The Last Shapeshifter Ch. 09

As Sabrina scrambled to help him, Derek was rapidly approaching Trevor's core. The vortex of light was still there, moving in a circular torrent. It seemed to beckon Derek. He felt himself involuntarily drawing closer. He remembered getting sucked into it last time. He remembered how good it had felt, how he hadn't wanted to leave. But he had. He had been able to escape. He could do it again. Derek's consciousness crept towards the light. He hoped to touch a part of it without losing himself entirely this time. He chalked his optimism up to overconfidence as, seconds later, his soul merged with the swirling glow of Trevor's core.

Max's head was fuzzy. He heard moaning. It seemed like it had been ringing in his head for a while, but he was just now able to know what it was. It was his girlfriend. She was making the sounds he loved to hear. But he wasn't the cause of it. This startled him, and his eyes sprang open. Across from him, he watched as an older man was lapping passionately between Sabrina's legs. The man was using both of his hands to hold her steady as the top half of her spasmed and shook. "Hey man, stop eating out my girlfriend!"

"Shut up, Max!" Sabrina cried. "I'm almost there, then it's your turn! Oh, oh yeah! Stick your tongue right there professor! Oh yeah! Oh fuck that feels...yes, yes, yes! Fuck!" Her legs clamped tightly around the professor's head for a few seconds as her body arched and shook with pleasure. Then she went slack, and the professor's face reappeared sporting a moist beard.

"You've got the wettest pussy I've ever seen," Bekka's voice said. "Well, I'm still hard as a rock, so I'm going to fuck you now." She began to push Sabrina's legs open, when a hand touched the professor's shoulder.

Bekka whirled around to see a grinning Max. "It's my turn," he said.

"Whoa, come on! I've got this beautiful penis and a hot snatch waiting for me, oh fuck you," Bekka complained as she felt her skin begin to ripple. She watched in dismay as her dick shrank rapidly, forming into a pussy with a strip of blonde hair. It looked familiar. "Wait, who are you thinking about?"

"I was thinking about this hot blonde that wanted to fuck everyone in Derek's story," Max said.

"You heard all that while Derek was inside of you?" Sabrina asked.

"Yeah, well, I got most of it anyways. Doesn't seem like he made me forget anything."

"Wait," Bekka said as she felt herself shrink and the facial hair disappear from her face. "You're turning me... into me?"

Max blinked. "I don't... what?"

"Derek is somewhere in Trevor's soul or something," Sabrina explained as she sat up with a wide smile. She was so glad they had come. "Bekka is in charge of Trevor's body right now."

Max's face flushed. "Oh, well that's a little awkward."

Bekka looked down at her tight, youthful body. She groped her perky tits, then winked flirtily at Max. "I guess, I am going to fuck you."

Awareness found Derek, still being tossed about in the swirling sea of light. But he felt the pulse happen as it had before. Trevor, or Bekka, had been made to shapeshift again. He tried to remember what he had done to extract himself. This was his chance. He focused on the action of pushing a soul back down, the effect that would normally cause a shudder. He psychically pushed against the pulse, and after a few moments, he knew he was free again. He looked closer this time at Trevor's core before heading back. It was not roiling like before, but seemed to have steadied. He had been right. He could bring temporary calm to whatever turmoil had latched onto Trever that forced him to shapeshift into someone's desire. It wouldn't last, but it was something. He couldn't wait to tell him the good news. He was about to withdraw and go back to the surface of Trevor's mind, when a burst of light shot out from the vortex and surrounded Derek. He was trapped.

Bekka didn't understand. She wanted to straddle this Max guy's face. She had started to pushed him down, when instead, she grabbed the back of his head and smashed his face into her tits. He was licking and sucking on them greedily. It felt nice, nicer than usual, but she was herself. She wanted to fuck him like she wanted to fuck. After a minute of tit worship, he came up for air, and she tried to push him down again. But then she stopped and began lowering her face to his crotch. "Why do I feel like I'm about to give you a blowjob?" she asked as she looked up at Max with a cute pout. Why was she making a cute face for him?

"You don't just become who he wants to fuck," Sabrina said, answering the bigger question Bekka had posed. "You become how he wants to fuck."

"So I get to be in my body but I don't get to-" the rest of the words were garbled as she swallowed Max's cock. She wanted to be angry, but her irritation was morphing into a burning desire. Max's dick in her mouth was becoming the best thing that ever happened to her. She began to moan as her tongue swirled around it before shoving it down her throat till his balls touched her lips.

