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Chapter 39
by Mmmm101
“We need to get these clothes off.”
Get Naked
I fumbled around a little with the clasp of the overalls, struggling to get the metal buttons through their fastening loop, before I finally managed it. All at once, they fell down to the floor, exposing my smooth legs and the cute socks I was wearing.
I blushed a little as I continued, taking Jenny’s shirt off, unconsciously defaulting to the way girls did, crossing their arms as I pulled from the bottom. Even after spending so much time as Jessica, and then Grace, it was still such a powerful thrill looking down and seeing a girl’s body below me.
I could see Jenny’s dyed blonde hair tickling my shoulders, and her cute golden yellow bra and panties, their bright lacy fabrics looking like sunshine wrapped around me. I looked up, and saw Grace watching me, her cardigan and shirt already discarded as she unzipped her skirt. It almost had trouble getting over her wide hips, before it slinked down her legs and pooled on the floor.
“See something you like?”
I stuck my tongue out as I teased her, her blush intensifying.
“D-don’t act like you weren’t blushing too!”
“Okay, okay, you caught me. Getting to spend the night with a cutie like you is more than enough to have me blushing.”
I giggled as I walked over to her, pushing her on the bed just as she managed to get her bra off. Her breasts jiggled a little as she sunk into the mattress with a bashful smile, as I began to straddle her. Already I could see her pupils dilate, as I leaned over her, brushing some of my long hair to the side and kissing her.
My pulse climbed higher with giddy excitement as I heard her breathless moans, first muffled by my tongue, and then free to fill the space as I kissed her neck. I was feeling so horny, so I didn’t hesitate to lick, and even bite just a little, sucking Grace’s flawless skin. I moved lower and lower, until my face was buried in her amazing cleavage. I could feel for just a moment the prickle of goosebumps, an excited little shiver working through Grace, and feeling the texture just made this moment that much more sensual.
“A-ahhh~”
I smirked with pride as her moans became a squeal, my tongue tracing the outside of her nipple. The arousal was making it spike upwards, becoming stiff and so all the better to receive pleasure. Experimentally, I gave it a suck.
“A-Alexxx! That’s so, that’s so…”
I looked up at her coyly from between her soft boobs.
“Enjoyable?”
“Perverted!”
“You know Grace, you’re going to have to get used to it for when you become a mother~”
“A-ah!”
She’d maybe never even thought about having kids, as her moans mingled between surprise and kinky pleasure as I began to suck again. Visions of getting married to Grace, impregnating her, and raising a family as a loving couple swarmed my mind. If I wasn’t so caught up in the sexual ecstasy of suckling my girlfriend’s boobs, I might have laughed at the incongruous sensation of my arousal getting my pussy so slick and wet, such an explicitly female reaction instead of the boner I would have gotten for most of my life.
Her moans are sounding so lewd… Knowing how shy and innocent she was at the start of the year, knowing it’s only me who gets to hear her, see her like this… it gets me so hot!
I started to kiss lower, my hands kneading her boobs a little as my lips came onto her panties. I grabbed them and pulled them off her to the sound of her squeals, exposing her perfect pink pussy to the air.
“Mhmm, Grace. You’re so wet…”
“Alexxx, stop, it’s embarrassing…”
I knew she was just being shy, but seeing her like this just made me want to tease her even more. I traced the outside of her entrance with my tongue and felt her whole body convulse, such a powerful feeling. I’d licked her pussy plenty of times since we began dating, but it all seemed like such a novelty now that I was using Jenny’s smaller tongue.
I let it brush over Grace’s clit now and her convulsing increased, only causing me to grab her thighs and hold her in place.
“You know Grace… if you’d been born a guy, your clit would have become your dick. So just pretend I’m giving you a blowjob~”
The playfully twisted thought just dialed my own arousal higher as my tongue traced over such a sensitive spot, Grace screaming a little in ecstasy. Feeling the way her body moved, the lack of control she was exhibiting, knowing I was the one pleasing her like this, it was really, really turning me on.
