More Than Skin Deep

Mitch looked on the bed at the lingerie. It was pink and lacy. He wanted the black. But he knew better than protest. There were other outfits even more girlie and revealing. More humiliating.

"Don't keep me waiting Michelle," Gloria said. "I've been a bad girl and I need to be punished." She rolled over on her hands and knees, presenting her ass to him. Giving it a delightful little wiggle just like she did in the old days.

Mitch didn't need to be told again. A spanking..yes, he'd give her a spanking. That'd show her who the boss was...then yes...do her from behind.

Mitch quickly put the lingerie on. He had worn bra and panties for two weeks now, but nothing like this. The only purpose for them was sex. His breasts had grown larger. Now, they threatened to spill over the small cups of the bra. The stocking were harder to put on than he had reckoned on. Then there was the short pink micro mini. His ass cheeks were flashed by its high hemline. The white shirt was silky and see through. The last item. A pair of high heeled pumps. He had always tried to get Gloria to wear them, but had refused to wear anything more than an inch or so. Matter of fact, these were the very pumps he had bought for her birthday present three months ago. They weren't made for wearing...they were fuck me pumps. Which Mitch was soon to find out.

"Hard to walk in them isn't it?" Gloria asked. "They do make you look sexy. I can see why you wanted me to wear them. But I bet you never figured it would be you doing the wearing. Come on. Walk across the room...Again. No two more times and then I'll let you fuck me. Fuck me any way you want me. There you go. Shake that sexy ass baby."

But Mitch didn't want to shake it. He felt ridiculous. What if this were just some sort of cruel game.

"Come on Mitch," Gloria said. "If you don't shake that ass...you won't get any of this one."

So Mitch swallowed his pride and shook it from side to side as he walked. It was surprisingly easy. As a matter of fact, it was a struggle not to in those heels.

"So sexy..." Gloria purred. "Now bend down and pick that towel up and put it in the dirty clothes. Ooops! You just flashed the whole world Michelle. Try it again. Legs together this time."

Mitch was blushing redder and redder. Growing more and more humiliated. She was making him feel like some sort of stripper parading him around. Making him feel even more of a stranger to this hot body he was trapped within. Strutting. Bending over. God..cleaning the dorm like some sort of maid. Wriggling.

No this certainly didn't feel like old times. He face hot with shame, he began to wonder if it was even worth the trouble. He couldn't fuck her anyway.

"You've been a real good girl Michelle," Gloria said, as she stood and peeled down her panties, then bent over the desk. Her pussy, pink and oh so wet, was framed between her thighs. So frigged herself with a confidence she never had until now. "Your surprise is in the box. Put it on. I want you to fuck me with it."

Mitch's heart raced as he opened the box. A purple strap on. It was quite large. A couple of weeks ago and he would have been too humiliated to put it on. The fake cock would have been nothing but a cruel reminder of the one he had lost. But in those two weeks of being emasculated more than he would have imagined possible, he looked forward to strapping it on and fucking Gloria properly. Give her a real fucking. Teach her who the boss really was. And she wanted teaching too. She needed it. He was sure of that as her legs spread and her head rested on the desk, her hands making a small cushion.

This time. Finally. He'd be on top. And Gloria would enjoy it and she'd finally see that this was the way things ought to be....were meant to be. It was the proper order of things.

He stepped into one of the straps. Brought it up. Oh he was going to give it to her hard. Fuck her rotten. It was then that he saw the other cock. The one that would go into him. No....he couldn't. Wouldn't.

"Michelle...what the hell his taking you so long..." Gloria's voice grew less sexy and more exasperated. "I'm beginning to grow impatient." Her head was no longer resting on the desk. Now she faced him. Impatiently tapping her bare foot.

"I-I-can't," Mitch stammered. He twisted at the other cock. Maybe it would come off.

"Can't figure out how it works?" Gloria asked. She walked over and took it from him. "See, one strap goes around this leg. One strap around the other. This goes up here like so. Gloria took the cock and guided it into her wet sex with ease, giving a small grunt of satisfaction when it finally pressed home. And this strap around your waist."

Gloria stood there with the purple cock standing at high mast from her crotch. She put her hand around the base. God, she felt powerful. And it felt good to have something inside her once again.

Mitch could very well see how to put it on. But to do so, the base would go into him as well. It was shaped just like a cock. A head and everything. No. He couldn't bear it.

"But I don't want it in me..." Mitch whined.

