Masks Ch. 02: Susan

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A new mask to wear and a threesome to join.
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Part 2 of the 5 part series

Updated 06/16/2023
Created 04/30/2023
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One cannot wear a mask for very long- Chinese proverb.

Chapter One: Lisa

My mask had begun to slip, and the sweaty body of my latest conquest quivered beneath me. I was fully inside her as the condom filled with my semen. The woman moaned loudly as she also reached her orgasm. She was a plump, well-rounded woman with large but surprisingly firm tits, at least 36D cup. I had thoroughly enjoyed playing her husband, because I had taken this face, his shape, his form and she suspected nothing, at first. Lisa had been most cooperative and enthusiastic when her 'husband' took her to bed. She was thrilled, when I stripped her naked, pulling firmly and (a little roughly) at her bra to allow her breasts to flop out in my hands to be massaged. As my mouth suckled mercilessly on her nipples, she quivered.

"Oh god, what's got into you?" Lisa liked to say' Oh God' a lot.

And I gave her many reasons to call on his divine help. Many reasons.

When I tore off her panties, she nearly came! Once my fingers had found her wet folds, she orgasmed with such surprising force, that her ejaculation fountained and made a large sodden poll on her bedroom carpet.

"Oh, God! Oh, God!" She repeated, as my cock split her folds open, and I thrust deep into her underused pussy. The savagery of my fucking, brought on not only a chorus of appeals for God but also another messy pool of her wetness on her bed.

For the next hour, the sex evolved from some playful spanks on her buttocks and breasts to my tongue lapping at her clitoris until she came yet again. The final act was her willingness to allow her 'husband' to enter her anus. As I suspected, Lisa's orgasm was many times greater from anal sex than that brought on by vaginal.

God was called upon many times as my cock stretched her arsehole out.

"Oh my god Phil, you've never been that good before. I came three times?" Lisa Nielsen wriggled and struggled to turn over, I had put her on her belly and had been fucking her from behind. Now satiated, my control had slipped somewhat, and I needed to be more composed, I didn't want the mask to slip again.

Pressing down on her back, I kept her on her belly. As I needed a moment or two more, I spanked her round quivering buttocks. The sting made her jump and yelp.

"Ow!" Lisa's startled voice squeaked, and she wriggled again. I spanked her again. This time she liked it.

Given the pause, I had reset my mask and after a half dozen more spanks, I allowed her up. Her pink backside was hot to the touch.

"What's got into you? You've never spanked me before- but I like it, Phil."

Not being Phil, I smiled and made an excuse to leave Mrs Neilson, telling her that I had to return to work and that we would continue later that evening.

I didn't want to accidentally meet Mr Neilson coming out of the door of his house.

There was no real danger of that happening, but I always believe in being cautious.

As I left, I regarded myself in the mirror in the hallway, I reached up and with fingers and thumbs pulled a molecule-thin veneer of pink skin from my face. As another face was revealed beneath, still not my own, the mask simply evaporated away. As I left the thoroughly sexually satisfied Mrs Neilson, I made my way out of the door and strode down the street.

Finding my motorbike, carefully parked two streets away, I climbed on, retrieved my helmet from the plastic carry box and drove away.

Upon reaching home, I took a long shower, dressed in jeans and a sweater, and took the time to clear my laptop's memory files about the large-breasted Mrs Neilson.

She held no interest for me now, I would now focus my attention on the delectable Mrs Crane. Now she was the polar opposite of Lisa, with slender, small but firm breasts. Of course, this is only conjecture as I've only seen them poking through the material of her jumper, without a bra. Her ass looks great in tight jeans or leggings, so I'll have to find out in person.

I have two key ingredients to my success with other men's wives and girlfriends. Excellent concentration and a complete lack of conscience. I fuck any woman I want by assuming the shape of their husband, boyfriend, lover and fantasy.

I am a mutation.

When I turned 15, I found, I could create a metamorphosis of my own body, to replicate another human being. I'm a shapeshifter, from nightmares of ancient times. I can only assume the shape of a human of similar mass and I'm best at maintaining a mask of the same gender. Being a man, creating a woman's mask, is much harder but when pressed I can maintain it for short periods. As a man, I can maintain my mask for hours. It requires concentration and self-control- to be a complete replica, I need physical details to construct a mental 'frame'. If I keep my concentration, it's fine. When I orgasm, the mask can slip if I'm not careful. My masks are the secret to my success and my talents afford me a very good income, working for companies to find out secrets- industrial espionage essentially. I've even helped the police and security services on occasion, always helpful to have friends in high places. Of course, I work through a third party, and if people are aware of my 'little pleasures' - they haven't attempted to stop or hinder my activities in any way.

