Level up App

Chapter 1

The blaring sound of a morning alarm woke Will up from another dreamless night. Rolling out from the under of his blanket, he haphazardly tapped his phone screen until the alarm turned off.

Still bleary-eyed, he stumbled blindly from his bed to the bathroom, tripping over random objects strewn around the floor of his still-dark dorm room. He shielded his eyes as he switched on the bathroom lights and waited a moment to let himself adjust to the harsh brightness.

Will was a young man of average height, with dark brown hair with typical boyish messiness, and a rather lanky, wispy build that showed some signs of masculinity here and there but paled in comparison to real athletes or jocks.

Checking his reflection in the mirror after washing his face, Will sighed, admonishing himself for even checking if anything had changed. Maybe it was all the porn he'd read the night before, stories about average guys like him who woke up one day with chiseled abs and 10-inch cocks, but a part of him was slightly excited to see if it could have happened to him. His morning wood was eager in its youthful vigor but still maxed out at 6 inches, and it had yet to see any action although he was already in his second semester of college.

Will sighed through his nose again and continued along with his morning routine when he heard an unfamiliar notification sound from his phone in his room. Then four more dings in quick succession.

"The fuck is that... ah shit, it might be the weird sex app I downloaded last night," Will mumbled, thinking out loud.

He hurriedly went through the rest of his morning routine, hoping that his phone would still be in working condition by the time he got around to it.

His hair was still slightly damp from the shower, but Will went back to his room and picked up his phone from the floor where it had fallen earlier.

On his screen were several notifications from an app with a red icon he had never seen before. The notifications were all similar, with messages along the lines of 'Hurry up and create an account and begin Leveling Up!'

Will checked his clock and seeing it was still 6:45 he decided he had the time to open up the mysterious app and see what it was about.

Upon tapping the unfamiliar icon, his entire screen flashed a bright neon red before fading back into a pink background with several rows of text and a few unknown icons now lining his phone screen.

Account ID: 000001

Username: William Avery

STATUS

Level 1

Height: 6ft. 2

Cock: 3 inches soft/6 inches hard

Unique Status: Youthful Lust

RELATIONSHIPS

Family: Anthony Avery (father), Bethany Avery (Mother), Vanessa Avery (Sister)

Friends: Carlo Perrera (Roommate), Anne Hayes (class friend)

Lovers: None

Enemies: [expand]

ITEMS

Affection Boost x3 (Daily Refill)

Brainwasher x1 (1 hour effect)

Double Sensitivity Boost x3 (Daily Refill)

"The fuck?" Will mumbled.

He had no recollection of ever entering personal information into a new app yesterday and certainly didn't remember recording his cock size either. Also, what was it trying to imply with 'expand' under the enemies tab? Not to mention the entire 'Items' tab was a complete mystery and he didn't even want to consider what 'Youthful Lust' could mean under his status.

He tried clicking on random buttons until he tapped on the 'Affection Boost' item icon and his phone buzzed in his hand before a new notification popped up on his screen, displaying the message:

"There are no applicable targets within range."

Other than that, nothing happened.

"Fucking waste of my damn time..." Will muttered under his breath before picking up his bag and heading to that morning's lecture.

When he got to the lecture hall, the professor had already begun and most of the front seats had been filled. It didn't matter though, as Will was the type of student to sit in the back anyway where it was harder to get noticed for dozing off. Will made his way toward his usual spot and was glad to see one of the only friends he had made in college, Anne, already sitting there.

Anne was what most people would classify as grunge-y. Will was lucky enough to have gotten to know her during orientation so he knew that underneath her dark lipstick, heavy mascara, and singular fashion sense, she had a rather bubbly personality. Moreover, it seemed that because of her style choices, most people wrote her off as just another emo girl, choosing to ignore her impossibly round auburn eyes and her delicately feminine and slender body.

Will waved to her as he climbed the stairs up the side of the lecture hall, and he smiled when he saw Anne's face light up at the sight of him.

