More Than Skin Deep free porn video

More Than Skin Deep by Couture© Lawrence's deep-set frown was illuminated harshly by the cold blue light of his computer monitor. He didn't like what he was seeing on his monitor. Didn't like it one bit. At nineteen, he would have watched it eagerly. At fifty, he knew he should turn it off, but he couldn't bring himself to do it. And the more he watched, the angrier he became. On the other side of the hacked webcam, Mitch took another drag on his joint. He inhaled and held it. Fuck, it didn't get better than this. He passed it down to the pretty brunette kneeling down between his legs. Her head bobbing up and down on his cock. "Hey babe, take a break from that joint," he said. "And get a load of this one." Her mouth popped off his saliva coated member, leaving a dangling trail of her drool connecting it to her mouth as she pulled away. "I don't know about this Mitch..." Gloria said hesitantly, wiping her mouth with one hand and pumping at the base of his cock to keep him hard. She didn't smoke. Not cigarettes, and especially not marijauana. Mitch had offered many times, but she'd always refused. "Everybody does it," Mitch said. "Just a little toke. It'll make it even better for you. Being high while fucking is the best feeling in the world. You trust me, don't you?" It wasn't a matter of trust, Gloria thought as she took the joint. She knew she shouldn't, but she felt pressured. She took a short experimental drag. "Deeper. Deeper. Don't exhale yet. Hold it. Hold it," Mitch encouraged before taking the joint back. "Now get my cock down in that pretty mouth first." Gloria's mouth swallowed Mitch's erect member. Bobbing back on it. Her pretty face turning more red by the second. She felt the cool numbing deep in her brain. Her eyes watered. A bit of thick spicy smoke escaped her nose. She gave a brief cough through her nose and then another. God how it burned. Already high, Mitch enjoyed the sensation of Gloria's spasming throat as another cough escaped. He grabbed her pony tail and pushed her down harder than she wanted to go. "Oh baby, take that cock," he groaned, pushing her head up and down. Fucking her pretty face. Tears leaked from Gloria's bulging eyes as she choked on the smoke. Mitch's cock grew thick and pulsed. Again and again it twitched. She tried to cough only to have salty jizz shot into the back of her throat. Again and again he pushed it home, choking her with it, until finally he was spent. It was only then that Mitch finally let go of her pony tail . Gloria's head flew up. She coughed. She gagged. She struggled not to lose her lunch. Sticky sperm covered her chin, her stomach, and her new breasts. "Damn it Mitch," Gloria said her voice still a bit ragged from her abuse. But the high had already settled in and she couldn't stay but so angry over it. "You know I don't like it when you do that." Mitch took another hit. Let it out easy with just hint of a sputter. "I don't make the rules," he said. "You're the girl. I'm the man. And sometimes babe, sometimes a man just can't help himself and sometimes a girl's gotta take one for the team." Gloria wasn't so sure about that. But Mitch was her first and only. She had lived without a boyfriend...had been damned unpopular for 99% of her eighteen years. Had been called zit face and flatsy. If she had to occasionally take one for the team, so be it. It was better the the lonely alternative. Still coughing slightly, Gloria dug a napkin from her purse to clean up the disgusting mess he had left of her. Starting with her full ripe breasts. "No," Mitch said, his voice slow from his high. "Rub it into them. It's good for the skin. Makes them nice and soft." What a perv Gloria thought, but she loved him. She rubbed the jizz into her full breasts. Mitch was more correct than he knew. The skhen would use it for nourishment. Mitch sat transfixed. Watching her rub his slime over her perfect breasts. Smushing them together for him so that those pink half dollar sized nipples were next to one anther. If it weren't for the jizz, he would have sucked those fat nipples there and then. "Take another hit," he held the joint to her lips. "But don't get any jizz on it." Gloria inhaled the spicy smoke again, coughing. It made her feel good. Made her mind wander. To think, just three months ago a boy like Mitch would never have given her the time of day. Back then, Gloria was quiet and shy. She was ashamed of her appearance. She had acne. Her bust was flat and so was her ass. Her legs were bony. Then her daddy started working on the project and she had discovered what he was working on. And what he was working on was nothing short of miraculous. Miracle skin. Skhen. It could grow over her skin and hide the blemishes and sores. It could fill in and add where things needed to be added. It was awesome. Now her skin was clear. She attended another school where no one knew how unpopular she used to be. Her breasts were a perfect 36 C. Yet her body stayed slim and skinny. Her legs were toned. Now she hung out with the popular girls. She was dating Mitch...a bit of a bad boy...but all the other girls were positively green with envy. Watching on his computer, hacked into his daughter's web cam, Gloria's dad Lawrence was tempted to burst into his daughter's room. But doing so would admit that he had been spying. Worse, it could result in a confrontation with Mitch. His hands steepled, Lawrence was having second thoughts of what he had done....more now than ever. First, he never should have hacked his daughter's computer. But he had seen some evidence that suggested someone was sneaking in his house at night. He thought it might be espionage...someone trying to steal the secrets he was working on. But it had turned out to be a boy. A bad boy. The bastard was giving his daughter drugs...sex and who knew what. Making her suck him off. Well...he was going to put a stop to it. That was for damn sure. ++++++++++++++++++ When school let out the next day, Gloria slid into the passenger seat of the Mitch's Explorer. The moment the door closed, as usual his hands were busy feeling her up. Moving up her long legs. Moving beneath her short skirt. She blushed and looked around nervously. Tried in vain to fend off his advances, but he was so much stronger. Not that she didn't want him to feel her up. It felt nice. But not here. Not where someone from school could see. And especially not now. "Hey babe, I've been thinking about you all day," Mitch said. "Let's get those panties off." "Come on Mitch," Gloria begged. "Now isn't the time. I've got bad news." "Gloria...you know what that outfit does to me," Mitch said. The evidence was sticking out about seven inches from the crotch of his pants. The little miniskirt she wore really did him in. He had bought the little pleated plaid number and several other for her from Fredericks of Hollywood. She had been too shy to wear them at first. But with encouragement and the proper motivation....she eventually gave in. But now Mitch wanted more. "Get 'em off babe, and the bra too....then I want to take you somewhere public." God, that game again? She had to admit it was kinky enough when they did it two weeks ago. There in the mall. Nothing on beneath her little skirt. Her full breasts bouncing with every step. So many hungry eyes on her. Then finding ways to show herself to Mitch. With him following her up the stairs. Bending down and picking up something she dropped. He had taken her from behind in a dressing room. Delicious. It was great fun. But now, things weren't fun anymore. Tears welled in her eyes. Her daddy had ruined it. Had ruined everything! Goddamnit! "Can you be serious for just one minute Mitch?" Gloria said. "I'm leaving next week. For good." By now Mitch had Gloria's panties off. He looked around quickly. Just a bunch of cars around. A few students here and there, but no one of any authority. His finger teased her pussy. Making her