
"What You See is What you Get"  By: JValet

Disclaimer: Yadda, yadda, yadda.  If you're too young, don't read.  If you're offended by adult
material, don't read.  Or at least, don't come bitching to me.


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Chapter 1

On a residential street in quiet Underton, the inhabitants lay sleeping, dreaming variously of things good, bad, and otherwise. In one bedroom in particular though, Kerri Strauss, single mother and middle-school English teacher, only thought she was dreaming. The still-slim forty-year old tossed and turned, cycling her legs as though running, eventually kicking her bedsheets to the floor. In her mind's eye, she was sprinting for her life, dreaming the familiar dream of the faceless pursuer.

She dashed across a featureless plain, too scared to glance back at that which chased her, knowing only it was behind her, and growing closer. Kerri could feel it, could sense its presence drawing near, could almost smell its... perfume?

Yes, perfume. Heady, sweet, it made her head spin, made her feet falter. Hot breath left moisture on the back of her neck. From the corner of her eye, Kerri caught a glimpse of the hunter, a fleeting impression of darkness and shapely curves. Sharp nails traced their way down her shivering spine, then pushed her off balance once and for all.

On the bed, the red-maned mother flipped over onto her stomach grunting as though thrown. Her flannel nightgown was rucked up high on her thighs, glowing ivory in the pale moonlight.

In the dream, a weight pressed down on top of her back, warm and soft and commanding. Hot, wet kisses rained down on her neck and shoulders, while swift fingers found their way to her left buttock, caressing and kneading and working their way ever inward. The perfume filled her head now, buzzing her brain, sending a tingly thrill throughout her body. The idea that her pursuer was a woman never once felt odd to her; this was a dream, after all, and she had occasionally dreamt of lesbian encounters before.

"You taste good, sweetheart," a luxuriously feminine voice said next to her ear, just after a soft tongue lapped at it. "But I bet that little cunt of yours tastes sooo much better... are you getting all juicy for me, darling? All hot and wet? Is your pussy all slick and slippery, dripping with yummy juice just for me?" The questig fingers dropped from her thigh to attack the entrance of her vagina, which was, indeed, sloppy with arousal. Not that she'd ever get this aroused this quickly in the real world, but it was a dream, after all.

She groaned quietly, pushing the soft, saturated lips of her pussy against the fingers that had split her peach for the first time in years. The weight pinning her body to the ground lessened just enough for Kerri to draw her knees up, pushing her ass into the warm, feminine body above her, shoving those questing digits even deeper into her inviting cunt.

On the bed, head pushed into the pillows, bare ass presented to any who could see, pussy weeping fragrant liquid down her thighs, Kerri looked like an invitation to fuck. The demure school teacher was presenting herself to her dream lover, asking to be taken, though the only sounds she made were incoherent mews of pleasure.

"Yessss..." the creature above her hissed. "You love this, don't you? Love the way you feel when I'm inside you, deep inside you..."

"Oh Gaaaawd, yes!" Kerri agreed as the fingers in her pussy began to thrust in and out of her slick hole while another digit tickled her clitty.

"Do you want me inside you forever?" The fingers vanished from her cunt, leaving the teacher empty and wanting. "Do you want me to be in here" something, thicker than a finger, poked at the entrance of Kerri's vagina "for the rest of your days?"

"Yes! Fuck, yes!" Kerri shouted, not caring what she was agreeing to, just needing to be filled again, to be fucked again.

In his bed, Jay awoke, hearing shouts from his mother's room. Worried, the sixteen-year-old swung his legs out and onto the floor, kicking a discarded Maxim out of the way. Padding down the hall towards the source of the noises, it occured to him that they didn't sound like cries of distress.

"Yes! Fuck! Fuck me! Oh, Gaaawd, YES!" Kerri felt something push past her swollen labia and plow deeply into her waiting cunt. Long-nailed fingers clutched her ass, but she didn't care about the pain as the invader in her pussy plunged ever further, far up into the core of her body, or so it felt, then out again, in a long, slow stroke. Something slid right past her g-spot, touching it briefly, too, too, briefly in passing, and she gave a sharp cry of pleasure as her body convulsed.

Jay rapped softly at his mom's door. "Are you all right in there?" But, lost in her own world, Kerri heard only the words of the creature so deliciously fucking her cunt.

"Scream, my little whore," it growled, ramming its appendage home once more. "This," another long, slow stroke, puncuated by Kerri's animal moan, "is mine, all mine. Just... like... you!" Hot flesh slapped together in the dream.

Jay tried the knob. It wasn't locked. Slowly, he turned the knob.

"Are you ready for me to take you, Kerri?" The creature asked, switching gears to short, sharp strokes. Something inside her pussy pressed hard against that oh-so-famous bundle of nerve endings on the upper wall of her pussy, and she jerked wildly beneath this thing that felt female, but somehow fucked like a stud bull.

"Oh, FUCK, yes! Anything! Fuck me! Take me! Anything you want, just do it now!" Chuckling, the creature complied, pounding Kerri's pussy at an inhuman pace, somehow rubbing her G-spot at the same time, bringing her quickly to the brink of orgasm, and crashing over it, the teacher's words lost in a scream of pleasure as she felt the pure, awful, lust wash over her body, her cunt on fire, filled with darkness, feeling it drive deeper, deeper, to the very core of her being.

Gasping for air, sweat dripping from her brow, Kerri suddenly noticed that the thing was gone. Looking up, she found herself back on her bed, in a very awkward position. Luckily, there was nobody to see, as she quickly re-arranged herself, pulling the nightdress back down over her thighs, and grabbing the bedsheets. Just a dream.

But what a dream. Her hand wandered down between her thighs, which were sticky with cunt-cream. Drifting off into sleep, searching for a second encounter, she noticed that her door was open, and vaguely wondered how that had happened, but was soon amid more mundane dreams...

Jay, on the other hand, sat on the edge of his bed, unable to wipe the image of his mom on all fours, bare ass pointed straight at him, writhing and screaming in obvious ecstasy, from his mind. He was also unable to get the healthy erection tenting his pyjama pants to go down for a while.

Morning, like a virgin, came all too soon.

