The Professor: Remastered

CHAPTER 1: THE MEETING

Steven walked slowly down the hall to his professor's office. It was the day after finals and he had to talk to his professor. It was his final quarter of the year and he did poorly on his final. . . like real bad. Steven was going to do whatever it took to pass; even if he had to plead, beg or retake the exam. The halls were empty as most of the students were gone, especially with exams ending yesterday. He made an appointment with Dr. Markson right after he took the exam, knowing how bad he did. Without even a glance his way, as if knowing, Dr. Markson told him a time for them to meet. This was so nerve wracking!

He turned the corner and noticed a single light and an open door to the master office at the end of the hall. As he approached he noticed the old name plate where "Dr. Markson, PhD" was engraved. With a sigh he walked into the office; at the other end of the

surprisingly chic modern office, Dr. Markson sat reading a book under a massive black and white photo. He was wearing a fine black leather jacket over a black dress shirt without a tie, which seemed to hug his muscular frame nicely. The man had a very handsome strong face and bright blue eyes. The scruff on his etched face betrayed the look of an esteemed professor of Business Theory.

Dr. Markson looked up, taking his glasses off. His bright blue eyes sparkled as he looked up from his book. I swallowed hard. I never really noticed before, but he was very attractive! Steven began to blush at the thought. He had come right from the gym in nothing but his track shorts, NIKE running shoes with ankle socks, and a slightly sweaty tank revealing his wiry toned arms. Steven was a runner at heart and always ran at least 8 miles a day, today was no exception. He kicked himself for not changing before the meeting, and then again for even having the thoughts.

"Welcome Steven," Dr. Markson said in a cool voice as he stood up expectantly. "Do me a favor and shut the door behind you", he said as he made his way around the desk. Steven quickly shut the door and walked to the desk with a grim determination. Dr. Markson towered over Steven as the man reached out a large strong hand. Steven noticed the man's large smooth hands and how surprisingly soft and squishy the flesh on his palm was. Dr. Markson sat up on the front of his desk with one leg up on the desk and his arms crossed. His muscles seemed to bulge under his leather coat! Mark blushed again and sat down on one of the chairs to hide his boner.

Steven was a handsome young man himself; he was the slender athletic type with a cute, thin, smooth face and long dark black hair that fell back wildly over his smooth tan shoulders.

"So Dr. Markson . . . ", he stammered before Dr. Markson raised a hand and said, "Call me Mike." Mark stared wide eyed at how casual and interested the man seemed. "Ok . . . Mike, I came here knowing that I did not do well on my exam, and I really want to . . . no, need to pass this class and I just need. . . ".

"You want another chance," Mike said calmly. He stared at him with a thin smirk. "I completely understand, and I respect that Steven. But you are sooo uptight boy, you have got to loosen up, the quarters over and even tho the exam wasn't your best, I know you have the potential to do great things," he said passionately while bending down and putting his large hand on Stevens knee. He stood up and walked behind his desk and opened a drawer. "Listen Steven, I'll be honest with you, the test wasn't good, but this is my last year here at this University and I just . . . to be honest, don't care that you did poorly on one test!" With that final shocking statement he pulled out a box with a wide smile. "With that said, there are rules I have to follow . . . but breaking them wouldn't be hard", he said mischievously as he opened the box. The box was full of weed!

"No way!" I said before I could stop it.

As if not even noticing how awesomely inappropriate this was, he pulled out two massive blunts and handed me one while his other hand lit a candle on the desk. "I see your potential Steven and . . . well I just need you to relax man, I have a feeling you will be able to pass the class!" he said mischievously eyeing Steven playfully while taking a big hit.

The sexy man leaned back in his chair and put two large shoeless feet up on the desk, his socks wiggled playfully as he eyed Steven. Steven leaned back in his chair after lighting the blunt, and before taking a hit eyed Mike wonderingly. "Um, so just to make sure you know what you are doing; you just pulled out a blunt for us to smoke . . . a teacher with a student . . . and you are . . . cool with that. I'm just making sure you know how awesome and weird this is right?" he said with a cough.