As Will sat down in the empty seat next to Anne, she spoke to him casually. Recently, she had even begun inserting raunchy jokes within their conversations; Will took this as a sign that she was starting to open up to him so he usually played along.

"What's got you so uncharacteristically late to class? Did you need time to get rid of your morning wood or something?" Anne teased, a smile forming on her pert little lips.

"Haha. Good one," Will replied in a monotone voice. "Nah, it was just this weird app, it had all my personal info and stuff, I might've gotten hacked or something."

"Oh shit," Anne replied, more serious now. "that sounds kinda bad, you ok?"

"Yeah yeah, should be nothing too bad. Just got a bit spooked this morning is all."

"If you say so..."

Anne took another worried look at her friend's face but decided to let it go.

With that, Anne went back to taking notes on her tablet (she was quite diligent in her studies despite her appearance), and Will took this time to check his phone again.

The app was already opened so Will didn't have to worry about another red flash like earlier, but he still made sure nobody else could see his screen before he began investigating the app some more. He'd already somewhat written off the app in his head as some sort of new-gen scam, but curiosity had begun eating away at him, and he figured he had nothing to lose anyway; it already knew all there was to know about him.

As far as he could tell, there was no sign of an account deletion or sign-out option, so the only thing left to do was to keep fiddling with the other buttons.

He tried tapping the 'Affection Boost' icon again, and this time he got a new pop-up that read,

"Please choose a target."

Underneath the displayed message was a long list of names and as Will scrolled through them he realized with increasing unease that all the names listed were ones that he had grown accustomed to hearing in the morning roll call of the lecture he was in. Eventually, he found Anne's name, listed with the rest of the students with last names that began with H, and he was about to tap her shoulder and show her but something inside him halted his movement.

His initial panic and fear of this strange app that had access to his personal information started to transform into curiosity as to whether anything would truly happen if he selected a person to use the 'Affection Boost' on.

He licked his lips and clicked on Anne's name and saw another notification pop up.

"Anne Hayes: current status - Sees you as a close friend, likes your messy hair, and finds you cute.

New status after 'Affection Boost': Sees you as one of her best friends, finds you quite attractive, and would not mind further advances."

Cute? Will thought to himself. He looked up from his phone at Anne and caught her looking at him. When their eyes met, she quickly averted her gaze, and Will could have sworn he saw her cheeks glow slightly red underneath her dark makeup.

Will's curiosity and excitement began to peak, and he convinced himself that even if it was real, the effect written in the notification wasn't that big of a change, and not a change that he minded at all.

Will held his breath and clicked the button.

He waited several tense seconds before looking toward Anne again. It seemed as though nothing had happened. Will let out the breath he was holding in and almost laughed at himself for actually believing that the app might work. His earlier excitement left him and as he slumped back in his seat he accidentally dropped his phone under Anne's seat.

"Ah, my bad, lemme grab that real quick," Will whispered as he reached down under her chair.

He realized too late that his head was practically on Anne's lap when he leaned over that far, but before he could get up and apologize he felt Anne's slender hand on the side of his face, gently pushing him further toward her lap.

Will looked up with only his eyes and saw Anne looking straight ahead at the front of the lecture hall, apparently pretending that nothing was happening. However, her hand continued to gently nudge Will's head until his face was fully nestled in her lap and he could feel the warmth of her thin thighs through her dark plaid skirt and black tights.

Will's thoughts raced at a million miles an hour, and between the sweet warmth of Anne's legs now smothering his face and the earlier notification from his new strange app, he concluded that the 'Affection Boost' must have somehow actually raised Anne's affection for Will.

His train of thought was cut short when he felt Anne begin to open her legs slightly and nudge his face so that it faced her crotch.

Will involuntarily let out a sharp breath and he felt Anne's legs shudder as his breath hit her private area. He twisted his head back so he could see Anne's reaction and was surprised to see that she was still acting as if nothing was happening. He brought his arm over and began tugging her slim thighs further apart and waited a moment to see how she would react, and when he realized that she was making no move to stop him, he found a new surge of confidence and thanked the app in his mind before sticking his tongue out.