Cracking sleep-leaden eyes, Jay slammed the snooze button on his clock, shutting up some fucking "morning personality" with more perk than brains. Rolling over, he tried to find his way into ten more minutes of oblivion, when he heard his name being called.

"Fuck fuck fuck fuck," he muttered, rolling out of bed, recalling the events of the night before. Some blood rushed to his groin, and his cock, swinging loose inside the pyjama pants, got just fat enough to make walking uncomfortable.

Pushing his mom's door open, the "whaaa-aaat," on his lips died without a sound.

She was standing with her back to him, looking at herself in the mirror as though she could hardly stand to tear herself away from what she saw there. Long, lazy curls of hair that seemed brighter and redder than ever before were piled high on top of her head in the most artfully dishevelled way. Her blue eyes burned hot in their reflected image, and her lips were glossy, crimson, and parted as if expecting a kiss... or a cock.

A lacy black bra scalloped with creamy silk pushed his mom's delectable tits upwards, smooth globes heaving slightly with each breath. Jay almost thought he could see a hint of dusky pink nipple along the top of one cup, but, frozen in place by the vision before him, he couldn't get any closer to make sure. She was drawing circles around one clearly erect nub with a long fingernail, before allowing her hand to drop. His eyes followed it down, tracing a blistering trail down the smooth, muscular expanse of her back, to the curling black tattoo of a devil's tail that ran down from the top of her tailbone into the matching silk panties. Only the keyhole at the back that revealed the beginnings of that crevice between the pouting, firm ass that was oozing out of the lingerie, allowed him to see the point at the end of the tail.

His mom looked like a goddess, radiating lust and sex from every pore. Subtle muscles in her long, sleek legs rippled as she shifted her weight slightly, and between her legs he could see the peach of her pussy, wrapped in black silk, drawing his attention, calling out to him...

"Jay?" He blinked when she said his name, making him suddenly aware of the powerful erection in his pants, and who was causing it. A moment's distraction, to be sure, but in that fraction of a second, the vision of sex before his eyes was suddenly his very mundane mom, wrapped in her greying terrycloth robe, aging slippers on her feet, looking like death warmed over.

"Are you alright, honey?" Kerri asked, seeing him come up from his daze.

"Uh, yeah. Just, um, monday, I guess." His words faltered. "Did you want something?" His cheeks burned hot as his rapidly deflating cock bobbed just underneath the plaid cotton of his pants.

"I'm sick as a dog this morning, so I won't be going to work... you'll have to take me here, like a fucking slut, okay?" She asked in a steady, regular tone.

"What!" Was Jay's shocked reply, though his dick began to salute again.

"I said you'll have to take the bus to school. Are you sure you're okay?" Her brow furrowed in concern. "Do you want mommy to suck your cock?"

"I'm sorry?" He shook his head. What the fuck was going on?

"Do you want me to take your temperature, Jay?" She asked, as if she just hadn't offered him oral sex. Walking up to him, she pressed a warm palm against his forehead. "You feel fine to me. Just take the bus, honey. I'll see you after school." With that, she walked back to her bed, shedding her robe on the way, revealing the flannel nightgown she had been almost wearing the night before.

"Uh, y-yeah. Later, mom!" Jay stumbled back out of the room, feet tripping over one another to get out as fast as possible, confused, aroused, and as embarassed as he'd ever been in his life.

Kerri, on the other hand, simply flopped back into bed, her limbs suffused with dull pain. Her skin felt tight and stretched, especially her buttocks and her tits, while her eyes burned as if she hadn't slept in a week. In fact, the only part of her body that wasn't in pain was her crotch, which tingled in a way that almost made her forget the rest.

As soon as she had crawled between the sheets, one of Kerri's hands snaked its way down her body, rucking the hem of the nightgown high. Ignoring the ache in her hands, she began stroking the outer lips of her cunt, sending rills of pleasure through her body. Vague memories of last night began to filter through her mind as the already moist cleft between her thighs got wetter, driving away thoughts of pain in her joints, the swollen, tight feeling in her bust and rear end, and the strange burning feeling just below her tailbone.

Spreading her juicy labia wide, Kerri began stroking her swollen clitoris, enjoying the haze of sex that was settling over her mind, remembering the sensation of being fucked, taken, invaded...

... replaced.

Chapter 2


Kerri's eyes snapped open, free of sleep. She felt awake, alive, as though she was inhabiting her own body for the first time. The pain in her joints had subsided, and felt suffused with a new energy. Smiling, she removed her sticky fingers from her still-wet pussy, a thrill of pleasure shooting through her as she deliberately ran a finger over her clitoris. Surprisingly, it didn't feel chafed or raw at all, unlike her previous marathon masturbations.

Drawing her hand up out from underneath the sheets, she noticed the heady aroma of sex in the air... sweet, musky, alluring. Bringing her glistening fingers upwards, the aroma became stronger, more compelling. Tentatively, Kerri lapped at her own index finger, pink tongue flicking out like a cat's. Then again. And again. Soon, both her index and middle fingers were well-within her mouth as she sucked every last iota of sweet cunt-cream from them.

"Yum!" She thought. "Pussy tastes goo-ood. Well, mine does, anyway." Pulling her fingers out with an audible pop! she proceeded to give each a long, loving slurp from top to bottom before noticing that they looked much more youthful than before, and certainly better than a pair of fingers that had spent so much time in the wetness of her cunt. The skin looked taut and smooth; hell, that scar on her ring finger from when she tore her wedding ring off before hurling it at her good-for-nothing ex had vanished!

Curious, Kerri swung herself out of bed. Her limbs moved with a kind of catlike grace, each movement liquid, deliberate. She felt powerful, predatory, and stalked across the room, walking naturally on her toes, not making a noise.

Approaching the mirror, she found herself almost at a loss to recognize the face staring back at her. The features were still recognizeably Kerri's, but her eyes shone with blue heat, and her lips looked as if they had recieved a subtle collagen enhancement - just that little bit plumper that she'd always wanted, perfectly pink pillows for kissing, or wrapping around a throbbing cock. The kind of lips that would give any dick a wet, cushioned ride. The kind of lips that begged to be painted in semen. Her skin glowed golden, free of imperfection. Though the ravages of time had been erased, one could still tell that here stood a mature woman; an experienced sex- goddess. If her eyes were blue flame, then her curly mane was the full campfire spectrum, from crimson all the way to gold.

