My Favorite Extraplanar Being free porn video

My Favorite Extraplanar Being Episode 1: Do you believe in magic? Mark powered up his computer. It was dark outside, but his room was well lit. In what might have seemed like throwing caution to the wind, his door was wide open. He undid his fly and pulled his cock out. Now normally when a 17 year old guy masturbates to porn he is a little more discreet. Mark however was taking advantage of a few facts to have a nice jerkoff session in peace. It was the summer, so he didn't have any school work to do. He didn't have to work at the grocery store tomorrow. His parents were out of town for their 25th anniversary. Suzanne, his sister, thanks to her summer internship, wasn't living at home this summer. This meant for the next forty eight hours, Mark had the house all to himself. He was living it up. He walked around the house naked, went to the bathroom with the door open, and now was going to masturbate to some porn with the sound on. Yeah he'd make it loud. A woman was grunting and groaning as she got pounded by some guy whose face was off screen. Mark's breathing was heavy as his right fist worked his cock frantically up and down. He was close, but timing himself. He wanted to cum when she came in the video. Suddenly there was a flash of blue light behind him and a loud tearing sound. He frantically entered `caught teenager' mode and tried to minimize the window while putting his cock away. He glanced over his shoulder and paused. His jaw dropped and he spun around in his chair, dick still in hand. There, near the foot of his bed, was a bright blue oval seven feet in diameter hovering a few inches off the ground. Its edge seemed ratty and coiled and was shimmering and shifting as he watched. Its center was a darker blue color, with stained spots moving across it like oil on water. Mark's hair blew in the wind as a breeze came out from it. He'd played enough video games to know a portal when he saw one. Suddenly the center grew darker and a man stepped through. He was fairly normal looking in that he was human. He was tall, over six feet, with a bald head with a black tattoo of geometric shapes linked together starting at one corner of his mouth and going up his cheek to the corner of his eye and then back around to the crown of his head. He was wearing a white linen robe. He was lean, but judging from the way the clothes hung off his body he wasn't scrawny under them. The man looked around and made eye contact with Mark. Mark screamed. The man rushed at Mark and grabbed him from the chair. He threw him down behind the bed and dove on top of him. Mark heard a loud wooshing sound and then a loud boom followed by wind so intense it ripped some posters from Mark's walls. Then the blue light was gone and Mark stared up at the man laying on top of him. The man was smiling, but otherwise not moving. "You can get off of me now," Mark said, his heart was still racing, but at least whatever the fuck had just happened seemed to be over, and this weird man didn't appear to be a threat. The man stood up and extended his hand down to Mark. Still a little stunned, Mark took it and stood up. Then he promptly sat back down in the chair he'd been in before. "Who are you?" Mark asked and the man looked at him like a confused dog. "What the hell was that? What the fuck is going on?" Mark asked. The weird looking tattooed man wiggled his fingers and blinked. "Hmm, interesting language, neat verb object agreement rules. So colorful," the man said in an alto voice almost musically. Mark stared at him. "Who the hell are you?" Mark repeated. "What the fuck was that!? What just happened!?" The man cocked his head to the side, blinked, and then sniffed at the air. He glanced over at the computer and nodded. "Strange. Moderately technologically advanced, level 7 at least, but magically very poor." He sniffed again. "Very, very poor... There's no innate magic in this place? What world is this?" "Umm, Earth? What the fuck is going on?" Mark asked. The man frowned. "Yes I know it's Earth. Everybody calls it Earth, or Ground, or something that translates to basically mean the base of things. What is this world's EPD?" "EPD?" Mark asked confused. "Extra Planar Designation. Are you some kind of rube? How do you not know that?" the man asked and sat down on the bed. When he sank into it his eyes went wide for an instant and then giggled, like he wasn't expecting it to move. He bounced up and down on it a few times and laughed. "Neat." "I don't know what EPD is, but you are entertained by a mattress?" Mark retorted, not liking being called a rube one bit. "Hey, just cause things are almost always all the same across planes doesn't mean each world is totally identical. There's springs in this bed. That's kind of funny, never seen that before. Most planes go straight from natural packing materials like hay or animal fur to synthetic foamy spongy materials. Seems like you guys in this plane did something different. It's so bouncy." "You guys?" Mark mumbled. "Man you really are a rube. I know not everyone travels extraplanarly, but you don't even know about what's normal in the different planes. What do they teach you in school?" "Planes?" Mark said, trying to jog his memory to years ago, playing D and D in middle school. This guy thought there were other planes of existence or something? He was crazy, right? But then where had he come from? What the hell was that blue portal thing? The man turned slowly and stared at Mark. Then his jaw dropped. "Oh my Me. This is an uncontacted plane! You don't have any idea what I'm talking about!" The man started laughing. "Sorry for the rube comment. I mean you are one, but it's not your fault. You couldn't possibly have known better." "What the hell is going on!?" Mark shouted. "My name is Orthis. I'm from plane- KRRCKTYLIN." The man, Orthis made a sound which couldn't possibly be a word. "I'm a bit of a traveler. Well no... Well yes, but it's more complicated. I don't like to lie or hide things from people, so I'll tell you I'm sort of on the run." Mark opened his mouth to comment, then paused. "Ok." He said, implying he wanted to hear more. "Oh dear, this is all going to be way over your head since you don't know how the universe works." "You mean multiverse?" Mark interjected, trying to sound intelligent. "No, just the one universe. Theologians argued about that one for ages, but in the end they decided if you can move between them, you've got to be in the same universe, even if the planes sometimes have different rules." Orthis looked around the room and sniffed again. "And believe me, this plane your in is special." "Special like unique? Special like important?" "Special like dull. No magic? Seriously? This place might be important in that it might be the most boring plane of all." Mark frowned, knowing he was offended, but not quite sure why. "Sorry, do you even know what magic is?" Orthis asked. Mark rolled his eyes. "Yes. I know what magic is." Orthis arched one eyebrow. "Then tell me." "Well-" Mark stumbled suddenly put on the spot. "It's um, like this special power that lets you do unnatural stuff. Like summoning fireballs, or making a making someone fly, or turning a person into a frog." Orthis eyebrow remained arched. "Hmm, so even in a world without any actual magic, your innate creativity let you all imagine magic? Interesting." Mark rolled his eyes again. "Look, your not going to try and tell me magic is real," Mark said reflexively before realizing he was talking to a man who had literally stepped out of a portal in his room a few minutes ago. "Skepticism? Well that does seem like that would be natural for a world without magic. I mean, people are shistery everywhere, and you could just pretend to be magic, I guess." "Look, can you use magic?" Mark said, kind of intrigued now that he was thinking about it. "Sure can. I'm very good actually," Orthis