XChange Pill

Chapter 1 - The Beginning

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It was just another day at school, nothing out of the ordinary at all. That is until I was walking out of class and my teacher asked me to stay behind for a moment. This was unexpected, I didn’t even think my teacher knew who I was, let alone would want me to stay behind. My grades were average, normally people were only asked to stay behind if they were doing something wrong.

“Glen,” Professor Chapel said, “hang around for a minute, would you?” The professor was in his forties, but in good shape for his age, he must have worked out to have avoided the middle-aged belly that so many people his age tended to pick up.

“Sure professor,” I wasn’t sure if I should be nervous or happy at the attention, his Creative Writing class was actually one of the highlights of my days, even though it wasn’t really required for my major.

“Walk with me to my office,” he said and collected his briefcase and started walking down the halls. They were mostly empty, this class was a late one, and people were already filing out the doors to get to their weekends. I didn’t have all that much to do this evening, just breaking up with my girlfriend and not finding many other prospects as of yet.

We walked quietly to his office and he closed the door behind us.

“I wanted to talk to you about your last story,” the Professor began, “you wrote from the perspective of a woman, and it was quite realistic, how did you manage the insight?”

I really had just started writing, I didn’t think too much about story or outlining. Like much of my writing, I just pulled from some deep place inside my head and let it go. There really was nothing special about it, I didn’t think.

“I guess I just started writing, there wasn’t anything specific that I used really,” I said.

“That’s interesting, so you didn’t use anything to get into the mind of a woman?” He asked, the voice he used made me think that he was implying something, but I couldn’t figure out what it might be. He eyed me in a way that made me think he was trying to figure me out.

I shook my head no, and the Professor went into his desk and pulled out a bottle of scotch and two glasses.

“Would you like a drink?” he asked me, and I was surprised but not unwilling. I have drank my share of scotch, and I wasn’t one to turn it down, especially when the bottle looked promising, though I was unfamiliar with it.

“Sure,” I nodded and he poured out about two fingers into each of the glasses and he passed one of them to me. I swirled the glass lightly, examining the liquid inside, I probably should have thought to hesitate, but I didn’t. I took a sip.

It tasted astringent and bitter, there was the flavor of the Scotch, but hints of something else. I just assumed it was the flavor of this particular brand and ignored the thought.

“You write female characters far better than many male writers that I’m familiar with,” the Professor noted as he took a drink, savoring it before swallowing it down.

It was flattering, I hadn’t thought I’d done all that much to be flattered for in his class, but I accepted the complement anyway. “Thank you” He held up his glass for a toast and I clinked my glass against his, and then took another healthy drink of the liquid. I assumed this would be the end of our meeting so I took a breath and swallowed the rest, tasting the bitterness before swallowing it down.

Then I tried to stand, and the professor watched me with interest as I tried. I felt quite dizzy. Something was wrong.

“It’s all right, you tried to stand too soon,” the Professor said as he drained the rest of his glass and poured himself another. “Give it a moment.”

I listed to his words and tried to steady the world around me, but it wasn’t the world that was moving it was me.

Had he drugged me? I thought as I got even more faint.

I hardly realized what was happening to me at this point. My shirt felt like it was far too small for me, and my lips felt like I had been at the dentist’s office. My thought processes slowed down, but there was one thought that kept running through my mind.


I wasn’t gay, I’d never even fantasized about cock before. Why was my mind going there? What was happening? The thoughts crashed into my mind like waves as the whole world seemed to slow down around me.


I’m straight, I watch lesbian porn, why would I be thinking about cock? My shirt was even more insufferable now and my nipples felt like I’d been running a marathon. Nothing was making sense now. I focused my eyes on the Professor who was watching with a muted smile and a glass held to his lips.

I could feel my cock throbbing in my pants, rock hard and its pulse seemed to be suffusing my entire body.