Come to think of it, what's the occasional divorce due to infidelity to do with them? I believe I've enhanced some marriages by teaching women what their pussies or arses are for. However, satisfaction now will be the inevitability of desire later, so Mrs Crane must serve as my next candidate. Sitting on my expensive leather sofa, I wondered how Mrs Susan Crane would like to be seduced. Her husband? A secret boyfriend if she had one or even a celebrity? I chuckled, I've had more than a dozen women who thought they'd been fucking a film star: some all-time winners have included Daniel Craig, Henry Cavill or even a football player. I smiled at the shock they get when they attempt to contact the object of their affection and they realise it's been a 'lookalike'. Only my masks are perfect, right down to the pheromonal level- a true replicant if you will.

With over half the world's population being female, and a large percentage of that number are married or attached, there are three golden rules I stick to.

First rule: I never impregnate. I don't want other humans inheriting my abilities, where would it end?

Second rule: Never revisit the scene of a crime. I never see the woman again in any form I choose to take.

Third rule: Never fall in love with the woman, I am fucking.

Leaning back, and still enjoying the afterglow of Lisa Neilson's tight, little arsehole. I amused myself with my next unsuspecting lover.

"Now, Susan Crane you will need to be examined closely, I think" I speak aloud, as my thoughts tumble in my head.

End of Chapter One.

Look out for Chapter Two: Susan.

I knew Susan would not be easy to deceive, if were to take her husband's form she might go along with it but once the sex evolved, she would know I was not her husband. I would have to tread carefully. She was a beautiful woman, with a slender body despite having children. She was smart, not from education but from her experiences in life. She was flirty and vivacious and having gotten to know her a little, she became the object of my desire. She worked two jobs, though the reasons for the second became clear after some 'undercover investigation'. Her second job, in the hospitality trade at a local restaurant, a place she had worked at since she was 17 yielded the real reason for her sacrifice of her Friday and Saturday nights.

She had a girlfriend.

Having posed as different customers, I had detected an intimacy between the two women. They were friends as well as occasional lovers, which posed a real obstacle. I found sustaining a female form, a great strain and sex with a woman, as a woman, was not natural to me. The enterprise looked doomed but then the final observation night, I noticed a man enter the restaurant and simply ordered a drink from the bar and no food. I watched him, then from the kitchen the girlfriend emerged, saw the man, and then went over and kissed him lightly on the mouth and went off to serve the hungry patrons.

Immediately, it dawned on me. The boyfriend of her girlfriend was my 'in'. They were a potential threesome.

As I sat and finished my disappointing meal, I smiled inwardly. "So, you like playing on the wild side, do you, Mrs Crane?" I sighed and took greater note of the man at the bar. I would need to be on my best game if this was to work.

Upon closer observation, although Susan recognised the boyfriend of her friend- there was no warmth or conversely no awkwardness. If men and women have fucked each other: they tend to be either close and affectionate, or at least warm to each other, or if they've done something naughty, they are awkward around each other, they avoid any hint of impropriety or association. Watching closely, there were none of the signs I was looking for. They hadn't been fucking each other, at least not yet. Clothed in the mask of an old gent, quiet, unassuming, and most importantly unnoticed I walked up to the bar, I took a good look at this man. The conventional handsome, someone blessed with genetics, a good face and skin. He was tall, slim built with some muscle tone. His hair was a long mop of brown curls- a young Hugh Dancy. I waited a few minutes, then the girlfriend came over to him.

"Hey, have you missed me?" She asked, pleased to see him.

"Of course, I have Zoe, are we all on for tomorrow?" The Hugh Dancy lookalike asked.

Even more excitedly, the girlfriend smiled nervously, "She can't wait! Neither can I?"

"Excellent! Are you ready to go? I want some practice tonight." His reply made the girlfriend giggle like a schoolgirl, incongruent as she was clearly in her late 30s or early forty's.

It was clear that it was Hugh who persuaded his girl to set up this threesome and got Susan to go along with her.