said and smiled. "Well make a fireball or something. Prove it," Mark said. Orthis shook his head, his smile changed slightly and Mark recognized it as something he'd only ever seen on nuns before. "I can't. I swore off that kind of magic a long time ago." "Oh, I see. So I guess all you can do is some touchy feeling stuff which is so subtle I can't actually tell if it's magic or not?" Mark said, seeing where this was going. "I mean, I could try. That's the goal anyways. That kind of `touchy feeling subtle' magic is really hard." Mark scoffed. "So what can you do?" Orthis glanced down and smirked. Mark followed his gaze and saw he was staring at Mark's now flaccid cock, hanging out of his jeans. Mark blushed and covered himself. "Modesty. How quaint," Orthis said and raised his hand. He made some strange gestures and then laughed. Mark felt his dick stirring beneath his hands. Was he getting another erection? No, it didn't feel like that. Still his cock was pressing against his palm now. He glanced down and moved his hands to put it away and- It was huge. His cock was a good five and a half inches normally when hard and maybe fourish when limp. Now it was limp and at least seven inches long, and a good half again as wide around. Below it his balls, normally a good inch across, were now at least double that. He glanced up at Orthis who was laughing watching Mark's awe. "Holy shit," Mark said and stared back at his now very impressive cock. "Call that a demonstration and potentially an advance payment," Orthis said. "Payment?" Mark asked. "I'd like to stay here for awhile. I promise I won't be too much of a hassle." "I- um..." Mark mumbled and then glanced down at his cock again. He couldn't help but grin. "Ok sure, but just for a few days." "Excellent! Now I'm quite tired. I'll just lie down on the floor and go to sleep." Orthis said and slumped to the floor. "No," Mark said, not wanting some stranger sleeping in his room. The house was empty, he could sleep in any room. His sister's room was best, he thought. She'd never notice if between now and when she used it next in four months if anyone had slept in it. "Come with me." Mark led the strange man Orthis down the hall to his sister's room. It was clean, but also still decorated like it had been when Susie had been fourteen. Boy band posters and pastel colors everywhere, despite being a few years older than Mark, she'd never been the most mature person. "You can sleep here. It's my sister's room." "Your sister won't need it?" Orthis asked. "She's not living here right now." "Ah, newly wed?" Orthis asked. "No. She's got an internship." "So she's career oriented then?" "I guess." "Sorry, I don't know what this planes rules for women are. It feels a little conservative here, and that usually means women are subjugated." "You figured that out already?" Mark asked, impressed. "I've traveled to a lot of different planes. You learn to pick up on things," Orthis said and sat and bounced a little on Susie's bed. "Well, we, um the people of this plane. Or, well no, just this part of this plane. Well anyways, our culture wasn't great about treating women well until about a century ago. Then we gave them the right to vote and have been moving and getting better ever since." "A democracy! And a society still undergoing women's liberation!? Man, maybe I was wrong about this plane. What it lacks in excitement from magic it might make up for in current events! I bet this plane has all kinds of exciting nuanced problems!" "Umm, sure. Look you can use the bed and over there is a TV. You operate it with this," Mark said handing him the remote. "It's got buttons that-" "Turn it on, change channels. I've been to planes with TVs before." Orthis interrupted. "Oh I bet you guys have some exciting TV too, how long have you had it?" "That TV? Umm, five years?" "No I mean TV in general. When was it invented?" "Um, like fifty years ago," Mark said and then realized that wasn't right. "Maybe more like eighty." "Oh man so it's still pretty new to you all! I bet it'll be wild!" Orthis said and then yawned. "Tomorrow I'm totally going to check that out." "Ok, well. Good night," Mark said. "Wait, sorry. What's your name?" Orthis asked. "Mark," Mark replied. "Ok. Good night Mark," Orthis said and slumped back on to the bed. "There's a light-" "I know how electric lighting works," Orthis replied and reached over and turned on a lamp. "Hit the over head light on your way out." Mark shrugged and did as asked. He closed the door behind him and headed back to his room. This was a dream, right? His computer had exploded or something, that explained the flash of light and the bang, and then he'd gotten knocked out. Yeah. This was all some weird dream. He glanced down at his giant cock and smirked, it sure felt like a pretty real dream though. He glanced over at his computer. The porn video he'd been watching was still where he paused it. He sat down and grabbed his cock. It felt so huge in his hand! He laughed and started stroking it. Well if this was a dream he might as well enjoy it, right? --- Mark awoke in the morning and yawned. His mind immediately went to the previous night, and without checking his crotch he knew it hadn't actually been a dream. He could feel his dick half way down his thigh to his knee. "Holy shit," Mark said and pulled the covers back. He shimmied down his boxers and got another good look at his new cock and grinned. This was by far the coolest thing that had ever happened to him. He glanced over at the clock. It was 11 am. He'd slept in a bit, but not as much as one might think. He'd been up til 3 AM masturbating with his giant cock. It felt even better than before. He'd cum four times before he'd finally passed out. He stood up and felt it dangle between his legs and chuckled. It would take some getting used to. He glanced over at his computer desk and saw a large white caked stain on the floor near the chair. From the first time he came. He'd shot a load way bigger than he'd been expecting and hadn't been able to catch it all in the tissue he'd had ready. He'd thought about cleaning it last night, but he'd been too distracted. His pants no longer fit well. He discovered this as he tried to get dressed. His cock and balls were just too big. Every pair of jeans he owned, which made up most of his wardrobe, felt uncomfortably tight. Instead he switched into a pair of long pajama pants and headed down stairs. He heard laughter at the top of the steps. As he descended and entered the foyer he heard the TV. Orthis was sitting on the couch watching and laughing. He turned as he heard Mark approach. "Oh good, you're awake," he said and turned back to the TV. In front of him was a glass of orange juice and a bowl of cereal. "I hope you don't mind. Some commercials showed that this was a normal breakfast and so I helped myself. This thing is particularly good," he said and pointed to the bowl of cereal. "A whole new way of eating grains. Your plane seems pretty clever. Must be something to do with their total lack of magic driving them on or something." "Right..." Mark said and looked at the TV. The Orthis was watching the news, on it was some story about horrible violence in the Middle East. "You know, this war there reminds me of a conflict I once saw on another plane. The Grumenians against the Yrrthics. It lasted for over a thousand years," Orthis said and ate some of his cereal. "How'd it end?" Mark asked, not sure what else to say. "The Yrrthics paid a centuries worth of mining rights to all of their minerals to an extra planar cabal. The cabal transformed all of the Grumenians into sheep," Orthis said calmly as if this were something totally ordinary. Mark paused for a minute and thought. "Were the Groomeanians people? I mean, were they human like you and me?" Orthis shovelled some cereal into his mouth and spoke, "Grumenians, and of course they were." He chewed