Changing Places Pt 03

Changing Places Part 3 - "Burning the Candle at Both Ends" By Rhinoman

Author's Note: You must read parts 1 and 2 first or you will be completely lost

Debbie watched as John's friend Brian made his way across the bar. 'He's pretty hot,' she thought, 'if this work's like I hope then maybe I'll get to sample his big dick.'

"Did you order my Killian's yet?" Brian said as he plopped down in the seat next to Debbie.

"Nope. I didn't want it to get cold," she said quickly. 'Damn, there are certain things John and I don't know about our friends,' she thought, as she got the bartender's attention.

Several beers later, Debbie decided to pop the question. "So... Brian, what do you think about my wife, Debbie?"

"What do you mean?"

"You know, do you think she's sexy?" Debbie asked.

"Sexy? John, you and I have been friends for six years now and I still think you're the luckiest guy around. I'd give my left nut to bang... oh, uh, sorry guy, I just got carried away."

Debbie was flattered and glad the dim light in the bar would hide her red face, but she wasn't done yet. "Mmm... maybe you don't have to give up your left nut."

"What do you mean?" Brian asked, with a confused look on his face.

"Debbie confided to me last week that a secret fantasy of hers was to take on two guys at once," Debbie said. She felt her dick stir, as she got excited about the idea.

"You're kidding?" Brian said, in total disbelief.

"Serious as a heart attack, man. On the outside she comes across as super conservative, but in the bedroom..." she let the words just hang in the air, then made the final plunge. "So do you want to fuck her with me or what?"

"Hell, yes!" Brian said, holding up his hand for a high five.

Slap! "She's not the type who wants to be real forward about it though," Debbie continued, "so here's what we need to do..."

* * *

On the other side of town John was entering Erika's apartment. "What a great dinner," Erika said, "I can't wait for you to try out this new dessert I made."

John had been stealing glances at Erika's sexy body all night. If he had his dick back, he would have been hard as a rock, but instead all he could feel was the slipperiness between his legs.

They sat down on the couch together and sipped coffee while tasting Erika's special lemon tart. "So, what do you think?" Erika asked.

"It's the best," John said, "I'll have to get your secret recipe."

"Hey... how about a little fashion show now?" Erika asked. "I got a few new things to turn Bo on. I'd love to get your opinion."

John couldn't believe it. 'Does she really want to try on sexy clothes in front of me?' he thought. "Sure, I promise to give you my honest opinion."

Erika headed to the other room, while John reached down under his skirt and into his panties. He rubbed his hard clit and was just getting ready to orgasm when he heard Erika coming back into the room. His face flushed, John looked up and froze.

Erika was standing in the doorway with a black, see-thru negligee'. The thin material hung down over her big breasts, her hard nipples clearly visible. "What's wrong? Don't you like it?" she asked, when John didn't say anything.

John tried to snap out of it and think how a woman would compliment another woman. "Uhh... Erika, it looks great on you... I'm speechless."

Erika blushed, "really?"

"Let me put it this way. I don't think you'll be wearing it long."

Erika giggled, "Good, I like that coming from a married woman. So do you think he'll like this?" And with that Erika whirled around, flipped her negligee' up and stuck her butt out.

John almost choked. Erika had a sheer pair of black panties on that barely covered the crack of her ass. Then she turned back around to face him and John found himself mesmerized by her neatly trimmed triangle, that despite being naturally blond was still visible through the material.

"Wow!" was all John could say.

"Wow?" Erika asked.

"All I can say, is Bo's lucky to have a girl like you."

"Thanks," Erika said, walking over and plopping herself down on the coach next to John. "It's great having a married friend to bounce ideas off of."

"Consider me your big sister," John said reaching over to brush the hair out of Erika's eyes. He quickly pulled them back, worried about what she might think. 'I don't know if I can take this,' he thought, 'I want to rip her nightie off and fuck her right here on the couch and at the same time I have to pretend I don't notice her body.'

