The Making of a Man Ch. 02

"Yes Mistress. I'll be here on time!"

They kissed for a while and said their goodbyes and Nick eventually went home. Jen knew she was going to sleep much better tonight but she did feel guilty about using Nick and keeping it a secret from her friends. She told herself again that it was probably for the best in light of the special plans she had for him on Friday.

Elyse and Rachel made plans of their own to meet that Friday and they discussed the details frequently over the next two days. Elyse wanted the experience to be just right for Rachel since this was her first bdsm exposure. She had no intention of trying to encourage Rachel to do anything sexual. Rachel needed to just take it all in and act of her own accord in whatever way she wanted. That was very much how she introduced Jen to the lifestyle years back.

Steven was one of Elyse's longer lasting relationships at two years now but she grew bored of him long ago. He was twenty one, good looking and in fantastic physical condition. He had a huge cock but sadly, he had little self control; Another reason why Elyse had been losing interest. Steven was usually an enjoyable diversion for Elyse but since Nick came along, she hadn't seen him once and assumed he'd be extremely eager to come over this evening.

Of all the men at her disposal, she figured Steven would be the best fit for Rachel and provide the best learning platform as well. As an added plus, no matter how the night turned out, she wasn't too concerned if he ever returned. Men like him were easily replaced.

Rachel showed up early as requested and dressed in her sluttiest attire to tease Steven during their initial introduction. The idea they previously discussed was for Elyse to dress beautifully while Rachel went for more of a trashy look. Elyse knew from experience with Steven that he was extremely turned on with the trashy look and would probably have trouble behaving which of course could help set the stage for Rachel to react and learn.

Rachel kept it simple by wearing a short, black leather mini skirt that hugged her curvy hips perfectly. She opted for an equally snug, black tank top that was cut high enough to reveal her midsection. Being a former cheerleader, she kept herself in top condition and enjoyed showing off her flat belly whenever she could. Rachel had large 36D breasts that easily defied gravity at her nineteen years of age and she figured it would be a shame to confine them to a bra. So she didn't. In the tank top, they were practically bursting and her nipples were clear for all to see.

Rachel almost felt self conscious next to Elyse but had to remind herself of the plan they discussed. Elyse's attire was absolutely enticing, Rachel thought and she made a mental note to ask her and Jen for seductive fashion advice some day. She was used to seeing Elyse dress casually but tonight, she got to see the alluring and teasing side of her. It made her smile to think how she presented herself to Nick when he came over.

Elyse was wearing a gorgeous, form fitting, black dress that came down to the knee but had a slit high up one side to show off her shapely leg. Up top, the dress was low cut to accentuate her cleavage and draw the eye to her medium sized, tan breasts. Elyse had recently colored her hair jet black and it too looked amazing hanging down past her shoulders. She wore brightly colored pink lipstick on her large, pouty lips and topping the look off, she chose low cut, black stiletto high heel shoes.

Rachel was glad to arrive so early since she was getting unexpectedly nervous. Elyse did expect this though and they shared a little wine before Steven's arrival to help relax them both.

Rachel wasn't sure what to think of Steven's behavior when he arrived. He quickly prostrated himself on the floor in front of Elyse and kissed her feet yet she could see he was also trying to check out the new woman in his presence. There was something about this behavior that immediately annoyed Rachel. He should be adoring his Mistress Elyse, particularly since she dressed so enticingly for him, yet he seemed more interested in the new girl.

It hit her then why she felt so irritated. Steven was doing what every guy had ever done to Rachel all her life. Size her up like a quick meal. She had almost forgotten that sensation being around patient and loving Nick the past two months but this Steven guy brought back the unpleasantness and reminded her just how special Nick was.

"Steven, this is Rachel and she is my guest. While she is not a mistress, you will treat her with the utmost respect and not address her unless called to do so."

Looking Rachel up and down, he smiled and said, "Yes Mistress," never looking towards his Mistress Elyse as he spoke.

"Go into the kitchen Steven and refill our glasses. The bottle is out on the counter."

As Steven walked out, his eyes met Rachel's and she could feel that he was thinking dirty thoughts about her.

The moment Steven was out of the room, Elyse told Rachel that she noticed Steven looking her up and down like a new piece of meat. Rachel said she too recognized his hungry look and it had her feeling uncomfortable.