for a minute and swallowed. "More than 90 percent of all non-magically altered sentient beings look like us." "That sounds kind of dull," Mark said and sat down. Orthis snickered. "Don't tell a theologian that. They'll tell you all about how it clearly shows a divine hand behind creation." Mark had to bite. "So there is a God?" Orthis chuckled. "Well... there are being that call themselves gods, and they do some pretty impressive stuff. You can worship me if you want." Orthis winked and laughed. "But like a Creator?" Mark asked. "Damned if I know," Orthis said and shrugged. They paused and a new story came on. This one about kittens who had learned to water ski. "They keep talking about this internet. Do you have the internet?" Orthis asked. "Of course," Mark replied. "Can I use it? I bet there is a lot of things I could learn on there." "Oh sure. Just wait until you find Wikipedia," Mark snickered. "Neat. You'll have to show me how to use it," Orthis said. There was another long pause. "So, your real, aren't you? I'm not going crazy?" Mark asked. "Hard to say for sure. I certainly think I'm real," Orthis said. The doorbell rang and something went off in Mark's head. He suddenly remembered he'd made plans this weekend with his friend Joe to head down to King's Coast amusement park. He glanced at the clock and realized it was 11:30, just when he told Joe to arrive. "Was that a warning?" Orthis said and glanced about a little nervously. "It means someone is at the door," Mark said and walked across the room to answer it. The door latch clicked open, and only then did Mark realize he'd have to explain Orthis. "Hey Mark. Late morning?" Joe said and pushed the door open and stepped inside. "What?" Mark asked and Joe pointed to his pajamas. "Oh. Yeah." "Well hurry up and get dressed man! We gotta hit the road!" Joe said and paused. Orthis laughed in the next room. "Is there someone here? I thought you said you had the place to yourself this weekend." Joe said and walked to the next room. "No- wait-" Mark said but it was too late. Orthis had changed the channel and was now watching some Saturday morning cartoons. A cartoon dog had just been hit on the head with an anvil and Orthis was holding his side he was laughing so hard. "Who's your friend?" Joe asked and pointed at Orthis. Orthis stopped laughing and turned. "Who are you?" Orthis asked with a smile. He stood up from the couch and walked over to Joe, looking him up and down. "I'm Joe, Mark's friend," Joe said and looked Orthis up and down. "Nice tattoo." He said and pointed to Orthis face. "Thanks. It's from my old order. I'm Orthis," Orthis said and extended his arm rigidly, like someone who had never shaken hands before. "That's a weird name," Joe said and took Orthis hand and just held it for a minute, waiting for Orthis to shake. When he didn't Joe shrugged and shook his hand then let go. "No weirder than Joe," Orthis countered. "What? Come on, Joe is a pretty common name." "I mean, think about it. All names are weird. It's a sound used to signify you," Orthis said calmly and continued to smile. "Woah. Mark you got yourself a real heavy thinker here. Who is this guy?" "He's, um-" "An extraplanar traveler, come to visit. Don't be alarmed," Orthis said. "..." Joe's mouth opened but said nothing. He leaned over to Mark. "Did some crazy guy sneak into your house and is now holding you hostage or something?" he whispered. Mark sighed. "He's not crazy. He arrived through a magic portal last night. He's for real." "Bull shit," Joe said and looked Orthis up and down. "I know it's weird to think about, but there are other planes of existence and I'm from one of them," Orthis said with a somber nod. "And you happen to look just like a human? Bull shit." "Actually more than 90 percent of all sentient life looks like humans," Mark said, attempting to quote Orthis. "90 percent of all non magically altered life," Orthis corrected. "Magic? Bull shit," Joe replied. "Bull shit is a term used to denote that he doesn't believe you," Mark said, hoping to clarify for Orthis. "I know how scatological cursing works, thanks," Orthis said and rolled his eyes. "Shut up Mark, this is rapidly getting tiring. Ok Mr. Magic Man. If you can do magic, why don't you summon up two hot chicks for Joe and me to take to the amusement park?" Joe challenged with a smirk. Orthis pouted. "Summoning sentient beings from nothing is just about the hardest magic you can do. I'm good, but I'm not that good." "What? That's lame! You're a big phoney! Come on Mr. Magic Man, make me a hot chick!" Joe cursed. Orthis looked at him and arched an eye brow, then chuckled. "Ok," He said and wiggled his fingers. Joe's change was rapid, taking less than five seconds. He shrank about six inches, his hips ballooned out while his waist pinched in, his chest expanded into two perky looking C-cup boobs, his face softened and morphed, and his hair grew down to his shoulders. And of course, inside of his pants, Joe's cock and balls had been replaced with a vagina. Joe was a woman. She looked around at the suddenly larger world and then down, then her jaw dropped. Mark's jaw dropped too. Aside from the actual transformation that had just occurred, Joe was totally fucking hot now. Even his clothes had changed into a spaghetti strap tube top and a short denim skirt. Orthis was laughing as hard as he had been when the anvil hit that cartoon dog. "That's not what he meant!" Mark shrieked. "Turn him back!" "I know- but," Orthis gasped for breath as he doubled over laughing. "Phrasing- couldn't not-" He kept laughing. The woman Joe had turned into walked over to the hall way mirror and looked in. She gasped aloud and stared at her reflection. "Holy shit," she said in a soft, high pitched voice. "I'm a fucking hot chick," she said and then seemed to think for a minute. Then she started laughing too. Mark watched the two loons he was in the room with laughing their heads off and felt his blood begin to boil. "It's not fucking funny! Turn Joe back into a guy!" Mark demanded. "I just- did- he asked!" Orthis said and kept gasping for breath as he stopped laughing. "What?" Mark snapped. "I asked," Joe replied in her sweet feminine voice as she took a deep breath after laughing. "I told him to make me a hot chick. Don't you get it?" "I-" Mark paused and then his eyes widened. "Oh." "Yeah," Joe said and looked down at himself... Or herself again. "Fucking magic. Cool." "You're not upset? Or terrified?" Mark asked. Joe shrugged. "I dunno. I just met him but Ort seems like a good dude. This isn't going to hurt me is it? It's not permanent or anything right?" he asked as he reached up and cupped his boobs for the first time. A gigantic grin formed on his face. "No. I can reverse it any time," Orthis said as he caught his breath. "Then turn him back right now," Mark commanded. "Why?" Orthis said and pointed at Joe, who was fondling her breasts. "She seems to be enjoying herself right now." "What? He's-" Mark turned at looked at Joe, who seemed oblivious to the world. Both of her hands were squeezing her tits. She didn't seem to have a bra on. Two fingers extended out and rubbed one of her nipples, which got hard and poked against the thin material of her shirt. Mark felt his enlarged cock coming to attention. He glanced down and saw it starting to press out against the leg of his pajama pants. He blushed and put his hand on it, pressing it down, trying to think about less exciting things than the hot chick touching herself not five feet from him. Joe glanced up and looked at Mark. She blushed and let go of herself. "Sorry," she said, not letting on if she'd seen Mark's half erection. "Umm- I need to um- go to the bathroom," she said and turned. "But you're a chick!" Mark shouted. Joe paused. "Oh I gotta try that too!" she said to no one and hurried down the hall past the closest bathroom. Orthis was just grinning and turned to Mark. "Not