"That's the most ridiculous thing I've ever heard," Gloria said. "Now come over here."

She stood Mitch against the desk. Her fingers sought out his hard nipples. She stroked and tweaked them expertly. His knees grew weak. Then her hand slipped beneath his short skirt. With a tug and a rip his panties lay at his feet. He didn't fight her, even as she turned him around, but he could feel her strength. So much greater than his own after the many changes that had robbed him of his masculinity and turned him into this sexy creature.

Gloria's finger ran through his wet folds. Her fingertip strummed his clit. "That feels good doesn't it baby?"

"No..." Mitch breathed, his heart hammering in his chest...even though his loins were melting from her touch.

"Don't lie to me Mitchelle," Gloria warned. "It feels good doesn't it?"

"Yes..." Mitch admitted.

"That's a pussy baby," Gloria said. "It's supposed to feel good."

"And this feels good too doesn't it?" Then Gloria's fingertip probed him.

"I-I don't want that," Mitch pleaded. But God yes it felt good. But it terrified him all the same.

"It's a pussy baby, that's what it's made for. So why fight it? You know it feels good. Tell me I'm lying." Gloria teased and kept on exploring his tight pussy. Made him wriggle. Made him sigh. Made him all tingly inside.

"Now tell me what it is..." Gloria purred.

Mitch's cheeks blushed. He refused to answer less his voice betray him.

Then he felt something much bigger pushing into him. So much bigger than her finger. Even bigger than the base of the strap on. So full. Almost painfully so. Oh God no! He realized what she was doing.

"Stop it..." he gasped.

"I gave you your chance Michelle," Gloria said patiently almost teasingly, but then her tone changed, becoming more husky...more demanding. "I bent over for you didn't I? Didn't I? I told you that I'd been a bad girl. Take me any way you want me, I said. But you didn't. Do you know why? I think I do. You are the bad girl, aren't you? Tell the truth my pretty little Michelle. Have you been a bad girl?"

"No..." Mitch whined.

"You're wet," Gloria said. "Moaning and panting like a little slut. The way you walked in those high heeled pumps. Then wouldn't give me a good fucking when I begged so nicely. Little tease. Oh I think you've been a bad girl alright. Admit it."

Meanwhile the phallus was still invading Mitch's loins. Filling him. Stretching him. Gloria's finger had been nothing like this. This thing was inside of him. In his body. He could tighten his muscles all he wanted, but that just made him feel being penetrated all the more.

For two weeks Mitch had been faking orgasms. He would moan and buck. Make Gloria think he had climaxed. Yet he was determined not to cum. Not like this. Not like a girl. He remembered the first time he masturbated as a boy. How it made him feel like he had never felt before. How he was powerless to want that feeling over and over again. How much the thought of that scared him now that he'd been changed, terrified him to the very core. Would he become addicted to sex as a woman...just like he had become addicted to masturbation?

Mitch wanted to say stop. To say no. Yet his body didn't want to stop. It refused to stop. Two weeks. Two long weeks with no climax. No orgasm.

Worse, Gloria kept asking if he was a bad girl. A tease. And soon he wasn't just being penetrated, he was being fucked. Gloria's hands held his hips. Guided him up and back. On occasion she gave it to him hard and deep. She spanked his round bottom. She made him moan. Made him grunt and groan.

Gloria was so insistent. "Are you my bad girl? My sexy little tease?"

She made him say it. Made him admit it. With her big purple cock, Gloria fucked the words out of him.

"Yes, yes, I am a bad girl," Mitch moaned. "Your sexy tease. Oh God, oh God, please give it to me."

Gloria grabbed him by the pony tail. Pulled him back on that cock. Made his back arch as far as it could - just as he had done to her so very long ago. Ages ago. She pushed it home...all the way home until the head bounced against the floor of his pussy. Made his heels squeak and click on the hard tile floor as he struggled to stand and keep his balance. Standing and walking had been a chore, but this was...impossible.

With the mirror there in front of him, Mitch couldn't help but stare at the girl being bent over and taken. Her blushing cheeks were fetching. She lurched back and forth with the pounding she was getting. Her perfect breasts broke free from the confines of the demi bra and began to bounce and lurch in a way that stoked the fires of his desire. How she opened her mouth when she gasped and moaned. Her brows bunched together...was it pain or was it pleasure. She bit her plump lower lip. She rocked back - meeting every thrust. Her body shook with the impact that echoed throughout her body. Her damp bangs fell into her eyes. The girl was hot. Sexy. God she was something else.