"Oh yeah," Max groaned. "Just the way I like it."

"You'll never see me put that much effort into it," Sabrina laughed.

"Want to bet," Max challenged, looking from Sabrina to Bekka.

Derek wasn't sure if he should be frightened as tendrils of light wrapped around him. They didn't seem aggressive, but... He heard something. He heard a voice, but didn't recognize the language. Was it a language? The light changed to images, and scenes without context began to stream in front of him. He saw two men fighting over something that began to glow. He saw them both go separate ways. The scenes split into two and focused on each man as they went back to separate huts. Derek knew this must have happened very long ago. The clothes, the tools, the huts, everything looked primitive.

The images blurred. Several huts were on fire in one scene. The other showed the man running before being captured by a net. They blurred again, seeming to skip forward through time, because Derek didn't recognize the landscape, or the people that were shown. One scene showed a mirror being held up by a stranger. It was scrutinized briefly, then held up and shown to another person. Derek couldn't see what happened next because the light momentarily blinded him. He looked to the other scene, which showed someone shapeshifting. He didn't think it was Trevor, but whoever it was, they were surrounded by a group of men who were touching and groping and pawing whoever they made him become.

That scene blurred, and suddenly it was as if Derek was outside Trevor's body, watching as Bekka sucked Max off. He watched as Max seemed to say something, then Bekka's short blonde hair turned black and began to grow rapidly to the length of Sabrina's. Then both scenes merged into one, and all Derek saw was a house. It was very ordinary looking, just a typical suburban house in what seemed to be a nice neighborhood. Derek didn't understand why, but a shadow seemed to hang over it. He wanted to stop looking at it, but the image drew closer, until he felt like he was there, standing at the door. Then a voice boomed all around him, echoing through his being, "Unite us!"

Then the tendrils faded, as did the light. Derek wanted to retreat. But he was here for answers. He approached the light, and called out, "What do you mean? Who's us? What are you? How do I unite you? How do I do that?" He stared at the swirling light. It no longer seemed like a raging whirlpool, but like a lazy current that didn't need to be anywhere anytime soon. Whatever it was that was trying to communicate, it was dormant now. Derek headed to the surface of Trevor's mind.

"That's real fucking funny," Sabrina said sarcastically.

The Sabrina that was deep throating Max slid off his dick with a pop of her lips and said, "I know. Max is so funny! And he's so hot too!" she giggled. "I just wish he'd take his big dick and shove it between my boobs so I could give him a tit fuck."

"Well, I mean if that's what you want," Max chuckled, causing Sabrina's doppleganger to squeal in delight and bring her tits to his cock.

"You better be real careful if you still want to have a girlfriend after you cum," the real Sabrina said.

Max grimaced, but then got distracted watching the copy of his girlfriend licking the tip of his dick while letting the rest of his shaft slide up and down her boobs.

"Please Max, I want you to cum on my tits. You've always wanted to. I'm sorry I've never let you before. I can even make them bigger. If I do, will you cum on them?" Sabrina's clone begged.

Max felt his balls tighten as sure enough, his girlfriend's boobs grew two sizes, completely enveloping his dick. It felt wonderful. He might have cum right there had the other Sabrina not been shooting him daggers with her eyes. But suddenly, to Max's frustration and alarm, the boobs began to shrink. "What? No! No! What's happening?"

It wasn't just the boobs shrinking, but the hair was as well, and turning back to blonde. Bekka's voice was back. "Okay, you've had your fun. It's my turn."

"But how are you-" was all Max got out before Bekka pushed him onto his back and put her pussy over his mouth.

"Lick it!" she ordered.

Max complied, slowly at first, then eagerly.

"Oh, fuck, that's good!" Bekka yelled. "Much better than a dick between my tits."

"Did he turn you back and want you to order him around?" Sabrina asked, confused.

"No, I just, well, I suddenly felt like I had control again. It's pretty great, and, wait, wait no. I just got here...dammit Derek!" A moment later, it was Derek's voice that came out of Bekka's mouth, well, stammered out, as Max was no slouch at eating pussy. "I think I, oh, fuck, that feels good, you know what, I'll let you finish and then I'll tell you."

Max did indeed help Derek to finish, and when he was done, Derek got off him and shapeshifted back into Trevor's body. Max groaned impatiently. "What? No! I still haven't cum. Change back."