cool," Mark said. "What?" Orthis replied and shrugged. "You'd better turn him back when he comes back," Mark said. "She is an independent person. I'll turn her back when she asks me to," Orthis said and stuck out his tongue at Mark, then smiled. "I learned that on TV." "I- god damn it," Mark said and stomped in a little circle. "Oh relax. Changing gender is a fun and pretty common transformation. I once spent a decade as Orthia." "Well it's not normal here!" Mark snapped. "Come on. Even here I bet people fantasize about it. Hell without any magical outlet for it, I bet a LOT of people fantasize about it. Just you wait til this plane gets to level 9 technology and you can get at these kinds of change that way, then you'll see." Mark stared at Orthis for a second and then sighed. "I'm going to go get dressed. When Joe comes back, you'll turn her back, right?" Mark said and realized he'd used a female pronoun for Joe. "Him," He corrected. "I'll turn HER back when she asks me to," Orthis said and sat back down on the couch. Mark marched up to his room and made his way past the downstairs guest bath. The door was closed and the light was on. His teenage hormones got the better of him and he leaned his ear close against the door. He heard a soft feminine giggle. Then a little gasp, followed by a low moan. Mark blushed and stood upright, his cock starting to rise to attention again. He made his way up to his room and forced himself into some jeans. It was tight and uncomfortable, but at least he wouldn't be broadcasting his erections anymore. Then he went to his bathroom and grabbed a rag. He got it wet and set about cleaning up the mess he'd made the previous night. He tossed the dirty rag into the hamper and headed back downstairs. Joe was sitting on the couch a little ways down from Orthis, watching Saturday morning cartoons on TV. Notably, Joe was still female. "Did you ask him to turn you back?" Mark asked and they both turned to look at him. "No way man. This is so cool. I wanna spend some time this way," Joe said and grinned. "But you're a guy!" "I know! What guy wouldn't want to try being a chick for awhile? I can touch boobs whenever I want!" Joe said and reached up to cup her boobs. "See?" Orthis said. "Told you it was common." "Shut up," Mark said and turned back to Joe. "So I guess our plan for going to King's Coast is canceled then?" "No way! I'm gonna go like this! See how the other half lives." Mark's cock stirred slightly as he realized he'd be spending the whole day with one of the hottest chicks he'd ever seen. Fortunately it was trapped in its denim prison, and barely showed at all. "Great," Mark said as sarcastically as he could, trying to ignore the teenage boy part of him that just wanted to play with those boobs as well. "I can turn you into a chick as well," Orthis offered. "No!" Mark replied instantly. "Fine," Joe said and got to her feet. "I'm gonna need to pick up a swim suit if we want to go to Spring Mountain." "I could transform some other clothes into one for you," Orthis offered. "Just tell me what you want it to look like." "No way!" Joe replied instantly. "I want to shop for one. Part of the experience." "See?" Orthis replied. "Told you it was common." "Shut up," Mark said and did his best to look everywhere but at Joe. "You want to come?" "I do, but I'd rather spend today getting more familiar with this plane. Can you show me that internet thing before you go?" Orthis asked. "Fine. Come with me," Mark said and led Orthis upstairs to his room. In the hall outside Orthis stopped him. "Umm, your pants seem a little... tight. You want me to let those out a little?" "Sure," Mark said and watched Orthis waggle his fingers again. Suddenly the tight, binding constriction on his junk loosened and he let out a sigh of relief he didn't know he's been holding in. "Thanks." "Happy to help. Now, the internet!" Orthis said. Mark sat him down and Orthis laughed at how primitive the interface was, but quickly seemed to figure it out. "Massive digital information networks are common in level 7 technology planes. I really just needed you to show me how to get in, I can figure it out from here," Orthis said. "Enjoy your day at the park!" "It's not a park, it's a-" Mark paused and then shook his head. "Look it up," he said and turned and left the room. --- They drove in silence to King's Coast. Mark tried to keep his eyes on the road, but kept glancing over to look at the hot girl sitting across the bench seat next to him. It was his father's car, a classic American sedan if it weren't for the fact that it hadn't been well maintained and had over 200,000 miles on it. After about half an hour on the highway, Joe just laughed. "You can go ahead and look," she said in a sweet voice. "I don't mind. Hell, that's kind of the point." "Sorry," Mark said and snapped his head forward to watch the road. "It's just, I can't believe you look like that." "I know," Joe said and smiled. "It's pretty cool, right? I mean two hours ago I was leaving my house to head over to yours, thinking I knew how the universe works. Now I know I was wrong, and only you and me get to know that. It's sort of romantic." Mark blushed. "Dude, seriously? Are you flirting with me?" Joe laughed again, her laugh light and care free. "Man, it is so much fun watching you squirm." There was a pause before Mark spoke again, his face no longer flush. "How can you want to go out like that?" h asked. Joe shrugged. "I dunno, a few hours ago I'd spent the entirety of my life as a man, and expected to remain that way for the rest of my life. Now I learned there is something else I could try, so I'm trying it." Joe turned and smiled at Mark, whose eyes drifted back to her. "Besides, I'm totally fucking hot." "But, I mean. You're a chick!" Mark stammered and looked back at the road. "So? Come on, you can't really tell me you never thought about what it would be like to be a chick?" "I- well, maybe once or twice," Mark replied and shrugged. "Come on, is that all? You never wondered about what it would be like to be a girl? To wear pretty clothes and have people stare at you? To have men fawn over you, just to get you to smile at them," Joe said and smiled at Mark again. His eyes wandered over and then darted back to the road once they saw that mischievous grin. "Like to put on women's clothes and stuff? No not really." Joe slid across the bench seat next and Mark cast her a nervous glance as she approached. "Then to feel soft skin... To be able to get close to people," she cooed softly as she pressed against him. Mark felt his cock begin to stir and he shook his head. "Forget it. I'm not playing your little flirting game so you can make fun of me," Mark said and stared straight ahead. "Come on," Joe said and reached her arm out and took Mark's hand from the wheel. "Even if you didn't think about actually being a girl, haven't you at least wondered what it would be like to feel THESE whenever you want to?" Joe said and rapidly pressed Mark's open palm against her breasts. Mark's hand snapped away and the car swerved halfway into the opposite lane. Both of them sat bolt upright and Joe was squished even closer against Mark as he corrected back into his lane. A car horn sounded behind them and it was a full three seconds before either of them breathed. "Jesus Christ! Slide back over!" Mark cursed and pushed Joe away from him. Joe giggled and slid back to the passenger seat. "Yeah, you totally have wondered about what it would be like to have boobs." "Fuck Joe, quit it!" Mark said and scowled as he stared ahead. "You are either playing a very mean joke on me and don't know it or you have some really complicated issues going on inside your head right now." Joe said nothing and Mark turned to look at him. The playful smile was gone from her face and she stared vacantly out the window. "Sorry," she said solemnly. "I just- I was having fun. I didn't mean