Will slowly ran his tongue down Anne's inner thigh over her tights and he heard her sharply inhale. Emboldened, he continued upward until his face was under her skirt and he was breathing directly over her panties. He could feel Anne twitch every time he breathed over the area and by the time he put his mouth on her, her moistness had already permeated through the tights and he could taste her juices on the thin damp cloth of her tights and underwear.

Will could hardly believe what he was getting away with doing to Anne, in the back of the lecture hall no less, but the situation had turned him on to the point of no return.

He felt Anne shift her position on the seat so that she was sitting more sideways on her seat, with her legs open and hips pointed toward him. Will took this as the final consent to continue what he was doing and he dug his nails into her tights and tore them apart at her crotch area, revealing Anne's black lace panties which matched her all-black outfit. He breathed in her musky scent.

He ran his tongue over her panties and slid a finger along her wet slit which was beginning to show through her soaked underwear. He began to hear Anne pant slightly, causing him to twitch in his pants.

Will took a final look at Anne still pretending to be taking notes in class before sliding her panties to the side and planting his mouth on her bare, sopping wet pussy.

Anne moaned and quickly stifled her voice with her hand, but Will could hear several people turn in their seats below him, and he could hear hushed voices and some quiet laughter, Will couldn't care less at this point, and it seemed that neither could Anne.

Primal instincts began to take over, and Will reached around Anne's slim waist and pulled her hips closer to his mouth. He flattened his tongue against her puffy pussy lips and began lapping at her privates like a starving, horny hound. He slowly slid a single digit into her tightness and with his other hand he pressed down above her clit with his thumb.

"Fuck.... Oh, oh...." He heard Anne groan under her breath.

She kept pretending to take notes but with her free hand, she began running her fingers through Will's messy hair.

Spurred on by her positive reactions, Will slid another finger into her now dripping hole and began sucking on her clit while he fucked her with his fingers. Will curled his fingers inside of her, eliciting a sharp gasp, and began quickening his pace with both his tongue and hand.

Anne's legs convulsed beneath him and kept trying to close on his face, but he made sure to keep her pale legs spread with his arm, easily overpowering the petite girl.

She began bucking her hips against Will's face, trying to get him deeper inside of her until she gasped and groaned his name under her breath. Her pace slowed but she held his lips against her now swollen pussy lips and Will continued to lap at her slit.

Her hot cum dribbled down his chin and Will made sure to lick her clean including her inner thighs where some of her juices had squirted out, all while enjoying the feeling of Anne's legs still quivering from her orgasm.

Will's erection was almost painful now, and he felt a moist spot in his pants where some precum had begun to seep out.

After licking Anne clean, he got back up from under her desk and got back in his seat. He looked toward Anne and saw her slumped over in her seat, her back heaving with heavy gasps, still clearly feeling the effects of his tongue and fingers invading her most private area, all while sitting in class.

Will wiped his classmate's remaining pussy juice from his lips and realized with a sense of surreal joy that the app was the real deal.

"Holy fuck... that can't be real," Will whispered to himself. He looked back towards the girl who had just been a simple friend until a few minutes ago but was now shaking from an orgasm he had orchestrated and once again shook his head in bewilderment.

Almost with reverence, Will checked his phone again and saw a new notification from the app.

"What now.."

The notification read,

"Tonguing Master: Level Up! Rewards: Cock Length +1 inch, Stamina +1 round"

He checked his pants and sure enough, his cock was magically an inch longer, and quite a bit girthier too. As he looked at his cock, then at Anne, and back again, Will's mind started to run wild with new thoughts of all the potential fantasies that he could bring to life now with this new power he had at his disposal. His racing thoughts were once again cut short when he felt Anne lean into him and whisper in his ear,

"I can return the favor you know."

He looked at Anne and his cock twitched when he saw an unfamiliar expression of pure lust far removed from her usual cute demeanor and his breath caught in his throat as he watched his female friend get on her knees before him and begin unzipping his pants.

She tugged down the hem of his boxers slowly, until his newly improved cock sprung out and almost slapped her cheek. She giggled as she held his thick shaft in her small hands, Will thought he might just explode from that simple contact alone.