I reached my fingers to her opening and peeled her lips apart, before thrusting my tongue in, its wet surface writhing in between her walls. She bucked her hips and pushed into a climax, squirting a little on my face as I fell backwards in surprise.
Lying there panting, overwhelmed by the pleasure of her orgasm, it took a second for Grace to realize what had happened.
“Oh! Oh Alex, are- are you okay?”
I just laughed as I crawled up the bed and laid beside her, my face covered in her fluids.
“I’m more than okay Grace. Seeing you get so carried away makes me happy… now, lick my face clean!”
“W-what?”
I flipped so I was straddling her again, pushing my face so I was close to her, before she tentatively reached out her tongue and began to lick. Really, it wasn’t getting me much cleaner, just trading her pussy juice for saliva, but being covered in any of my girlfriend’s bodily fluids just made me feel so good.
I closed me eyes and let myself get lost in the feeling of her tongue licking on my face, before I heard her whisper:
“It’s not fair.”
“Huh?”
I opened my eyes, seeing a coy smile tracing her lips upwards.
“It’s not fair for you to only please me.”
Grace used all the power in her plump thighs and back to suddenly flip our positions, as I found my much lighter body caught up in her motion.
“Whoa whoa whoa!”
“Hehe, it’s fun being able to do that now that you’re so much smaller…”
Grace was on top of me now, her indulgent breasts feeling warm and delightfully heavy as they compressed and rested against my chest. I could feel Grace’s hand on my thigh, giving an appreciative squeeze, before her fingertips grazed over my pussy lips.
I sucked air through my teeth at the sensation, a tingle of pleasure spreading from even her small touch outwards through my body. I’d been having so much normal sex with Grace, feeling such exclusively female pleasure was like a powerful **** I’d put down but never forgotten.
“Lift your legs a little, okay?”
I did as I was told, and Grace pulled my panties off in a surprisingly graceful and strong motion.
“A-ah!”
The cool air of the room met my suddenly exposed femininity, my sensitive folds feeling all the more noticeable for how wet they were. I hurried to take my bra off, throwing it off the bed as my stolen body was revealed in all its glory.
“Wow…”
“What?”
“It’s just… it’s so amazing. Your powers, what they can do. You’re really one hundred percent woman right now.”
“Yeah, well…”
Now I was beginning to feel shy.
“… I mean, you knew that was how they worked…”
“Yeah, but you were always wearing me, so actually seeing it firsthand is so crazy. Can you take her off?”
I pouted a little.
“Y-yeah, I guess I could…”
The idea of actually getting out of Jenny’s body really bummed me out for some reason. There was such a fun thrill getting to be a girl around my girlfriend, having her see me as a woman and being able to look in the mirror and see one stare back too.
Plus, I’d be lying if I said I didn’t really want to have lesbian sex with her right now…
Grace seemed to sense my dejection at having to get out of a girl’s skin, a softly cheeky smile taking to her expression.
“Don’t worry, Jenny~ I’m not asking you to go away forever, I just want to see my boyfriend’s face for a moment, okay?”
I gave her a smile as I reached back, grasping my neck and pulling. For a moment, it hurt, as the skin stretched only the normal amount one would expect. I persisted until it stretched unnaturally, the skin breaking apart with wet sinews opening. Digging my fingers under the surface and pinching either side to get a better grip, I found myself shivering just a little, both from the cold of my original skin being exposed, and from the weird tactile feeling of the soft exterior skin of Jenny’s neck on one side and the hot, slimy interior on the other.
I pulled back, feeling some resistance as her face was so comfortably tight to mine, before the slime eased the transition. Within a moment I’d managed to peel my face out of hers, as Grace’s eyes widened.
“W-welcome back Alex.”
“Hi, Grace… you know I was here all the time, right?”
“Yeah, yeah! I know, but… you have to acknowledge how wild this is.”