to upset you." "It's ok man, just lay off me for a bit ok? I mean, your my best friend and all and suddenly you are a chick, a really hot chick, and you are throwing yourself at me. It's weird ok? Like you said, a few hours ago who would have believed this was even possible?" "Right. Sorry," Joe said and leaned forward to turn on the radio. She scrolled through stations for awhile before settling on classic rock and went back to staring out the window. They drove the rest of the way in silence. Each lost in their own thoughts. Each asking themselves the same questions. They pulled up to the park an hour later, got out of the car and stretched. "Which ride do you want to go on first?" Mark asked. "Hmm, how about Crash Canyon?" Joe suggested with a smile. The lines of course, were atrocious. It was the summer, it was hot, and it was the weekend. There were kids and crowds everywhere. Loud, chaotic, and colorful. Just like a permanent carnival. Just like an amusement park was supposed to be. Their detente was rapid after they got out of the car. Soon it was like they always were, joking around, talking about video games, the latest gossip and so on. They even engaged in some horseplay, Joe challenging Mark to a race to the next ride. A race which Mark easily won thanks to Joe's new smaller frame, but one which they both seemed to enjoy none the less. Joe blamed her loss on the fact that she didn't have a bra, and running was uncomfortable. To anyone watching they probably just looked like a couple of teenagers having some platonic fun. Of course, anyone watching would also probably pick up on the subtle undertones in the way they interacted. They were friendly with each other, a little too friendly for a boy and a girl that age to just be friends without either of them wanting more. "Hey come on, I need a suit," Joe said and lead them straight into the Spring Mountain gift shop. They'd been wandering around the park for hours going on rides, now it was time to relax by the pool for a bit. Mark stood there and started to get all rigid as Joe looked through the women's swim suits. Most of them were bikinis. "Come, just pick one and let's go," he said and shifted in place, his back pack rubbing into his shoulders. He'd been carrying it around all day, and while it wasn't heavy, it was uncomfortable and made his back hot. It contained his swim suit, obviously, and some towels and sun screen, as well as a few bottles of water. "Shh, don't rush me," Joe said and started on another rack, scanning through each item slowly. They came in a variety of colors, patterns, and styles which Joe had never really appreciated as a man. They all looked good on a girl, or so he had thought. But now she had to pick one for herself and wondered about which would be most comfortable, and which would be most flattering. Not just which looked good, but which looked best. "Hmm, I wonder what size I am," Joe said and picked up a red and white striped bikini and held it up to her body. Mark stared at it next to Joe. It seemed to tiny, little patches of fabric to cover Joe's most private parts. The parts that made him a her. He imagined Joe wearing the bikini and felt his face flush with excitement. "Maybe a one piece would be better," Mark said and looked down at the floor, hoping the blue fluorescent lighting would hide his change in color. "I dunno, I mean, I wanted the full experience," Joe said and glanced around to see if anyone else was nearby. "What's more girly than a bikini?" She whispered. Mark said nothing and stared at his feet. Joe saw his consternation and couldn't help but grin to herself. "I'm going to see if I can try these on," she said and grabbed a few from the rack. Not a single one of them wasn't a bikini. Mark stood patiently outside the dressing room for what seemed like forever. It took Joe fifteen minutes before she came out holding a blue bikini whose top was joined in the front by a green plastic ring meant to look like jade. "Sorry," she said. "It took me a long time to figure out how to put them on." Mark stared at the bikini and did his best to not imagine Joe struggling to put it on. "Did it fit?" he asked. "Yeah, this one did," she said and held it up. Mark looked at it. The cups seemed so small, would her breasts really fit into them? They weren't that big, not that there was anything wrong with that they were so perky and round and soft- Mark's mind went back to the car when he'd touched them. He blinked and shook his head. "Come on, let's go." They each went to their separate, gender segregated changing areas after Joe made her purchase. The men's locker room was pretty empty. Still, Mark ducked into one of the showers to change. He pulled down his pants and felt his tremendous dong flop out. Then he looked at his swimming trunks. They suddenly looked awfully small... He made his way into them and immediately longed for the days when his swim trunks had had an inner netting. His cock dangled free in his thin synthetic shorts. He could feel the tip of it down by his thigh, dangling free with every movement. He glanced in the mirror and sighed a sigh of relief. They were baggy enough you could only see the faintest bulge. He'd never thought about how having a big cock could be embarrassing for a guy. He felt so exposed suddenly. He grabbed the back pack and headed outside and waited for Joe inside the water park. He glanced around looking at all the people. All the girls. They all looked so pretty in their little swim suits. The way they moved and swayed with each step. It took him a minute to recognize Joe, and when he did he had to actively struggle to keep his jaw from dropping. She'd tied her hair up in a high pony tail, but that wasn't what he had to struggle to not look at. She'd looked good in the clothes Orthis had made for her, there was no doubt about that. Sexy even, as the spaghetti strap shirt had hugged her thin frame, highlighting her breasts and hips, while her skirt showed off her toned, clean shaven legs. This was different. There was no more subtlety. No more implied and accent curves, no more diversion and complimentary lines. This was just flesh, held up by an almost immodest about of fabric. Her skin was flawless everywhere. Pearly white, the kind of faint dusty pinkish beige white that white women everywhere dreamed their skin would be. Her legs were hairless and powerfully built, leading up to wide hips with just the smallest patch of blue to hide her most private of places. Her stomach was flat and taut, a tiny navel focusing the eye at her waist's narrowest point. And above that, two little triangles of fabric, bound together by a pale green hoop, holding two of the most perfect breasts Mark had ever seen. The dip and curve of between her breasts, not so deep as to be obscene, but there all the same, casting shadow and showing shape. Above that a thin neck, not too thin or too long, leading to a smiling, gorgeous face. Small nose, full bright pink lips, large round eyes, this eyebrows, cheek bones just there enough to give her face an added bit of dimension and beauty. Mark's cock was stirring to attention, and only an incredible amount of will and embarrassment were keeping him from getting an erection. He felt more exposed than ever. Joe giggled at the look on Mark's face. "I see you like. Come on, let's go in the pool," Joe said and started walking away. Mark just stared. The small of her back, the curve of her ass... She'd gone three steps before she realized he wasn't following her. She giggled again. "Come on," she said and took his hand. In a daze, he followed her. Then she pushed him, gently, into the pool. The splash of the cold water snapped him out of his funk. His head rose above the water and he gasped for breath. Joe was grinning down at him from the pools edge. He looked around for the backpack and saw it sitting next to a set of chairs behind her. She jumped