"Months ago, that wouldn't have been the case, right? You're uncomfortable because you're spoiled with Nick. The sad truth is most men are not as wholesome as Nick. They are just lusty guys who can't control themselves. Don't let it offend you. You have a perfect opportunity here to turn the tables and take control. Trust me, Steven is harmless and extremely submissive once you show dominance."

Steven returned a moment later with glasses in hand, again leering at Rachel hungrily.

"Steven, why don't you get undressed for us. I'm sure Rachel would love to see the whole you."

Steven smiled knowingly. As he undressed, Rachel understood why. Steven had the largest penis she'd ever seen. She estimated it to be ten inches long, at minimum, and very thick as well. He stared at Rachel as he brought it out, turning this way and that, obviously trying to seduce her with it. Rachel had to admit to herself that she was a bit excited at the thought of using it! It was surprisingly stiff and stuck straight out rather than hang, and Steven pointed it directly at Rachel several times, as if threatening her with it.

"Steven, could you please go back in the kitchen and wait there a moment. Rachel and I would like to talk about you behind your back for a moment. I'll call when we're done."

Steven smiled at Rachel again as he left the room. The thoughts in his mind weren't difficult to read; Oh yeah! This little whore's going to be sucking my cock very soon now."

"If you're upset with him, don't be. He's only a guy doing what guys do. It's not fair to compare him to Nick. From here, it's all up to you. I can send him home or we can just tease him. You're free to fuck his brains out if that's all you want but remember why you're here. To explore your dominant side. If you prefer, I can start in by dressing him down and putting him in his place. I can see you're unsure about all this. I'm happy to take charge and you can sit back and watch the show. I'm here for you sweetie."

"I think I'd like to have a have a crack at him first. There's a part of me that wants to hurt him but don't worry, I won't. What do I do?"

Elyse readily agreed to let Rachel begin, not expecting her to be so bold so quickly.

"You're new to this so my advice would be to grab him by the nuts while you dress him down. You can judge how hard to squeeze by the look of pain on his face. He's used to this so he will accept it. The real key is to talk to him like HE is the piece of meat. Turn it back on him. Be stern. He expects that and believe it or not, he is very turned on by powerful women who take charge."

"Ok, I will. I can't believe I'm about to do this. Jump in if I do anything wrong."

"You'll be great. Just follow your instincts. I'm right beside you if needed." In a louder voice, she yelled, "Steven dear, we're ready for you now!"

Steven came back into the room and once again, he looked Rachel up and down, clearly sizing her up sexually.

As they sat and started sipping their wine, Rachel motioned Steven closer and began stroking his thigh. Steven sighed loudly and smiled, believing good things were coming his way. Rachel told him he had a nice cock and asked if he was ready to please them tonight. Naturally, Steven responded that he was. Rachel reached under and massaged his large balls eliciting more moans.

"You like that?"

"Fuck yeah! That feels great!"

"Would you like to bury that big cock of yours inside me?"

"Oh, yes I would Rachel!"

"Tell me more stud. I want to hear details of what you want to do to me."

"Rachel, I'd fuck you hard. Make you beg. And I wouldn't let you cum until you sucked me dry."

Rachel noticed that Elyse was fighting the urge to go ballistic on Steven. She wanted to toy with Steven a moment longer but knew time running out. If Elyse took over right now, poor Steven might be in for a very painful night. Rachel did feel disrespected by Steven's lewd remarks though and it was just what she needed to get into a cruel state of mind.

As Rachel stroked Steven's smooth nutsack, she set her wine glass on the end table and leaned in closer to his groin, bringing her lips within inches of his cock tip.

"What a magnificent cock! Look at all this delicious precum oozing out the tip!"

Steven closed his eyes knowing he was about to taken into her inviting mouth. Over the next few moments, Rachel separated his balls with her thumb and trapped the left one between her thumb and forefinger pinching it tightly enough for Steven to understand she could easily hurt him. His smile immediately vanished and he cried out in shock.

"What's the matter stud?"

"Um Rachel, that's uh, kinda uncomfortable."

"I'll bet it is. This left nut of yours is so squishy and tender. I bet just a little more pressure would have you crying like a baby, wouldn't it?"

Rachel rolled it in between her thumb and finger, increasing and decreasing pressure to drive home the point of how utterly vulnerable he was at the moment.