squirm. Making her wet. Then finally wormed its determined way in. "Get real." Mitch said. "I am real. My dad...my dad..." Gloria stammered, tears welling in her pretty eyes. "...He's sending me to a girl's school .... in Vermont." Then Mitch saw Gloria's tears. It hit him suddenly. How had this happened? "When?" "Monday morning." "Fuck..." It was enough to cool even Mitch's prodigious passions. "What for?" "I think he knows about us..." "Double fuck..." Mitch thought. Make that triple fuck. He had never had a girl with a body like Gloria's. And he didn't want to lose it. Not yet. "Just tell him no." Mitch suggested. "It's your senior year and you are eighteen." "I can't." Little did he know she already said no. But then Daddy said he would take out the little chip on her back. Then the skhen would die. Would shed like she was a snake. Then her face would be all pimply. Her breasts too small. Her nose too big. Would Mitch still love the old Gloria? Would anyone? She couldn't take the chance. Gloria agreed to go to the girls school. She had no other choice. "What do we do?" Mitch asked. Thinking wasn't his strong suit. "Maybe I can sneak over at night?" "Vermont Mitch...do you know how far Vermont is from here?" Then Gloria began to think. Sneak over. Could it possibly work? It was a long shot, but it was possible. But the odds were long. Very long. Perhaps she could sneak him over - just not like he'd imagined. "Mitch," she said with a devious grin. "How would you like to be the only boy at an all girls school?" Mitch wasn't one for having a lot of thoughts. But he had them now. He pictured himself as a teacher at the girl's school. Gloria under the desk, sucking him off for first period. Then for second period, there would be some rich chick named Megan or Brittany. He'd bend her over the desk and spank that ass with a yard stick. Her rich CEO daddy thinking she was at some girl school chaste and sweet, but in reality Mitch would have his cock planted up his sweet little girl's tight arse. For lunch, he would find himself a couple of lesbos. There were always lesbos at girls schools. At least there were according to the porn he looked at online. The could lick each other on this desk and he'd put a cock in one's pussy, then take it out and make the other suck it awhile. "You betcha!" Mitch said. Besides, he wasn't doing anything anyway. He graduated last year and mostly did nothing all day. "I'll take that one for the team!" "Oh Mitch!" Gloria was elated. She gave him a big kiss. Then she thanked him again in another way. By going to her knees and sucking him off. Afterwards she tried to kiss him again but he held his hand over her mouth. "You know I don't kiss after," he said. Gloria kissed his hand and sucked a finger. Captured a bit of bittersweet sticky jism with her tongue and licked it clean. Guys didn't kiss after girls went down. She had forgotten. Maybe later. Maybe later they could kiss all the time. But first she had plans ... so many plans and so little time. +++++++++++++++++++++++++++++ "Daddy, can you check my chip before I go to the new school," Gloria said. "I won't get to see you for several months. Besides, I feel kind of funny." "You're probably just scared....going to a new school and all." Lawrence said. He had expected a bit more of a battle about Gloria going off to school. But, after a few tear filled arguments, she seemed resigned to her future. She didn't know it now, but she'd thank him for this in a few more years. Checking her chip was the least he could do. "But since you are here, let me check you out." Gloria took off her shirt and turned around. Lawrence felt around on her back until he felt the small indention. He held an transmitter over it and keyed in the code. A circle began to emerge from her back. It was the chip. He removed it and took it over to a specialized computer. Read the results. "Hmmmmm..." he said. "Everything checks out. If you are feeling strange, perhaps you could go to your new school without the um..." "No daddy..." Tears welled in his baby girl's eyes. "Never." "Okay," he said, wishing he had never put the chip in her in the first place. But she seemed so much happier. Perhaps it was worth it. "Let me clone the skinware and adjust some of the parameters." He entered some new values this time. His daughter's breasts were a little too large...they were attracting the wrong sort of attention. She didn't need to know. Anyway, best not to think about Mitch. That boy was history. Gloria might pine and wait, but that boy never would. He'd be on to the next man's daughter in a few weeks. "Daddy," Gloria said. "What would happen if say...I had an extra finger. Six instead of five. What would the chip do? Would the skhen try to make me have five fingers?" "Oh it wouldn't matter to the chip. It would treat it like all your other fingers. It ignores everything except for what it's been programmed to adjust. In your case that's...." "My breasts....my nose...and my acne," Gloria finished. "Exactly," Lawrence said. "Why? Is there something you aren't telling me?" There were so many things she wasn't telling him. And most of them would end up with her chip being taken away. And it wasn't his chip anymore. It was hers. Hers. And it was more her chip than even she knew. "Nothing daddy," Gloria said. "I was just curious. It's okay to be curious isn't it? It's so very interesting." "It is dear," Lawrence said. "Your mother would be...your mother would be so proud of the woman you've become." The scientist was so caught up thinking about his departed wife and that his daughter would be farther away then ever, he didn't realize that while Gloria hugged him, her hands were busy behind his back. Unhooking her old chip. Putting it in her pocket. Placing a new one in its place. She had planned to get him to go out and get her a soda. But, this was easy. So easy. She felt just a little bit guilty. But it couldn't be help. She was in love. And love makes you do crazy things. Now all she had to do was put it on Mitch's back with a little adhesive and a bit of her own skhen. +++++++++++++++++++++++++++++++++++++ The chip had been set again. The chip grew hot as it utilized all its processors. It was upset, although, the chip didn't really feel human emotions. It thought in terms of its job and its project. It had been given a job...a set of parameters. Then finally a project. It had melded with the project. Made the project conform to those parameters. It was one of the most advanced computers ever made, in only the size of a silver dollar. It had even learned how to achieve its parameters in more efficient ways than it was originally programmed to do. For instance, the project was supposed to have larger mounds. It had been programmed to grow the skhen to produce the desired results. Yet, that seemed inefficient, when the skhen could release targeted hormones and achieve the same result. The skhen was supposed to cover and hide facial blemishes. But why not have the skhen attack the bacteria and remove the cause. Then the skhen had less work to do. The chip didn't like to do extra work. Everything had been going so well. That is ...until something had activated a subroutine on the chip and removed it from the project. Then its project had been ruined. All its work had been in vain. The bacteria was back. The large mounds had disappeared again. No this wouldn't do at all. The chip disabled the subroutines that allowed it to be removed from the project. So much work, so little skhen. It told the skhen to multiply. This time the chip was going to be smarter...more efficient than ever before. It would need to be. There was so much work to do. ++++++++++++++++++++++++ "Ahh..ahhh....I sure hope you know what you are doing." Mitch gasped, his pelvis thrusting, oh yeah, nice and deep. "I'm gonna be in so much trouble with mah...mah... old man. You know...I am basically running..umph.. away." Gloria's knees burned