in. The events which happened next were rapid. Mark blinked as water splashed into his eyes. The chlorine burned slightly and he reached up to rub them. When he opened his eyes again he was looking down and saw a piece of blue fabric floating in front of him. Two triangles with bound together with a greenish hoop and some string... He glanced up and saw Joe come up from under the water, out to her waist. Her perfect breasts naked, and in plain view. He stared at them, capped by two perfect pink little nipples, erect in the cold water. He felt his body react, his cock telling him that embarrassment or no, it was going to attention. Joe smiled and then saw where Mark was staring. Then she saw the bikini top floating in front of him. Her eyes went wide and her arms flew up to cover herself and she dropped back under the water. She emerged again keeping just her head above the water and kept one arm around her chest while she snatched the bra. "Don't just stand there! Help me!" she said quietly and hoarsely. Mark blinked again and glanced around. No one seemed to have noticed, or if they did, they weren't staring. She turned and wrapped the bikini around herself, her back to Mark. "Tie me up, quickly!" she said frantically and glanced about. "I don't know how-" "Any knot will do!" she fumed. Mark stepped over to her and grabbed the two straps. He glanced down at her and did his best. She drifted in the water close to him as he pulled the strings tight and tied the knot. Then he felt something soft bump into the head of his dick and froze. She locked up in front of him. She'd felt it too. She jumped away from him with a splash, his dick no longer pressing into one of her ass cheeks and turned. Mark was bright red and dropped down so only his head was out of the water, as if to make himself appear small and non-threatening. "I'm sorry-I'm sorry-I'm sorry-I'm sorry-" he repeated over and over again. Joe stood there ashen faced. She was standing now, her breasts up above Mark's head. She curiously lowered her head and glanced down into the water. Even through the rippling surface it was clear Mark was sporting a GIANT erection. His swimsuit was tented to much it looked like it might rip open. He crossed his legs to try to hide it and slunk over to the edge of the pool. He glanced around and saw no one was looking at them. "I'm gonna, just- um- swim over there," Joe said and pointed away from Mark. "Ok, I'm just gonna sit here for awhile," Mark said and slumped against the edge of the pool, only his head visible above the water as he awkwardly crossed his legs. "Right," Joe said and slunk into the water and began to paddle away. Mark's heart was racing and he cursed internally at himself. He commanded his erection to go away, and the combination of the cold water and his extreme embarrassment made that actually happen, but slowly. He looked away, purposefully avoiding looking at Joe and felt his dick gradually soften. He sat there for a long time after his erection went away, waiting for his heart to stop pounding. He glanced up and saw Joe sitting at the far end of the pool. Kids were splashing between the two of them, having the time of their lives on a fun summer's day. Mark crawled out of the pool. He turned and saw Joe watching him from the distance. He glanced down and saw that now that his swimsuit was wet, his massive bulge was painfully obvious. He blushed, that had to be what Joe was staring at. He walked as briskly as he could over to the pool chair the backpack was on and grabbed a towel from it and wrapped it around his waist. He looked up and saw Joe still staring at him from the distance and he started to feel nauseous. He wanted to run. To leave everything and go back to the car and back to his house. To slap himself and wake up and make this whole experience never have happened. But reality persisted. After another few minutes he grabbed the backpack and walked around the pool. He felt Joe's eyes on him as he approached. "Hey," he said quickly. "So I think I'm gonna go get changed and then head to the arcade." "Ok, I think I'm gonna stay here for a little bit by myself," Joe said just as quickly. They each looked at each other but avoided eye contact. "Good. Call me when you want me to come-" Mark paused. "I mean! Call me when you want to leave. You have your cell right?" "I put it in a locker with my clothes." "You want- um- towel?" Mark asked. "Yeah." "Ok," Mark said and pulled out the other towel from the back pack and set it on the edge of the pool by Joe. "Good. Thanks." "Ok. See you," Mark said and marched straight back into the men's changing room, his eyes never wavering from the door. He stripped and threw his wet towel and suit into the backpack, then put his clothes back on. He suddenly realized there was another man in the room who seemed to awkwardly avoiding meeting Mark's gaze. He wondered what the man had seen. He didn't care to ask. He slung the back pack over his shoulder and headed back out into the amusement park side of the park. A place where your troubles were supposed to feel far away... --- Joe watched in silence as she saw Mark head into the changing room. Her mind was alight with activities, her face flush with embarrassment. She'd given Mark an erection. She'd felt a guy's erection press against her butt. And she'd gotten turned on by it. For all of her play and teasing, her flirting with Mark, knowing it made her feel something other than just a laugh at Mark's expense was a weird realization for her to come to. She'd been a man her whole life. Heterosexual too. Being only 16 Joe hadn't been too embarrassed he'd never gotten laid, but he had had a few heavy petting sessions with Gwen Paterson one time after a party. He'd really liked it and he'd really liked her. If she'd been more willing he totally would have fucked her. But now he was a she, and she just got turned on by Mark! Her best friend! And she'd turned him on! And he had a huge fucking cock! She felt a gentle warmth grow in her crotch as she thought about Mark's cock and ducked under the water as if to splash her face. It didn't help. She wanted Mark's cock. She wanted to screw her best friend. Her stomach was doing somersaults as her mind raced through different questions. What if she wasn't really hetero when she was a guy? Was she gay and didn't even know it? Mark was her best friend, did she secretly have a crush on him when she was still a guy? Did she have a crush on him now? Did she love him? Maybe it was just her body. After all, how much of attraction was physical and how much was emotional? Maybe her female body wanted cock. Maybe it was all pheromones, hormones and other chemistry stuff. Nothing emotional about it. Yeah, Mark was just her friend and she didn't love him. It wasn't a gay/straight issue. It was just hormones. She'd fuck any cock as a chick. But then why did she feel so anxious. She felt as anxious as when she'd been a he and he'd been making out with Gwen, and he KNEW he'd had a crush on her. Would she feel that way for any guy, or was Mark really special? All of these thoughts raced through her head as she held her head under water. Her lungs were screaming for air and she popped up and gasped for breath. She needed to experiment. Yeah, this whole day was supposed to be about getting exposed to new things as a chick. She'd taken lab classes in high school, she knew a good experiment needed a control. She needed to try flirting with a guy who didn't know she used to be a man herself. She glanced around the pool and saw a guy looking at her. He was a little bit older than her, and she realized she thought he was hot. Tall, lean and muscular, just a little bit of stubble, square jaw. Score one for the experiment, she could find other men attractive. Their eyes met and she smiled at him. He swam over to her. "Hey there," he said. "I saw you across the pool, I like your bikini." "Umm, thanks," Joe