"Dude relax, I'm not really your teacher anymore now am I?" he responded after taking another hit. It was strange how his deep voice became slightly smoother as he said this. The two sat there and smoked for a while, laughing at events that happened during the quarter and about their quite different workout routines. The room had a haze to it before Dr. Markson put out his blunt and leaned back in his chair, staring at Steven with an otherwise uneasy seriousness.

"My question for you is, what would you have me do to change your grade? Or should I say . . . ", with a knowing pause to make the point, "what are you willing to do?" He said at last.

Steven was completely erect now, knowing exactly what he wanted. The game was on, and he was willing and able to get this grade after all. Steven stood up, sure of what Dr. Mar . . . Mike was willing to do. He walked up to him and ran his hand down his pants and grabbed his cock as he pulled his body close into his. "Anything", he whispered into Mike's ear as he reached up and ran his fingers from his other hand into Dr. Markson's scruffy beard.

Mr. Markson's toes curled as his penus pulsed under his tight pants. Mike stiffened and firmly pulled Steven's hands away from his smooth scruffy face. His jaw clenched as he walked casually to the office windows and shut the blinds. His ass shifted in his tight dress pants as he turned to look back as he took precautions to secure the room from wandering eyes. A smile stretched across his strong face, his neck slightly wrinkled as looked back towards Steven. He slowly took his coat off revealing his tight dress shirt with the top few buttons undone. Steven swallowed hard.

"Dr. Mark . . . er . . . Mike. I want to make sure that the grade I get in this class will allow me to pass." he said cautiously. Mike slowly walked towards him undoing the buttons of his shirt revealing some of his large broad lightly hairy chest.

"I'm sure you'll be just fine." Dr. Markson said with a smile as he came up close to Steven and ran his fingers through his black hair. He looked down, grasping Stevens smooth face in his hands and kissed him passionately. Steven kissed back running his hands up Mike's large broad chest and pressing his erect cock up against Dr. Marksons leg. The two kissed passionately while massaging each others body.

Steven noticed how . . . surprisingly soft Mike's body was. As he pressed his lips against Dr. Marksons, and as their faces rubbed up against each other, the scruff scratching Stevens face, he noticed how soft and warm his skin was. They broke their kiss and Mike whipped his shirt off in one quick motion revealing his smooth tan hairy body. His muscles were picture perfect. He flexed once as the muscles rippled in one quick motion before helping to take Stevens tank off with an animalistic eagerness.

In one motion he lifted Steven up on his desk knocking everything off with a wave of his hand. He bent over and licked Stevens toned sexy smooth hairless body all the way up to his chin before kissing him again. Steven wrapped his legs around Mike's body allowing his ass to rub up against his cock.

Steven jumped down from the desk and began to take off Dr. Markson . . . or Mike's belt. Mike flexed as he played with Stevens hair as Steven undid Mike's pants and pulled them down to reveal a beautiful erect massive penis! Mike sat down on the chair in front of his desk, kicking off his pants. He bent over to peel the dress socks off his massive feet. Steven watched is large broad back move and tighten as Mike worked on undressing.

When Mike was completely naked sitting on the chair, he grabbed Stevens waste and in a surprisingly quick motion dropped his pants as well revealing a decent sized penis on Steven. Steven struggled a bit to take off his running shoes and pulled his sweaty socks off his nice sized feet before standing in front of Mike completely naked as well. The two seemed to glow in the meek yellow lamp light.

Mike smiled down at Steven and flexed as Steven ran his fingers down the front of his body. He looked up and Mike nodded before Steven got down on his knees and grabbed Mike's cock. With both hands he massaged the surprisingly fleshy cock before jamming it into his mouth. Mike groaned and rolled his head back as he began to thrust his cock deep into Steven's mouth. Stevens face began to get red before he sucked the cock free of spit and came up so suck on Mike's nipples, lightly nibbling them.

Mike came down and kissed him roughly and picked him up again and sat him on the desk. Dr. Markson, or Mike's, motions were smooth and deliberate. His muscles pulsed and shifted with each smooth movement.

"Can I show you something Steven?" he said eyeing him hungrily. He paced in front of Steven. His massive muscular body pulsed with a readiness, his large feet slapped on the floor as he walked. "What if I told you I'm not really Dr. Markson?"