It was evident that Susan was bored enough in her own sex life to agree to a threesome but I couldn't shake off the feeling it wasn't her first.

Careful to pay my bill before they left, I shadowed them in my car. Having found the address of what I assumed to be his flat, I watched the couple go in. Luckily, it wasn't far, and I could surreptitiously park my vehicle without them noticing. I looked around, taking in the surroundings and was able to find d the flat number.

Assuming a new mask, I made my way to the exterior door just as another occupier came down and opened the door, I pretended to fumble for keys but was helpfully let in and off he went. The flat entry buzzer had Russell Adams on flat 21 and located the flat.

The unexpected trouble with my mutation is although I can replicate it exactly, I needed to remove the original before replicating them, at least for a few hours. Think of it like the Mysterons, from the kid's TV show, 'they can replicate but first they must destroy!' Unlike popular sci-if, killing off the original so my copy couldn't be discovered is messy and impractical. However, once I know the target, it is quite easy to show up as a family member or loved one and introduce a debilitating drug to their drink, food or another delivery system such as a touchpad through the skin, thus knocking them out for at least 24 hours. Once they are dealt with, I can safely assume their shape.

So, the next morning, assuming the girlfriend's mask (as it would be for a short time) I got into Russell's apartment, feigning confusion about the meeting for the three of them. I listened to his voice and began to straighten and stretch out my vocal cords to match his voice pattern, and then delivered my drug through a tender touch to his lips (having assumed his girlfriend's shape, that part was easy to accomplish). As usual, he felt quite ill, almost immediately, doubled over in pain and dry retched and was put to bed.

Once unconscious, I discarded his girl's mask and began to frame his in my mind. I needed him naked, so undressed him and left him prone on his bed. As part of my routine, I looked carefully at the body I was using, noting distinctive marks or other physical issues. Then satisfied, I dressed in his clothes from a selection in his wardrobe and checked for condoms in the bedside cabinet. He had none.

"Hmm, that should mean that Zoe is on the pill. I'll be making a dirty mess of your girlfriend." I smiled at the unconscious Russell. Finally, I took his car keys and phone, which opened to his biometric fingerprint (my replica was exact) and helpfully gave the time and venue of his threesome.

"A hotel, very discreet," I muttered. As I flicked through his calendar, I found the time: 1:30. Susan was playing hooky from her other job, an assistant in a nursery to play the slut in an airport hotel.

"Well, that gives me a couple of hours." The timing was perfect.

I knew my sleeping replica would be out for at least 24 hours, so I would enjoy free reign with my would-be female playthings.

Upon arriving at the hotel, I checked in and was pleased to find Russell had done the decent thing and paid for the room. I was supremely watchful of the security cameras and ensured that none had a clear shot of me. Sometimes, in the past, the older digital HD coding blurred my face, which was very useful, but the newer systems were hyper sharp and now retina scans were being installed, my concentration had to be excellent.

As I opened the door of the room, I planned how I might approach this. It was clear that I, being Russell, would have to take the lead in this little sexual tryst. Susan, the real object of my desire, would have to play second place to my (or Russell's) girlfriend until she was satisfied. A sudden thought struck me, did Russell secretly desire Susan and this was the way he would get her? Did Susan simply want another lover? I tossed the idea around in my head. Then suddenly, it came to me.

"You want her, don't you?" I said aloud, hearing my words spoken by Russell's voice This was Susan's idea, to get to her friend's pussy. It was Susan with the bi-sexuality or at least bi-curiosity, and she was intending to separate Zoe from her boyfriend. This might prove to be a problem unless I was able to provide Susan with enough girl-on-girl experience before I used them both.

This would be quite an experience.

Promptly at 1:30 pm, the door was opened by Russell's girlfriend, Zoe followed by the delectable Mrs Susan Crane. Both wore long raincoats and high heel shoes I smiled with anticipation; those coats would hopefully cover scanty underwear.

"Here we are!" Zoe announced and threw off her coat. She wore a black teddy, with attached suspenders, and stockings. Taking her cue from Zoe, Susan revealed a tight red teddy, that on immediate inspection was crotchless cutaway cups, revealing a pair of perky breasts topped with prominent neat nipples. My cock stirred in my pants.

