Transforming Genevieve

I pulled into a parking space outside my apartment about six forty five after my afternoon tryst with Randy had satisfied my almost daily craving for different cock.

The Volvo kind of shuddered when I turned the engine off a sound and vibration I'd not heard or felt before. I stepped out of the car directly into a puddle of greenish looking fluid that seemed to be running from under the car. The fluid had a hot sweet smell to it. I walked half way into the street and looked under the car. The fluid I'd stepped into was dripping from under my tired old Volvo.

"Shit." I exclaimed to no one in particular knowing I'd have at the very least a hefty repair bill to deal with and in the worst case I'd have to start car shopping which I really would rather not do.

I put that little problem out of my mind for now and went inside. Randy was still on my mine and oozing down my thigh a little so I stripped and took a quick shower then slipped into a pair of comfortable PJ's and an old baggy sweater that I used to wear to class in a different life.

Grabbing my brief case I curled up on the couch with a glass of wine and started marking papers which I had planned on doing this afternoon before I ran into Randy.

I was starting my second hour on the papers and my third glass of wine when my cell rang.

I answered it. "Hello."

"Gen its Marsha." She said.

"Hey girl I was going to call you." I replied.

"Well I wanted to let you know that my husband is going to a curriculum conference this Friday and Saturday so if you want to set up a date with Bill I'd be free Friday night." Marsha explained.

"Imagine that. Bill told me Tess was going to a conference this Friday too. That's why I was going to call you." I replied.

Marsha giggled then said. "So ya think we can have our little party Friday?"

"It looks that way." I answered.

"I don't get off until nine thirty but I start Saturday at three so it'll just have to be a late party." Marsha suggested.

"Works for me and I'm sure it'll work for Bill also. I'll set it up." I said.

"Where do you think we should meet?" Marsha asked.

"Well since I'm hosting the party I guess we could meet here at my place." I replied.

"Fantastic." Marsha replied. "Are you sure Bill's up for us both?" She added.

"Oh yean he'll be more than up." I said giggling as I said it.

Marsha giggled too then said "Great I can't wait. I'll call you when I get outta here on Friday."

"I'll give Bill a heads up tomorrow." I replied.

"See you Friday." Marsha said.

"Bye hun." I answered before hanging up my cell.

I sat back and took a healthy sip of wine recalling the ménage a trios I'd shared with Marsha and her ex lover Pete. While I was certainly excited about that night I remember feeling a little like the third wheel as we actually got into the whole thing. I didn't expect that with Bill since he and I have been having sex for months but I wondered if Marsha would have any of the same feelings I'd had during that first threesome. I seriously doubted that she would since she has a lot more experience with ménage a trios then me.

The next paper on my stack had been submitted by Steve Kozmerl. I began reading it and marking errors with my red pencil. Before I got to the end of the first page it looked like it had been held under a blood faucet. There were at least two dozen red marks across the first page. I shook my head and thought. He can't be that clueless about the English language. I wondered if he made mistakes on purpose knowing I'd be failing him and he'd have to come to be begging for a barely passing grade.

I put the failing paper down and thought about Kozmerl. He certainly pleased me with his body and cock I just wish he could please me with his class work. I thought for a moment and came up with an idea that might serve as an incentive for him to not only pay closer attention to his class assignments but also give me an opportunity to enjoy his youthful cock more often. I giggled to myself as I thought about killing two birds with one stone.

I decided to give him a call to discuss his failing grade. Picking up my phone I scrolled through my contact list and found his name and number. Since I knew my number would come up in his caller ID and I'd rather not have him get that number I decided to call him on my home line where if he stored the number his calls would come harmlessly to my answering machine.

The phone rang four or five times and I expected his voice mail to kick in but Steve answered before it could.

"Hello" He nearly screamed into the phone over the loud music playing in the back ground.

"Mr. Kozmerl." I replied sternly.

"Who is this?" He asked again yelling into the phone.

I spoke up so I was sure he would hear me. "This is Ms. Walker."

"Who?" He again asked.

"Gen Walker your English Professor." I replied.