Steven had a confused look on his face and began to laugh. "I'd be pissed because I really need to pass the class."

"Well what if I told you I am Dr. Markson, but I'm also other people as well." he said louder, a smirk stretching across his handsome face. "I can see that I am confusing you . . . here maybe this will clarify things a bit."

With that he slowly reached up to his handsome smiling face and dug his fingernails into his forehead. The skin split apart seemingly easily as he pulled his face apart from the middle of his forehead. Mike began to laugh as he continued to pull on his flesh, his smile and handsome features stretched and folded as the peachy skin fell apart in his grip. With one final motion, he tore his face free from his head with a slap.

A completely different man's face was beneath. The man underneath was wearing a Dr. Markson skinsuit disguise! "You see, I am what many would call a Master of disguise, and I can be many people, and I've been watching you and know what you want, and yes, I can still give you everything you need to pass the class . . and more!" he said playfully as he dug his hands into his abs and began to pull the skin aside again.

Mark watched in shock as is handsome hunky professor pulled large chunks of his skin away to reveal another muscular, young man beneath. As the long strips of skin wrinkled away from his muscular body, he began to see someone he knew underneath! A guy he had his eye on for awhile from a Fraternity next door! Steven was throbbing as the guy next door emerged from the last remnants of skin that was being pulled down like a pair of pants. He wiggled his toes out of the suit before kicking it aside with a slapping noise.

The man before Steven winked as he flexed. The man had red hair and thick red scruff. His skin was pale, which made his large muscles look a bit less defined than Dr. Markson, but he seemed larger. The peachy tone of his body revealed glistening abs and a toned chest with a light amount of hair, his handsome strong high cheekbones rode atop a much thicker beard. His voice was different as he laughed. Instead of the calm reserved personality he saw from Dr. Markson, this guy was completely different. He was playful and energetic and had a frat boy attitude.

"Alright man, so here is how it's going to play out, I'm going to fuck you, and you are going to like it." he said in an almost matter of fact voice. Steven couldn't even respond, nor did he mind doing whatever the beefy stud said. This was going to be the best "A" Steven had ever earned.

In one quick stride the man was in Stevens face kissing him aggressively. His face wrinkled slightly as he smashed his nose up against Stevens. His beard scratched Stevens smooth face causing it to become a little red. Dr. Markson . . . or whoever this was then lifted Steven up in the air, his muscles flexed all over his body as he turned him around and bent him over. The man pulled his body in close, his thick warm cock was pressed up against Stevens smooth ass and his stuck his tongue into his ear as he put his other arm around his neck!

"This . . . might hurt a bit at first . . . sorry dude." he whispered before thrusting his cock deep into Stevens smooth tan ass. Steven moaned with pain and pleasure as the man grabbed the back of his neck and pushed him down on the desk. He began to pump and moan. The mans balls slapped against Stevens ass as Steven grabbed the desk and pulsed with pain and pleasure, his dick hitting the desk with a light thud. His body quivered and his tight abs and ass strained. The massive muscular man wrapped his hands around Steven's small waist as he began to fuck him harder. The man groaned and panted, his muscles working furiously.

Steven moaned again before the man paused and flipped him over on the desk. The large man jumped on top of him and straddled the front of Steven. Back was arched and his ass was a perky and muscular on top of Stevens waist. The hunky man grunted as he tossed Stevens legs to either side of his handsome head and jammed his cock back into Stevens ass. Steven moaned with pleasure, as the man hurriedly pumped harder, caressing Stevens chest and abs.

Steven looked up and saw the man's serious face, his chest and arms flexed with each thrust. He grabbed the beefy man's ass and squeezed. The man then growled between kisses then reared up and demanded Steven grab his ear. He did. The man's face was warm and soft, the beard tickled his palm. Steven began to massage the man's face, the man's features would go in and out of slight disfigurement. The man groaned, his face was tight with concentration as pumped faster. Stevens cock was pressed up against the mans hard sexy abs.

"Steven . . . if you want the grade, I'm going to need you to pull a bit harder." The man said between breaths and slight groans. Steven eyed him suspiciously. "Do it!" the man said firmly . . . almost desperately.