“It’s all normal, Glen, just relax and enjoy the feeling.” The Professor said in a soothing voice that did make me relax. “Just do what you feel, I won’t judge you.”

The words made me accept this feeling, I unzipped my fly and let my cock poke out it. When I managed to focus my eyes on him, the Professor flashed me a grin and sipped on his drink.

“That’s it, just let it happen,” he continued.

I reached up to massage my raw nipples but they weren’t where they were supposed to be. They were several inches away from my body atop mounds of flesh that hadn’t been there a few minutes ago. This realization took several seconds to parse.


Yes, these were breasts on my chest, big ones too. I caressed them through my t-shirt and then pulled the shirt off and looked down at myself. These were easily double-d breasts on my body, and I couldn’t help but feeling myself up in awe of them.

Focusing was easier now, I looked over at the Professor, he was watching intently as I explored my body.

“What is happening?” I asked, my lips felt strange, and as though they were in a different place as before. I reached to touch my lips and found they were far more pronounced than before, like they’d been injected with something.

“I will admit, I slipped you something, I take it you have no idea what?” the Professor asked.

I shook my head no, completely topless and with my cock sticking straight out of my jeans.

“I thought you might have had an idea with that story you wrote, I slipped you a XChange Pill” the Professor explained.

“XChange Pill?” I asked, unsure of what he was talking about.

“Yes, it’s a pill that changes your gender for an evening, although the one I slipped into your scotch was a special edition pill. It was the Bimbo Shemale pill.” the Professor explained.

I attempted to put the words together into context. I tried to decide on the highlights:

I had to remove my pants because my cock was throbbing too much, so now I stood naked in the Professor’s office. Thankfully his door was closed.

“Would you like to see yourself?” the Professor asked.

“Yes, Professor” I replied, feeling more submissive than I normally thought I would be in a situation like this.

He opened a closet door in his office and revealed a full length mirror. What I saw in the reflection wasn’t me, at least, I didn’t think it was me.

My hair was platinum blonde and much longer than it had been a few minutes ago. I had bright red puffy lips, the kind that I loved to see on girls in porn and a female shape to my face. Any body hair on my body below my eyelashes was completely gone as if it had never been there. My normal male chest and hair was replaced with stunningly perky and round breasts, and when I rubbed them in the mirror, it was a shock to see my hands covering them. My legs had become more shapely as well, as well as being devoid of hair, just like my cock. It was hard to tell in the light but it seemed like my entire body was tanned, not a trace of a tan-line anywhere.

“How?” I asked with a dumb founded voice that I suddenly realized was extremely feminine. I cleared my throat and spoke again. “How can this be?” the voice that came out of my mouth sounded like me, but with a tone that was unmistakably female.

“It’s the magic of the XChange pill, feel like getting dressed up and hitting the club?” the Professor asked.

I normally wasn’t for clubbing, but right now I felt incredibly sexy and horny all at the same time. Though it seemed unlikely that I could walk out of school like this.

“I’d need some clothes, sir” I said and tried to figure out why I added the sir to my words.

“No worries about that, dearie, let’s see what we have for you,” and the Professor pulled out a dry cleaning bag and handed it to me.

Inside was a bra, a pink minidress and a matching pair of pink heels. I put on the bra first, which was difficult being unused to the hooks’ direction. I looked in the mirror surprised at the visual of wearing a bra and having it filled to the brim. Then the dress next, I put it over my head and slipped it on, my cock making an obvious line on the dress due to how skin-tight it was. Then I slipped on the heels, which from the look of them, didn’t seem like they would have fit but they fit me like a glove anyways.

As I slid the heels on, I noticed that my nails seemed to have changed color as well, they took on a bright pink hue that perfectly matched the dress I had just put on. I stared at my nails for a few moments, wondering how that could have happened. It struck me as odd that with all the other changes, I would have fixated on a little nail polish.