on the rough carpet in the back of his Explorer. Mitch had her by her pony tail again, pulling her back on that cock. Back and forth. Back and forth. Working that tight pussy. God he loved this view. Gloria on her hands and knees. A short mini-skirt pulled inside out now. His hands palming that perfectly formed ass, spreading it, making that cute little asshole clench and pucker. Watching the lips of her pretty pussy move in and out with the motion of his cock. Fucking her good. Exploring that hot little bitch. "And that thing you put on my back..." Mitch said. "What was mmmm...ah....up...with....that? Mmmm...oh God...oh God...." Mitch's balls tightened. Fuck yeah. Oh fuck yeah. That hot pussy milking his cock. Emptying it. He soon forgot all about the thing she put on his back and his old man. Usually, Gloria was content to wait underneath Mitch after he climaxed. To hold him tight. To kiss his well muscled shoulders and chest. But today, she was feeling hot. Tingly in a more profound way than she had been before. Because usually she felt tingly almost all the time. She had ever since the chip and the skhen. It made her want to touch herself. Yet when she did, it was like an itch that couldn't be scratched. Until today. "Umph..." Mitch groaned. "What are you doing?" What was Gloria up to? Didn't she know he felt like relaxing. Fucking was hard work and today it was harder than usual. A bit hard to catch his breath. Besides, he felt a little unsettled. His skin ....so scratchy. Then Gloria was climbing up him. "Are you crazy?" he said, pushing her slim body back down. Crazy. Gloria thought....yes...just a bit. Guys don't do that she remembered. She slid back down. Rubbed her wet cum soaked slit against his softening cock. "Baby...I just came..." Mitch groaned. "Come on honey," Gloria said. She didn't know what had gotten into herself. For once she felt like her urges were in control of her. Little did she know, her new chip was busy. Her dad had adjusted the parameters...to decrease the size of her breasts. It was taking a shortcut. Flooding her bloodstream with hormones. Gloria knew none of this. She only knew that she couldn't stop. Then she said something that she had never said before. Something Mitch always said. "Come on baby....take one for the team." Then she pressed down on her breasts. Making them so full and hard. She knew the effect they had on Mitch. "Don't I turn you on?" Mitch was still overly sensitive. He wasn't ready. And yet...and yet his cock hardened. Gloria slipped it inside. Began rocking back and forth. Oh yes. This is nice. Gloria thought. Mitch seemed to be lasting a bit longer too. She rode his cock. Working herself on it. I think I like it on top. Yes, I most certainly do, she thought. He can't very well pull my pony tail like this and my knees don't hurt this way at all. Then she felt her loins begin to boil. The pleasure to well up. She took hold of Mitch's nipples...gave them a little twist. "Ahhhh!" Mitch gasped. His hips involuntarily jerking in response. Ouch! That fucking hurt! He had been too embarrassed to say anything, but his nipples had hurt all day. And now, Jesus...so sensitive. So painfully sensitive. Worse, it seemed Gloria liked how it made him gasp and jerk in response. She assumed that he liked it. But no. No Mitch didn't like it. No, not one bit. So she pinched them again. Tweaked them and pulled them this time with conscious deliberation. And each time, Mitch would gasp and thrust. It was involuntary. The thrusting was one thing, but the gasping.... God it was embarrassing. The only involuntary thing Mitch had experienced before was coming and sneezing. This was new territory...and he didn't like it. It scared him a little. But Gloria liked it. Mitch's every gasp and thrust lit a fire in her sex. God, how she had come. It was amazing. Then finally her climax was done. She lay on top of him. Her fingertips still against his nipples. Poor Mitch couldn't get those fingers out of his mind. Or his aching nipples. So sensitive. Please don't pinch me again, he thought over and over again. Her sweaty body laying over his. She felt a little heavy and it was a little hard for Mitch to breathe. He kept his silence. Men didn't complain of such things. Men only complained when they weren't getting enough pussy. At least that's what his old man said. Oh baby...that was great..." Gloria basked in the glow she felt. She had climaxed. For the first time. She had thought she had climaxed before, but not like that. Now that she had felt it, she was determined to have more. So many more. But in order for that to happen, plans had to be made. Mitch was going with her. Her dad couldn't control her. She'd show him. "You have the plane ticket?" Gloria asked. "Yes..." Mitch tried to shift underneath Gloria, but she had him trapped between her legs. The cum was leaking from her, and onto his stomach. Cooling. Drying. It felt disturbing. Gross. Uncomfortable. "And the address?" "Yes..." "You'll call me the minute you land." "Oh yes..." Mitch said. "But I still don't understand. How exactly is this going to work?" "Oh you'll see baby," Gloria said. "You'll see. But I admit I'm a little scared of you being there with all those other girls. What if they are prettier and smarter than me?" "No one is as pretty as you," Mitch said and meant it. But there were girls prettier in different ways. Some girls had pretty blonde hair. Some girls had a fat ass made for a good fucking. Pale girls that wore black fingernail polish. Girls that loved high heels. He had tried getting Gloria to wear some,but as yet she wouldn't. He was going to buy her some. Give her a little spanking. Oh she'd wear them with the right motivation. But that was a whole lot of trouble...especially with a whole school full of nothing but girls. Girls who liked to fuck. A whole school of them. Fuck yeah! "You do love me don't you Mitch?" Gloria asked. "Oh yeah baby," Mitch said. "I love you." I love that hot ass bod and these bouncy titties, he thought. Not able to help himself he leaned up and sucked on those fat nipples. Making Gloria gasp and moan. Then she did something totally unexpected. She bent down and sucked on his nipples. And then something even more unexpected happened. Mitch gasped. He writhed. And then. He moaned. It just found it's way out. When he first heard it, he thought it had come from Gloria. "What was that sound?" Gloria teased. "Was that a girly moan I heard Mitchie-poo?" "No..." Mitch gasped. He struggled to wrap his brain around the sound he just heard. No it couldn't have been him. The sound wasn't masculine, but feminine. It must have come from Gloria. He didn't like her trying to place the blame on him, nor did he like the cutsie little nickname she labeled him with. She'd never called him Mitchie-poo before - and he already didn't like it. "Stop playing. That was you." "Are you sure?" Gloria asked with a devilish grin. "Absotively positive?" "Of course," Mitch said with surety. Gloria licked her lips, then bent and sucked his nipples again. And Mitch gave a squirm. He bit his lip. He could feel his body reacting in ways it never had before. The moan had to have come from Gloria. It just had to. But he stilled his lips and tongue just in case. No, he wouldn't shame himself in such a fashion. Not until he knew for sure. Then Gloria took on of those hard little nubs and gave it the tiniest little nibble. Oh God, her teeth. Not sharp, but a different sensation. Like lightning. It left him feeling powerless. And Mitch couldn't stop his body from writhing and squirming beneath her. Worse, he felt his lips open, no matter how hard he clenched them. Nor could he keep the wind from escaping his lungs. Gloria heard it again. A gasp and a moan. Not just any moan. But a girly moan. Most definitely. Oh how he blushed. "I guess you were right," Gloria said, to save Mitch the embarrassment. Then she inspected his nipples more closely. Yes, he