On a sudden impulse, the school teacher and mother pulled the flannels up and over her head. The revelation of her body elicited an audible gasp from Kerri's new cocksucker mouth.

Not even in the rosiest blush of youth had she ever looked so... so... so fuckably delicious. Her body was the image of toned female flesh, taut, firm, and silky smooth to the touch, and touch she did, running her hands over her torso in fascination. She cupped her breasts, perfect handfuls of titflesh, riding high on her chest; rosy nipples, with dollar-sized aureolae stiffened at the first touch of her fingertips, and sent a delicious shiver through her body. Kerri played with her tits for a while, almost entranced by the sounds of pleasure which burst forth from her own lips and the sight of her own body. The subtle muscles in her abdomen rippled with each gasp, and the juices from her pussy flowed freely from between hairless labia, down, down, down over long, firm thighs, the curve of her calves, to pool between her suckable little toes.

Kerri had never cum from having her tits played with, but she was well on her way to orgasm now. Which is why when she stopped, it came as a complete surprise; it was as if some voice, some deep, dark, sexy voice from the bottom of her soul had shouted up to her to save it, to wait, to simmer until the time was right.

"I've got more important things to do today, anyway," she said to herself, recovering quickly. "It's only eleven. I can get back to work before the lunch period is over, save half a sick-day for when I really need it."

She sauntered off to the shower, muscular ass cutting figure-eights through the air, never seeing the tattoo that had appeared just below her tailbone. The pointed tail curved down between her buttocks, an invitation to any and all who were lucky enough to see.

Coming back from lunch, room 215 was in a state of genial chaos. The lads of Ms. Strauss' Fourth Period English class had already heard that their teacher was out today, and were looking forward to the opportunity to torture a substitute for the hour. After all, a bunch of pubescent 14-year-olds in an all-boys school had a lot of energy to burn off.

St. Chrysosome's was one of the last single-sex schools in the region, and they were all painfully aware of the lack of female presence in their lives, except for a few teachers, most of whom were beyond ancient, insofar as the adolescent mind was concerned. Ms. Strauss was one of the "new guard" at the school, which meant that she could count the number of decades that her life spanned on one hand without having to use her thumb. As such, she was already the object of several confused sexual fantasies of her students; most of them, who knew sex only in a purely theoretical form, knew that they wanted to do *something* with the still-pretty red-head, but couldn't quite figure out what. Of course, some of them, a touch more advanced in education than the rest (thanks in no small part to the internet and lax parenting), had a few fairly specific fantasies.

They were throwing around one of Leon Kolodny's gym shoes like a football, playing keep-away while the smaller boy danced from one boy to another, begging them to give it up; they almost didn't even notice when the classroom door opened. Almost.

A wave of silence spread from the open door all the way back to the corner where a knot of lads had Leon leaping for his shoe like a dog after a sausage.

"Afternoon, boys," Kerri said, coming in. Her generous lips were curved in a wicked smile at the surprise registering on the young faces before her.

Her suit was an old one, but it looked like new, wrapped lovingly around her curves. It was light blue, of a fabric that swished as the flared hem of the skirt floated just above her knees; Kerri was giving the lads brief glimpses of her thighs as she walked in a deliberate, hip-swinging motion, placing one high-heeled foot directly in front of the other, striding with the confidence of a runway model.

There was an odour in the air that tasted delicious to her; it was fresh, it was light, it was a touch musky. It smelled like innocence, an entire room full of innocence, just waiting to be devoured.

Devoured? The new thought caused her a moment of concern, though it didn't show as she strutted towards her desk, allowing her boys to get a look at the luscious globes of her ass tightly gripped by her skirt, the smooth lines unmarred by any evidence of panties.

Why would she want to devour anything? To consume their innocence? To take these fresh-faced boys, and corrupt them beyond recognition? To take Arnold over there, the soccer player, and fulfill his fantasy of having one or several fingers shoved up his ass while he fucked his homeroom teacher? To drink deep of his untainted soul?

*Because they're delicious, * a voice, her voice, said from somewhere dark in her mind. *Because they're there.*

"C'mon, guys, sit down." Kerri said, ignoring this directive. She had their attention, she had their adolescent cocks at attention, it was time to start class.

Leon sat there, spellbound like the others, watching Ms. Strauss' every move, trying not to touch the powerful erection in his uniform slacks. She hoopped up onto the desk, and every (straight) male in the class held his breath as she crossed her legs, all eyes searching between her smooth thighs for a flash of panty. Leon thought he saw a hint of white, but couldn't be sure.

"Now, last day we started talking about Hamlet," she said, picking the play up from her desk.

"Okay. So, we went over the plot last day, and we all know that it takes Hamlet forever to actually get around to doing what his Father's Ghost asks him to. Right?" A sea of rapt faces stared back at Kerri, though none of them were paying much mind to what she was saying. Underneath her little blue skirt, moisture was beginning to leak into the lacy white panties that barely covered her pouty pussy lips. She slowly crossed her legs again, and watched with glee as every set of eyes in the room glazed over, mesmerised by the sight of her firm, golden thighs, and the glowing patch of white nestled in between. At least two boys had secreted their hands under their desks, and were not so subtly working on their cocks. The powerful aura of teenaged sexuality filled the room, and to her sharp, new eyes, Kerri could almost see what was going on in their horny little minds, could almost touch them, maybe even shape them...

Leon readjusted his dick again, giving it a little squeeze as he did, unable to resist the urge. Ms. Strauss was talking, but he was just barely registering what she was saying, more interested in the way her legs moved, or the way her breasts pushed insistently at her jacket, spreading the lapels wide.

"... dipus Complex," she said, unbuttoning the suit once, then again. The jacket sprung open, revealing the satiny white camisole she was wearing underneath. The fabric moved fluidly over her breasts as she breathed, and Ms. Strauss' nipples quickly became evident, sans any evidence of a bra. "Which means, whatever Hamlet says he wants to do, what he really wants is to fuck his mom, now that his dad's out of the way."