Grace peered closer, really taking in the sight of my head on Jenny’s body. The cute face of the blonde sat behind my neck like a hood, while my original male head sat on top. Grace’s curious hands took my cheeks, feeling the bone structure in my cheeks and my chin.
“Your jawline is so much bigger… your head is even bigger in general I think.”
“Well, yeah, I mean Jenny is really small. She’s even shorter than you, and that’s saying something.”
“Hey, I’m not short!”
“Pffttt!!”
I tried to stifle my laugh before failing and just letting it loose.
“H-hey!”
Grace playfully punched me in the arm, but her cute reaction just made me laugh more. Her eyes took on a mischievous glint as she thought of a different way to get back at me. Her hands darted out and grabbed my breasts, fingertips grazing over my perky nipples.
I sucked air through my teeth at the sudden sensation, gasping at her touches. Grace just pressed her advantage, leaning down and licking, then sucking my nipples, just like I’d done to her.
“Aaaahhhh, mhmmghghh”
I moaned as pleasure lightninged around my body, spreading from my breasts as Grace’s hungry mouth took me higher. She stopped sucking, staring up at me from between my smaller boobs, a hungry look in her eyes.
“You knooowww, Alex… maybe you should get used to that feeling. After all, with your powers you could be the one becoming a mother?”
“A-ahhh…”
Me? Becoming a mother? Carrying a child and raising it with Grace, giving birth by her side…?
It was an idea so weird, so perverse, so bizarre… so hot? I found my slit gushing with fluid at her words, the forbidden idea and the role reversal really, really turning me on.
“It’s so strange to hear you moan like a girl though, especially in that male voice. I guess you aarrreee more girl than guy now though.”
Seeing Grace act so teasing, her shyness forgotten as our power dynamic shifted from her teasing my breasts, it really was turning me on. Her hands traced down my narrow waist, before flaring out as they followed the line down to my wider hips.
“Yep, this is an undeniably female silhouette. And it’s not just the shape of your body either…”
Her fingers traced the outside of my labial lips, small tingles of sensation even at that touch. Suddenly, she thrust them inside, the slick pink welcoming her in. I couldn’t help but squeal as she pushed inside me, the sound so incongruous in my male voice.
“W-wait! Stop, Grace!”
She looked up reluctantly, fascinated at her finger disappearing into me.
“Uhm… let me. Let me…”
“Huh?”
I was blushing and looking to the side now, unsure how to put this. My fingers pressed into each other above my breasts, so nervous. Grace raised an eyebrow.
“Let me put her f-face on first! I- I- I… I want to be all woman for this.”
Grace paused for just a second, before withdrawing her fingers to the sounds of another gasp from me and moving up the bed so she was close to me. Her eyes seemed so close now they were nearer to my face, as she looked over me.
“After this!”
She leaned in for a kiss, her tongue slipping into my mouth as our lips rubbed together. Breaking apart, I hurried to put Jenny’s face back over my own, feeling a sense of both comfort and ecstasy as the features slotted together and her neck re-joined, making me indistinguishable from the original girl.
My fingers rubbed my neck as the heat and light steam re-sealed her skinsuit fully, and feeling the lack of the Adam’s apple I’d had for most of my life made my heart soar even higher.
“M-mhmm… oh wow… I like that a lot better.”
Hearing that cute voice leave my lips, the way Jenny’s smaller tongue moved around the subtly different contours of her mouth, it was a nice feeling. Interrupted by a better one, as Grace kissed me again, this time a longer and more lingering one. Breaking apart, a strand of saliva hung between us for just a moment, before it broke as Grace said:
“Your lips are a lot softer now… I love kissing you when you’re a guy, but it’s so special kissing you as a girl too.”
She met my eyes, a sincere look of love, and some kind of appreciation or knowledge, something she’d perceived there for just a moment. But then, the moment passed, and Grace moved away on the bed.
“There’s, um. Something I want to try.”
“Oh?”
“Y-yeah. I’ve always been curious about it.”
“You can tell me, Grace. Whatever it is, it’s safe just between us girls!”