Susan Crane was quite stunning, despite being 40+, she had a tight slender body, small but well-shaped and firmly looking breasts and a cunt you could eat with a spoon. Waxed hairless and forming two thin tight lips to a delightful camel toe. Zoe, despite being a couple of years younger couldn't hold a candle to her.

However much I wanted to admire the women, it was time to play my part.

"Come onto the bed, girls and get to know each other, while I watch." Russell's voice was warm in my mouth and my smile was inviting. I had decided to let Susan have her wish, let her fuck Zoe first, while I watched and then play my part. Glancing at Susan, her eyes lit up, I was letting her have her friend first. The two women crawled onto the bed and began to touch and stroke each other, with Susan wasting no time, quickly moved to Zoe's mouth and kissed her; long and deep, her hands moving to her hair and cradling her face. Watching two women kissing, despite being straight myself, was highly erotic. Their lips pressed close, allowing their tongues to swirl around each other, tasting each other's mouths, probing the depths with their tongues. As I watched, I silently slipped off Russell's clothes and manoeuvred myself onto the bed, careful not to disturb the lovers. Zoe's breasts were gently lifted out of the teddy and smothered with kisses but then followed with a firm sucking, lengthening the erect nipples. With Zoe's eyes closed. Susan slipped one of her hands to cup Zoe's sex, slipping inside the lace of the teddy. I watched, Zoe shudder, and then be reassured with more kisses. Susan slipped her middle finger into the folds of Zoe's pussy and run her fingertip up and down the lips. The effect was immediate and quite intoxicating. My (Russell's cock) was now fully erect watching Susan gently, but firmly lay Zoe down and with her hands part her legs to reveal her pussy. Zoe's fragrance was easily detected, as Susan's fingers opened her friend's folds and then, putting her head between her legs began to lick and kiss her pussy lips.

I moved to Zoe's pancaked tits, found her left nipple, still erect and began to lick, suck and finally nibble it. Glancing down at Susan, who looked up at me, could see my attention to Zoe's nipples would allow her to use her hands to finger her friend. I use my left hand to caress and massage Zoe's other breast, pulling and squeezing her right nipple as Susan, slid a finger into her pussy.

"Ohhhh" Zoe's low moan and slow undulation of her hips, gave Susan all the encouragement she needed to step this up a gear- and so did I. As Susan complemented her finger's motions with her tongue, she found the stiffening nub of Zoe's clitoris and used it. Combined with her come-hither finger motion on Zoe's G-spot. It was clear that Susan had some experience in eating pussy, and Zoe had none. While being a mere spectator, it was arousing, I now decided it was time to initiate some physical contact with Susan. Laying across Zoe, sucking and tweaking at her impossibly stiff nipples, I allowed my left hand to stroke Susan's back and settle inside her teddy and began to massage her small, delightfully tight buttocks. This was a risk, with Susan intent on bringing Zoe to orgasm, my hand might have been seen as interference, but she accepted my hand, and as she concentrated on bringing Zoe to her first orgasm, I slid my hand between her ass cheeks and found her asshole and finally her pussy.

Delightfully wet already, I slipped a finger into her twat and began sliding into her slippery hole.

She made no move to prevent me from fingering her. I figured that she was getting what she wanted, so simply accepted that she would have to give Russell (me) what I wanted. With this implicit permission, I detached myself from Zoe's nipple and positioned myself behind Susan and pulled her up onto her knees and helped myself to her slick pussy. Her folds were neatly symmetrical, wet enough for my tongue to slip into her cunt. She smelled delicious, both musky and yet sweet. I felt her arousal and as I pushed into her with my tongue, she wriggled at my intrusion but didn't pull away. Despite her focus on was and rubbing my swollen head against her pussy lips.

Add in the looking around for condoms in Russell's bedside drawer- finding none and assuming Zoe is on the pull and that he will have to ejaculate on their bodies and not inside their vaginas.

With my nose pressed against her inverted arsehole and my tongue lapping up and down her pussy, I was being tested to the muskiness and yet hints of liquid soap of her anus (she had washed her ass out in preparation) and the undiluted scent of her slick pussy. Stiffening and softening my tongue again at first her clitoris and then the sodden depths of her pussy, Susan began to wriggle and writhe at my ministrations. As my fingers slipped into her count, her pussy leaked more juices and her ass rippled with excitement. She clenched her internal muscles around my fingers, as her clitoris became fully erect.

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