She uncrossed her legs, and hopped off the desk. Her braless tits jiggled, almost making Leon forget what she had just said. Had he heard right? Had his English teacher actually used the word fuck? More importantly, had she really said that Hamlet wanted to-

"Do his mom, like all dirty little boys." Ms. Strauss shrugged her jacket off, walking around the desk. Long, graceful arms led to smooth shoulders, and the lines of her back were fit, but not muscular. She hung the garment on the back of her chair, and kept walking, the sound of her heels striking the hard floor echoing loudly in the otherwise silent classroom. Unless you counted the heavy breathing, that is.

Coming back around to the front of her desk, the shapely teacher planted her hands on her hips. "All you get to see is him bitch and moan about how useless he is. What you don't see is him beating his cock raw every night, thinking about Gertrude." Ms. Strauss ran a hand through her thick red tresses, scattering them about her shoulders in thick, looping curls.

"He's too scared to do anything about it, though. Typical." She smiled, and it was a temptress' smile, the knowing smile of sin. "Hamlet wants her to come to him," she reached around behind her hips, and a zipper quietly hissed. Suddenly, the blue mini flounced to the ground, leaving her standing there in her tight camisole and a pair of white, string bikinis.

"That way, she'll be the one seducing, the one too tempted to resist, and he'll be free and clear of guilt." She began walking towards Leon, her eyes staring straight into his, riveting him.

"Oh, sonnnn..." she cooed. "Won't you come lie with me, Hamlet?" Ms. Strauss was speaking directly to Leon, now. "Don't you want to come to bed with mommy? Don't you want to cum in bed with mommy? You know you want to, don't you? You know you can't resist it... can't help yourself." He blinked, and now she was his mother, his mommy, revitalised, renewed, reshaped into a sex goddess. "Touch me, son, feel me..." softly, she took his hand and placed it over her breast. She towered over him, radiating sex and power, her soft mammary filling his small hand, the hard nipple drilling into his palm. "That's right, Leon. You know you want this..." Leaning down, her hand slipped over his abdomen, into his pants, where a stiff young cock awaited.

"Fuck my hand, Leon. Fuck it like you would my pussy, like mommy's cunt, baby." He began to hump her grasping, fondling hand with a desperation and a speed that only a frustrated teenager could have. "Fuck mommy's hand, baby, fuck it like you would pound my little cunny, pump mommy full of your sweet juice, Leon." Her voice was soft and sweet and curled up inside his brain like a horny pink haze.

Her fingers played with his bloated nut sack as he ground his cock into her palm, and the teenaged cum inside them boiled. "Fuck it, baby. Fuck mommy, fuck mommy, fuck Mommy. Cum all over me, let me see your sweet juice, my baby. Cum for me, cum for mommy!" Her words, whispered but insistent, pregnant with lust and need, sent Leon teetering towards the edge. "Remember this, honey. Remember how good it feels to fuck mommy..." All he could do was whine in response, needing his release as only a fourteen year old can.

"LEON!" The shout cut through all else, and he found himself sitting alone in the classroom, Ms. Strauss sitting on her desk, fully clothed, legs crossed. Outside, the hallway was brimming with other boys, going to their next class. He blushed right up to his ears, removed his hand from his pants as subtly as he could, and ran from the room as fast as he could, not even sparing a look at his teacher, never seeing the knowing grin on her face.

"Such sweet dreams," Kerri whispered to herself, tasting the sweetness of corrupted innocence. The her lower back tingled pleasantly, sending tendrils of pleasure straight to her cunt, which by now had leaked all over the bottom of her skirt. The room was full of the scent of pussy, and it smelled good.

Leon sure had a surprise waiting for him when he got home.

But then, they all did.

She giggled, and hopped off the desk, smiling at the damp spot on the wood. Kerri ran a finger through the wetness. She was licking it off when the next class started to file in.

Oh boy.

Chapter 3

Shouldering his bookbag, Jay slammed his locker closed.  Another day, another...
something, anyway.

"Dude!"  Two morons occupied the next locker over.

"What?"

"There's some seriously hot bitch subbing for Missus Strauss."  

Then they started talking about her tits, which were "smokin'," which then descended into a conversation about the girls from the other private school across town that they pretended
to have "banged."

Fucking idiots.

Still, it didn't prevent him from wandering near his mom's classroom.  Just to have a look.
The usual roster of substitutes who visited St. Chrysosome didn't include any "hot bitches,"
so it wouldn't hurt to have a look at some new blood, would it?

The door to his mother's classroom was wide open, and there were still a few stragglers 
from her homeroom class spilling out, most of them looking pretty flushed.  

Jay poked his head in the door.  A delicious pair of ass-cheeks, covered only in a gauzy
blue skirt that moulded itself tightly to the curves filling them, presented themselves
to his gaze.  A pair of endless, tanned legs extended from the brief skirt, and Jay's eyes
travelled inexorably downwards, following them over firm thighs and curvy calves, 
to her perfect little feet, one of them rising in and out of the clear plastic mule
she wore.  His cock rose powerfully in his pants, and he was filled with the urge to 
jam his dick underneath that soft little sole, to rub his weeping cockhead against the
smooth skin of her thighs, to take hold of her hips and stuff her full of his throbbing
meat.

As his gaze rose up over the curves of her buttocks, he noticed that her hair, loosely
trailing down her back as she bent over to write something on the desk, was a hauntingly
familiar spectrum of reds.  The image he'd seen of his mother, standing before her mirror,
earlier that morning came roaring back into his brain and he immediately blushed.

"Are you going to stand there all day, or are you going to say something?"  

"Mom!?"

The face that rose over her shoulder to leer mischeviously at him was still recognizable
as his mother's, but it was if some sculptor's hand had smoothed away all the ravages of
time, and left behind a pair of smoldering blue eyes and a set of plush lips that cried
out to kiss a sticky cock...

Kerri stood, her ass subtly grinding against itself as she did, and turned to face her
son.  Her jacket was unbuttoned, and the lapels hung wide open; Jay's eyes immediately
fell upon the fulsom bosom jiggling unsupported underneath the thin silk of the camisole
she wore underneat her suit.