"So you're still real horny, right Max?" Derek asked.

"I'll say!" Max whined.

"Good, let's show Trevor something, shall we?"

The next thing Sabrina knew, Bekka's hand was touching her hand, and she saw her skin there begin to shudder. "Hey, don't you need to ask permission or something before you-" And Sabrina's consciousness went to sleep as Derek took possession of her.

"I'll be sure to ask next time," Derek said in his voice. Then he switched effortlessly to Sabrina's. "Let's keep you hard. Tell me someone you fantasize about? Trevor will become them, won't you Trevor?"

A vacant eyed Trevor nodded and said, "Yes."

"This feels like a trap," Max said.

Sabrina shook her head as Derek's voice responded, "It's actually Derek. Just didn't think my voice would keep you in the moment."

"It's not. Switch back."

His girlfriend's voice giggled and said, "There, now focus. Who would get your dick harder than it's ever been?"

Max frowned and shook his head like his possessed girlfriend had just asked him something inappropriate. "I'm not just going to ask my buddy to-"

"I have access to your girlfriend's thoughts, Max," Sabrina said smiling sweetly. "You once made a list of all the people you wanted him to change into."

Max nodded slowly. "Yeah, well, I've grown as a person."

"If the real Sabrina were here right now, she'd call you a liar. But this is actually for Trevor, so say a person and he'll shapeshift into them right away."

Max was excited, but he looked hesitant at Trevor. "That okay, man?" Trevor just stared straight ahead with a blank expression.

"He's out, Max. He'll become aware soon, but right now he's totally suggestible, and like I said, we need to keep your dick hard for this experiment, so hop to."

Max needed no more prompting as he ordered Trevor, "Turn into your sister!"

A dull shimmer appeared all around Trevor as his body quickly lost a few inches in height. His hair grew, becoming curly and blonde. His hips grew wide and his chest swelled with two large orbs. The clothes morphed into a tight yellow sweater and equally tight jeans. The transformation complete, Trevor's older sister, Sherri Burrtrick, stood before them with a vacant stare plastered on her face.

"She's very pretty," Sabrina/Derek commented. "But will Trevor be happy with this choice?"

"I mean, I've fucked him in this form before..."

"Let's choose someone less problematic for him right now."

"Kate Price!"

"The latest swimsuit model," Sabrina said, nodding her approval.

"Turn into Katie Price!" Max ordered Trevor.

Sherri's hair instantly became shorter and more of a sandy blonde. Skin began appearing as the clothes seemed to dissolve, but she was not naked. A dark orange bikini appeared over a massive set of breasts. They were so big that the bikini top seemed to barely contain them. It only seemed to manage through expert stitching or magic. Sherri's face transformed into that of an enchanting seductress, the only flaw being a beauty mark on her right upper lip. A supermodel stood before them, and Max was salivating. He went to touch her, but Sabrina/Derek grabbed his hand.

"Don't touch him yet. If you do, he'd probably fuck you in that form."

"But, yeah...that would be great!"

"But it wouldn't prove anything. Be patient. And be sure."

"Be sure of what?" Max asked without the least bit of patience in his voice.

"That this is the hottest person imaginable to you. That when you touch Trevor, a conscious and aware Trevor, he can't help but do whatever you'd want him to do."

Max wiped the drool from his mouth and narrowed his eyes, "You sure this isn't a trap?"

Sabrina laughed loudly, then winked at him. "I'm sure. It's important that it tests Trevor's will." Sabrina/Derek watched as Max shook his head and smirked like there could be nothing hotter than Katie Price in a bikini. But then his eyes widened and he said, "Lindsey Peters."

Derek ran that through Sabrina's memories, then laughed again. "Your babysitter from when you were eight?"

The image of her floated strongly in Max's mind. She had only been his babysitter a few times because she had graduated from high school and moved away at the end of the year. He remembered she was shy with most adults, even though at eighteen, she was one, but she had been amazing with him. The day she told Max that she couldn't babysit him anymore, he had proposed right there on the spot. She had been the one that got away. "I don't know why I never thought of her before!" Max said, then he yelled at Trevor like there was a fire. "Turn into Lindsey Peters!"