She just rolled her eyes.
“Well good, because this is something only girls can do.”
Grace paused for a moment, seemingly getting an idea, before her demeanor changed a little.
“J-Jenny… I never would have thought when you talked to me after the presentation, that we’d end up doing all these things together now… I… I’ve always been curious about girls, and I want to- to- to try scissoring…”
“Grace… when I first saw you in the lecture hall, I thought you were gorgeous… I’d love to scissor you.”
Our eyes met, and then we both laughed, our bad roleplaying just being funny. Still though, it was intimate, comfortable, and we both knew it was special to feel so at ease with each other there were no pretensions, or egos, and we could suggest anything in the bedroom and have it heard with a clear heart.
I scooted down and grabbed Grace’s leg, pulling her closer with unexpected power. Our pussys sat close now, so close I could feel the heat radiating from her, as she bit her lip in anticipation.
“Ready~?”
“Yeah…”
I pushed myself against her, the hot feeling of contact as our labial lips touched sparking feeling all throughout my body. I glanced up and could see Grace feeling it too, the rich sensation of first contact filling her with feeling.
I began to grind against her, hearing her cry out as she couldn’t hold her voice in check, before she began to grind against me too. We started forming a rhythm, our motions getting us wetter and more aroused, as some of our juices began to be rubbed together and the room began to stink of sex even more than before.
As we writhed together, we began to form a motion just like waves in the ocean, moving side to side as it almost seemed like the hot seas within us flowed in time too. I glanced at Grace, seeing her eyelids heavy with feeling as her breasts bounced on her chest, and I could feel even more affection bloom in my heart for me.
I moved a little faster, and she reciprocated, the sweet chorus of our moans filling the air.
She looks so beautiful…
My eyes flicked closer, following the intersection of our bodies up my wide hips, narrow waist, and my small yet perky breasts.
I’m having lesbian sex with my gorgeous girlfriend, while wrapped up tight in the skin of her confident blonde classmate…
“Ahhgmmmm!”
I moaned out as a particularly strong feeling enveloped me, and from the energy I felt grow all throughout my body I knew I was getting close to orgasm. From the way Grace moved, her moans getting louder and with a certain needy desire for release, I knew she was too.
And right now… all this pleasure, all these sensations… it’s coming from my pussy. My labial lips, getting a little puffy from all the stimulation, rubbing all over my girlfriend’s too…
Knowing that every shred of pleasure I felt was so utterly feminine, that I was so totally and completely Jenny while I wore her skin, basking in the affectionate, exploratory sex with the gorgeous Asian shy girl I’d made my girlfriend, it really became too much.
Grace and I screamed in unison as our orgasms broke over us like a tsunami, our legs spasming a little from the out of control feelings as we were overwhelmed. It was like my eyes were dancing with colors, so much serotonin being released life seemed at once to be an out of body dream and one I was totally and completely grounded for, utterly inhabiting Jenny’s form.
As I lay back on the sweaty sheets of the girl for all intents and purposes I now was, I couldn’t help but wonder about all the amazing experiences Grace and I had in our futures…
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Skinwalker
The Descent
A dream date goes horribly wrong for college first year Alex, when it turns out his crushes body has been hijacked by a monster to inflict a curse on him. Now slowly turning into a skinwalker, will Alex be able to resist his new urges to take over the lives of the people around him? Or will he succumb to his new nature and enact his wildest fantasies? (Thumbnail art by -1sEmuy)
- Tags
- Body swap, Mind Control, Mindbreak, Skinsuit, Skin suit, Body suit, tg, tsf, kawamono, possession, deflation, skinsuit possession, gender bender, m2f, m2m, f2m, f2f, non-human, monster, identity theft, impersonation, disguise, body modification, cross dress, corruption, futa, futanari, gender swap, transformation, gradual change, bondage, Spirit Possession
Updated on Jun 21, 2025
by Mmmm101
Created on Feb 3, 2021
by Mmmm101
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