In the back of his mind, a voice cried out. No, no, Mitch, the girl in the mirror is you.

Then the worst happened. The very thing he had tried to avoid for so long. The tingly feeling grow so warm. Felt like warm butter poured into his insides. Oh fuck. An ankle turned. He lurched, tried to pull away...no...no...not like this...oh God, but it was too late. He didn't want this. But he did. He didn't just want it. he needed it.

"Oh no - no God no....please Gloria...not like this...not like..a girl...oh please no..God no....uhnunh..oh....oh ...God oh God oh God...." Mitch moaned. The pleasure. Oh the pleasure. So intense, yet so very different than before. The pump pump tingling bursts of pleasure were gone. This was different...a peaking... He had climaxed.

Like a girl.

Gloria kept pounding ....he lay there taking it, until she too had joined him in climax.

He wished he could cry, but the tears wouldn't come. He had avoided this. Had made sure he didn't come...not like this. Not like a girl. What would happen now? Would he want it like this now? He wasn't sure. It was awesome. Truly. Did that make him gay?

Yet, despite the pleasure, he still missed the feeling of cum shooting pumping from his balls. Yet this was more intense. No, no, I must be a man. Not like this. Never again, he determined. It didn't help that Gloria was still stroking him. Kissing his sweaty back.

"You came, didn't you baby?" Gloria cooed. "You've been trying to fake til now. I could tell. Did you think I wouldn't notice? I know your body well. Did you know...did you know my first time feeling that feeling was that day in the back of the truck when I rode you?"

Mitch's mind was a blur. He thought back to fuck after fuck. He had given it to her good. Given it to her how his old man said a girl liked it. Bitch style. When you make a girl go, uhnunh, boy, you know she's gonna be back for more. You own that pussy.

Gloria had made that sound. But now she was saying that it hadn't made her cum. She hadn't come until she was on top . Yet, he had come. Bitch style. He wasn't quite sure the sounds he had made, but he wouldn't be surprised if one of them wasn't uhnhuh....He couldn't help but wonder what this meant for their relationship. He had a feeling things would be different. He hoped not too different. He had enough changes to deal with.

++++++++++++++++=

R6647 was making changes too. These changes took much longer because it had never made changes like this before. It built a framework of skhen around Mitch's skeleton. It tightened it. Making it more narrow. Putting the project like it was before. Then there was the matter of the appendage. It wasn't supposed to be there. Again, it had never done anything like this before. But with a bit of experimentation, it was able to send certain proteins into the cells and then it could tell the cells to become something else entirely. It had to be careful though. It didn't want other cells to get the idea and lose there function. Just these few. It wasn't so hard. It would just take time.

++++++++++++++++++++++++++++

Mitch was unaware of the new changes being made by the chip implanted beneath his skin. He was even acclimating to his new circumstance. Although, not in the way Gloria would have liked. Instead, Mitch chose to hide away. To watch TV for hours on end. To ask the other girls if they were holding. He didn't study. He didn't participate in class. In the morning, if Gloria kissed him, he kissed back. If she pushed his head beneath the covers, he licked her dutifully until she came. He'd bend over well enough for Mr. Friendly, but something was missing. The final straw came one day when a teacher called Gloria to the side.

"Is your sister okay?" Mrs. Summers asked. "I'm a bit worried. She doesn't seem to be fitting in among other things."

"Sure," Gloria said. "I'm sure she's doing great."

"Well," Mrs. Summers hesitated, then told Gloria that Michelle had failed her last two tests. It looked like she didn't even try. Could Gloria talk to her and see what was the matter?

Gloria found Mitch in the bedroom, watching football. She stormed into the room, and unplugged the TV, even disconnected the cable.

"What the hell are you doing?" Mitch asked. This was serious. He wanted TV. Needed it. It was his only escape.

"Mrs. Summers showed me your last test scores," Gloria raged. "You failed. Miserably. You haven't been doing your homework. Now get over here. I bet I know how to get you to buckle down."

Gloria grabbed Mitch and pulled him over her lap. It could only mean one thing. No! No fucking way! Mitch struggled. Kicked his legs. Gloria merely put his hips over her right thigh and placed her left thigh over the small of his back. She smiled. It was the perfect position for what she intended. She gave a jerk and his tiny panties dangled from his ankle.