It felt natural to stand in the heels, somehow I knew exactly how to walk in them. My body was shifting weight perfectly as I walked to the mirror to check out my look. The heels made my legs look even more amazing than they had before. When I looked at myself closely in the mirror, I noticed that I had perfect makeup on that matched my clothes, another interesting side effect of this “XChange” pill. When I saw myself in the mirror, I saw a bimbo, the kind of bimbo that would make me spill a load all over my abdomen as I stroked for her.

I pouted my lips and made myself even more hard. The feeling of turning yourself on is an interesting one, to be sure.

“How do I look?” I asked the Professor in a voice that I didn’t recognize immediately as my own. I leaned back against the closet with one pink heeled foot against the wall and posed for him as he examined me.

The thought entered my mind again. Cock. I shook it away, but only barely, considering what it might feel like to have one in my mouth.

“Perfect, how do you think you look?” he asked me.

“Pretty fucking sexy, sir” I said, with that sir again.

“Shall we, then?” he asked and held out his arm, which I took as I grabbed my book bag, but left my clothes in his office. We headed out to his car and I got in the passenger’s seat. It was a BMW, he must be pulling down some good paychecks.

“Where are we going?” I asked him.

“Club Tiresias,” the Professor explained.

“I’ve never heard of a club with that name, is it new?” I asked him, going through my memories, if there was a club with that unique of a name, I probably would have heard about it in passing.

“No, but it’s an invite only club” the Professor explained and we drove for a few minutes before arriving in front of a plain looking residential duplex. “I’m inviting you” he added. There were cars parked along the street and the Professor pulled behind a large SUV.

We walked up to the front door and there appeared to be no sounds coming from the house. The professor entered a code into a numeric keypad next to the door, it was a string of eight numbers, too fast for me to memorize or even realize if there was any significance to.

An audible click and the Professor opened the door, when he did there was still no noise, and the entrance appeared to be an anteroom with another door just beyond the front. Once the front door closed, there was another click and the next door automatically opened.

It was a surprise when the loud electronic music started to leak through the soundproof seal that had apparently been prevented by the second door. I was reminded of a spaceship airlock, instead of keeping air from escaping it was preventing the sound of the party from leaking out.

Once the door was fully open, it was obvious there were dozens of people standing around drinking and chatting over the blaring electronica, it took a little while to orient myself at the unexpected sights. Inside, it was as if they had taken a house and stripped out everything, there was no second floor, the ceiling easily reached twenty feet into the air. A bar in the corner had several people sitting around it, television lined the space.

When I focused on the televisions, the realization slowly dawned on me, they were all showing different porn. Blow job porn.

Like I mentioned, I was normally for lesbian porn, I usually skipped over the cock parts of porn I watched, if I accidentally happened upon a straight scene. Now I was riveted by it. My mouth was open as I scanned the dozens of scenes on display and couldn’t decide which cock I wanted to focus on.

The professor must have sensed this, because he lead me to the bar and ordered a drink for me. When I got it, it was a fruity drink, nothing like what I would normally drink. It was a something that I would have normally made me sick to my stomach by how sweet it was.

“How’s the drink?” the Professor asked me.

“It tastes wonderful,” I said with a grin and a voice that I was starting to get more comfortable with. It really did, my taste seemed to have changed as well.

“Good, how do you like the club?” he asked me.

“I need a few more minutes to adjust, it’s a bit of a surprise right now, I’ve never been to a secret club.” It felt really good to be a part of something exclusive like this, I took my drink and looked around at the other people who were surrounding me.

There seemed to be a large number of attractive older men with attractive and busty younger women, this couldn’t be accidental. All of the women seemed to look like me, all wearing slutty little dresses and club wear while the men were all impeccably dressed. There were nothing but blondes either, I couldn’t see a single brunette or redhead in the place. Not a single small breasted woman either, every female’s breasts were as large as me or even larger.

One of the girls apparently saw how I was looking around and came up to me.

