ceiling mirror on the back of the door and saw Theresa's reflection smiling back at me.

"Oh, all right," I said. "For a lesbian, you sure spend a lot of time trying to look at my cock."

Theresa laughed, and I smiled back at her. She turned around and watched as I removed the bra and then hesitantly slid the panties down and stepped out of them. My fully erect cock stood straight out and was once again leaking pre-cum. I was horrified that I would get it on the panties.

"Shit!" Theresa exclaimed as she stared at my hard cock. "That thing is more trouble than it's worth."

"Let's not get carried away," I replied. "I'm sort of fond of it."

Theresa stood lost in thought for a few moments, then picked up her purse and rifled through it, coming up with a small plastic bag of Kleenex. She handed it to me.

"Jack off," she said.

"What?" I replied, dumbfounded.

"Masturbate. Make yourself come, however you boys do that. I'll go out and look around some more so you're not embarrassed."

"I can't do that even if you're not in here," I replied. "What if someone hears?"

"Why is this so damn hard?" Theresa wondered aloud, and then looked at me. "No pun intended."

"Alright," she said finally after staring at my cock for so long I was starting to feel very self-conscious, "if you ever tell anyone about this I will hunt you down and cut your balls off."

"Tell anyone about what?" I responded, wondering what she was talking about.

Instead of answering, Theresa knelt in front of me and took my cock in her hand. I stared down in shock as she moved her head forward and wrapped her lips around my cock.

"Theresa!" I hissed. "What are you doing?"

She pulled back enough to say, "Taking care of our little problem. You should feel honored; I have never done this before and never will again. Let me know if I'm doing it right."

"How would I know if you're doing it right," I muttered as she placed her lips around my cock once again and started bobbing her head up and down.

Despite my shock and fear of getting caught, it felt absolutely amazing. Her mouth was warm and moist and felt incredible. I was thinking that there couldn't possibly be anything that felt better than this when I suddenly came in her mouth, spurting several jets of warm cum. I tried to pull back but Theresa had her hands on the backs of my thighs and held me in place while she swallowed my cum.

I was horrified that I had come so fast and hadn't even warned her and that I had come in her mouth. Granted, I had never imagined I would be coming less than two minutes after she started, but I had been masturbating for years and I had always been able to sense when I was about to spurt.

Theresa was still gently sucking on my cock as it slowly went limp. I looked down at her and we made eye contact, and she winked at me.

"I'm so sorry," I said and then was immediately sorry I had spoken, because she removed my cock from her warm mouth.

"For what?" Theresa asked.

"For what?" I exclaimed. "For that! For coming in your mouth."

Theresa was gently squeezing my cock and lapped up the cum that oozed out of my urethra.

"It's okay," she replied. "It was a little unexpected, but I don't mind. It actually tastes much better than I thought it would."

Theresa continued to lick the remnants of my ejaculation as they oozed out of me. Even that felt incredible. I caught my breath as she continued to clean me up and she finally gave my cock one last squeeze, kissed the head, and stood up, smiling brightly.

"Problem solved," she announced and kissed me lightly on the lips. Her face was flushed and she was breathing a little heavily. "I wonder if that's what they do at the hospital when you show up with a four hour erection."

"I'm sure they have specially trained nurses to do that," I replied, laughing "That sounds like a good summer job for you!"

A brief image of a line of men with Viagra induced erections lining up at a cubicle where I waited to ease their suffering flashed into my mind.

"That does sound like the job for me," I replied with a smile.

"You're such a homo," Theresa said affectionately, and kissed me again on the lips.

There was a knock at the door and someone said, "Is everything alright in there?"

We both giggled and Theresa said, "Everything is perfect!"

"Well, let me know if you need anything," the voice offered.

"Will do," Theresa said, rolling her eyes comically. "I wonder if she would be so helpful if we told her we needed her to give you a blowjob so you could try on these panties."

We both laughed loudly, and Theresa wiped my cock with some Kleenex and told me to try on the panties. The first pair was called "Body by Victoria Seamless Little Lace Hiphugger."

As I slipped them on I said, "You'd think they could come up with a shorter name for something with so little material."