Steven grabbed the skin on the sides of the man's face, both behind his ear and under his jawline. The man groaned with ecstasy as his eyes rolled back. Steven clamped his legs around the man's waist harder. "HARDER! PULL IT OFF DUDE!" the man yelled as he reared up and grabbed the skin on his chest.

With a loud groan Steven pulled the man's face hard. The skin bundled up into his hands on the side of his face, and the beard pulled at the skin on his chin . . . with one last hard pull the sexy frat boys face began to pull away from whoever was underneath. The frat boys face stretched and the skin around his thick meaty neck wrinkled as he continued to peel his face away in desperation. At the same time the man tore the skin on his chest open and apart to reveal a smooth thick muscular chest beneath with a darker tan skin tone.

As the face fell away in Stevens hands, a bearded man stared back at him with brown eyes and a perfectly trimmed black beard. His handsome face was intense as some of his black hair fell into his face from under the frat guys scalp.

Steven and the man both blew their loads in/on each other. The man's muscles clenched up as he pulled the fleshy disguise away from his head, revealing black hair and a sexy tight beard. The man groaned and panted staring at Steven with a smile.

"Well, you got the grade . . . and if you want . . . I can give you my real name and still play the part of Dr. Markson, or anyone else you dream of!" he said in a different deep strong voice. He pulled the skin off his large hand and stroked Stevens hair with a smile as they both lay on the desk gazing at each other.

"Well, I can't say I wouldn't mind taking your class again next year . . . Dr. Markson," said Steven with a smile as he stroked the man's face.

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CHAPTER 2: FUN TIMES

That night Steven went to his dorm to recover from Dr. Mark…Mike’s endless poundings. Steven’s could barely feel his ass from all the action he had gotten. He could still not believe that his professor had actually been his frat crush, and the black haired bearded guy. Just thinking about it made Steven’s tight running shorts bulge with excitement. It was late when Steven finally made it into his dorm room. Steven had been lucky enough to snatch one of the few single dorms on the campus. On a normal night, he might have run into a lot of students, but given the end of the semester, they had already left for winter break.

Steven wondered if what he had even seen was real or his imagination, the skin had felt real enough when he had touched the professor’s suit. As he lay in his bed, he looked at the ceiling while remembering what Mike had said. “I can be anyone you want me to be.” Steven couldn’t help but think of all the possibilities. “At least next year won’t be boring” he quietly laughed before drifting off to sleep.

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Dr. Markson or Mike, as he had revealed himself to Steven, sat naked in the professor’s leather green chair. He looked in the mirror as the man with the black scruff and perfect black hair stared back on him. He took a moment to admire his own built body and especially his large pecs. He smiled before his handsome face lowered into a frown. Though he had finally been able to get close to Steven, Mike wondered if he could trust the young student with such a profound secret. “Guess we’ll find out soon.” he said while he got up and reached for the frat-boy suit. The black haired man pushed his leg into the pale suit’s fleshy legs still wet from his earlier crusade. It took him a minute to fit his large cock into the suit’s opening before the peachy cock sprung to life. Slowly he put on the rest of the suit with the arms going into their holes and the ginger’s smooth peachy chest and abs covering his own. Quickly, the suit began sealing itself along the middle of the chest until only the head hung around Mike’s bearded neck. He pulled the face over his own while adjusting it to fit his own. Immediately, the ginger’s frat personality washed over him as he admired himself in the mirror. Mike, now Blake, reluctantly went over to the professor’s desk and grabbed a maroon tank top and black shorts from the bottom cabinet and began to dress. Though he didn’t like wearing clothes, he loved how the tight tank top showed off his smooth pecs and shoulders. Looking around, Blake grabbed the Markson suit and clothes and stuffed them into his duffel bag. Satisfied that no trace of the earlier day’s “meeting” had been left, the handsome ginger closed the office door and headed out into the cool fall night of the campus quad.

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Steven spent the next month anxiously waiting for the next semester to start. The two had agreed to meet again when classes started again, however Steven decided to come to campus early to surprise the young professor. It was cold outside, so Steven changed into some running sweats, however, only wore a T-shirt. He didn’t want to overheat in the sunlight, but it was winter, so he didn’t want to freeze either. I looked around campus as he stretched. It wasn’t as busy as it normally was since so many students still hadn’t arrived.