“Hi there, first time here?” the girl asked me, she looked almost like my female twin, or just a normal twin, since I was now female as well. Mostly at least.

I nodded to the girl. She checked out my male companion and grabbed my arm.

“I’m Jennifer, and you are?” Jennifer asked me, watching me think on my feet. Glen was my name, but as a girl’s name, it didn’t really match my current situation.

“Uhhh,” I replied, unable to think of an appropriate response.

“This is Gwen,” the Professor replied, quickly enough that it was apparent that he had thought of this previously.

“Gwen, come with me and I’ll show you around!” Jennifer grabbed my arm and I picked up my drink and followed her, giving the Professor a wave. He watched me walk away with a grin, I know because I gave him a glance over the shoulder as I walked with Jennifer.

Jennifer brought me to the ladies bathroom first. The first thing that struck me was that there were two rows of stalls, I hadn’t been in many women’s bathrooms, but this didn’t seem normal. Also there were urinals in this bathroom, unlike any other I had ever been in. Even more jarring than that was the lighted floor that had words. The stalls on the left had a lighted arrow and the words “Regular Stalls” and the other row had another lighted arrow with the words “Glory holes”.

“Glory holes?” I asked her, thinking that I might have heard the word before, but not being sure about it.

“Yeah, come check it out, we can share one,” Jennifer took me by the arm and lead me into the far end stall and closed the door behind me. Inside there was no stall but there was a hole in the wall where the toilet would be that was about six inches in diameter. In front of the hole appeared to be a cushioning material.

What I didn’t know was that a light went on in the men’s room when the door was closed that announced that one of the glory hole stalls was occupied. I found out about this later on.

I took a sip of my drink and waited for explanation.

Before Jennifer could even explain, there was a sound coming through the hole, when I peered through the hole I saw a man in a suit from the waist down, he unzipped his fly and pulled his cock out.

It was beautiful. Easily seven inches and perfectly shaved, well defined mushroom head that was just begging for a pair of lips on it.

Before I knew it, the cock was on our side of the wall. Every inch of it.

“Oh wow, that’s a good one,” Jennifer said, “it’s your first time here, so you can have first crack at it.” She said it with a smile as she licked her lips and I could swear I saw an outline of a cock in her dress that matched my own.

What happened next, I couldn’t have predicted. I got on my knees and gripped the cock in my hands. My hands looked small compared to the powerful size of the cock I was holding, it was as if my hands had shrunk. I could feel the cock throb in my hand and it made me rock solid in anticipation.

Jennifer joined me on my knees and whisper into my ear, “Is this your first time touching a cock that isn’t yours?”

I nodded to her and licked my lips hesitantly.

“You’re going to love it, just give it a lick and let your mouth take over” Jennifer instructed me and I followed her words.

I licked the cock like a popsicle and the taste made my cock leak, I could feel the wetness against the fabric of my dress and it felt amazing. First I took the mushroom head into my mouth and licked up some of the man’s leaking juices, it tasted even sweeter than my drink.

Slowly I slid more and more of the cock into my mouth, reveling in the feeling of it sliding down my tongue and then my throat. I could feel his cock pulse in my mouth, it was an alien experience to me, but it felt like it was exactly what I should be doing. Finally my lips touched the base of the man’s cock and once I did, I moved up off his cock and caught my breath.

“You’re a natural Gwen, get that sweet, sweet cum, baby!” Jennifer cheered me as I worked the tool in front of me. Every bit of hesitation I might have had before about having a cock in my mouth had melted away. I began to work the cock even more furiously, holding my hands against the wall and using my throat to fuck it, enjoying every taste. It didn’t take long for me to become a cocksucker, but it felt right.

After several minutes of Jennifer cheering me on and mouth fucking, there was a knock on the wall between us. I could feel the man’s cock tense and then it erupted in sweet spunk. I greedily swallowed every drop and milked the last of it out before the man pulled his cock into his fly and zipped up. He left a few moments later.