was developing. But his voice. She hadn't expected his voice to change. Was that possible? It was only skhen. Perhaps it had been that way all along and she had never noticed. And Mitch rolled out from under Gloria and quickly put his shirt back on. He felt shamed, but tried not to think of it. Besides, soon he'd be surrounded by girls. Sexy fuckable girls and he'd be the only man in the bunch. His nipples still felt funny and he wanted to rub the soreness away, but he didn't dare. ++++++++++++++++++++++++++++ A week later, Mitch woke up at 9:30 am. He took a shower like every other morning. He was hard as usual. Even more so now that he was separated from Gloria. He wrapped his fingers around his cock and pumped it a few times. Maybe he'd give it a go there in the shower. Then he soaped up his chest just like always. But there he made new discovery. "Holy shit!" His hard pecs weren't so hard anymore. They were squishy. His nipples swollen. Sensitive. Painfully so. The soap hit the floor with a sharp rap. He dashed out of the shower to examine himself in the mirror...in such a hurry that he slipped and fell. He didn't land hard, but it was a blow to his pride. It was as if his mind had lost track of his body. Soapy and wet, his bottom aching, he got up and stood in front of the mirror, a puddle of water forming beneath his feet. Fuck. He looked even worse in the mirror. He had mounds on his chest. Small mounds. He inhaled. There, that looked better. But his nipples were puffy. Swollen. Hard. Still aching. Itchy. Am I retaining water? He wondered. Was it from Gloria twisting and messing from before? To be honest, they hadn't felt right since. Goddamnit! This was horrible. How long till they went back down? He was flying out to meet Gloria today, and he was wondering if he should keep his shirt on when they fucked. His stomach growled. Goddamn he was hungry. Hungrier than he had been since his growing years. He'd been that way for several days, just couldn't get enough food. He finished the shower. Bruised and swollen. That must be it. He stopped at McDonald's on the way to the airport and ate enough breakfast for four people. He wasn't aware of it, but the skhen had reached critical mass. It was no longer dividing exponentially. Now it was specializing. A few tens of thousands Egyptians built the pyramids. But outside of Mitch's body...there were millions...billions of cells...working...building. Mitch boarded the plane. He was having second thoughts. He was scared. He was nineteen...not really running away when you are nineteen. Besides, he had no love for the old man. He was a tough man to live with. His mother had left when he was 7. He scratched his chest and his back. God how he itched. Was he coming down with something? ++++++++++++++++++++++++++++== The chip was busy. It was making large changes now. It remembered in the early days of the project and how by releasing certain chemicals, the project would not become so agitated by the stimulus it was causing. A mixture of dopamine and seratonin passed through the membrane of Mitch's skin. The plane's engines were so calming. He fell asleep. He dreamt of naked school girls. The chip was thinking of a problem. The project had been deformed. Not only had its work been discarded, but the project had been rearranged. It pulled up the projects schematics. It hadn't been programmed to make actual changes, but it hadn't been programmed not to either. It got to work with the skhen. It started by putting a smooth layer of skin over the offending appendage. Then it added a little definition. From the outside it looked the same. But what of the inside. The chip grew warm as all its processors began to work on this new problem. It had plenty of time and it never slept. +++++++++++++++++++++++++++++= Mitch awoke as the plane landed. His mouth felt like a piece of dry sandpaper. He had no idea the changes that had been made as he slept. But after the long flight, his bladder was filled to bursting. He had to piss like a racehorse. He practically ran to the restroom. The closer he came to the urinal, the worse the urge. It felt like his eyeballs were floating. He quickly untied and pulled down the front of his jogging pants. Next he pulled down the front of his underwear. He had made it in time. Just...but then he felt a warm feeling trailing down his legs. But something scared him even more. Seriously terrified him. His penis wasn't where it was expected. Where he had come to expect it these nineteen years. "Oh shit!" he gasped and then held a hand to his mouth. It wasn't his voice. He looked back down, past his fly, and into his underwear. His cock. It was gone. The urine kept coming. Saturating his running pants. "Miss," the man at the next urinal said. His eyes leering at Mitch's smooth crotch. "This is the men's room." Oh God - oh God, Mitch dashed into an unoccupied stall. Shut and locked the door. He dropped his pants. Shucked down his underwear. Shit fuck. He felt around. His cock was gone. Worse, there were...there were folds down there. Next his hands went up his shirt...the small mounds had grown larger. Fuck. Oh Fuck. He felt sick to his stomach. "Miss are you okay?" There was a knocking on the door. "Sorry...I really had to go," he said, still not recognizing his own voice. 'Hell no I'm not okay,' Mitch thought. I need a fucking ambulance. A team of doctors. A fucking magician. But here he was in this strange city. Only knowing one person. Then his brain began to work on a certain puzzle. A girls school. The plan. The thing on his back. Could it be? It couldn't. Such things weren't possible. He would have heard. Yet, he fumbled around on his back. He couldn't hardly reach back there, much less feel something. He had to get Gloria. She could figure this out. Make some sense of it. He dug a pair of jeans and some clean underwear from his suitcase. Things kept getting worse. They jeans didn't fit. It was as if his ass had grown. He bent around and checked. Fuck! It was bigger. Rounder. Fleshy. Sexy. Shit. He blinked and tears rolled down his cheeks. Crying? Men don't cry. They bite down on it. They toughen up. That's what his old man would say. And Mitch was able to dry his tears. He reflected on his situation. The jogging pants were ruined. And the restroom was busier than grand central station, otherwise he would wash them. His swimtrunks. That was the ticket. He put them on. The knocking was persistent. "Are you sure you are okay," a voice said. "Almost done," Mitch said. Fuck, the swimtrunks were too tight. Much too tight. They hugged his rear cheeks. They dug into his crotch. He looked down. Christ. A camel toe. A fucking camel toe. He was terrified...and yet looking at himself he was growing turned on. I can't go out with a camel toe, he thought. There was one other option. Although he dreaded it. He had bought a little present for Gloria. A new skirt. A mini skirt. Just the kind he liked. But pulling them up his legs...now smooth. Sexy. God damned, even his hair was gone. Was this a dream? He pinched himself. It hurt. God, even if it was a dream, he felt...he felt... goddamn vulnerable. If only..if only he had bought Gloria a longer skirt. His mind wandered back. Back to the a day when he was taking Gloria to school. "Why don't you ever wear the skirts I bought you?" he asked. "I do," Gloria said. "I wore one for you just last night." "But I want you to wear them to school." Mitch urged. "They are too small for me Mitch. Besides, you graduated last year." Gloria said with uncertainty. She was still getting used to her new body. Not so very long ago if she had worn such a short skirt, she would have been laughed out of the school. It was nice, an ego boost to have a boyfriend that wanted her to look sexy, but she wasn't ready for showing everyone else. "It sounds like you need a lesson in pleasing your man," Mitch said taking her by the arm and pulling her towards him. It