Theresa laughed and stood back to check me out in the light blue lace panties. They felt amazing, and Theresa obviously approved. They were much more modest than the thong I had been wearing, but still looked and felt very sexy.

"How do they feel?" Theresa asked.

"Amazing," I replied. "Perfect fit."

"They look good on you," Theresa said and handed me another pair.

These were white lace and carried the grand name "Fabulous by Victoria's Secret Hiphugger Panty." They were even skimpier than the first pair. I slipped the blue panties off and stepped into the white ones. Theresa watched intently as I pulled them up. I was starting to enjoy being naked and trying on clothes in front of her. It wasn't really a sexual feeling; more like an "I'm one of the girls" feeling. I liked the intimacy we were sharing.

The next pair was called "Cotton Lingerie Ruch-Backed Hiphugger Panty" and had solid material in the front and waistband with lace on the butt cheeks. The way they were designed actually enhanced the appearance of my ass, Theresa said, and I loved the way they felt. Following that I tried on a little pink pair of "Flawless by Victoria's Secret Hiphugger Panty," and then a navy blue "Very Sexy Chantilly Lace Hipkini," and finally a pair of blue with white polka dots and lace leg openings "Body by Victoria Cheekini Panty." Fancy names all.

Theresa told me to wait in the changing room for a few minutes and went out. I locked the door after her and looked at all the sexy panties I had tried on. I loved the way they all felt on me and how they looked on me as well.
A couple for minutes went by and there was a knock on the door and Theresa announced that it was her. I let her in and she held out several more pairs of panties that I tried on one by one. There was a red with white lace Cheekini, a beautiful green thong with sheer material covering the front and lace around the hips and back, a yellow lace thong, a lacy black thong, a cute pink and blue low-rise bikini panty, and finally a dark blue seamless little shortie.

"Boy shorts!" I said, holding up the shortie.

"Exactly," said Theresa. "But I'm pretty sure you're way past caring if they look like boys underwear."

"Yeah, you're right. These are cute and I like them a lot, but the others are sexier."

Next I tried on bras, and then some garters. After that Theresa bought in several miniskirts and tops, as well as a couple of very sexy dresses. I was a natural size 2, and everything fit perfectly. I really loved a black backless halter mini dress and Theresa said I looked incredible in it. I couldn't wait to try on the whole outfit later at Theresa's house.

When it was all over with, Theresa told the saleswoman we would take everything. I protested that I didn't need all of it and that it was way too much money, but Theresa told me it was a graduation gift and she wanted to do it. I was afraid to hear the final tally, knowing that just a black leather miniskirt I loved was $200. I almost choked when the total came out to just over $1400. Theresa had also picked out accessories, including some silicone bra inserts to replace the cotton panties I currently had stuffed in my bra.

After paying, we took our purchases out to Theresa's car and locked them in the trunk. Then we walked back in, swinging our asses, and headed to P.F. Changs for dinner. Our waiter was very cute and I flirted with him the entire meal. I loved the attention. After dinner we went to a movie, some chick-flick from a Nicholas Sparks book that left us both in tears, and then we went home. I had bought my own clothes with me and I changed into them on the drive back to Theresa's house. I did leave the thong on though.

My cock was hard again, and I pointed it out to Theresa. She rolled her eyes.

"That was a one-time deal," she said. "You need to find somebody else to suck that thing."

Back at Theresa's house we carried all of our purchases up to her bedroom. Her mom was in the kitchen when we arrived, and we went back down and talked to her for a few minutes before I headed home. I was still wearing Theresa's black thong, and had a pair of hiphuggers in my pocket to wear to school the next day.

Walking to school the next morning, Theresa asked me if I was wearing girl's panties. I told her I was, and she smiled and told me I was going to be hard all day. I laughed and told her I had jacked off in the shower so I should be alright for awhile.

Theresa then wanted to talk about our upcoming prom. We had decided to go to the big event together.

"Would you want to go as a girl?" She asked.

The thought of going to our prom dressed as a girl was thrilling, but presented a number of problems.

"I'd love that," I said, "but how is it even possible? My parents are going to want to take pictures of us together. I have to get a tux and everything."