Erika's soft voice interrupted his anxiety. "Would you like to try one of my things on?"

"Oh, no... oh no, I couldn't do that."

"Sure you can, were about the same size. I laid a few things out on the bed, go try one on."

"Erika..." John started.

"No buts, I went first, now you get to be part of our little Victoria Secret fashion show."

"Okay, okay... I'll be back in a minute," John said, walking back in the direction she had come from. He was supposed to know his way around her apartment, after one wrong turn he found her bedroom and saw several outfits lying on the bed. One had a g-string that he decided to leave alone. A blue one was a one-piece that he thought looked okay, but a third was a leopard print two-piece that he would have picked out for Debbie. 'Hell... I guess I am Debbie,' he thought, 'let me see what it looks like on her, I mean me.' It was all getting so confusing the longer the change went on.

John gathered all his courage and walked out into the living room to face Erika. He really didn't have anything to worry about. In Debbie's body, his chest filled out the silky top quite nicely, and the small, but loose fitting tap pants, looked great with her fine ass and long legs.

Erika looked up and down the length of his body, smiling. "You look great in that Debbie. I bet John would eat you up!"

John strolled over and sat down on the couch next to Erika. She had poured both of them a glass of red wine and offered her one for a toast. "To our friendship," Erika announced.

Two glasses later, John was feeling a little light-headed. 'Shit... I better slow down,' he thought, 'I don't have as much tolerance in this female body.' The two of them had been laughing and giggling about all sorts of topics and John had been fascinated to find out gossip going around Debbie's office. Every time Erika touched his leg, arm, or shoulder, though a hot flash would zip through him. Erika's nipples continued to stick out in the outfit she was wearing and John kept catching himself staring at her jiggling breasts or hair sticking out the sides of her skimpy panties.

Following one of their giggling spats, it became very quiet. John didn't know what else to say and Erika was staring into his eyes. The question that came out of her mouth surprised him.

"Debbie... we've know each other for a number of years... and well... I know you're married and all, but... I was wondering," she looked nervous and took a big sip of her wine before continuing. "Have you ever thought about making it with another woman?"

John just starred at her, unsure of what to say.

Erika's eyes started to water. "Ooh... I knew I shouldn't have said that... you probably think I'm so weird."

"No, no..." John said, "I don't think it's wrong for you to ask." He started thinking of all the possibilities here. 'I'd love to get in this girls pussy,' he thought, 'even if it only ends up being with my tongue.'

"You don't?" Erika asked timidly.

"No... as a matter of fact, to be perfectly honest, I've thought about asking you the same thing before."

"Really?"

"Sure," John continued, "men are great and I wouldn't trade John for the world, but I've often wondered what it would be like to have another silky smooth feminine body in bed with me for a night."

Erika looked deep into his eyes, saw that he was serious, and then a grin began to spread across her face. ""Great!" she squealed, grabbing John's hand, "let's get it on in my bed."

In moments, their skimpy undergarments were strewn about the room and John found himself on his back with his legs spread wide. Erika was taking the more aggressive role and was lying on top of him, between his legs, her face moving closer to his. Their full, soft breasts pressed together and John felt the now familiar feeling of his pussy getting wet.

Erika slowly touched his lips with hers. Moved half an inch back and then lightly touched them again. John couldn't take it. The smoothness of their skin against one another felt so good. He reached up, grabbed her face and pulled their mouths together hard. Erika was caught by surprise, but quickly caught on, as their lips parted and tongues intertwined. "God... you feel sooo good," Erika whispered in a husky voice, as their lips came apart, "I want to taste you."

She slowly dragged her breasts down John's body until she could grab his breasts in each of her hands and flick her tongue over his nipples. He felt them stiffen and then the electric tingle that flowed through each breast and down to his cunt as she alternated between sucking and licking. "Oooohh... I can't take it anymore Erika," he heard himself call out in Debbie's feminine voice, "please... please... lick my slit."

Erika moved down to his soaking pussy and spread his cunt lips apart. "I've been looking forward to this for a long time Debbie. I'm gonna make you cum, again and again and again..."