was something his old man had told him. Sometimes a girl needs a lesson in who's boss. And a bare assed spank over the knee is a good way to teach it. Gloria squirmed, but soon she was helpless and over Mitch's lap. "No," Gloria muttered, hating feeling so helpless, yet at the same time, growing wet and tingly in her loins. She held tightly to her pants, but soon her hands were held behind her back. Then her pants pulled down. Her panties down at her knees. She never felt so helpless. He warmed her ass up...worse, she felt her sex grow moist in response. The bastard. God she wanted him...even as pushed her off his lap and back in the passenger seat, she wanted him. But Mitch just laughed as he tossed her pants from the window of his SUV...and then took off. With nothing on but a small pair of panties, another gift from Mitch, she fumed. "You egotistical bastard," Gloria said, her arms crossed over her chest. "Take me home. Now." "Nope. I'm taking you to school," Mitch said. "I know how serious you take your studies." "Please Mitch." Gloria begged, her anger quickly giving way to fear at the hopelessness of her vulnerable situation sank in. She hated this feeling. Hated how her body betrayed her and made her wet and tingly. "Look...I'll ... I'll do anything you want." Her hand moved over his crotch. Massaging his hardness. "Will you wear that skirt I wanted you to wear?" Mitch asked. "Yes....but...I just don't understand why you want me to. " She didn't like it. However, they were getting closer and closer to school A short skirt she could explain. Wearing nothing but a thong...that she couldn't. "Because I like the thought of you in a short skirt while you are waiting for me," Mitch grinned. "Now say please." "Please," Gloria's cheeks turned a bright red to match the cheeks of her freshly spanked bottom. "Climb in the back," Mitch said. "There's a bag with a skirt in it. I bought it just for you. You know I was just teasing you about making you go to school like this." Teasing her? Did he realize how terrifying having to make sure no one saw her climb over the back seat while she was nearly naked. What sort of skirt would it be? It was short, just as short as the one she had worn privately for Mitch. Once it was on, she realized how short it was. It barely covered her ass. It would be a struggle to wear it all day without someone seeing something they oughtn't. God she was wet. "Now come up here and suck me." Gloria obediently climbed back over. Freed Mitch's hard cock. Took it in her mouth. Began to bob up and down with experience. Jacking him at the same time. It wan't long before she was swallowing a full load of salty come. Finally, they arrived at school and Mitch dropped her off. She went over to Mitch's open window. "I'm so pissed off at you," Gloria said. "I don't think you deserve a kiss." But she kissed him anyway. On the cheek, because guys didn't kiss after. A cold breeze blew up her skirt, a cold reminder of how vulnerable she was. "I want you hot for me by the end of the day," Mitch said. "You have me turned on thinking about you in class with your little skirt. Everyone looking at my girl and wanting her." And she was hot. All day. And the sex that afternoon was great. Since that day, she had taken to wearing the short mini skirts every few days. However, they were skirts she picked out, since Mitch's were always too short. Those she saved for him alone. ****************** Now the roles were reversed. And it was Mitch feeling so very terrified, embarrassed, and vulnerable. And slightly turned on, a fact that was a terrible blow to his manhood. Mitch looked down at his own skirt. It was a bit longer than the skirt Gloria had worn. Her skirt was tighter, showed off her ass and legs, it even hugged tight to her abdomen, showing off her sexy abdomen. Though Mitch's skirt was longer and not as tight, it had pleats at the bottom that made the short garment have a mind of its own. How had this happened? It was impossible. And fuck, the bastard was still knocking on the goddamned door. What a nosy fucking asshole. He was temped to punch the guy, but in his compromised state he decided against it. "All finished," Mitch took off like a rocket. His cheeks grew red. He was sweating. Every man in the restroom watched him exit. Staring at his chest, his nipples, his ass, his legs....his flirty little skirt. It was like an advertisement, a badge....look at me - check me out - I'm hot - the skirt screamed. Once outside, he immediately headed for the women's restroom. They didn't even give him a second glance. He took out a t-shirt from his bag, wet it at the sink, and cleaned up in a stall. After that, he called Gloria. Please be there. Please be there. He thought as the phone rang and rang. "Hey Mitch!" Gloria said. "Are you here?" "Gloria," Mitch said. His chin began to tremble. "I'm at the airport. But I'm in a serious fix." "Who is this?" Gloria asked. She didn't recognize the voice on the phone. It certainly wasn't Mitch. "Is this some kind of joke?" "It's no joke..." Mitch said, and then he caught someone staring at his chest. He looked down. God, they were bigger too. He had nipples now. Hard pebbles staining against the front of his shirt. Crinkling and hardening in the cold airport air. He didn't own a bra. Don't cry. Can't cry. He told himself. But once begun the tears fell like rain. "Something has happened to me. I'm changing and ...and I'm scared." Gloria's mind raced. He should be changing, but not this soon. It took over a month for her changes to complete. She was going to sneak him in and then wait for the changes to come in enough to fool the people at school. But his voice shouldn't change. Hers didn't. Just a bigger bust, clear skin and maybe some changes on his nose. According to her father, the rest shouldn't change at all. "I'll be there in two hours. What gate are you at?" "Four." Poor Mitch went outside to wait. The wind tossed his flirty little skirt. If he held the back, the front would blow. If he held the front, it was the back that exposed him. Mitch wasn't a girl only worried about some guy getting a flash of panties...he was a guy and each breeze didn't just expose his tighty whities, it showed anyone looking that he was no longer a man. He began to see why Gloria hadn't liked wearing the little skirt. It was a lot of trouble. He tried to sit to keep from having to worry about the wind, but he hadn't the training that other girls have. The hot metal bench warmed this thighs the first try. He gasped and sat down again, this time taking care to hold the back of the skirt down as he sat. Then he caught some lecherous old man staring at his crotch. Only then realizing he could no longer sit the way he had always sat with legs apart. He sat down properly now, one leg over the other, he turned them to the side. In which case, any woman knows to hold her hem in place. But not poor Mitch. The old man continued to stare. Such smooth thighs. What a looker. So young. All the girls were sluts these days, but he didn't mind. Not one bit. the sluttier they were, the more they showed. Like this one here, God, he could see her panties between her slightly spread legs and though her hands kept the hem firmly clutched within her white-knuckled grasp, the wind had it's way with the remainder. She didn't have much up top, but with no bra, what was there was displayed for everyone to see. Her nipples stood out from her thin T-shirt like pencil erasers. Such a treat. Nice and hard. She was a slut for sure. There was a chill in the air and Mitch could feel his nipples grow painfully hard and tight. He could see them sticking out like headlights. Shit. It was a long wait and every man that passed seemed to want to start up a conversation with Mitch. Where are you from? How long are you here for? Blah..blah..blah.. Jesus, wouldn't they leave him alone? Staring at his chest and at his legs. He would have left and come back, only he