He hesitated for a moment then said. "Oh can ya hold a second."

The loud music continued for a few seconds then seemed to become more muffled. "Sorry about that I'm at the Roxie." Steve said.

The Roxie is a local hang out for college kids where live music can be heard five nights a week.

"You should be in your dorm room studying Mr. Kozmerl." I replied in the same stern tone of voice.

"Well you know what they say about all work and no play?" He answered.

I laughed then said. "I just read the latest piece of crap you turned in to me and I suspect you've been playing a little too much."

"I thought it was pretty good." He remarked.

"Good? I've seen better work from a high school freshman. You do know you are failing my class don't you?" I asked.

"I am!" He replied with a surprised tone of voice.

"Yes you are and without the required English credits you will NOT graduate." I reminded him emphasizing the word not.

"So what can I do Ms. Walker?" He asked.

I paused a moment then replied. "You could start with a few less nights at the Roxie and more time hitting the books."

"But it's so hard." He admitted.

I thought for a moment then suggested. "Tell you what why don't you come by my office tomorrow around eleven thirty and we'll talk about what you need to do to get your grade up to passing if not better."

Steve replied. "I'd appreciate any help you can give me Ms. Walker."

"I'm happy to help." I answered somewhat surprised that he didn't bring up the fact that he wants so much to fuck me again.

"I'll see you at eleven thirty then." He replied before disconnecting.

I sat back and thought about my promise to Bill to video tape me giving Kozermel oral sex and knew this would be the perfect opportunity to do just that. The thought of his rock hard cock surging into my throat excited me both mentally and physically as I felt a moist sensation between my thighs. Steve's cock like most young men gets very hard when completely erect and curves up from his loins much like the curve of a banana. I knew it would reach deeper in my throat if I was sucking it in a sixty nine position or another where it entered my oral cavity so the curve would slip around the dogleg of my mouth and throat. To get the entire blowjob on tape I'd have to figure how his cock and my mouth would remain on screen during the entire episode.

Getting back to the task at hand I spent another hour and forty five minutes finishing the stack of papers then decided I'd shower and wash my hair so I wouldn't have to in the morning. My waist length jet black hair which I hadn't had trimmed for several month actually was now covering the top of my ass when wet. It takes forever to dry that much hair and it was nearly midnight before I finished and slipped into my PJs and curled up under the covers.

As I lay there waiting for sleep to capture me I thought about the meeting tomorrow with Kozmerl. If the video tape I was planning on turned out good perhaps I could surprise Bill with it Friday as kind of an ice breaker when Marsha Bill and I were getting together.

I've heard that your last thoughts before falling asleep are reflected in your dreams. That must have some merit because I dreamt of sucking big hard cock that night.

The blaring of my alarm clock awoke me before I could receive the oral award of a nice big load of sticky thick cum. Rolling over and tapping the snooze button I closed my eyes hoping I could finish a most erotic dream but my mind was awake and with it the anticipation of what I had planned for Steve kept me from falling back to a dream state.

I sat up in bed thinking "Oh well I have more control over events in my day dreams anyway."

While I heated water for my morning tea I thought about how I wanted this video tape to unfold. I certainly knew how it would end but if it were to be as erotic as I hoped the beginning would be as important if not more as the climax.

I had a thought that if I appeared to be somewhat like a schoolmarm then transitioned into a hot vixen it would not only be highly erotic on tape but a huge turn on for Mr. Kozmerl as well.

My teapot began to whistle and I poured boiling water into a cup. Adding a spoonful of honey to the tea I thought wouldn't it be cool to coat a stiff cock with honey then suck and lick it clean. I decided it might be too much of a sticky mess to deal with.

After squeezing the tea bag and taking the first sip of my tea my thoughts returned to my planned amateur porno. I decided that some very sexy under ware was definitely called for. I took my tea with me to the bed room and began digging through my dresser for the perfect under ware set. Near the bottom I found a red lace bra and cheeky panty set that I hadn't ever worn before. The lace was very pretty and the red color matched my nails perfectly.