I never got to see the face of the man who’s cock was my first to suck, but I didn’t care, I wanted more.

“Mmmm, you did awesome, let me show you around the rest of the place” Jennifer said as she offered me a bit of tissue to catch some of the cum that had run down my chin. “You don’t want to get cum on your dress.”

I cleaned up the errant cum, resisting the urge to swallow it, just collecting it in the tissue.

“Oh, let me see something there,” Jennifer said as she lifted the back of my pink dress to reveal my right buttock. “Awesome, you took the same XChange pill that I did, you have the cum counter!”

I glanced back onto my ass and saw that there was a small image on my ass that I couldn’t really see. I looked at Jennifer quizzically and she saw it and faced away from me and lifted her own dress, exposing her ass to me.

I saw a small clipart of an erect cock and there was a numeric counter next to it, the numeric display read 0078. The tattoo seemed to be slightly glowing even in the industrial lighting of the bathroom.

“78? What’s that?” I asked her, unsure what this was all about.

“You don’t know? You took ‘XChange Bimbo Shemale Extreme’, right?” Jennifer said.

“My professor slipped me an XChange Shemale Bimbo pill or something tonight, at least that’s what he said.”

“Oh, well one of the features of the Extreme is that it enables a tiny tattoo on your right buttock that is a lifetime counter for how many cocks you’ve made cum, after your first XChange Pill it always keeps track,” Jennifer explained. “Your counter reads 0001, so that was your first cock as an XChange girl. You’re a natural bimbo!”

I took this as a complement, more than I think I should have.

“How long does this pill last?” I asked.

“The Extreme is a 24 hour pill, after that, you’ll revert back to your old body and the tattoo will disappear until the next time you take a pill, but now that you’ve had an Extreme, the tattoo will always be there” Jennifer said. “But there are other benefits to the extreme, so you might want to take it again.”

“I’ve never heard of these pills before, where do you even get them?” I asked her.

“Oh, you have to buy them on the internet, there’s a site that you can get pills delivered in most cities in only an hour: XChangePills.com, there’s all sorts of versions to try. They aren’t very expensive either.” Jennifer said.

“How much do they cost?” I asked, figuring a complete change like this would be quite expensive.

“One pill can range from $1 to $5 depending on the version, you can get discounts in bulk though. They have Perma pills, but they’re way more expensive.”

“Perma?” I asked, with a pretty good idea of what that would entail.

“Permanent changing pill, I’ve never taken one yet, I like having the option of changing up when I feel the mood strike me.” Jennifer said. “I bet your Professor is getting bored out there, we should go keep him company.”

One thing I noticed when I came back out into the club area was that several of the televisions were display glory hole porn, and the room that they seemed to be filmed in seemed familiar. It was a room much like the glory hole stalls that they had left.

We found the professor watching one of the television while he nursed a drink.

“Did you have fun, Gwen?” he asked me.

“Yes, sir, I did.” I replied, saying sir again.

“Let’s see your counter,” he grabbed the hem of my dress around my right buttock and lift it, in the darkness of the room, the tattoo glowed my count of 0001. “You’ll need to collect a few more loads, won’t you?”

Hard as fuck being inspected like this, in front of everyone, the tattoo’s glow was like a beacon. He pulled my dress back down and gave my ass a squeeze. I swooned at the manhandling, I was actually starting to crave it.

I thought I should be fearful, but I was incredibly comfortable in my own skin, I felt sexy and powerful, but submissive at the same time. An odd combination.

The Professor pulled out a small package, about the size of a pack of gum and handed it to me. When I inspected the box, I saw the label clearly.

XChange Bimbo Shemale Extreme - 10 count

Transforms a man into a Bimbo Transgendered Goddess! This version is quite possibly the best XChange pill we’ve ever made. We took everything you love about the original Bimbo Shemale version and added so much more.