The winter air was crisp as Steven jogged around the campus. He was almost done with his run when he saw the frat guy who had been one of the professor’s suits. The well-built ginger was walking with a coat and casual slacks that accented his toned thick ass. He looked like he came back from some sort of interview or assembly. Steven was about to call out to him when he saw another frat guy, also dressed in business casual outfit, catch up to him. The two talked as they now headed over to the frat house. Not sure if he would blow ‘Blake’s’ cover, he decided to keep his distance while slowly following them. He noticed that Mike played the part of frat jock perfectly, completely different from the more serious Dr. Markson.

Steven wondered if it was acting or the suits themselves. He also wondered when he’d be able to taste more of the hot ginger cock. The thought instantly got him hard. He continued to follow until the two frat guys made it to the door and started chatting some more on the front porch. Steven was caught off guard when Blake glanced at him before Steven instinctively hid behind a tree. He waited till he heard the chatter die down and the door closed to look back. When he did he saw an empty porch. He sighed in relief right before he felt a hand grab him by the shoulder. He snapped back to see the hot ginger right behind him with a wide grin on his face.

“Holy crap you scared me”, Steven said as he felt his heart wanting to leap out of his chest. “Well I thought I’d surprise you since you seemed to be doing the same dude”, Blake said with a hearty laugh. The young runner looked annoyed but was grateful the night was dark enough to hide his blushing. “I was gonna call but I didn’t have your number. And I happened to see you going by…” he trailed off as he found himself staring at Blake’s huge biceps, which looked ready to burst out of the sleeves of his sweatshirt. Almost as if noticing, Blake crossed his arms together to show off more of his arms while looking down at Steven with an eager almost animalistic expression. “Sounds like you missed me. Let’s not waste any time then”, Blake said as he pulled the shorter runner into a long kiss. Steven could feel Blake’s large hands reaching behind him had grabbing his ass under the tight running shorts. He began to moan as Blake expertly stuck his finger into his ass. Steven couldn’t resist and let out a soft moan as he reached down to feel the frat’s bulging cock. Blake got closer and whispered in his ear “Lets take this inside”, while grabbing Steven and leading him inside the quiet frat house. (Steven couldn’t help but notice how quiet and empty the frat house was despite it being pledge season.)

Blake had barely closed the door to his room before Steven was on his knees and sucking his cock through the tight Lycra pants. Steven wasted no time before ripping down the pants and in one swift motion taking all 8 inches of the jock’s smooth peachy cock. The feeling of Steven’s warm mouth around his dick made Blake stumble as he rested on the door for support.

“Oh he’s been waiting for this”, Blake thought to himself as he grabbed the young runner’s long black hair and pushing his cock farther down Steven’s mouth, which Steven eagerly sucked with renewed vigor. He looked down to see Steven’s hungry face which brought him over the edge. “Shit dude I’m gonna blow” Blake said as he burst into Steven’s mouth, which he swallowed down to the last drop. Blake then pulled Steven into a long hard kiss as he swiftly pushed him onto the bed. He took of his sweatshirt off to reveal a smooth body with defined pecs and abs. “So here’s how it’s gonna go dude, you’re gonna worship me and then I’m gonna fuck you”, he said as got onto the bed and pulled Steven’s head to his chest. Steven then licked the frat boy’s chest and nipples while reaching around and grabbing Blake’s back with so much force that he thought he had heard a tear. Blake then pushed Steven down on the bed and proceeded to rip off the runner’s tank top and suck his neck working his way down the runner’s less muscular but still impressive form. In one quick motion the frat boy yanked Steven’s shorts to reveal a smaller but thick dick. Blake wasted no time sucking the runner til he came into his mouth, which he spit into his hand and used to lube Steven’s eager hole. It wasn’t long before the ginger pushed his cock into the runner’s tight warm hole. “God I love this fucking hole of yours” Blake said as he continued to pound Steven who was taking it like a champ.

Steven looked up at the hot ginger before spotting a mirror behind them which showed them both in heat. But in the mirror, he also noticed a tear in the back of Blake’s suit, however underneath it looked much darker than the black-haired guy’s skin, which made him curious. He reached behind Blake to feel the tear area which felt warmer than the rest of the now red-flushed ginger.