"I thought about it last night," Theresa said. "My parents are going to be in Japan celebrating their 25th wedding anniversary. After we take pictures at your house, we can go back to my house and get you dressed. As long as your folks don't see us leave after that, we should be good."

"What about all our friends who know we're going together?"

"I'll tell them you got really sick or something."

"What would I wear?"

Theresa rolled her eyes. "Are you sure you're not a real girl? I think that black halter mini dress would be perfect."

"I really would love to go as a girl," I said after thinking about it for a few moments. "If you really think we can pull it off, let's do it."

"Yay!" Theresa said. "So what do you think about a practice run this weekend? You could go to Ashley and Eric's party with me dressed as a girl."

Ashley and Eric were identical twins and their 18th birthday party was this coming Saturday night. Even though they were the most attractive girl and boy at our school, they were close friends of ours because they were both a little on the nerdy side like Theresa and I. It was very likely that they would be co-Valedictorians of our graduating class with their identical grade point averages. Theresa was a close second and I was somewhere in the top ten. I'd had a crush on Eric since Middle School and the thought of him seeing me as a girl and possibly desiring me was an instant turn on. My cock started to swell at the thought.

"Crap!" I said.

"What's wrong," Theresa asked, stopping to look at me.

"My dick's hard again," I said with a smile.

"You are such a horn-dog!" She exclaimed and punched me in the shoulder.

"I'd love to go to the party as a girl," I said, rubbing my shoulder. "What do we tell Eric and Ashley when I'm not there?"

"I'll tell them you had to go out of town for a family emergency and that you're my cousin, visiting for the weekend."

It was decided. I was extremely excited thinking about dressing in my sexy clothes. I hoped Eric would be interested in the new me.

When we arrived at school, naturally the first person we saw was the bully who'd beat me up the previous day.

"How you feeling today, pussy?" He asked as we walked past.

"Just ignore him," Theresa said to me.

"Fuck you!" I said to the bully.

"Oh, shit," Theresa said.

He grabbed me by my shirt and pulled me close breathing his awful breath right into my face.

"I'm going to beat the shit out of you, faggot!" He sneered at me.

I turned my head to the side. "Maybe you could try a little mouthwash first," I replied, "Or at least a breath mint."

A couple of teachers were making their way towards us, so the bully let go of me and pushed me backward. I went down hard onto my ass.

"I'll see you after school, you fucking turd burglar," he hissed at me as he walked away.

"Why don't you look up some new insults on the internet, you fucking moron," I said to his back.

Theresa helped me up. Miss Walker, the Assistant Principal, walked up as I dusted myself off.

"Are you alright?" She asked.

"I'm fine," I replied.

"What happened?"

"Tripped over my own feet," I replied.

Miss Walker looked at me for a few moments, and then told us to get to homeroom.

"You have a death wish or something?" Theresa asked as we walked up the stairs and into the school.

"Just sick of being bullied," I replied.

I worried about what would happen after school all day, and resigned myself to another beating. I was determined not to run away or hide, thinking maybe if I stood up to him he'd leave me alone in the future.

Theresa took my arm as we walked out of our last class of the day. "Let's go out the back and go home the long way."

"Not today," I replied. "Let's just get this over with. Maybe he'll get tired of beating on me."

"He hasn't gotten tired of beating you since 6th grade," she shot back. "This is crazy. That big ox will hurt you!"

"Come on," I said, taking her hand. "If it starts to look really bad, you can go for help."

"You're crazy. If he kills you, who's going to take me to prom?"

"If he kills me, I'll haunt you at the prom."

We walked out of the school and immediately observed a large crowd gathered just off school property. I smiled at Theresa, who clutched my hand nervously, and we walked toward the throng. The crowd parted like the Red Sea as we drew near, and several of our classmates looked at me with pity in their eyes. Most just looked excited about my upcoming beating. The crowd closed in behind us, and I knew that would make it difficult for any teachers or parents to get to us.

Theresa and I stepped into the small circle at the middle of the crowd. The school bully was waiting for me with an evil grin on his handsome face. I shrugged out of my backpack and set it on the ground, and then gave Theresa's hand a final squeeze and stepped forward.