"Please don't squeeze it again Ms. Rachel. I'll be good."

"What's wrong? Don't you want to fuck me anymore? Weren't you just bragging how you'd fuck me hard and make me beg?"

Rachel continued to roll it back and forth getting rougher as she continued, making his voice shake when he spoke.

"Ooh! Ms. Rachel, I was wrong to speak to you like I did. Ow, fuck! Please forgive me. OW! I swear I'll be so fucking good! God it hurts! Please stop hurting me Ms. Rachel! I'll do anything you say!"

"So does this mean I no longer have to suck you dry?"

"I'm sorry Ms. Rachel! I never should have said such things! You're hurting me!"

"Elyse, as I am a guest in your house, I wouldn't want to interfere in the way you choose to discipline your stud here but it would seem some form of punishment is in order."

"You're quite right. If you want to injure him, please feel free. I have other boys at my beck and call."

"NO! PLEASE! NO!"

"What do you mean no!? Didn't I just fucking tell you Rachel was a friend of mine? That you would treat her with the utmost respect? Did you really think I asked her here to be your little fuck doll!? You treated her like a slut. As far as I'm concerned, you deserve to have your nuts ruptured! You're damn lucky she reached out before I did!"

"OH MY GOD, I'M SO SORRY! Please, there must be some way I can make it up!"

"Your Mistress is right Steven. Look me in the eyes. I'm very tempted to keep squeezing to see how much a man can endure. You talked to me like a dirty whore and you deserve what you get. Before you started leering at me and then opened your filthy mouth, I actually entertained the idea of letting you fuck me with that magnificent cock of yours. Go into the kitchen and wait until we call. I want to discuss punishment ideas with your Mistress."

Rachel released his abused testicle and it wasn't until then that he realized he had been on his tip toes through the ordeal. He rushed off to the kitchen clutching himself.

"Holy shit Rachel! You don't ease into anything do you? You take to all this like a fish to water!"

"That was so fucking intoxicating Jen! At first, I was annoyed by him talking to me like some kind of cheap slut but once I had him helpless, I felt this massive surge of power. Oh my god! I wish I had Nick in front of me right now! Would you allow me punish Steven? Please? You decide how but I'd love to see what it feels like doing it!"

"That's why you're here! I never expected you to jump in to the deep end of the pool so soon but why not. I can't believe how he behaved. He's not getting inside me again for months! It may be a bit too hardcore but I think he deserves a good whipping. Something painful that he can't possibly enjoy. Something that will force him to think of his bad behavior every time he sits."

"I'm game but I've never done anything like that."

"Don't worry, I'll guide you. Before we call him back, let's plan for a second. To mess with his mind, make him choose between whipping and something he's sure to hate more. That would definitely be taking it in the ass with my strap on. When he chooses whipping, make him beg you for it first."

Rachel raised her eyebrows, "Wait. You have a strap on, Elyse? That you use on guys?"

Laughing, "Well Jen gave it to me as a present but I've never actually used it on a guy. Yet. I want to try though someday soon. I've watched Jen do it a few times and it super hot. You know you own a man when he surrenders his ass to you! Your not ready for that though. Trust me, Steven won't choose that. He has a thing about me touching his ass and it takes effort to get him to lick me there. You ready?"

As she nodded, Elyse shouted, "Steven, back in here!"

Rachel decided to try something Elyse once told her she periodically did to Nick. Once Steven was standing before them, Rachel held out her hand, turned up like a claw and motioned Steven to it. He looked at it nervously but hesitated.

In her mind, Rachel loved the scared reaction she caused in him. "Don't make things worse on yourself Steven."

He stepped over to Rachel, closing his eyes and bracing himself for more pain.

"What are you waiting for Steven? If you make me reach, you will suffer more."

Steven dutifully spread his legs, straddling Rachel's hand, and lowered his sack into her waiting grasp. She felt another surge of power as she closed her hand around his sensitive testicles and he sucked in his breath waiting for what was sure to come. Oh my god, Rachel thought, I can't believe I was hesitant to try this. Oh, Nick is in for it now!

"Good boy. You might make it through this uninjured if you keep this up. Now, I'm torn between using a strap on or a whip on your ass tonight."

Elyse was clearly pleased with Rachel's performance so far. "You heard Ms. Rachel. I'll allow you to choose Steven. A humiliating ass pegging or a painful whipping. You've never had either have you?"