“Looks like I found another hole to explore” Steven said seductively as the ginger slyly grinned while pounding the runner’s hole. “Maybe you should explore a little more”, Mike said as he wrapped their tongues together in their mouths. Getting harder, Steven began to pull at the soft skin around the frat dude’s back which made the tear reach from his neck down to his peachy ass. He continued pulling the suit around the Ginger’s neck to form a tear down the middle of Blake’s chest.

Behind the tear, Steven could see the dark chocolate skin of a man he had never met. Incredibly, the new man’s torso somehow seemed larger than the Blake suit with even larger pecs and more defined washboard abs. Steven couldn’t help but get more turned on when Blake basically begged him to take the mask off to reveal a gorgeous black guy with perfect lips. In place of the ginger’s wavy red hair was a smooth mocha head that wrinkles and moved as Steven ran his hands over it. The two intently made out.

Steven loved the new guy’s fuller lips that began to worship every inch of his neck. The new guy in his deeper voice began to thrust harder as he said “Fuck man it's so tight, I’m about to come!” right before Steven felt the cock inside of him grow even larger as the Blake suit’s cock ripped to let out the black guys significantly larger cock. The feeling sent Steven over the edge as he began to cum on his and the black guy’s chest right as the new guy unloaded into him what felt like five or six times.

Later as they both laid in bed, Mike took off the rest of the now ripped Blake suit to show off his new “Jamal” suit as Mike liked to call him. Jamal looked somehow taller and bigger than either Mike or Blake. Steven noticed as the old Blake suit’s tears began to seal by themselves, as if the skin were growing back. “Yeah the suits fix themselves thankfully” Jamal motioned to the suit as it looked as good as new. Steven still couldn’t believe that skinsuits like this existed. Still he loved the thought of being able to experience all the hot guys Mike had turned into. “Can’t wait to see the other guys you turn into” Steven said as he pushed a surprised Jamal down on the bed and got on top of him before the two made out once more as they feel asleep in each other’s arms.

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CHAPTER 3: SOMETHING AFOOT

The warm orange glow of the setting sun filled the chemistry lab as Nate worked on his hopefully last experiment of the day. The college junior was lean but muscular and had what most people would consider a handsome face. Though not an outright jock, Nate went to the gym consistently since freshman year. The results were good enough that Nate was liked by most and even managed to win over a few guys. Nate continued to work until he caught the glare coming off the one of the many test tubes that hung around the lab. “Damn it’s late” he thought to himself as he decided to call it a day and head out. He hung up his lab coat and slipped on his backpack before locking the lab up behind him on his way out.

Since there was still some light, Nate took a shortcut through the woods behind the lab to get to the dorms. As he traveled down the quickly darkening trail, he thought he’d heard something rustling the leaves nearby and slowed. He looked around but couldn’t find anything. Convinced it was his imagination, he continued until the rustling got louder and he swore he heard a yell! It sounded like someone was calling out. Thinking someone might be lost or in trouble, Nate got off the trail and followed the sounds until he saw the last thing he expected. Tied to an oak was an almost completely naked guy with his mouth gagged and his hands tied to the tree. Nate was just as surprised to see the naked guy as the guy was to see him. Nate quickly went over and removed the mouth gag to let the guy breathe. The guy breathed heavily as he spoke in a slight but smooth Spanish accent “Oh god, thanks so much man. The frat I was pledging tied me up to see how long I could last in the ‘wild’. Looks like the fuckers just decided to leave me out here.” He kicked the ground in anger then looked back at his savior with a softer expression. “Would you mind untying me?” he said with a pleading look.

Nate agreed and walked around to untie him and was surprised how easy it was to untie him. Nate also noticed as he was untying the guy just how smooth and soft the guy’s tan skin was. “So what should I call my savior?” the smooth latino asked with a strange eagerness. “Nate” he replied while he unwrapped rope “And what should I call the naked guy I found in the woods?” he added with some amusement. The good-looking latino, slightly embarrassed, said “Hell of a way to meet but call me Javier.”