"Let's make a deal," I said, loud enough for everyone to hear. "No matter how this turns out, if you beat my ass or hell freezes over and I whip yours, can we call a truce until after prom? I don't want my pretty face messed up for the big event."

"Fuck you, pussy," he replied.

"That's what I thought," I said, and when he was close enough I kicked him as hard as I could in the balls. He screamed in pain and dropped to his knees, reaching for his crotch. I kicked again, even harder, and snapped a couple of his fingers as I drove them into his groin. Then I stepped forward and punched him as hard as I could right on the nose. It hurt my hand terribly, but the satisfaction of hearing his nose break and the sight of his blood made it all worth it. He fell over onto his side and drew his knees up into a fetal position, and I turned and picked up my backpack. The crowd was eerily silent as I shrugged it on and Theresa and I walked forward.

At first I didn't think the crowd was going to let us through, but at the last instant they parted, staring at me in stunned disbelief, and we walked toward home. The crowd finally erupted.

"That was pretty amazing," Theresa said, clutching my hand tightly in hers.

"Yes," I replied.

"Were you scared?"

"Yes."

"How did you come up with that strategy?"

"Internet," I replied. I was shaking uncontrollably.

"Good thinking," Theresa replied.

"You know what's really funny?" I asked.

"What's that?" Theresa replied.

"My dick is rock hard."

"If I wasn't a lesbian, I'd definitely take care of that for you."

"If I wasn't gay," I replied with a laugh, "I'd let you."

We walked back to Theresa's house hand-in-hand, and when we arrived she made an icepack for my hand. It was already swelling up, and it hurt like hell. We made plans for the following day, which was Friday. Actually, Theresa made the plans and I agreed to everything. After school we were going to come back to her house and she would show me how to shave my legs, after that we were going to a salon for a manicure and pedicure and to have my hair done.

"What about my hand?" I asked.

"If it's still swollen, we'll have to scrap our plans for the party on Saturday" Theresa replied. "It would seem strange if my cousin had a broken hand just like yours."

I really hoped the swelling went down. I was really looking forward to attending the party in my black leather miniskirt and a cute top. We spent the next couple of hours with me trying on various combinations of the clothes Theresa had purchased for me the previous day. I was insistent about the leather miniskirt, and we finally settled on that, a black sleeveless ponte top, black fishnet stockings, and my new black heels. When I was dressed Theresa whistled and said I looked good enough to eat. I felt pretty sexy and couldn't wait to see the reaction of my friends from school.

After I undressed again, before I pulled the panties I had worn to school that day back on, Theresa looked at my erection and rolled her eyes. "That thing is always hard!" She exclaimed. "You're going to make some man very happy someday."

The next day at school I had to put up with lots of comments about my fight the previous day. I made it clear that I didn't want to talk about it, and that stopped all but a few people from bringing it up. The bully wasn't at school that day, which I was deeply thankful for. His friends gave me the stink-eye every time they saw me, but no one did or said anything threatening.

After school, we went back to Theresa's house and she showed me how to shave my legs. I thought it felt very sexy, but Theresa told me it was a pain in the ass when you had to do it all the time. I did love the smooth feeling of my hairless legs after I'd finished and Theresa had applied some cream. I remembered what Barb the shoe saleswoman had said and made sure to shave the hair off my toes as well. Theresa drove us to her favorite nail salon, where the Vietnamese women fussed over us and treated us like royalty. We had manicures and pedicures, and I loved the attention. Theresa of course had black nail polish applied to her fingernails and toenails, and I opted for clear. My fingernails were a little on the long side and Theresa told me she would make them more feminine when we got home.

After the nail salon, we went to a nearby hair salon. Theresa told them right up front that I was looking for something androgynous that would look good on a male or female. The pretty stylist didn't bat an eye, seeming to know exactly what Theresa was talking about. She showed us a few pictures and we opted for short on the sides and back with lots of hair left on top that could be spiked or fluffed up or combed over to one side or the other. After that I enjoyed a nice massage, and had my hair washed and then styled. The stylist showed me how to spike it or fluff it for a more feminine look, and Theresa and I were both happy with the results.