"I always thought your black lipstick was super hot.." Will muttered under his breath.

Anne grinned up at him devilishly and made an O with her lips before bringing them down to plant a sweet kiss on the tip of Will's throbbing cock. She tucked her jet-black hair behind her little ear and proceeded to suck the crown of his dick into her tiny mouth.

She released the tip with a satisfying pop which other people in the lecture hall undoubtedly heard and Will tried to cover up by hastily pretending to take notes and rustling loose papers.

He felt Anne's small tongue run up from the base of his shaft before he felt her lips on his tip again, but this time, he felt her lips slide further and further down until his cock was halfway enveloped by the moist warmth of her mouth. Will gently palmed the back of Anne's head and began pushing her gently down further onto his cock.

She gripped the base tightly with her hand and slowly let the throbbing member slide further down her mouth until she felt the tip begin to open up her throat, causing her to gag and slobber. Will grunted as he felt her esophagus constrict on his member, but he continued to hold her head further and further down until her nose was buried in his stomach and she was digging her nails into his thighs as she struggled to breathe, until Will finally released her head and she took a gasp of air, saliva dripping down her chin, and tears welling in her eyes.

After a few moments of listening to the heavy breathing of the girl under his desk, Will gently guided her mouth back to his dripping cock. He twitched when he felt Anne's hot breath before she took the length back down her throat with less resistance this time.

Anne began to bob her head, slobbering over Will's massive meatstick which was easily longer than her petite face, and making obscene slurping and gagging sounds which Will struggled to cover up with the rustling of papers. She reached forward with one hand and Will jolted at the cold touch of her delicate fingers playing with his balls, making the hair on his arms stand on end. He heard Anne laugh slightly at his reaction through a mouthful of his cock below him, and the movement of her throat made him shudder again.

Eventually, after several minutes of Anne working his cock furiously with her tiny mouth and tongue, Will felt the familiar feeling of climax rush up from his balls and he used both hands to force Anne's head down to the base of his shaft and breathed out a shaky breath as he released spurt after thick spurt of his thick cum directly down Anne's throat. He felt her struggle against his grip, writhing and digging her nails into his ass as her throat constricted in her struggle to breathe. Her petite frame was powerless against Will's iron grip which ensured that all of his thick cum was deposited directly into her stomach, and even after spasming several times in the back of his classmate's mouth, it felt as though the suction of her throat was continuing to try to wring every last drop of cum from his balls.

Will pushed his pelvis further forward for one last glob of cum before letting Anne finally breathe and when he released her, he heard loud choking and sputtering sounds as she struggled to regain her breath. Will looked down then and saw Anne with her mouth wide open and empty, a proud look on her face, which still had mascara running down her cheeks with tears still welling in her eyes.

Will quickly grabbed his phone and added his remaining Affection Boosts to Anne's profile and smiled almost manically when he saw her status change again, this time to "devoted sex friend, addicted to being used by you, especially in public."

Will lifted his now limp but still hefty cock and with a tone of command in his voice, he said, "Suck it."

Anne smiled through tears, and while wiping off the dripping mascara from her face with one hand and beginning to finger her dripping muff with the other, she took his soft member back into her sweet mouth and sucked on it dutifully. Will watched as his friend worked her petite frame to swirl her tongue over every inch of his growing cock, and stroked her hair until his member was hard as iron and large enough to choke her again.

Will noticed that he was starting to gather unwanted attention from his other classmates as Anne's obscene slurping sounds began again, and he decided it was time to switch locations, and truly see how far the mysterious app would let him go.

Will held the sides of Anne's head and lifted her lips off of his rock-hard cock, watching in fascination a thin line of saliva strung between her small pink tongue and his throbbing member.

He looked up and scanned the rest of the lecture hall and sure enough, several odd looks and stares were being aimed in his direction. Luckily, the back of the lecture hall was on a high enough rise that nobody could see what was going on below his desk, but even still, it was becoming risky to keep going, especially considering how uninhibited Anne was becoming.