Before Nate could reach out to shake his hand, the un-tied Javier plopped down on the ground in exhaustion, eyes closed. It was at this point that Nate noticed just how good looking he was. The guy’s tan smooth skin, muscular body, and name made Nate think he was Latino. Javier’s body was lean with defined abs and biceps, a fact that was aided by the noticeable sheen of sweat from a day of tree hugging. Javier’s more relaxed pose seemed to have an effect on Nate as he felt his jeans get tighter. He continued to admire the young student’s body until he noticed that his eyes were open and staring back at him with a playful expression.

“Do you like what you see?” he said with a raised eyebrow. When Nate stepped back abruptly and looked ready to contest, the cute Latino raised his hand to stop him. “Listen, since you helped me out, let me help you out with that tied up package. It’s been getting bigger” the smooth tan guy said as he got on his knees and started unzipping Nate’s jeans. Surprised but realizing what this gorgeous guy was offering, he gladly let Javier devour his sizable cock down to the base.

Nate was surprised how cool the guy’s mouth was, but still enjoyed the feeling of being sucked off. He was about to blow when Javier took the cock out of his mouth and, almost as if nothing had happened, walked past Nate to the tree where he had been tied up. The much shorter Javier leaned on the tree and with his back turned to Nate, spread his tight Spanish ass so that Nate could get a good look at the guy’s asshole. “I think this needs some saving too” he said as he motioned for Nate to come closer. Nate, rock hard and wet from the guy’s mouth, stripped before he went over and started tracing the rim of the guy’s incredible ass. He could barely contain himself as Javier pressed his tight Latino ass to his dick and his back to Nate’s body. In one fluid motion, Nate’s dick went inside the Latino’s ass which also felt cooler than he expected but still amazing.

Nate began to fuck the Latino hard against the tree which made Javier moan loud enough for it to echo in the forest. The moans and grunts almost seemed to take an animalistic edge but Nate was too focused on Javier’s hole which seemed to contour perfectly into the shape of his cock. Nate had never experienced anything like this as he pounded harder while wrapping his hands around the Latino’s tight frame, which felt surprisingly soft.

“Shit about to cum dude” Nate said as the Latino’s ass tightened more and Javier said “Cum inside babe” with loud eagerness. That put Nate over the edge as he pumped hard into the Latino’s fine ass right as Nate’s legs gave out and the two fell over onto the ground, dick still in Javier’s hole .

As they finished, Javier turned his body around before Nate pulled his dick out of the Latino’s incredible hole. The Latino lied on top of Nate as the two panted heavily in the now partially moonlit night. “Holy shit that was amazing” Nate said as he ran his hands through the Latino’s soft brown hair. The guy looked back at him with a pleased but still hungry expression saying “You know I think I could use just a bit more.” He pushed his lips to Nate’s and the two began to make out, exploring each every inch of each other. The feeling of making out with the dreamy Latino in front of him somehow filled Nate with even more pleasure even though he was starting to feel somewhat deflated.

The strange feeling began to spread throughout his body until he realized that he couldn’t feel his body! He looked down in horror to see that the lower half of his body looked like the insides were missing, leaving only a clump of skin. He looked up to Javier who continued to make out with him but now his eyes were an unnatural glowing yellow. Those yellow eyes were the last thing he saw before all that was left of him was a skinsuit of his former self.

Once he was sure the skinsuit was ready, a naked Javier held the suit in front of him, inspecting it carefully. When he was satisfied, he spread the now much more flexible mouth and put his small tan foot into the opening. Slowly as he pushed into the suit, he could feel his body growing to fill Nate’s larger more muscular body. Finally, the good looking Latino pulled Nate’s face over his own before a rush of memories washed over him. The now revived “Nate” scanned through the memories.

“Wow this kid’s not half bad. Honors student with connections to the faculty. He’ll be very useful in finding ‘him’.” he said to the now dimly half-moon lit forest. With that in mind, ‘Nate’ gathered his clothes and put them over his new body. “It won’t be long now” he said as he started to head back to the trail.

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Around the same time and in his office, Dr. Markson was grading papers when he suddenly heard the faint alarm. He got up from his chair and rushed to his bottom cabinet and opened a false bottom to fetch a strange controller device. The device was glowing bright yellow as the screen displayed a line of strange looking symbols. Dr. Markson stared intently as his gorgeous looking face paled a bit. It had been a long time since he had seen that warning and while he wasn’t sure which one was after him this time, he knew things were about to get much more dangerous on campus.