"I thought... I-I mean, you were... and now you're..."  Jay seemed to be having trouble
tearing his gaze from the nipples saucily pointing in his direction.  Obligingly, Kerri
hopped back up onto the desk, crossing her legs in order to give him something else to
look at, namely her creamy thighs.

Dangling a sandal from the tips of her pretty little toes, Kerri said, "I know.  I was
sick this morning, but I felt better by lunchtime, so I came in."  She noticed his eyes
wander down that way, following the motion of her legs, licking his lips in spite of
himself.

Kerri could feel the sexual heat emanating from her son.  The aura of lust surrounding
him was the strongest she'd felt yet today, and to her it tasted better than peaches and 
cream.  

"Anyway, now that I'm here, do you want me to take you?"  Jay watched as his mother 
smiled salaciously, and chewed on a french-tipped fingernail.  He was still waiting
for her to finish the sentence with the word, "home," when she popped her finger in
between those plush, pink lips.  Jay's mom closed her eyes, and purred as though
savouring some sweet treat.  The tip of his cock, pushing insistently against the 
button holding his uniform pants closed, pulsed with blood, and leaked enough precum into the
denim of his pants that a wet spot appeared.

"Mmmmmmmmm..." his mother moaned softly, as she drew her finger out of her mouth
again.  A long, white streamer of liquid followed.  Jay goggled, knowing that it was
too thick to be spit; it hung for a moment, suspended between her fingertip and her
pursed lips, then snapped, flying back onto her chin, a pearlescent string that began
to ooze its way down her face, towards her neck.  

His mother, his once-ordinary mother, ran her sticky finger over her lips, and as she
did, they were coated with a thick glaze of goo.  Smacking her lips loudly, tiny rivulets
of the stuff burst forth from the corners of her mouth, dripping inexorably downwards.
She opened her eyes again, and fixed her son with a hot blue gaze that sent his heart
pounding in his chest, but froze his spine.  

Kerri blinked once, twice, three times, and suddenly her eyes were weeping slime; the 
stuff had a powerful, musky odor, one Jay was well acquainted with from his midnight
adventures with Rosie Palm.  Soon, her face was a network of dribbling lines of spunk,
crawling inexorably downwards, glazing her features in a seminal frosting.  

"What's wrong baby?" She asked, pouting.  With each word, more sperm burbled out from
her lips.  "Don't you like mommy's new facial cream?  I call it 'creme de mon fils,' 
and I just _love_ the way it feels on my skin, on my lips, in my _mouth_."  She licked
her lips hungrily, and shrugged off her jacket; her firm tits bobbed enticingly beneath
their thin silk camisole.  "It's _sooooo_ hot on mommy's skin, Jay.  I can feel it 
burning, all the way down," throwing her head back, Kerri ran her hands down from her
dripping chin and over her neck, to grab hold of her tits, leaving thick gobbets of 
man-goo behind her.  She squeezed those succulent mammaries tightly, and gasped with
pleasure.  The silk simply melted away beneath her hands, and the remains of the 
camisole fluttered to the floor, a damp cumrag.  Her fingers worked freely over
the slick skin of her tits, jiggling them, wringing her nipples, building up a white
froth between her digits, and somehow producing even more boy-milk to crawl down her
abdomen.

"Oh, fuck!  Jay, 'creme de mon fils,' feels sooooo nice on mommy's tits.  You will give
 her some for her birthday, won't you?"  She fixed him with that hot blue gaze again.
"But do you know where it feels best?"  His mom grinned, then gasped, threw her head
back and screamed with ecstasy.  A thick slug of semen emerged from the hem of her skirt,
traversing the firm flesh of her thigh.

"Oh, God, YES!"  She screamed.  "Give it to mommy, Jay!  Give your mother all the cream
she needs!"  More spunk gushed from between her thighs, and splattered on the floor, 
sprinkling her toes with goo.  "Give it to me!  Right up my cunt!  You will, won't you,
Jay?"  Kerri stared into his eyes.

"Well?"  She asked.

Jay blinked.  He could feel the wetness in his trousers, and the immense erection that
strained his zipper, but that was the only evidence of the erotically charged scene
seared into his memory.  His mother, the sex bomb, looked at him expectantly.

"Are you going home with me, or not?"  As she spoke, a hint of white appeared at the
corner of her mouth.

Jay's eyebrows shot up.  "Ah, no!  I mean, that is, um, I wanted to, uh, take the bus.
Okay?  See you later.  Okay?"  And he bolted, not hearing the throaty chuckle that
followed him out of the room.  

*	*	*

When Leon arrived home that afternoon, his erection led the way.  All afternoon, he
hadn't been able to wipe the image of his own mother, Julia, her hand wrapped around
his cock, ordering him to cum for "mommy."

Dazed and horny, he dropped his bookbag in the hall, and stumbled towards his bedroom.

"Cum for mommy, cum for mommy!"  The vision in his head screamed, and Leon could only 
watch helplessly as her tits bobbed in front of his face.

Rubbing the bulge in his pants furiously, his wandering feet took him, not to his own
room, but to his parents' bedroom.

"Hiya, sweetie.  Watcha doin'?"  Leon snapped out of his reverie.

On the bed lay Julia Kolodny.  Or was it?  The figure on the bed had the same long,
slender legs that his mom liked to show off in mini skirts and shorts, had the same
mischevious glint in her green eyes, and that mane of straight, black hair.  But unlike
the mother that had dropped him off at school this morning, this Julia had curves, 
hips and tits that filled out the filmy black nightie she wore, and a sinfully wicked
pair of lush, kissable lips.  This Julia also had a tattoo of an inverted pentagram
on the inside of her left thigh, Leon noted as she writhed around on the bed and 
said...

"...What's wrong, baby?"  It was all Keenan could do to keep his mouth from dropping
open at the sight of his mother's chocolate ass, oozing its way out of the tiny denim
skirt she was wearing.  

She bent over the kitchen counter a little further, raising the hem of her skirt
even higher.  He searched desperately for something to say, and came up with...

"...nothing, mom."  Arnold stammered, tearing his eyes away from the dark crevice
between Karen's slick, wet thighs.  His cock pulsed in his pants, and he tried to
focus his attention on the toilet.