At Theresa's house, her mother looked me over carefully. "That's a new look for you," she said. "I like it."

"Thanks," I said. "I was ready for a change."

After dinner, Theresa and I hung out in her room listening to Goth music and discussing the party. We talked about a number of scenarios, and how I should respond to each.

"So let's say Eric likes you and takes you somewhere private for some making out and groping," Theresa said. "How do you respond?"

"I jump his bones on the spot!" I replied.

Theresa laughed. "How does Karla respond?"

"I tell him I'm on my period and my breasts are too tender to be touched, and if he doesn't mind, I could just give him a blowjob."

"You sure you're ready for that?"

"With Eric? I've been ready for years."

"Do you know how to give a blowjob?" Theresa asked.

"How hard can it be?" I replied.

"Harder than you think." Theresa pulled her laptop over and we lay side-by-side as she searched "How to give great head." According to Google, there were 1,080,000,000 links. Theresa and I looked at each other and laughed.

"Fucking internet!" Theresa said and clicked on the first link. For the next hour we checked out a number of links and watched several videos, until we both felt like we could be great cocksuckers. I was also very horny and, judging by her flushed cheeks and heavy breathing, so was Theresa.

"If Eric doesn't like it, there's something wrong with him, not you," Theresa said as she deleted her browsing history.

Theresa told me to be at her house by 7:00pm the following evening so we could get ready.

"Are you excited?" Theresa asked as she walked me to the door.

"Very," I replied. "Nervous, too."

"You'll do great," Theresa said, kissing me goodnight.

"I hope so," I thought as I walked next door to my house.

There was a car in our driveway that I didn't recognize, but I didn't think much of it as I walked in and announced that I was home.

"Could you come in here for a second, son," my dad called out from the living room. I walked around the corner with a big smile on my face, which rapidly disappeared when I observed the tension between my parents and the very large man sitting on the couch.

"This is Mr. Ziminski," my dad said, introducing the large, angry man glaring at me. I recognized the name -- the bully's dad. He looked like he was ready to launch himself off the couch and tear me to pieces.

"Hello, Mr. Ziminski," I mumbled.

"Son, Mr. Ziminski tells us that you put his boy in the hospital yesterday," my dad said. "Would you care to tell us about it?"

I spoke directly to my dad. "His son is the biggest bully in the school, dad. The day before yesterday he and a friend of his beat the crap out of me and threw me into a ditch. He's been picking on me all year."

I lifted my shirt and showed them the bruises on my torso. My mother sucked in her breath and my dad winced. Mr. Ziminski's face turned even redder.

"Did you get in a fight with his son yesterday?" My dad asked quietly.

"Yes sir," I replied. "Right after school. His son started it in the morning and he threatened to beat my ass after school. He was waiting for me off school property right after school let out."

"What happened then?"

"His son approached me in a threatening manner and I kicked him in the balls. Twice. And then I punched him in the nose."

My dad suppressed a laugh.

"You crush testicle!" Mr. Ziminski cried in a thick accent, leaping to his feet. My dad rapidly stood also and moved between Mr. Ziminski and me.

"You break three fingers and my boy's nose!" Mr. Ziminski continued. "You bully, not my son!"

My dad picked up some papers off the coffee table, which turned out to be a medical report from the hospital.

"Mr. Ziminski," my dad said, reading the papers, "it says here your son is 6'5" and weighs 261 pounds. Is that true?"

Mr. Ziminski glared at my dad. "Is true," he replied.

"Do you really think my son," my dad waved his hand at me, "would be stupid enough to bully your boy? My son weighs 120 pounds, for god's sake."

Mr. Ziminski looked like he was ready to explode. "I sue you," he snarled and snatched the papers from my dad's hands and got right in his face. My dad is not much bigger than I am, but he met Mr. Ziminski's glare with one of his own.

"Do what you feel you have to do," my dad said, very quietly.

For a moment I thought Mr. Ziminski was going to hit my dad, but with a final snarl he stormed out, almost knocking me over as he went past.

"Well, that was exciting," Dad said as Mr. Ziminski slammed the front door on his way out.