Includes everything from the Bimbo Shemale edition:

Plus extras in the Extreme version:

Looking at the container, it looked like one of the pills had already been taken out of the blister pack. No doubt this was the one that the Professor had put into my drink earlier this evening.

“We have class again on Monday, I expect you to be female for our next after class meeting” the Professor explained to me. “After class, I am going to bend you over my desk and increase your load counter.” I felt as more pre-cum milked out of my cock at those words, there had to be a spot of wetness on my dress now. All I could do was nod at is words.

“Yes sir,” I heard the submission in my voice and it made my cock weep with fluid, I wanted it now.

“Nice to meet you Jennifer, Gwen,” he swallowed the last of his drink and walked towards the door, exiting before I could even ask him why he did this to me.

I stood there with my mouth open and the outline of my cock pressed against my pink dress. Jennifer came up to me and gave me a hug. “You have a nice Professor” she said, I could feel the quotes around the word Professor when she said them.

“We should reserve a sex room before this place gets too crowded!” Jennifer said, this was a new phrase that I hadn’t heard before so I looked at her with some puzzlement.

“The basement is a mini hotel, first come first served, free for XChange users. When the party gets hopping, it’ll be hard to get a room. Come on” Jennifer grabbed my arm and lead me to a spot in the corner of the room, near the bathrooms that was a glowing circle on the floor. Jennifer stood on the spot and a beam of light seemed to scan that she was there and she slowly sank down into the floor, until finally the floor seemed to be a single piece again. I did what I just saw her do, and I slowly lowered into basement to follow her.

It didn’t look like any basement I had ever seen before, there were rows of doors going in every direction and a circular desk that a man stood at the center of with a computer that looked to swivel around.

“Hello Gwen, please hold out your hand for the XChange scan,” the man said and held out what looked like a barcode reader. He knew my name, so I assumed that Jennifer must have told him. “Bimbo, Shemale, Extreme, you can go to your room, #55.” He pointed in the direction of where our room was and a glowing red line directed us around the circular room into the hallway that our room was located.

We came upon a room labelled #55. The door opened as we stood before it, inside was a simple room, modernly furnished with a large bed, once we were inside the door closed behind us. I glanced at a console next to the door and saw a number of strange dispensers.

One of the dispensers looked like a soda machine, but it had only one head and no label as to what was being dispensed. I grabbed one of the glasses and put it under and watched as a reddish pink beverage was dispensed.

“Drink dispenser, we don’t need to go upstairs if we don’t want to.” Jennifer explained.

“How did it know what I was drinking?” I asked.

“It can tell who you are and knows the last thing you ordered upstairs, and it just dispensed that, it’s pretty good about it, too.”

It was confusing because I didn’t even know what it was that I had been drinking before.

“So what is this? I didn’t get a name for it” I asked.

“Sex Juice. It’s pineapple Juice, Vodka and Grenadine, pretty great, huh?” Jennifer said.

I nodded my head as I took a sip. As I examined the rest of the console, I noted something that looked like one of those hand sanitizer dispenser, but it was labeled “AstroGlide”. So that was a lube dispenser. There was also a touch screen display that appeared to show the XChange pill website.

There were also several buttons with labels and lights next to them:

“What are these for?” I asked Jennifer who was now lying back in bed.

“Get me one of those drinks and I’ll explain” she said, reaching for a remote and a large television appeared from behind what had been the wall.

I didn’t miss a beat and pulled another cup from the stack and dispensed the Sex Juice for Jennifer, sitting back next to her on the bed. Jennifer switched the channels until she saw a night vision view that was the club upstairs.

“Ok, so Lock door is pretty obvious,” she began. “Allow ring means that someone can basically knock on our door, you turn it off if you’re not feeling like playing at the moment or something like that. Advertise turns on a light outside the room that says that you’re looking for playmates. Broadcast sends the video from this room into the club upstairs,” when Jennifer finished she took a large drink from her glass and set it back down. “The cameras are here and here” she pointed to a few locations where there were small black domes in the room.