Karen reached out from the shower, and touched his shoulder.  "Won't you wash my
back, sweetie?"

"What?"  Asok said, not really believing his ears.

"I just want you to put some suntan lotion on my back, son."  Prati rolled over
onto her stomach, and her big tits tried their mightiest to pour forth from the cups
of the tiny silver bikini she was wearing.  She smiled at him with slick, glossy
lips, and said...

"It's not like I want your soul, or anything."  Lucia slid her coppertone foot out
from the white pump, and laid it in Miguel's lap, her perfect toes rubbing the 
head of his cock underneath his uniform pants as she pretended to stretch her tasty
little peds.

Her other foot came round, and presented itself before his face.  Her toes wiggled,
and Miguel began to salivate.

"My feet hurt soooo much.  Could you..."

"...kiss it and make it better?"  Julia grinned.  "Is that what you want?  For mommy
to kiss you where it hurts?"  She beckoned Leon over to the bedside, as she sat up.

He, feeling as though he were moving through a dream, obliged her, and stumbled towards
his mother.  Her eyes raked his small form hungrily.

"Now then, sweetheart, why don't you tell mommy..."

"...why you can't take your eyes off my booty,"  Keenan's mom, Keisha, teased.  

Keenan blushed, as his mom laughed throatily, and wiggled her ass for him.  Those
big, perfectly round cheeks slid even further out of her skirt as she did, and he
could see no panties cleaving the deep cleavage of her cheeks.

"Do you like the way your momma's butt looks, now, baby?  You know you have to..."

"...open your eyes if you're going to wash me, Arnold."  Groaning with frustration,
he reluctantly opened his eyes, but kept them firmly on the cieling.  The hot water
pelted his back as he reached out, soap in hand.  

His fingers made contact with firm, slick flesh.  A hard nubbin drilled into his
palm.

"That's not my back, sweetheart," Karen admonished gently.  Gulping, he looked...

...stared, really, at the smooth, brown skin beneath his hands.  Where was the 
fleshy, conservative mom he'd left this morning?  His powerful erection tented the
loose swimming trunks he was wearing.  It brushed against her side as he reached 
over to coat the other side of Prati's back.

"Mmmmm, what's that?" She asked.

Miguel blushed, and Lucia chuckled.  She scrunched her toes over his cock, making
him gasp.

"Did mommy do that to her little boy?"  She brought her other foot back up to his
lips.  "I think you should give mommy another kiss to make up for being such a naughty
boy... getting so hard and stiff for mommy's feet.  Actually, I think you should 
wash mommy's feet, baby, just to show her you're not such a naughty boy after all."

"M-mom, I-"

"What, sweetheart?"  Julia looked puzzled.  "That's not where it hurts?"  She planted
another kiss on the angry purple head of Leon's cock.  "It looks all swollen and
painful, darling.  And look, it's leaking."  She rubbed a finger over the slick little
knob at the top of his 14-year old dick, playing with the sticky precum on her fingers.

"Besides, it tastes good..."

"...doesn't it, boy?"  Keisha growled as Keenan planted kiss after kiss on the 
globes of her ass.  Keenan mumbled something into the pliant flesh.

"Now, lick it, son of mine.  As deep as you can into mommy's butt crack, taste
as much of mommy's ass as you can handle."  One of Keenan's hands wandered down
to his pants, to fondle the huge cock standing at attention between his legs.

"That's right, baby, jerk yourself to mommy's sweet ass, you know you like it..."

"...don't you Arnold?  You like fondling mommy's tits, you like feeling my hot
skin pressed up against yours, feeling your cock slide against mommy's thigh."

She was straddling his smaller form, having backed the boy up against the shower
wall.  Both of his hands were sliding over the slippery, soapy tit flesh as he
rubbed his cock against her, dry humping her leg.

"You love the way mommy makes you feel, don't you, Arnold?"  She grabbed his cock
and began stroking it.  "Horny, seduced, helpless to resist..."

"...staring, touching, fantasising about any part of my body, my new body."  Asok
stood between his mother's spread thighs as she jerked his dick.  Her hand was 
slick with the gooey precum flowing freely from his erection, and wads of it
spattered on the concrete.

"My tits, my ass, my hands, my feet, my mouth, you can't help yourself, can't
help staring at any of it, can you?  But I know what you want to see, my son..."

"...my cunt."  Lucia's sole slowly stroked the underside of Miguel's cock, pausing
at the bottom occasionally to play with his balls, sparsely covered in pubic hair.

"Can you see my cunt?  Can you see mommy's leaky pussy, darling?  Let me help you."
Keeping one foot in her son's mouth, and the other playing with his dick, Lucia 
hiked her little beige skirt up above her thighs.  Staring down the length of her
long, golden leg, he could see the little cleft between her thighs, completely
hairless, quietly weeping a clear fluid.

"Do you want it, baby?  Do you want to feel mommy's tight cunt wrapped around 
your cock?  Do you want mommy to make you feel like this every day?  Using her
new body to  make you feel...

"...horny..."

"...helpless..."

"...seduced..."

"...unable to resist your mommy.  Do you want that, honey?  To feel like this for
the rest of your life?"  The cum in his balls were boiling, as his mother picked
up the pace.  Her words were only a faint buzz in his ears, but he knew that he had
to have this, had to feel like this every day, waking up to it in the morning, and
sleeping with it at night.  It felt sooo good to just surrender to his mom's sexual
predations.

"Yesssss..." he hissed.

"Good.  You can have it, baby.  All we needed was your consent.  We'll be so happy
together, darling, you and me forever, fucking, sucking, drinking your cum... now,
all you have to do to seal the deal is just squirt your jizz for mommy, baby.  Cum
all over me like you know you want to... paint my skin with your sweet cream...
just imagine how good it'll feel, to ram your cock into my tight little hole... to
fuck your mommy, to cum in all the holes you can fill... Cum for me, baby.  Cum
for mommy.  Cum for Mommy.  CUM for MOMMY!!"  

He screamed as rope after rope of semen came spurting out of his jumping balls.

All across town, every boy who had been in Ms. Strauss' Fourth Period English class
that afternoon collapsed at the same time, his personal apparition having vanished,
his cum staining the fabric of his navy blue St. Chrysosome trousers.