I slipped out of my PJs and into the panties. They fit very nicely and showed more ass then regular panties but a lot less than a thong. I surveyed my ass in the mirror and as I expected my hair covered the top of the lace material in back. "Perfect" I commented to myself. Stretching the lacy bra around my body I clasped it in front. Like the panties it fit perfectly hiding all but the cleavage in the v front. The material was stretchy enough so that I could pull the cups down and tuck them under my tits exposing my nipples and most of my tits without the need to remove the garment. I always liked that look and it's a quick and simple way to expose my tits to a prospective lover.

I didn't see any reason for stockings and just slipped on a pair of black pumps with rather conservative three inch heels. Stepping away from the mirror so my full length could be viewed I examined the hot vixen look I'd decided would make for a great movie. My long legs and longer hair made me look taller than my five six actual height. And the contrast between red and jet black was sensational.

Now for the schoolmarm look. I picked out a mid calf length tan skirt that I don't think I'd worn since my transformation months ago. It still fit perfectly a bit loose but not so that a hint of what was being covered wasn't detectable. A darker brown long sleeve wool sweater that buttoned up the front to my neck that fit snuggly enough to show perfectly the shape of my bust but was heavy enough not to reveal hard nipples beneath. Carefully twisting my hair up into a bun and sticking a pencil through the middle completed the look I wanted.

I smiled at the results and said. "Kozmerl you're in trouble."

Finishing the last of my tea I collected the papers I'd marked last night and slipped everything into my brief case. The stroll across campus was uneventful I suspected mainly because I was looking so non-descript in my schoolmarm attire.

I spent the next twenty minutes preparing for my nine thirty class lecture in the quiet of my office. Promptly at nine thirty I walked through the door from my office to the class room. There were more than a few strange looks at my somewhat conservative attire.

"Let's continue our discussion from last time." I opened with. Being composed of nearly all writer wannabe's our discussions were almost always both interesting and lively which made the ninety minute class time fly by. And today was no exception.

Before we adjourned I reminded the class. "Please have your draft copies of my last homework assignment ready to turn in next time."

It was almost eleven fifteen when the last question was answered and the final questioner left the room. I knew Steve would be prompt and I still had to set up the video camera and make sure everything I wanted captured on tape would be. The tiny camera is easily hidden between two books in my bookcase. I used the remote to activate the record button then sat down on the edge of the chair facing my desk. I leaned a little toward the desk then back again to make sure I wasn't zoomed in too closely.

I quickly rewound the short clip then pressed play I could see that the camera was positioned perfectly. The stage was set now all I had to do was wait for my co-star to arrive and press record again on the remote when the time was perfect.

I took a seat at my desk and started paging through a magazine I kept to fill time between classes.

Like clockwork promptly at eleven thirty there was a knock on the door that leads to the hall.

"Come in." I said loud enough for him to hear.

Steve entered the room and as he closed the door behind him I said. "Lock that please I don't want any interruptions while we're talking."

Steve did as he was told and turned that dead bolt.

"Have a seat." I said pointing to the chair in front of me.

As he sat down I flipped the magazine closed and set it aside. Beneath was the paper he had turned in I picked it up and reached out handing it to him.

"Take a look at that piece of crap Mr. Kozmerl." I said sternly as he looked down at the sea of red marks on the first page.

Steve didn't bother with the rest knowing the following pages would be the same. "An "F" really Ms. Walker?" He asked.

I sat back in my chair with my hands in my lap as he continued. "I thought it was worth at least a C+?" He commented.

"You're going to have to improve a lot to even think of a C." I replied.

He looked down at the paper again then returned his eyes to mine. "Ms. Walker I really find all the grammar and spelling extremely confusing. But I got passing grades in high school." He remarked.

"I suspect those grades were something arranged by your track coach." I said knowing he was a long jump expert in high school.

He kind of smiled realizing I had looked into his high school transcript and seen his athletic prowess.

"Unfortunately that's not happening here and you'll have to earn it if you expect passing grades." I commented.

Steve looked rather dejected as he asked. "Where do I go for help?"

"Right here I'll be happy to give you every bit of help I can but you have to promise me that you'll spend more time studying and not cavorting at the Roxie." I said.