* * * *

By the time John pulled into his driveway, it was 1:30 a.m. As he walked up the stairs to his bedroom he couldn't get Erika out of his mind. She had a perfect ass and even though he couldn't fuck her with his dick, he was able to lick and finger fuck her sweet pussy and ass to his heart's content. Erika has said afterwards that she had never experienced anything like it before and hoped they could do it again soon.

The door squeaked as he came in and Debbie rolled over, groaning to herself. He quickly undressed and slipped into bed. Maybe next time he would buy a strap-on dildo to fuck her with, he thought as he dozed off.

The next morning, Debbie didn't seem to mind at all that he had gotten in so late. 'Shit, should would have been pissed when I was a guy... er... in my own body,' he thought.

"Don't forget the special meal I have planned for tonight. No sneaking off with Erika again," Debbie said as they headed off to work.

The day seemed to fly by and John felt himself enjoying the role of Debbie more and more. He found by putting a little more bounce in his step he could get his big breasts to bounce more noticeably. Every bend, twist, or step he took he tried to make as sexy as possible. He knew it was driving the guys in the office nuts and he loved it.

He saw Debbie was already home as he pulled up. Walking in the front door, the smells of all his favorite dishes wafted through the air. He did a double take as he strolled into the kitchen: it was him wearing an apron and cooking. 'I don't know if I can ever get used to this,' he thought. 'I know what I would have liked Debbie to do,' and with that he snuck over reached around her was and squeezed her cock through her loose fitting trousers.

"Hey! Cut that out," Debbie said.

"You can't hide the fact that you like it, now that you have a dick!" John laughed, "it's impossible to hide."

Dinner was superb, followed by John's favorite dessert and then coffee. "Debbie, what's up? It's not my birthday and you're treating me like a king."

"Can't a man love his wife?" she laughed.

"Now wait a minute," John said, I may look like you, but I'm still the man of the house."

"Mmm..." Debbie rolled her eyes, "let's drop our pants and see who has the balls in the house."

John made a gesture of patting his crotch and then pouted.

"I'm just teasing, John, let's go upstairs and have some fun... I'm horny."

For being the man in the family, John found himself on the bottom again, as he and Debbie kissed. She was rubbing his clit and knew exactly where to touch since, 'technically, it is hers,' he thought.

His pussy kept getting wetter and wetter and he felt his body start to well up in an orgasm. Just as he was ready to go over the edge, Debbie pulled her hand away. "Awww, shit, babe, I was almost there," John said.

Debbie moved her head down between John's legs and began licking at his pussy. "This is so weird, John, when you think about it, I'm actually licking my own pussy." John just moaned as she touched all the right places. She knew when he was about to lose it and stopped again.

"Ooooh... don't stop... get out my dick and fuck me with it," John urged.

Debbie continued to slowly rub his clit, but at the same time began moving up his body until her hard cock was sticking out in front of his face. She pointed it down to his lips. "I want you to see what it's like to suck your own cock before you get to cum," she demanded.

John slowly opened his mouth and she thrust her hips forward so that the head went in. "There you go, John, wrap your lips around my cock and start sucking." She continued stroking his clit with her one hand and knew she was driving him nuts by not letting him cum.

John's eyes were shut and he was sucking on her dick, lost in his desire to cum or he would have seen a shadowy figure enter the room and quickly move up behind Debbie and between his spread open legs.

Debbie kept the distraction going as Brian pumped his hardening cock to its full 12 inches. He couldn't believe he was going to be able to fuck his best friend's wife. He could see how wet she was as he positioned his cock right at the entrance.

It was then that Debbie moved forward so that her legs were on either side of John's head, her dick jammed in his mouth, but also rendering his helpless to move. Brian took the cue and drove his cock forward almost halfway into her (he thought) cunt.

John's mind exploded in a mixture of confusion, pleasure and pain. His brain had to first register that it wasn't his wife's cock and then shift to the question, 'whose cock is it.' The only thing that came out of his mouth was a muffled cry, due to Debbie's cock stuffing it full.