"Please Mistress Elyse. I'll be good. Please don't make me choose."

"Choose or you get both."

"The whip," he said with a soft whimper.

Rachel wanted more from him. "Beg me for it Steven. Convince me you want it or I'll find the biggest strap on your Mistress has and take my time fucking you with it."

"Please Ms. Rachel. Please punish me with your whip. I've been bad and I want you to correct my behavior and make me pay."

"Very nice! It's a shame you weren't like this earlier."

"Steven," said Mistress Elyse, "on your knees facing away from us. Think about what you've done while I retrieve my whip."

With Steven turned away, Mistress Elyse whispered softly in Rachel's ear, "Nicely done! Very nice! I'll give him the first couple whacks so you get the feel for how it goes, then you can finish."

Returning a moment later, Mistress Elyse spoke first, "Steven, remain on all fours and spread your legs wider. Good, now get down on your elbows and stick your ass up as high as you can. If you move a muscle, there's a good chance the blow will strike your sensitive nuts and of course, I'd also start over. So, how many blows do you think you deserve?"

With a shaky voice, he replied, "Five Mistress."

Mistress Elyse laughed, "I think your disrespectful comments deserve at least ten, don't you think, Ms. Rachel. By the way, Ms. Rachel will be administering the majority of blows tonight."

"Ms. Rachel, I like to space them out along the ass cheeks so he can think about his mistake every time he sits."

"Steven, if you move away, try to cover your ass with your hands or resist in any way, we will double the number of swats."

Before Steven could reply, Mistress Elyse swung the whip and landed it perfectly along his right cheek, near his leg. Steven yelped out but did a remarkable job of not moving away. Rachel could see a bright red mark and the beginning of a small welt.

Elyse offered the whip to Rachel and she eagerly snatched it up. She touched his red mark with it and he sucked in his breath. Elyse moved around and knelt by Steven's face grabbing a fist full of his hair as Rachel got herself ready.

Rachel couldn't resist the urge to humiliate Steven a bit more after the way he spoke to her earlier. "You're going to count them out stud. If you lose count or take too long to speak, I start over. Thanking me for each one is not required but it would go a long way to me forgiving you. What number are we at?"

"One Ms. Rachel. Thank you Mistress Elyse."

Rachel landed the second blow with the same speed and exactly in the same spot on Steven's opposite cheek. Steven cried out loudly but remained still.

"Two Ms. Rachel. Thank you."

Rachel spaced her blows perfectly so that Steven soon had red tiger stripes on each cheek, all welting nicely. She didn't allow him much time to settle down between blows and after eight of them, Steven's voice was stuttering and his focus was waning. On blow nine, he lost his breath and was slow to keep count.

Mistress Elyse loosened her hold on Steven's hair and ran her fingers through it instead. As she did this, she softly spoke, "Have you lost count? Guess we should start over!"

"Oh god NO! Please! That was number nine Ms. Rachel. Thank you! Oh god please don't start over!"

Rachel smiled at this, thoroughly relishing the control she held over him. The tenth blow came and he finished his count.

Elyse stroked his hair offering comfort, "Good boy Steven. You took your punishment well."

Steven pressed his face into the carpet and nearly sobbed. Rachel reveled in the thought that she almost broke him. She definitely wanted his giant dick now but he hadn't earned it. She did hope though, to get in touch with Nick later to quench her pussy's thirst for cock. She reached between Steven's legs and cupped his balls. He flinched clearly expecting more pain.

"There, there, stud. Are you done talking to me like some whorish little slut?"

"Yes Ms. Rachel. Please forgive me."

"I do but don't ever forget what happened here tonight. You'll probably see more of me in the future and I expect far better treatment."

"I swear I'll be good to you from now on!"

Elyse had more comforting words, "Steven, take a few minutes to compose yourself and then stand up.

Elyse and Rachel walked into the kitchen briefly, eager to talk away from Steven.

"God damn Rachel! You were something else! Are you ready to claim your prize? This is the really fun part. He's so cowed now he will service us in any way and expect nothing in return. What do you say we tie him down to my bed and fuck him now?"

"Sounds fantastic. I hope I'm not stealing your show."

"I arranged this all for your amusement. I didn't expect you to fall into it with such ease though. Please don't hold back. You have him eating out of your hand now. Enjoy it!"