They watched as in a flash, Katie's hair became golden and lengthened. It neatly tied itself into a long french braid with a blue ribbon on the end. Her face rounded and her eyes turned blue. Her skin was covered up by a very modest blue dress with yellow flowers that didn't allow for even a hint of cleavage. Her appearance was very conservative, especially compared to the bikini model that had been in their midst. Another change was Max's facial expression. It had gone from animalistic lust, to awestruck. Derek didn't quite understand the intense allure this woman was having on Max, but he knew he didn't need to. It was funny how Max didn't reach out for her as he had Katie. He was content just to stare.

"I don't understand," Bekka said to Derek. "Why aren't we all fucking yet?"

"Wow," Sabrina said. "She was someone you really cared about. I'm not sure I've ever seen you fawn over me like this."

Max finally blinked, and looked at his girlfriend. "She's just so, so perfect. It's like she's really here."

"Yeah, that's how it works," Sabrina chuckled.

The woman that was Trevor began to stir, as his consciousness regained control. She began to look around, as if coming out of a daze, then looked down at herself before asking in a confused voice, "Who did I shapeshift into?" She then scanned the room. She took in Max's wide eyes and open mouth, like he was standing in front of a celebrity. Sabrina wasn't staring, only laughing. "What's going on? Did I fuck one of you, or both? And where's Derek right now?"

"Right here, right here," Derek answered in his voice. "Give it a few seconds and you should remember everything."

In less than a minute, Trevor recalled it all. He found the excitement at Derek's possible success overrode any anger he might have had for hopping him again. "Did it work?"

"We're about to find out," Derek answered. "I've been having Max turn into someone that gets him as horny as he can be. When he touches you-"

Trevor interrupted, "Wait, who is this chick again?"

"Unrequited love," Derek said, feigning somberness. "Max here pined for this one in his early years, and now she stands before him, the perfect picture of loveliness."

Trevor nodded, then stared at Max. "How come he hasn't tried to jump me yet?"

Sabrina's mouth spread into a wide grin, and Derek resumed speaking in her voice. "Honestly, I think your new body has made him shy, Lindsey." Sabrina's hand touched Max's face. "Is that right, Max? Is seeing the hot babysitter making you shy?"

"I...hi," was all Max could say.

"Wow," Trevor exclaimed. "That's some real puppy love right there. So why am I her again?"

"The real experiment begins now," Sabrina/Derek explained. "Shapeshift back into yourself first."

The expression on Max's face was pitiful as he watched his boyhood crush disappear in front of him. He let out a sad little moan that Bekka found adorable.

"Okay, I want you to let Max touch you," Sabrina/Derek ordered.

"But-" Trevor started.

"You're going to let him touch you," Sabrina repeated. "But you're not going to shapeshift into his fantasy girl."

Trevor sighed and looked very skeptical. He glanced at Max. "On a scale of one to ten, how horny are you right now?"

"Eleven!" Max pouted.

Trevor shook his head and looked back at Sabrina/Derek. "This isn't going to work. I can feel how much he wants this Lindsey person. It's making me want to shift back to her even without him touching me."

"Listen Trevor," Sabrina/Derek coached. "The part of you that's been a slave to this, it's like a swirling vortex that's been forcing you along. But just now, I was able to calm it down again. I'm not saying you won't feel the desire, but you should have some say in the matter. You should be able to say no, at least for a little while."

"How long?" Trevor asked.

"I'm not sure. It probably depends on a number of factors. The time that's elapsed, the intensity of the desire, how turned on you yourself are..."

"Could it become permanent?"

Sabrina's voice laughed. "If there's anything I've learned from my sister Aubrey, it's that these things take time. Let's start with what's in front of us. Let Max touch you."

Trevor bit his lip, closed his eyes, and extended a hand towards Max, who grabbed it and held on. There it was. Every bit of Max's unbridled lust for Lindsey Peters, flowing between their hands. Trevor felt his hand begin to ripple and shrink. "I can't...it's too hard..."

"Look at me," Derek's voice barked. "Right now you have a choice. You can fight it if you want to."

Did he want to? It would be so easy to let himself become this young woman. She wanted to look after Max, to nurture and entertain him. But he had grown so much since she had last seen him. He was a man now. How could she connect with him now that he was so big and handsome? Maybe he'd like to explore her...her body.

Trevor's skin was rippling everywhere now, but the transformation seemed like it was happening in slow motion. The clothes flickered back and forth between Trevor's nondescript jeans and t-shirt, and Lindsey's conservative blue dress. The constant was the hair. It had returned all the way back to blonde, and was hypnotically lengthening and criss crossing itself to form the braid.