“My god, this is like a sex playground!” I said, my mind spinning with options.

“Yes, it is, it’s brought to you by XChange. This is one of dozens of their clubs, they popped into places all over the world and are free for anyone who uses XChange” Jennifer said. “Mind if I get comfortable?”

I shook my head no, thinking I might like to do the same thing, this dress was really rubbing against my cock.

Jennifer stood up and quickly slid her dress off her body. She wasn’t wearing underwear at all and her cock stood at attention, it was hard to know which I noticed first, her breasts or her cock. If I’m being honest with myself, it was probably the latter.

She stood there for me to admire for a few moments. “Like what you see?”

I nodded and Jennifer gave me a look that told me that it was my turn. I stood up and slipped the dress off gingerly, when I looked down at the dress, I saw the wet spot that I had made on it clearly. My cock was standing at perfect attention, I didn’t have panties on, but I did have a bra on, which I quickly corrected, leaving myself completely naked.

“Like what you see?” I asked as I stood there in nothing but a smile and my pink heels. Jennifer nodded and clicked a button on the TV remote which showed a split screen view of the cameras in the room. Then she hit another button which didn’t seem to do anything, but when I looked near the door, I saw that the Broadcast light was now on. Jennifer patted the spot next to her when get got back in bed and I didn’t need to be told twice to sit next to her.

We sat next to one another on the bed, our thighs and side boob pressing against each other, it was an alien but not uncomfortable experience. I looked at us on the television and my cock throbbed from the visual even harder. When I looked down at Jennifer’s cock, it seemed to be doing the same thing.

She tilted my head towards her and we kissed for the camera, it felt so much different being a girl and kissing a girl. It was like every lesbian porn I had ever seen, but with a pretty hard twist between our legs. Her hand went down to my cock and gave it a few fingers of stimulation, she milked a bit of the pre-cum off the tip and raised it to her lips.

“Very sweet,” Jennifer said once she tasted my leaking cum. I had to reach down and have a taste of hers too. I followed her lead and milked her cock in the exact same way, it felt great to touch her cock. When I tasted her, it tasted sweet as well.

“You too,” I said as I licked my finger clean.

We made out on the bed for a little while before she grabbed the remote again and clicked one of the button, when I looked over I saw that the room now has Advertising and Allow Ring lit on. I knelt down between her legs and put her cock into my mouth. Jennifer moaned in pleasure as I did.

It was only a few moments before there was a ring in the room and I looked at the door, and saw out of the corner of my eye an outside view of the room showed a middle aged man standing in front of the door on the television in the room. Jennifer grabbed the remote.

“What do you think? Should we let him in?” she asked me.

“Can he show us his cock first?” I asked.

“Oh hell yeah we can!” she said and hit a button on the remote that said “Speak”.

“Pull out your cock,” Jennifer said into the remote and the man a few seconds later was unzipping his fly to reveal a cock much like the one that I had sucked in the glory hole a half hour ago.

Jennifer looked at me with an expression that said, “How about that one?” and I nodded. She pressed the Allow button on the remote and there was a click as the door opened and let him in and locked behind him. Once he was inside, he stood at the door while he decided what to do next.

“Strip,” Jennifer demanded of him. The man complied and took his dress clothing off, to reveal a shaved cock. He was in perfect shape, not just for his age either.

Both of our cocks stirred at the man who we let in.

“I have poppers, if you’re interested,” the man said.

Jennifer grinned and I was again confused. “Poppers?”

“Oh, you’ve never done them? You’re in for a treat” Jennifer said and gave the man a come here motion as he grabbed the small bottle out of his suit coat. Jennifer took it out of his hands and opened it. Holding one of my nostrils against the opening and holding the other closed. “Now breathe in.” I did as she instructed and was immediately hit by the effect.

I needed something in my ass right now.