said and realized she really had no idea how to get picked up as a girl. "You here alone?" He asked and smiled at her. "I've got some other friends in the park, but I wanted to come to the pool to cool off." "True 'nuff, it's hot," he said. "My name's Will." "Joe," Joe said reflexively and realized she should have come up with a better female name. "Short for Joanne," she added hastily. "Well Jo, since your friends aren't here, you wanna go on that waterslide with me? It's way better when you use the two person inner tubes," Will said. "Umm, sure," Joe said nervously. She felt those same butterflies in her stomach. Test two passed. The line for the slide wasn't too long, and while they waited they talked. Will had just finished high school and was gonna be going to college in the fall. He was headed to some small school in the middle of the country Joe had never heard of. He talked a lot about it and how his father had went there. How it was nice, and way more interesting and pretty than you'd expect considering its location. It was a little town formed by Dutch immigrants. There was a cool lake there and some woods. The college itself only had 1,500 students. Will wasn't sure what he was going to major in, but he was thinking business. Joe nodded and smiled. She tried to get a word or two in edge wise, but Will seemed happy to do most of the talking. That was better anyways, cause she would have had a hard time coming up with a bunch of lies about herself. They made it to the top of the slide and got in their tube. Will wanted to be in front, he said it would make them go faster. Joe didn't argue. They snaked rapidly through the winding turquoise passageway. They could hear the screams of some people in way in front of them near the bottom of the slide as they whooshed forward. Joe held on and laughed as Will rocked their tube side to side, almost making them flip over on several turns. He hunkered down on the final straight away and leaned way forward, trying to make them go faster. All this really did is make it so that when they hit the water at the bottom of the slide, the front of the tube dipped way under, flinging Joe out of the tube. She shrieked and flew forward. Startled by the swiftness of the whole thing, she grabbed onto the only thing she could. Will. She wrapped her arms around his neck and pressed her body against his back. Her added weight pushed his head under the water. Then she felt a powerful lifting sensation and Will stood up, lifting her out of the water with a loud roar. They both laughed and she let go. They grabbed their tube and headed out of the wading area. "Wanna go again?" Will asked with a hopeful smirk. "Nah, I think I'm done with the pool area," Joe said honestly. Everything smelled like chlorine and it was starting to give her a head ache. "Oh, gonna go meet up with your friends then?" Will said sounding disappointed. Joe shrugged and smirked at him. "Not quite yet. Might go on some rides without them." "Any interest in some company?" Will said, inserting himself just as Joe had wanted him to. Much as Joe wanted to shout yes, she knew she should be a little coy. "Mmm, sure," she said and smiled. "I'm gonna go get changed. Meet me outside the water park." Joe's stomach was doing somersaults now. She felt nervous as she got changed back into the clothes Orthis had made for her. She suddenly wished she had a bra as her breasts felt exposed when she looked into the mirror and saw her nipples tenting against the fabric. Bra's helped with that, right? She glanced at the bikini she'd bought. It hadn't been too expensive and she really wasn't going to have any use for it in the future. Even if she fooled around with Will a bit, when she got home she was going to get turned back into a guy. Then that bikini would be totally useless. So she left it in an unlocked locker. Someone would find it and put it in lost and found eventually. Maybe some other girl would wear it someday and look pretty in it. She headed outside and felt the warmth of the sun on her and smiled. It really was a nice day. Will was waiting. He'd changed from his red swimming trunks into some bright colored shorts and a powder blue polo shirt. It wasn't the best look on him, Joe thought to herself. But that face. He smiled at her with his square jaw with just the right amount of stubble on it. He looked like a cartoon lumberjack, and Joe felt herself start to swoon. She'd certainly never done that as a man. The lines at all the rides had only gotten worse. After one ride on a clacketty old wooden roller coaster they where they had to wait in line for half an hour, they started just looking for any ride with a short line. "There's a good one," Will said and pointed, the line leading to this particular ride was only about a dozen people long. Joe looked at it and felt her heart plummet into her stomach. The ride was The Drop. Joe wasn't a big fan of heights, which is to say, she hated them. The Drop was basically your standard, go up into the air a hundred or so feet and then plummet downwards ride. The thing was, the designers of The Drop realized that was boring, so they added a twist. The Drop looked like it was about 70 years old. It creaked and groaned and rocked side to side as it moved. All by design, and the rational part of Joe's mind told her it was totally safe, but hurtling towards the earth on a ride that looked and felt like it was about to fall apart sounded truly terrifying to her. "No thanks," she said sheepishly. "Come on! Look there's no line!" Will said and grabbed her hand. "No way, I hate that ride," Joe said nervously. "Why?" "I don't like heights, and that ride terrifies me," Joe said honestly. Will laughed. "Isn't that the whole point? Come on, it's perfectly safe and there's no line. We'll go on this one and then go to the arcade or something." Her heart was pounding. She was actually having fun with Will. She liked him. She didn't want her little experiment to end yet, and more than that she didn't want to disappoint him. She swallowed loudly. "Ok, fine," she said and let him lead her by the hand to the line. She was focusing on her breathing as they strapped her in. Will was right beside her, smiling at her in the next seat over. The ride groaned and creaked loudly. Joe couldn't tell if they were real creeks and groans or if they were just sound effects being played. Then it started to lift upwards. Her breathing got faster as the ground pulled away. The ride shook periodically and jammed in place, like it had gotten stuck. It was all by design, she told herself. They wanted you to think you were going to die. Her breathing was frantic and short as they neared the top. Will reached over and grabbed her hand and gave it a firm squeeze. She turned and saw him smiling at her. Her heart slowed a little and she smiled back. Then they dropped. Joe screamed at the top of her lungs. The ride creaked and shuddered loudly as it plummeted towards the Earth. Joe felt weightless as she screamed and saw the ground rush up towards her. The only sensation she could feel was Will's hand grasping hers. They hit the spring at the bottom and bounced softly. Joe was gasping for breath. She didn't know that she'd ever screamed like that before. "You ok?" Will said and gave her hand another squeeze. Her heart was pounding. "Yeah," she said between gasps. "That wasn't so bad," she lied. "Good, cause we have to do it two more times," Will said and laughed as her face turned ashen. The ride creaked and groaned and they started to ascend again. Joe screamed each time they dropped. She had to admit that it was thrilling and exciting and terrifying each time. When they got off her throat was sore and her heart felt like it was about to explode. She was shaking as they walked away. Will was still holding her hand. They walked slowly, Joe's legs feeling like jello. "You ok?" Will asked, sounding genuinely