Soon, they would awake, knowing only that they'd messed their trousers, and never
suspecting the surprise that would await them in the morning...

Chapter 4

Sometime late that afternoon, Jay poked his head in the front door of the house.
His heart pounded with trepidation.  And not a little arousal.  This afternoon's...
hallucination or whatever had been the most terrifyingly erotic thing he'd ever
seen, and while it had made him so horny he'd had to go beat off in the boy's 
room before leaving school, he had no intention of repeating the experience.

Not that he thought he'd be able to stop it if it happened again; this afternoon
had been accompanied by the most overwhelming sense of helplessness he'd ever had.
It was as if his mom had somehow trapped him, had seduced his senses, transfixing
him with her erotic aura.  And it felt good.  That was the dangerous thing.  It
had felt so good, he could have stayed there forever, watching his mom play with
the semen that coated her skin, slurping it off her fingers, spreading it over
her jiggling breast-meat until they dripped with goo, sucking it out of his cock...

Fuck.  "Gotta watch that."  He said to himself.  Jay wasn't sure what was going on,
but his mom was at the centre of it, and he was pretty sure the best way to do that
was to avoid his mom altogether, regardless of how good she might look with that skirt 
hiked over her ass, legs spread wide, inviting him to...

Fuck.

The atmosphere in the house was heavy with the aroma of dinner.  Which meant that 
someone was home.  Maybe if he could sneak upstairs...

"Close the door, sweetie.  We're not inviting the whole neighbourhood to supper."
Kerri's voice rang out from the kitchen.

Fuck.

"What's for dinner?"  He called out, trying to sound normal.

"It's a surprise," came the reply.  "But I'm sure you'll like it."

I've had all the surprises I can take for one day, he thought.

"So," she said, walking into the living room.  She'd changed into a light, peachy,
wraparound sundress that was, in itself, fairly innocuous, but did little to 
conceal the weighty, shifting mass of her new tits, and the ruffled hem swirled
about her knees in the most inviting way.  For some reason Jay didn't fathom, after
kicking off her work heels, his mom had slipped into an even taller pair of black
sandals.

"So?"  He repeated suspiciously, dropping his bag.

"So how was school?"  She took Jay by the elbow and steered him towards the easy
chair in the corner of the room.

He sat down, and his mom perched on the arm of the chair.  "Fine, I guess."  He
was acutely aware of the exposed flesh of her thighs that appeared as she sat.
"Um, I'm just going to wait in my room until din-"

"Hang on," Kerri said, pushing him back down easily.  "I need your opinion on
something." 

"What?"  

"Don't worry, it's nothing awful.  Just close your eyes, and sit there."

Reluctantly, Jay obeyed.  Just as well to go with the flow.  He felt his mom jump
from the chair, and was actually a little relieved that he hadn't had to watch her
skirt flare up, offering tantalizing glimpses of her panties, her thighs, her ass.  
Mostly relieved, anyway.

Her heels clacked against the hardwood as she took a couple of steps away, and then,
moments later, there was a quiet 'flumpf.'

Trembling with fear?  Anticipation?  Arousal?  Jay waited, very much aware of what that
sound probably meant.

"Okay, open your eyes."

The bikini she was wearing was not obscene, but left little enough to the imagination.
Her perky D-cups were pushed up and out by a pair of black latex triangles, cut low
so as to display a maximum of lightly-tanned breast flesh without actually letting
her nipples out to play.  Her fat tits spilt over the edge over so slightly, and Jay
was reasonably sure they would come pouring out at the least provocation.  The tiny
bikini bottom dipped so low on her hips that there was more than a hand's breadth 
between her navel and the top of the shimmering black latex.  Kerri was standing with
her legs slightly apart, just enough for Jay to see how the skin-tight material cupped -
and split - the fleshy lips of her cunt.  

"Ta-da!  What do you think?"  She asked, putting her hands on her hips; her tits 
jiggled ever so slightly at the movement.

"It's, ah, nice?" He replied, searching for a word that wasn't "hot."

"Just 'nice'?"  She arched her eyebrow knowingly.  "Hang on.  You haven't seen the
best part, yet."  When she turned around, Jay almost lost his load right there and then.
Not only were her perfect curves molded perfectly by the second-skin latex, but they
only _just_ covered her bare assets, rubbing eagerly against each other as she moved.
Across the top, the words "Devil Woman" were stenciled in red script, arching over
the smooth surface of her ass cheeks.  Jay was so cock-shocked that he almost didn't
notice the tattoo that began at his mother's tailbone, and dipped into parts unknown
beneath the bikini.

"Well?"  She asked archly, slowly turning back around.  "Still think it's just 'nice?'"

"What?"  He tore his eyes from her tits.  "Nonono. They're great, mom...fantastic...
perfect..."  He was so distracted by all the flesh on display before him that he 
didn't even catch his own Freudian slip.

"Good.  I'm so glad you like it...though, you don't think it's too small, do you?"
Her hands slowly made their way up her torso to cup her breasts.  "I mean, it
doesn't show off too much, does it?  Should I get a cover-up?"

"No!"  The vehemence of his reply surprised even Jay.  "I mean, no.  You're fine...
the way you are."

"Really?  You don't think all the men on the beach will be trying to get a look at
my big, beautiful, tits, do you?  Trying to see if they'll catch a glimpse of even
just a nipple, wondering what colour they are?"

"Er, well, ah," Jay didn't know how to answer that.

"What about the boys, then?"  She scraped her fingernails down her abdomen, to her
slick, black pussy.  "Do you think all the little boys will be staring?  Unable to
take their eyes from me?  Unable to resist the stirring in their sweet little boy
cocks?"

"I-I-I-" he stammered, unable to think of a coherent answer, his brain filling with
images of his mother, walking along a row of young cocks, inspecting each in turn,
some with her hands, some with her mouth, some with...

"How about you, sweetie?"  His mom turned around, and bent over at the waist, running 
her hand down an outstretched leg as she did.  "Do _you_ like seeing mommy in her new
bikini?  In her new body?  Doesn't it just make you want to take your cock out and
beat it raw?"