Jennifer bent me over the bed and as I was unwilling to resist at all, the man who had come into the room came up from behind me and pressed the head of his cock against my bare asshole.

I can’t even now describe how wonderful the anticipation felt.

“Slip it into her boi-pussy,” Jennifer demanded as the man teased my asshole with his cock. I had never heard the word boi-pussy before, but it seemed like the perfect word. I didn’t see as Jennifer rubbed some AstroGlide onto the man’s cock, but I felt the wetness.

“P-p-please” I begged as he cock-flesh was poised against my asshole. With a push, his mushroom tip slipped in. I couldn’t help but moan in pleasure. Jennifer spread my ass cheeks wide as more and more of this cock filled me up. Every inch felt even better than the one before it. My cock leaked in pleasure as every inch of my ass was opened by this large flesh dildo.

“Fuck you’re tight,” the man groaned as he began to fuck my ass, sliding his cock in and pulling back out. Jennifer lie back on the bed nestled herself underneath my body. She rubbed my breasts against hers as my asshole was being used for pleasure. I loved every single minute of it, being used like a perfect slut.

After a few minutes of fucking, Jennifer held the bottle against my other nostril and had me breathe in again. It renewed my pleasure even more, I started pushing my hips backwards to meet the man’s hips.

“Fuck me so good,” I groaned as I felt Jennifer press her breasts even tighter and making special effort to push her cock against mine. My cock leaked all over hers, making us both slick in the pre-cum I was drooling. Jennifer grabbed my ass and spread my cheeks wider this time, allowing the man’s cock to reach even more deeply inside me.

After a few more minutes of this, the man groaned, “I’m gonna squirt in your tight slutty boi-pussy!”

The feeling when he squirted deep inside me was insane, I immediately orgasmed. It was a massive load that exploded out my cock, as if I was cumming HIS load out my cock.

He felt his cock in my asshole for a little while before withdrawing it and wiping his cock on my ass, against my Cock Counter, which had without my knowledge, just incremented by one.

Without another word, the man put his clothes on and left the room.

Jennifer and I made out in my cum for a little while before deciding to clean ourselves up. I lied back on the bed and let her come up and lick me clean with my tongue. It took quite a while for her to clean me up, because of the size of the explosion out of my cock. Once she was done, she lied back and let me take a turn on her. The taste of licking up my load on her body made me hard again almost instantly, even after the massive load I had already let go. She purred in pleasure as I got every inch of her clean with my mouth.

I took her cock into my mouth and deep throated it, working on the cock just like I had in the glory hole upstairs. It was crazy but I wanted even more cock, I needed more cock.

“Mmmm yeah Gwen, just suck on that cock, doesn’t it feel great when it slides down your throat?” Jennifer said and I couldn’t have said it better myself, I just moaned in the affirmative.

I greedily sucked on her cock, bobbing my head on it over and over again. Her cock was glistening as my mouth watered and I drooled all over her throbbing meat. Jennifer’s hips began to buck and she groaned ever louder than before.

“Fuck yeah, I’m gonna give you another number on your counter, babe” Jennifer moaned as she breathed in deeply and prepared for her eruption down my throat.

I could feel the tense of her cock throughout my mouth before the warmth as her cum shot down my throat and into my stomach. I tried to milk out every drop I could, pressing at the base to get the last of the cum, like I would have done when I was jerking myself off.

My counter hit 0003.

When I was done and her cock was clean, I lied back on the bed and Jennifer cuddled next to me. It was at that point that I realized that the Professor had changed me and my life was never going to be the same.

After a bit of recuperation, Jennifer and I started advertising the room again. My counter was up several more loads before we finally crashed for the evening. When I awoke, I was still a girl thanks to the extra-long lasting Extreme pill. Jennifer and I made the most of it and decided to go shopping for new outfits.

From that point forward I took XChange everyday, and it was all thanks to the Professor. He made me a cock-addict, and I loved him for it.

The End For Now…