was afraid of missing Gloria. God, he needed her now. If he knew what she was driving, he could be more discreet. Instead of standing there looking intently at every driver to go by. Finally, he saw Gloria driving slowly up in a borrowed car. Mitch stood up and waved. Gloria kept going. Not even looking in his direction. "Over here!" Mitch shouted, the wind picking up his short skirt once again. He wrestled it down, but Gloria was kept driving. She had seen him, but kept going. Mitch had to make a choice, save his modesty and pray that Gloria would come back. Or throw caution and pride into the wind. He let go the hem of the skirt and the wind tossed the light fabric about like a kite, exposing an expanse of shapely thigh and a bit of the bottom swell of plump cheek, but Mitch paid it no mind. He needed to get Gloria's attention before she drove to far to notice him. Mitch waved frantically. He hopped up and down. He felt his chest bounce achingly. He could feel every eye on him. Drawing extra attention to himself was the last thing he wanted at the moment, but he had no choice in the matter. His face turned a bright red as Mitch contemplated the spectacle he was making of himself. But at last Gloria had seen him.Gloria couldn't help but notice. Her eyes were glued to the girl, just like every other free pair of eyes within distance of Mitch. At first thinking, what's up with this chick? Bouncing up and down. Making such a spectacle of herself. Her pert breasts jiggling unencumbered by a bra. Her short skirt blowing in the wind, showing off a delightful pair of sexy thighs. My God, what sort of girl did somethings like that? It must have been a long trip...she must be very eager to see her boyfriend again, Gloria thought. She grew a bit tingly as she thought of Mitch. She missed him. And he'd seemed so frantic when he called. She hoped everything was okay. Then she noticed the girl's panties were visible to anyone looking. It was the panties that gave it away. They looked like men's underwear. BVDs. A little kinky. Like everyone else, her eyes had drawn magnetically to the girls unencumbered breasts bouncing so invitingly as she hopped and waved. To the dark pink of her nipples that was visible through the stretched thin fabric. To the tight hard nipples. It was then, that she looked more closely at the girl's t-shirt. My God, Mitch had a shirt just like that. What were the odds? They would be astronomical. Gloria's eyes widened in shock. Holy shit! Could it be? Her car lurched to a stop, the front wheel running over the curb. Eyes wide, and mouth open in stunned surprise, Gloria watched as the pretty girl rolled her suitcase to the car, her cheeks a bright red, wearing that sexy little skirt the Mitch always liked. She kept it pressed down now, but earlier, not just Gloria,but everyone had seen her tightie whities. Had seen her bounce and jiggle. My God, had seen everything. Gloria popped the trunk. Mitch lugged the suitcase into it. Was it his imagination, or was it heavier than before? He sat down inside it. Neglecting to pull the back of the skirt down beneath him and his legs spread boy style, Mitch was showing off more than he realized. But that wasn't what matter. Now he was safe. Safe at last. "Mitch?" Gloria asked. "Is ... is that you?" "It's me," Mitch said. The tears started flowing again. In a broken voice he whispered. "I'm hoping...I'm hoping you know what's happening to me. Otherwise I'm fucked." "I may know something....but this is...this is totally unexpected." Gloria said as she looked once again at the girl sitting next to her. A girl that used to be her boyfriend. On the way to the school Gloria told Mitch what she knew. She told him of the chip. How she expected he would develop a rack. Then he could go to school with her. Pretending to be her sister. She had already laid the groundwork. Her dorm room, once a single, now had two twin beds. She had planned for them to stay there. To have sex. Be together. Then once the year ended, she could get the transmitter from her dad take out the chip. In a few weeks he'd shed his skhen like a snake and be right back the way he was. "I want to be changed back now," Mitch said. "Right now. This was a fucking bad idea. A really fucking bad idea. How could you even imagine...even think that I would want this?" "I didn't know it would be like this. As far as your first question goes...well we can't." Gloria said. "I stole the chip. It's government property. If I go back now, we can get into a lot of trouble. Serious trouble. Besides, it can only be removed at the lab." "What lab?" "My dad's lab. It's the only one that will do." "Christmas break then," Mitch said. "What?" "I can't wait until the summer." Mitch said. He shivered. Christmas felt like forever. "Christmas break. We get the transmitter thing back on Christmas break. I want to be back the way I was. When you said I could sneak in over here, I though I would be a teacher or something. This? This is too much. This is way too much." "But I want to be with you," Gloria whined stroking Mitch's now smooth thigh, then up further, curious to see what was beneath those BVDs. "We can wait," Mitch said, snapping his legs shut and pulling them safely out of reach. It was the first smart thing he had said in quite some time. "Only six months and we'll be together again." "Okay," Gloria said. "Christmas break. We can do it then. Piece of cake. But first, let's see what's going on as soon as we get back to school. Maybe we can do something to fix you today." They arrived at the girls school. Mitch was impressed. McCollough school for girls. Looked more like a castle. Ironwork surrounded the bright green lawn. They took the suitcases to Gloria's room. Once inside she locked the door. She walked up to Mitch. Kissed him. She took hold of his T-shirt. "What are you doing?" Mitch said, his voice high and distressed. "I need to examine you," Gloria said. "To see what is going on. What's your problem anyway? I've seen you hundreds of times." Mitch blushed. "I'm just...embarrassed. Besides...you .. ah... haven't seen me like this." He shouldn't be having these feelings. He wasn't shy. Yet, he had become a blushing rose as his body developed these new hills and valleys. Though the shame burned deeply, Mitch knew this was the only way he had out of this terrible fix he found himself in. He bit his lip and closed his eyes, his arms raised up, while Gloria took the T-shirt off. "Your nipples are only a bit swollen," Gloria said. "It seems your face and voice have had the most changes." Then Mitch put his arms down. His breasts grew more full. Pert. Lovely. About the size Gloria had been before the chip. "Oh they have grown. No need to be shy Mitch," Gloria cupped each lovely globe. Weighing them with her hands. "It's not like they are real...well you know what I mean...not really real." But they felt real enough to Mitch. Especially when Gloria's fingers found puffy sensitive nipples and rubbed them gently, causing them to go hard and stiff. To ache. To make his legs feel like jelly. To make goosebumps come up on his arms. And then...then before he could even think to stop it, a gasp escaped his lips. A very feminine gasp. Mitch's hands flew up and covered his breasts. "Stop,' he warned Gloria. "Your breasts are cute. You are very fetching." She giggled as she tugged at Mitch's wrists. Mitch pulled back quickly. "What's wrong?" asked Gloria. "I..I don't want to be cute...or fetching." And he damned sure didn't want a girl to giggle when she looked at him. "Oh come on Mitchie-poo, I was only teasing," Gloria said. "I meant handsome. You are ruggedly handsome. A real stud muffin. Now lets see the rest." But Mitch could tell by the laugh in Gloria's voice that she wasn't being truthful. That she was humoring him. He wasn't rugged, but cute...fetching. And she'd taken to calling him Mitchie-poo, a name he despised. Then Gloria reached for his skirt. He