His broad smile confirmed to me that he truly appreciated my offer. "You would do that for me?" He asked.

"I'd do that for any student who is willing to put forth the effort it'll takes to pass my class." I replied as I stood up.

Steve watched as I slowly walked around the desk and rested my butt against the edge in front of him.

I smiled and said. "I'll make you a deal. For every passing assignment you turn in I'll give you a reward."

He swallowed hard then replied. "I like rewards."

I smiled and reached for his hands that had been resting nervously on his knees. As I pulled him up to standing I asked. "Do you promise to hit the books religiously?"

He smiled and as he made the sign of the cross replied. "Cross my heart and hope to die."

"Well then I believe you should be rewarded for making me that promise." I said as I turned him and side stepped so that I was now standing in front of the chair and he was leaning against my desk.

Steve was watching my eyes intently so he didn't notice when I pressed the record button on the tiny remote I had been holding in my hand. I slipped it into my skirt pocket and slowly moved my hands to the top button of my sweater.

As I unbuttoned the first button Steve licked his lips and smiled realizing that I was his reward.

I reached up behind my head and pulled the pencil from my bun and shook my head. My long straight black hair cascaded down over my shoulders some in front the rest behind. I glanced toward the bookcase to confirm that the tiny red light was on and that my hidden camera was recording what was about to happen.

Steve's eyes were glued to my red tipped fingers as I slowly unbuttoned one after another down the front of my sweater.

Seeing the sexy red lace beneath his eyes widened and he licked his lips again.

As I reached the last button and the sweater fell completely open I noticed a distinct bulge in the front of his tight jeans.

Instead of slipping the sweater off my shoulders I moved my delicate fingers to that bulge. "I see you're pleased with your reward." I commented as I slowly teased the bulge.

Steve was grinning from ear to ear and closed his eyes briefly as my dancing fingertips moved along his denim covered cock.

I reached up to my sweater and slipped it off tossing it aside having served its intended purpose.

Steve's eyes roamed up and down my body studying my soft creamy skin and the equally soft cleavage poised just in front of him.

My fingers slide across the skin he so intently watched as I suggested. "Lose the shirt."

His hands grabbed the bottom of his tee shirt and in an instant it was inside out and over his head then dropped to the floor beside where he stood.

Now it was my turn to stare intently at his body. Glistening and strong pectoral muscles and abs defined and twin dark nipples already erect. I reached out and placed my hands on his shoulders then slowly drug my red nails down across his hard chest and equally hard belly not lifting them from his flesh until I reached his belt.

My fingers returned to my lustful body and hooked inside the top of my skirt. Its elastic waist band easily slipped over my hips and it fell to a puddle at my feet.

"Oh my god." Steve exclaimed as my cheeky panties came under his intense stare.

He reached out toward me but I captured his hands and moved them to the edge of the desk on either side of his ass.

Steve instantly clutched as the desk as if he knew to hold on for dear life.

My skillful hands moved from his and slid in to his belt buckle in seconds it lay open hanging from the first loops it was drawn through.

His cock straining at the denim fabric still imprisoning it and surged when I slid my hand down along the hard bulge.

As I deftly undid the clasp of his jeans and slowly unzipped them I looked into his eyes and said. "I love big hard cock."

I began to spread the jeans open and to my amazement his big hard cock sprang forth not covered with under shorts it leaped toward me throbbing and completely erect.

I giggled and asked. "Continental were you planning on something Mr. Kozmerl?"

Steve smiled and replied. "Not planning just hoping."

I let him stand there with his cock pressing against his zipper knowing that the metal could easily catch some flesh and cause him pain.

Instead I slid my hands up to the lacy top of my bra and slowly pulled the cups down rolling them under my exposed tits. My erect nipples proving to him that I was as aroused as he.

He swallowed hard again and licked his lips.

As I slowly sat down on the edge of the chair I kept my eyes upturned toward his. Once seated I whispered. "I need to suck this beautiful cock."

My hands moved across the space between us and I placed them on either hip then slowly slid his jeans down until gravity took over and they fell around his shoes.