concerned. "Yeah," Joe said hoarsely. "I think I need to sit down." "Wanna go catch a 4D movie?" Will said and pointed to one of the parks nearby theaters. "I'll buy the tickets." Joe didn't know why she did what she did next, but she didn't regret it afterwards. She pulled on his hand and brought his face down to hers and kissed him on the lips. He paused for a minute and then started kissing back. Her heart was still pounding and she felt their tongues meet. He pulled away and smiled down at her. "Come on, let's go to the movie theater. They are always empty this time of the day." Joe's heart continued to race as she tried to figure out why she'd just done that. In the end the only answer she could come up with was because she wanted to. And she wanted more. They sat way in the back of the mostly empty theater. Will rested his hand on her thigh and she stared ahead, resisting the urge to leap onto Will's lap and start making out with him. The instant the lights faded the two of them started making out. She realized she didn't even know what he'd bought tickets to. Her mind had been elsewhere. His lips pressed against hers and she felt his hand on her thigh. His other hand rubbed her back and pulled her closer to him. She put one hand on the back of his head, pulling him down to her so they could kiss, while the other hand ran its finger nails primally down his back. She felt electric. Her whole body tingling and wanting. Her heart still had not stopped pounding. His hands felt so strong as he touched her. His hand reached up and grabbed one of her breasts, giving it a firm squeeze and she gasped. He shushed her and she giggled quietly, glancing around the theater to see if anyone was watching them. His hand slipped down and slid underneath her shirt. She stared down and watched it make its way up to her chest and she gasped quietly as his fingers made contact with her nipples. "No bra," he whispered into her ear. "God you are the hottest thing I've ever seen!" His hand on her thigh started to slide upwards, under her skirt. Her pussy felt so hot and wet and ready. She struggled not to squeal as she felt his hand get closer and closer to it. She put her own hand on his thigh and moved up much more rapidly. She found what she was looking for quickly and felt his hard cock through his shorts. He paused as she rested her hand on it and smiled at her. Their eyes locked as they each held their hands so close to each other. Joe couldn't believe how warm his cock felt through those shorts. They got sprayed by some cold water and their seats shook. They both snapped forward and saw that the film was something to do with a guy surfing and they were in the water near a beach somewhere. Stupid 4D films. "Come on," Will said, stood, and took her hand. She didn't ask any questions, she just followed. He led her through the back exit of the theater. Out back it wasn't nearly so glitzy and glamorous as the front end of the amusement park. Large, white washed cinderblock walls, a chain link fence, and a bunch of dumpsters. She followed as he led her on rapidly. She glanced around as they headed down the wall. Suddenly they came to a little jog in the wall and they turned. She wondered why it was there, this little spot that dipped into the wall. A small area, just a few square feet cutting in to the wall. Remarkably private. No one would be able to see in unless they were standing straight in front of the little opening. Will led her into the nook and let go of her hand. He signaled to her to stay and then headed back down the wall. There was a grinding noise and he returned pulling one of the dumpsters. He slipped inside the nook and slid the dumpster in place, effectively making a fourth wall. Then he turned back to Joe and wrapped his arms around her and kissed her. It wasn't the most romantic of places, this little back alley way behind the movie theater with a dumpster for a wall, but Joe didn't care. This wasn't about romance it was about sex, and she was going to have it. He reached down under her skirt and slid her panties down. Her heart was pounding and she stepped out of them. He turned her and pressed up up against the wall and she gasped. One of his hands slipped between her legs and she felt two of his fingers rub against her wet slit and she moaned. They pressed inside of her and she gasped and arched her back, shoving her ass out further presenting herself. His other hand reached around and slided under her shirt, squeezing her breast and pinching her nipples as she whimpers in ecstasy. She heard the jingling of a belt buckle and the zip of a fly. She felt his hand leave her snatch and lift up her skirt. She felt the breeze against her bare ass. The she felt something hard press against her feminine opening and paused. A cock. Will's cock. She was about to have sex. She was about to lose her virginity, and she was going to do it with a guy, with his cock fucking her. Will pushed inside with one quick thrust and Joe let out a loud bark of a scream and her whole body trembled. She felt her body spasm and she slumped against the wall as she realized she was having an orgasm. She whimpered and mewled softly and it washed over her and he began to pump his cock in and out of her. She felt like she couldn't breath. Couldn't see. Couldn't do anything but stand there, pinned against the alley wall while a man who was virtually a stranger fucked her. She couldn't not enjoy it. In that instant it was a thousand times better than when she'd played with herself after she got transformed, and ten thousand times better than masturbating with a cock. She never wanted to not feel this way. She moaned softly as he pumped into her. The orgasm faded, but it still felt really good. She heard him grunt and groan, his hands slipped around her body, rubbing it, squeezing her tits. He kissed the back of her neck and kept pumping. "I'm about to cum," he whispered in her ear. "I-" Joe began and suddenly realized what he meant. Why he said it. He wasn't wearing a condom. All of the repercussions of that rushed forward in Joe's mind and then were just as rapidly pushed away. She didn't have time to think about that now. She needed for him to not cum inside her. He pressed her harder against the wall and her cheek brushed roughly against it. "-my face!" she said, referring to the startling scrape. He pulled out of her suddenly and she gasped. His hands grabbed her shoulders and spun her around so they were facing again and he pushed her to her knees. Suddenly the cock she'd enjoyed so much inside of her was right in front of her face, glistening with her own juices. She opened her mouth to breath and he pushed suddenly inside. Her eyes went wide with surprise, but then a weird rush of calm came over her. She closed her eyes and started sucking. He held her head and started thrusting his hips, fucking her mouth. Her hand reached down and she touched herself and moaned. She even enjoyed sucking cock. A few minutes later he pulled out. In a euphoric haze she opened her eyes and stared at it as it was pointed at her face, mere inches away. He groaned loudly and she felt his hot cum splash on her face. She closed her eyes and felt a second blast hit her cheek. She felt it there, and on her nose, and on her lips, and dripping down her chin. She opened her eyes and blinked, suddenly amazed at where she was and what she'd done. She had totally just fucked a guy, sucked his cock, and let him blow his load on her face, all in an alleyway, all within hours of meeting him. And she'd loved every minute of it. Will was gasping for breath and grinning ferociously down at Joe. "Wow, that was incredible. You're the hottest girl ever." Joe reached up and touched his face. His whole body felt weirdly numb right now. Satisfied. She pulled her hand away and stared at it, her finger tips covered with Will's cum. "Thanks," she said after a while, not