grabbed her wrists. "No." Mitch said. "Stop being a baby about it," Gloria said. And then she kept pulling down. Stripping him of the short skirt and his underwear. He had been using all his strength. He couldnt' believe it, but Gloria was the stronger of the two. Mitch wasn't the only one to notice. Mitch was naked now. Breathing heavy. Almost panting. Gloria held both his wrists behind his back. With one hand! Gloria smiled as she realized it. Things had changed. The balance of power had shifted. Now, she was the boss. She quickly took stock...yes she liked the feeling....powerful. She felt powerful. "If you keep acting like a baby," Gloria said. "I will put you over my knee and spank you. Just like you used to do to me. Do you care to try me Mitchie?" Mitch blushed a beet red. It cost him quite a bit of pride, but he was naked, both hands trapped behind his back, he was just barely keeping his modesty intact by facing away from Gloria. Worse, all that struggling and Gloria didn't seem to be breaking a sweat. There was really no other option. So much pride. He swallowed a bit of it when he murmured a brief "No." Gloria sat Mitch on the bed with a couple of pillows behind his back. She rolled a chair up to the bed and sat down in front of him. "What are you doing?" Mitch whispered. Hands pressed firmly over his bare crotch as Gloria took one ankle and then another, lifting them up and then spreading them apart. His body started to tremble despite himself. "I need to see everything," Gloria said. "Now move your hands." "I can't do this Gloria." Mitch whined. "Please..you don't understand how embarrassing this is..." Dear God, his hands hiding his shame, and then he discovered yet one more problem to worry about. He began to feel a very unwanted feeling. A tinglyness. Down below. But this time inside. "I've seen it a hundred times," Gloria said, her patience evaporating. He looked sexy as a girl. Yet this sudden shyness was even more of a turn on. It made Gloria wet. Hot. Her nostrils flared. She couldn't wait to get on top of him and ride that sweet cock, pinch his cute little nipples until she came and came. "Now move those hands and let me see you." "But you don't understand." Mitch's chin trembled. The tears began to flow. His cock. His sweet cock. The thing that made him the boyfriend and Gloria the girlfriend....was gone. And now Gloria pulled on his wrists. Exposing him. "Dear God...it's gone," Gloria said. Then there was a delay and the words that came next were the ones Mitch had been dreading for hours. "You've got a .... pussy." She couldn't keep the disappointment from her voice. All this work, and now even though she had Mitch here...she didn't really have him. She had been robbed. Mitch's chin trembled. The tears in his eyes reached critical mass and began to fall like rain. "Don't cry," she soothed. It wasn't his fault. Not really. It had been her idea. All and all, he was taking it as well as he could be expected to. She had been robbed, but Mitch had been robbed most of all. It left her feeling guilty about the whole thing. "Sush...now..." "Wha-what are you doing?" Mitch gasped. It had been bad enough showing his lover that he had been emasculated. But now she was touching him. Poking at him. "Quiet now," Gloria said. Her fingers running along his folds. Amazing. It was truly amazing. A puss. It looked real. It felt real. But of course it would, her breasts felt real enough, even though they were just skhen. "This is very important. We need to know, is it being hidden, or is it really gone. Don't panic. I'm betting on hidden. How does this feel?" She ran a finger along his slit. Although more and more it was becoming hard to think of this sexy girl as a boy anymore. She poked at his opening. It wasn't deep. Less than an inch. "It's not a real vagina," Gloria said. "It just appears to be one. But we should keep an eye on it. You could still be developing." He was wet. Interesting. Clearly it was pleasurable to him. She stroked his clit. Gave it a little round the world just the way she liked it. Clearly Mitch did as well judging by his heaving chest and soft moans. "Gloria..." Mitch gasped. "I don't feel right. I feel pent up. Bunched up. Aching." She looked at his vagina again. It was just a little odd. A little larger on once side than the other. She stroked up and down. "How does that feel?" "Like..." Amazing. He almost felt whole for just a moment in time. "Almost like it should." "That's your cock," Gloria said. "No need to be frightened. It's still in there. Then that must mean..." Then she gave a press at the bottom. Pressed the slightly bulging mons. "Oww...fuck!" Mitch groaned. Pearly white discharge pooled at the mouth of his sex. "Feel like balls?" Gloria smiled. "Like being kicked by a donkey," Mitch groaned. "Looks like everything important is still in there," Gloria gave a laugh of relief. She hadn't broken her boyfriend. Not permanently. She had a new thought. A dirty little idea that flashed unbidden through her mind. Her lips turned up in a crocodile grin. Might as well make the best of things. Gloria came out of the chair. Taking off her shirt and bra. Her large pendulous breasts bouncing free. Next, she wriggled her way out of her jeans and panties. Finally, she crawled naked between Mitch's spread legs. "What are you doing?" Mitch asked, his voice quick with fear. "Do you remember that time you told me you wanted to watch me have sex with another girl and I said no?" Gloria said. "Well...I think may have changed my mind." "But ... I'm ...not ... really....a ... girl...." Mitch breathed. Dear God, Gloria was sucking his nipples. And despite the aching sensitivity it felt delicious. Nibbling on his ears. Kissing his neck. Then she offered up her large melons. He had never been able to say no to such splendid mammaries. His kissed them...sucked them. "Now you do the same for me." Gloria said. "Come on...hold those little cuties up for me." It wasn't like watching a porno. With a porno, Mitch could settle back and watch the girls go at it. This was like...actually being a girl. That's what his mind warned as Mitch put his hands beneath his small A cups and lifted them up to Gloria's mouth. Letting her lick and suck them. The tingly feeling grew. His nipples hard and oh so sensitive. His body was eager, but his mind was rebelling. Guys don't do this. Stop Mitch - stop. This was asking for trouble. Big trouble. Gloria returned the favor. Letting him lick and suckle her again. This was nice. The relationship had lagged in the foreplay department, it was nice to have someone available for her needs. "Baby," Gloria moaned. "I'm dying for that hard cock. It's been all I can think about ever since that day we made love in the car. You remember? That day I was on top." Gloria wasn't even thinking as she pushed Mitch to the bed. She wanted to come. Needed it. She ground against his smooth crotch. "Come on baby," Gloria moaned. "Give it to me. I need a fucking. I need it so bad." Every word drove home Mitch's shame like a cold knife in his heart. His hips thrust instinctively. Riding Mitch's lean stomach, his tiny bulge, his thighs, his tiny bump. Mitch felt nothing except more pain from his tightly trapped balls. Gloria's moans became frustrated. Mitch wasn't doing anything but coating her sex and thighs in sticky pearly slime. She didn't even think about it as she climbed higher and higher. "We should stop," Mitch said. "Come on baby," Gloria said. "You've got me all hot. You can't just leave me in this state. Not if you care for me..." The words echoed in Mitch's mind. He had heard those very words before. Then they struck home. Two months prior after the movie. In the Explorer. God, he had been so hard. And Gloria was turning out to be a tease. After kissing and groping in the front seat. Mitch tried to get into her panties only to have Gloria say "We should stop before things go too far." That night, Mitch