"No," he struggled to get the word out, but there it was.  He couldn't want that,
to beat his meat to his mom, to spray her with his jizz, to reach out and touch...
and yet, there was his hand, wriggling inside his pants, taking hold of his teenage
fuckstick, harder and hotter than it had ever been before.

"No?"  She grinned.  "You think you can resist?  You think you can help staring at
mommy...thinking about me...about my succulent ass...about my ripe, juicy pussy?
You think you can resist my cunt when it calls, boy?"

"Please, Jay...my boy...my son..." a softer voice, this one like silk, dripping
with need, sounded inside his head.  "Come to me, Jay...come to mommy's cunt...
come back to where you belong...I'm sooooo wet for you, little boy...can't you
see me, leaking my sweet, sweet juice down your mommy's thigh?  Can't you imagine
lapping it all up, tasting her sweet flesh all the way up until you reach the
fountain at the top?  You know you can't help yourself, Jay...just give in...
mommy's cunny needs you...come to me...come..."

Suddenly, he found himself kneeling on the floor, then crawling towards Kerri, his
eyes locked on the streaming fluid that was puddling between her toes.

"That's right, my son... give in...lap up all my cream, clean mommy's foot with your
tongue...it makes me soooo much wetter for you...mmmmmm, your tongue is slithering
all over her foot, sucking up all the pussy juice it can find, it's making me quiver,
boy...oh, fuck...I'm gushing...that's right, now lick it off her leg, catch all that
I'm giving you, son...I taste soooo sweet, don't I?  Yessssss...up her thigh, quick!
Now, look at me...she's spreading me wiiiiide with her fingers, look into the pink
flesh of your mommy's cunt, at my juicy little clit, at mommy's pulsating little 
cunt hole...you can't resist, my boy...taste me...lick me...fall into your mommy's
silken trap of seduction...YESSS!  Jam that tongue deep inside me!  Suck it all
down!  Drive it in as far as you can...wiggle it...just-just like that, YES!  Oh,
fuck, Jay...can't you feel it?  This is sooo wrong, your face buried in your mother's 
hot, wet, pussy, but you can't resist, can you?  Oh, fuck, yes!  You could just
stay here forever, couldn't you, bathing in your mommy's juices?  Oh FUCK!  You're
making mommy cum, Jay...make mommy cum!  Make me Cum!  CUM!  CUMMMMMMMMMMMMMMM!!!"
Somewhere deep inside of him, Jay felt deep, everlasting shame for what he was doing,
even as he greedily drank whatever his mother fed him; it was wrong, he knew it,
but there was no denying the siren song of her body...

Kerri's body sang with energy as she came, jamming her son's face as deeply into her
cunt as it would go.  She had felt the sweet erotic energy of her class flow into her
this afternoon, and she was almost ready...just this one more, and it would be time.

"Now, my son," she pronounced, taking his face away from her still-spasming cunt.
"Stand up and give mommy what she needs...hot COCK!"

Jay eagerly scrambled out from underneath her, and, pulling his pants down to his
knees, took his iron-hard dick, and aimed it, as best he could, at her weeping gash,
ready to return to the womb that bore him, one seething with sin and debauchery,
but he didn't care any more - he had to be inside her, NOW.

His cock slipped easily into her gaping, sloshy cunt, but it quickly clamped down
on his meat.  Instinctively, he took hold of her hips, and started pistoning his
dick into her as fast as he could.

"Oh, FUCK!!  Pound mommy's pussy, baby!  Ram it deep!  You know you want it!
You know you need mommy's cunt...do you want this forever?"  Her asscheeks rippled
underneath the force of his thrusts.  "Do you want to fuck mommy in her new body forever?
To feel like this for the rest of your days?"  Her cunt squeezed his dick like a hand,
muscles rippling along the length.

"Yes, mommy!  I want this!  I need this!"  Jay punctuated each statement with another
thrust, each harder than the last.

"Then all you have to do, my sweet baby, my sweet, innocent child, is spill your seed
into mommy's pussy!  Squirt your jizz into my pussy, son...fill me up with your cum...
put so much son-semen in me that I can _taste_ it!  Cum for me!  Cum for you mother!
Cum!  CUM!  CUMMMMM!!!"  That tipped Jay over the edge, and with a loud yell that
shook the house, pumped rope after rope of hot creamy jizz into his mother's cunt.

Kerri shook with the magical vibrations running through her body as she felt her son's
innocence pass into her cunt; something dark had been growing in her cunt all day long,
feeding on the sexual energies of the innocent lads in her class, as well as Jay, and
it felt like it was about to...

BURST!!!

Even as Jay was squirting the last of his load into mommy's cunt, he felt something
inside suck him back in; Kerri's body bucked wildly and she shrieked with pleasure.
Hot, red light burst from her opened lips, and she could feel something shifting
within her self, eating away at the last of her soul, assimilating her entirely.

Jaw was being sucked back to hardness when the tail tattoo on his mother's back suddenly
bulged, and then erupted into a four-foot long black tail.  It whipped around his body,
snaking between his legs, wrapping itself around his balls to massage them gently.
Enormous black wings sprang from her shoulderblades, a twenty-foot wingspan if it was
an inch.  Any final imperfections in her skin vanished as her legs lengthened; Jay's
cock, firmly embedded in the pussy that was now so skillfully fellating him, was carried
up those extra six inches as he rose in the air, suspended by his sex-tackle.  Her sandals
were crushed by her growing feet, when a spine burst forth from her heel, giving her a
permanent seven-inch lift.  

"You're mine, now, 'my son,'" she mocked, her face the picture of inhuman beauty, long
curling horns growing among the fiery red locks.  The succubus grinned ferally.  She would
feed from this mortal for the rest of his life, now, taking the energy she needed to 
follow the astral seeds she had planted into each boy in her class, so she could enter
the dreams of _their_ mothers...

Underton was about to become one motherfucker of a town!

The End (For now.)

This story owes its existence to two sources: First, bt127, whose story on Lit, "Dawn of
the Succubi" provided much of the inspiration for this tale.  Secondly, to another
anonymous individual, a longtime fan whose fantasies have fuelled almost all of my
fiction, and to whom this chapter in particular is dedicated.

As ususal, all comments can be directed to: jvalet45@netscape.net