Brian backed up and pushed forward again, moving into tighter and tighter quarters until his pubic hair meshed with John's. John felt his pussy widening, like someone driving a wedge into him... finally it stopped. He felt punctured. Then as the mystery person's cock pulled back, he felt his pussy holding on and being pulled outward with it. He looked up helplessly into Debbie's face and she smiled back at him, then her face screwed up and she grunted. A load of cum shot out of her cock, flooding John's mouth, until he had to swallow or choke.

He continued to swallow as the cock in his cunt banged into his pussy and a large set of balls slapped against his ass. Debbie's dick finally started shriveling in his mouth and he spit it out. "What the hell's going on," he said, trying to break free.

Debbie slowly lifted her leg off him and announced to John, "I told my friend, Brian, how your fantasy was to take on two guys at once, so I asked him to join us."

John looked up in horror to find racquetball buddy from work fucking his pussy. He didn't have much time to look before Brian pulled out and Debbie said, "now get up on his cock and ride him while I fuck you in the ass."

Debbie was so authoritative that John didn't think he had any choice. As Brian laid back on the bed and pointed his foot-long dong up in the air, John straddle him and slowly lowered himself onto the point of his fat head and then ever so slowly began sliding down his thick pole. "Ahhhhhhh...." He cried out as he felt himself splitting wide open. "It's too big," he grunted.

As he got closer to the bottom, John felt a hand on his back pushing him forward. His big breasts crushed up against Brian's chest while two hands grasped his hips. "This is going to feel so good, Debbie, just like you want it... stuffed full of two big cocks at the same time."

Debbie rubbed her cock up and down John's ass. 'I hope I don't ruin my pussy permanently,' she thought, 'if we ever get changed back.' She pulled his butt cheeks apart, fingered his puckering hole and then pushed the head of her cock in. John's mouth formed a big "O" and his face scrunched up as Debbie's cock filled his ass up completely. "Ahhhhhh.... Shit... I'm so fucking full!" he yelled, as both cocks pushed all the way into him. At first the movement was awkward, but then Brian and Debbie got into a rhythm, of both of them able to slide in and out of John, who was by now delirious.

It didn't take long for John to orgasm. They were hitting every one of his erogenous zones, many of them at the same time. The only thing distracting him was Brian's kisses. He couldn't get over the fact that despite being in a woman's body, he was being fucked by someone other than his wife.

"I'm gonna cum!" Brian yelled as he thrust up into John as hard as he could. Debbie, not wanting to be left out of the picture, picked up the pace and rammed John in the ass as hard and fast as she could. "Here I cum tooooooooo!!!" she screamed, but it came out as a manly roar. John and Debbie shook as the spurted their jizz into John's cunt and ass.

* * *

John was thankful that Brian only stayed around for a few minutes. He was embarrassed by the fact that Brian kept saying over and over again what a "great lay he was." He was sore, exhausted, mad, and confused, all at the same time.

After Brian was gone, he confronted Debbie, but she wouldn't have any of it. "I've decided that since we've changed bodies, then we change responsibilities as well. I'm in charge now and you're going to have to tow the line, babe." She smiled. "You know, John, I think we might as well just make this complete now. I'm going to start calling you Debbie at home as well. If we never change back then why keep up the charade?"

"But...but..." John began.

"No buts about it, baby... you're my fuck bunny now. How's it feel to be a sex symbol and to get ogled by everyone around you? Things are going to be changing around here. Tomorrow I want you wearing my short black skirt to work and no underwear or bra. Let's see what type of looks you get."

Debbie laughed as she gave him a peck on the cheek and rolled over to go to sleep. John just lay awake thinking about what was happening to his life. Slowly his masculinity was slipping away and Debbie was heading full throttle away from her femininity. 'What's going to happen next?' he thought, 'it can't get much worse.' Oh but he was wrong... it was going to get much worse...