"No stop..please...what did I do wrong?" Mitch pleaded, but Gloria's hand came down on his plump bottom with a loud smack. Again and again it came down. Mitch closed his eyes and grimaced. He was determined not to kick or cry. He was nine when his dad spanked him last. It was with a belt over his Levis. "Don't cry," his dad warned. "Take it like a man."

And Mitch didn't. He had struggled briefly....had tried cover his bottom with his hands, but that only hurt his hands. However, this spanking wasn't like the last. It was much more personal. No belt. Just an open hand. His bare bottom. The stinging. And the same sense of helplessness.

Just like before, he was helpless to stop it. Helpless to stop this girl. A girl. This thought made him feel even more helpless...more ashamed. His legs began to kick. First only when a particularly hard smack fell or perhaps to a part of his bottom that was more tender than the others. But soon, his legs began to kick and his hips to wriggle almost all the time. He reached back with his hands, only to have Gloria trap his wrists behind his back. On and on she spanked him.

His whole bottom felt hot. Swollen. Every blow stung more than the one before.

Take it like a man. Don't do this. Don't. But though he struggled mightily. His chin began to tremble. No. No. No. And then the battle was over. He cried. He bawled. He begged. He said he was sorry. Then he grew angry and said what had been at the back of his mind all along.

"It doesn't matter anyway! I'll be gone after Christmas!"

"Oh it doesn't, does it?" Gloria asked pointedly.

She got up and dragged him over to his desk. She put his failing test on top. "Put your nose right here on the F and keep it there until I say so." Gloria said.

Mitch reluctantly did so. His cheeks burned in shame, but it was less humilation than he felt kicking and crying on her lap. A few last tears rolled down and the red ink melted into a puddle. Momentarily he was glad he had told the truth. It didn't matter what he did. He would be gone soon anyway. Maybe now Gloria would understand where he was coming from. But his hopes soon turned to fear.

"You know what I think Michelle," Gloria said. "I think you have the notion that you are too good for all this. But what about me? Huh? You know, I'm going to this dreadful school because of you. I have to study. I have to participate. I get along with others. I'm always the one that initiates sex with you. I tell you that you are pretty. I tell you I love you. I'll only be here till June, but does that mean I get to hide from the world? If it weren't for the chip giving me this body, I doubt you'd even know I exist. Down under I'm just a skinny pimply faced girl with small breasts. But, I don't hide from it do I? Well, maybe I have, but not anymore."

Mitch stayed silent, hoping her rage would subside. He heard her rummaging around the room. Even heard some strange sounds he never expected. He began to grow more fearful. He felt her hands on his hips. Ah, it was kiss and make up time. He opened his legs to accommodate her.

But then he felt the head of the strap on at the wrong opening. He arched his back and shifted his hips. Only to have Gloria say, "No Michelle," and place it once more at the mouth of his puckered opening.

"Has it not occurred to you how precarious a position you are in right now?" Gloria asked. "No, stupid, I don't mean this position. She took a fingertip and touched his forbidden hole, making him clench in response.

"Though it is a precarious position indeed," Gloria said. "But I mean, here you are, An unknown girl at an unknown school. No records. No job. No parents really. You could say, I've got this chip in me you see. My name is Mitch. I from Boston. But who would believe you? I mean really. And me? What if I decide you aren't worth the trouble? I'm thankful to be me, but you are ashamed to be even the new me.

You are just the first person to ever really pay attention to me, and I think I let you take advantage of my feelings. The more I think about it, the more I realize that you were kind of a crummy boyfriend. So unless you start treating me better and acting like you appreciate me, I don't think I'm going to bother stealing my dad's transmitter during the break. I think I might just forget to do anything at all."

Mitch's chin had begun to tremble again once again. He could see that he was wrong. And he did care...no more than care... "I do love you Gloria," Mitch replied, his voice breaking. "And I do appreciate your help."

"I hate to say this," Gloria said. "But I don't know if I believe you. What was that you always said, if you really loved me, you'd let me...what was that? I want you to say it."

A chill went up Mitch's spine. She wouldn't! She couldn't. "Make love to me?" he lied.

"After that. You remember, that day at the mall when we were in the dressing room. Then later that week in my room. What was it you said? Remember I said no, and you said. Here let me help you remember." She moved her hips forward. Pushing the head of the strap on against his tightly clenched bud. "Now tell me what you said, or you can forget about me helping you - ever."