undid his fly. Pulled out his hard cock. Seven inches of throbbing hard manhood. Gloria stared at it. Afraid. Curious. "Come on baby," Mitch said. "You've got me all hot. You can't just leave me in this state. Not if you care for me..." She put her hand around his shaft. It felt foreign. Harder than she imagined. Thicker. Bigger. She started to pump. Guys were certainly different that girls. Mitch held her wrist and pulled her hand away. "I can do that myself," Mitch said. "Do it. Do it like girls are supposed to do it." He took the back of her head and guided her down. Mitch's father's advice echoed in his ears. Don't let a woman jack you off son. Otherwise she'll end up jacking you around and will never go on the pill. Put that cock in her mouth, and soon you'll be barebacked in that pussy before you know it. He guided her down on it. Felt Gloria give a tentative lick and then another. He waited until she moved back up to the tip, then he pushed her down on it. Felt those lips wrap around his manhood. She was inexperienced at first. She needed a few pointers, which Mitch was more than happy to provide. That night, Gloria did all right by him. Growing more experienced. More confident. Her head bobbing up and down on his cock, her hand wrapping around its base to keep Mitch from forcing it to far down her throat. Yes, she had done just fine. Had gagged a bit after, but to Mitch it had felt just fine. His father's advice proved true. In a week she was on the pill and Mitch was barebacked in that tight virgin pussy. But now, Mitch's father advice had come back to haunt him. And his old man's words echoed in his head. Men don't eat pussy son. They fuck it. Pussies eat pussy and drink their drinks with straws. You ain't no pussy are you boy? His old man would die if he saw Mitch now. Saw the mounds on his chest. Saw the slit between his legs. Saw the shame in his cheeks. The butterflies in his stomach. Naked. A girl climbing up his chest. Pinning his arms down beneath her calves. Overpowering him. Holding him helpless. Lowering her wet slit to his lips. He didn't have a choice, did he? He needed her help. She was in a state. He didn't know how, but she surely was. Was it his fault? He couldn't think of anything he had done to get her so aroused. Then he remembered sucking her nipples...rubbing them against his own. It was his fault. But maybe...maybe he could finger her. If only she let his hands free. "Let my hand go so I can...you know...touch you and ...ah...bring you off..." Mitch said his voice hesitant. So soft. Feminine. It wasn't the sort of voice Gloria felt she needed to heed. "Baby," Gloria moaned as she lowered herself on his lips. "I can do that all by myself. You know what I want. Eat me baby. Eat my hot pussy. Oh God you've got me in a such a state...." He stuck out a tentative tongue. Tasted bitterness and salt. Then he noticed the pearly sheen. Shit! Cum. He had tasted his own cum from when she had been grinding against him! He felt like retching. "That feels nice...." Gloria said. "Real nice. Mmmmmm....lick me baby. Lick my pussy." Gloria's hips began to gyrate. Rubbing her slit on Mitch's face and lips. Smearing his earlier discharge on him. He tried to protest, only to have his mouth filled with sweet pussy. He began to lick her slit...at least there wasn't anything there but girl juice. To flutter his tongue over her nubbin. Oh how she moaned when he did that. The quicker she was done, the quicker he was done. And he wanted to be done yesterday. But not Gloria. Gloria had never felt such pleasure. It was like masturbating, but ten times better. That tongue. That soft swirling tongue. Fuck it was doing things to her she didn't know could be done. How dare he keep something like this secret? How dare he hold out on her? Well, it wouldn't happen again, she'd see to it. Her hips gyrated faster and faster. The bed squeaked. Quicker and quicker. Lightning danced through Gloria's loins. Her large breasts heaving. Bouncing. Bounding. Sweat trailing down her back. Pleasure held her in its grip. Climaxing. Fuck yeah! Gloria lay there for just a bit, basking in the warm afterglow of her orgasm. Until she became aware that Mitch was still down there - trapped beneath her. She slid back on her haunches and sat looking down at him. Poor thing. His face all wet and slimy. For some odd reason, she felt rather bitchy. She should have done this a long time ago. With her index finger, she trailed it along his sodden face, getting it nice and wet, before tracing it along his lips. Mitch wanted up, only he was too proud to ask. He had eaten her. Been slimed in the process, and now she was playing in it. Jesus Christ. "What are you doing?" he asked, turning his head away. He yearned to do more, but it was the best he could do with his limited mobility. "Remember what you always said Mitch?" Gloria teased. "It's good for the skin. Makes it nice and soft." "I don't want it to be soft." Mitch's words were hushed and forced. Finally, he swallowed his pride. "Gloria let me up. Please." His pleading and helplessness was like music to Gloria's ears. My how the mighty had fallen. "Oh come on Mitchie, I'm almost done," she said and finished rubbing her honey into his cheeks and lips. His formerly rugged face looking not looking very rugged at all. He would pass for her sister quite easily. She smiled. Yes, her plan for sneaking her boyfriend to school was going to go off without a hitch. Finally, she let him up. +++++++++++++++++++++++++++++ At 22:45 the project became still. Chip R5667 was still working. Had been all day. But now the project was still. That left more energy for R5667. More energy for the real work. R5667 was thinking. How had this happened to the project? So much was achieved in so short a time? R5667 wondered how many chips were necessary to do all this to the project before it was R5667's turn again. The skhen made some things very easy. Other things were much more difficult. It would keep working on the easy things first. It wasn't programmed for some of the other equally important work. Like the structure changes. But it had some ideas. It sent some skhen inside. It would begin testing. Meanwhile, these other things, they could happen in parallel. They were easy. It had already learned how to do these things months ago. +++++++++++++++++++++++++++++++ Gloria woke up. Rubbed the sleep from her eyes. She was deliciously naked and another soft naked body lay snuggled within her arms. Soft perfect skin slid against soft perfect skin. Her hands roamed. Hips, her boyfriend had hips, and a tight waist. Her hand roamed some more. My God, he was at least a B cup now. He was changing so fast. It was amazing. Her hand trailed down his smooth stomach. Down to his sex. Gloria explored the folds. Mitch was getting wet. His breathing became shallow. 'What could it hurt?' Gloria wondered, and then she slipped it inside. Wow! Yesterday it had only went it a half an inch before it hit a wall. Now, it slipped in to her second knuckle and she didn't detect a wall at all. Only her position stopped her from going further. That can be remedied she thought. She moved her hand behind him. Found his sopping wet opening. Slipped it in all the way. Only then could she feel the floor. Then a sudden realization hit her. Mitch was still asleep. His breath a bit deeper. Whistling out of his nose. She began moving her finger in and out. She was doing it. She was fucking her boyfriend. How many other girls could say the same? She smiled as his breath grew labored. Her eyes grew bright as Mich's hips began a shallow rhythm. She wondered if he could come from it. She knew of one way to find out. While Gloria fingered, Mitch dreamed. He was at the movies. With Gloria. Back in Boston. They were making out. +++++++++++++++++++++++++++++++++++++ "You've got me in a state," Gloria said breathlessly. "Let's fuck." Mitch looked around nervously. The theater was packed.