"Sorry, Dad," I said.

"Don't sweat it," he said. "I don't think any sane person in the world would believe you started the fight, and I'm sure once he thinks about it, Mr. Ziminski will reach the same conclusion. I'm proud of you for standing up for yourself, but not happy you put his boy in the hospital."

I started to say something but my dad interrupted me. "And that's all we need to say about that, okay?"

I nodded.

"Nice haircut," Dad said as he sat down and turned on the TV.

My mom came over and fussed about my bruises but I convinced her I was okay. When she asked if I'd eaten, I told her I had eaten dinner at Theresa's house. After a few more minutes of fussing, I went to my room.

The next day I mowed the grass and did all the edging and trimming, and then helped my dad clean the garage. At 6:00 I took a shower, shaved my face very carefully, and then shaved my legs and underarms. I dressed in jeans and a button down shirt, ate dinner with my parents, and went over to Theresa's house right at seven. I let myself in and went up the stairs and knocked on the door to her room. Theresa already had her makeup on, but was wearing only a pair of sexy panties and a half t-shirt when she opened the door.

"That's a good look for you," I said when she opened her bedroom door. "You should go to the party like that."

Theresa swung a half-hearted punch which I easily ducked.

"You should be careful," I said. "Apparently I'm a real bully." I told her about Mr. Ziminski's visit the night before.

"A crushed testicle?" She said. "That sounds really painful."

"Mine draw up inside me just thinking about it," I replied. "I feel kind of sorry for the poor bastard."

"Really?" Theresa asked, raising her eyebrows comically.

"No, not really," I said with a laugh.

Theresa had already laid out my clothes for the evening, but first she had me strip down to my boxers and examined my body for any potential trouble spots. She ran her hands across my smooth shaven legs, which felt incredible, checked my face for any obvious hair, and looked at my armpits. Then she went to the bathroom and came back with her razor.
"You forgot your hairy chest," she said.

I looked down at the sparse peach fuzz on my chest. She put some shaving gel on my chest and quickly shaved the little bit of hair that was trying to grow there.

"You just set me back five years," I said, feigning sadness.

"More like ten," she replied, laughing.

"Yeah, your chest is much hairier than mine."

"You should never, ever, insult a woman with a sharp object in her hands," Theresa said, waving the razor at me. "You'll wish you only had a crushed testicle when I get through with you!"

I winced and quickly apologized, then sat on the bed when Theresa directed me too. She quickly painted my toenails bright red, and while they dried she used a couple of different files and buffers on my fingernails. My nails were fairly long, and she gave them a more feminine shape, and then applied the same red nail polish as she had used on my toenails. Then she quickly applied my makeup while my nails dried.

When she finished applying my makeup she got herself dressed while I watched. As she bent over to pull up her black stockings, I admired her perfect ass, thinking that if I wasn't gay, I would love to explore her perfect body. She stood and noticed me looking.

She smiled at me. "What?" She said.

"You have a really nice ass," I replied.

"You're not supposed to be looking at my ass," Theresa said. "I'm starting to suspect you're a closet heterosexual."

"Well, then I guess I better not mention that my cock is hard again."

Theresa rolled her eyes. "Teenage boys," she said. "You're on your own, this time. Go in the bathroom and jack off or we'll never get out of here."

I started to get up.

"Wait," Theresa said. "On second thought, do it right there. I want to watch."

"I don't think I can do it with you watching," I said.

"You'll never know until you try. Come on, we don't have all night. Fantasize about Eric or something."

I closed my eyes and thought about Eric. I had seen him naked in the shower after track practice a few days before and the thought of his long, thick cock made it easy to begin stroking myself. I fantasized about approaching him dressed as Karla and getting on my knees and sucking his cock, and in no time I was spurting hot cum all over my chest and stomach.

I looked up at Theresa, who had moved closer to the bed while I'd had my eyes closed. There was some color in her cheeks, even with all the white makeup on, and she had her skirt hiked up and her hand down in her panties. While she appeared to be looking at me, her eyes were unfocused. I watched, mesmerized, as she bought herself to orgasm. It was the sexiest th