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CHAPTER 4: THE MIXUP

Steven looked at the clock with anxiety on his usually young handsome face. While hooking up with a ‘professor’ let you breeze through Literature, it doesn’t save you from the Psychology midterm which Steven was about to characteristically bomb. He exited the lecture hall defeated as he thought of nothing but locating the nearest tall bridge to jump off. He contemplated his short-lived college career when he felt the sudden sharp pain that comes when someone flicks your forehead. He winced as he looked up to find a familiar good-looking black man who towered over him looking down with an amused look on his face.

“Dude, you looked like you were on another planet.” Jamal laughed as he slapped Steven’s back. “At least one of us can laugh. I’m pretty sure I just failed my Psych class” the annoyed Steven said in exasperation. “Whoa man, you really suck at school” Jamal said as he and Steven walked out onto the campus quad. Jamal had meant it as a joke but when he saw the dejected look on Steven’s face, he decided to give him some hope. “Listen, the Psych professor just happens to be a good friend of Dr. Markson. I’m sure if he has a little chat with him there might be a way to save your grade.”

The eyes in Steven’s face lit up with renewed hope before quickly squinting. “And what would ‘Dr. Markson’ want in exchange for such a generous favor?” Steven asked with suspicion. Jamal stretched his arms in such a way that made his shirt rise up, showing off a peek of his dark chocolate washboard abs. Steven couldn’t help but have his attention drawn, a fact that was not lost on Jamal. “Oh I’m sure he’ll think of something that will work for you both” he replied in his rich deep voice and with a smirk. That was all the motivation Steven needed to work hard for this grade as he contemplated his next meeting with Dr. Markson.

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Later that day, Steven hurriedly made his way down the familiar corridor of the Fine Arts Building. ‘Jamal’ and Steven had agreed to meet in his office later that day. However, he had got caught up in track practice and was pretty late. By the time he got to the frosted glass door that read: ‘Dr. Markson PhD.’ the lights were out and Steven cursed himself before he saw a small note taped to the door. He grabbed it and it read: ‘Meet me in the Library Special Records Room.’

Given the late hour, when Steven arrived at the library, he found it empty save a few dedicated students staring furiously at their notes. Being a stranger to the massive repository of books, Steven walk over to the information desk and finding no one, rang the bell. He was surprised when behind the stacks a guy popped out and walked over. The guy was taller than Steven and had a significantly more built body, with a dark greenish-gray shirt that molded nicely to his figure. The guy’s handsome face was complemented with perfectly styled dark-brown hair and tattoos around his wrist. It was rocker meets smart student.

Steven stared a little too long as the guy chuckled and asked with some amusement “So what can I help you with…?” Steven broke out of his trance long enough to catch the nametag on the guy which said “Alex.” “Oh it’s Steven. So um…Alex, I’m looking for the Special Records Room. I’m supposed to meet a friend there for a project. Would you mind pointing the way?” he asked with some obvious embarrassment, to which the librarian responded first with a look of confusion and then a smile. “It’s been a while since someone’s asked about it. Most students haven’t even heard of it. Just follow the staircase and it’ll be at the top floor” Alex answered in a smooth voice that immediately made Steven hard. As Steven walked away he felt the need to look behind him to get one last peek at the gorgeous librarian, who Steven could have sworn winked at him in that moment.

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Though Alex had made it sound easy, it took Steven what seemed like an eternity to find the obscure room on the top floor of the enormous library. He entered through the large double doors that opened into an elegant room stacked from floor to ceiling with books held by gilded shelves. To Steven, who had hardly ever been to the library, let alone this room, it seemed like something straight out of a period drama. He walked around in awe before realizing that Dr. Markson was nowhere to be found. Steven had almost given up when he heard something coming from the far corner of the library. The sound seemed out of place, so he went to check it out. When he reached the stacks closest to the sound, Steven spotted someone he hadn’t met before.

There in the corner of the library Steven saw a guy sitting on the floor with his back to the stacks, half-naked and jerking off. The guy seemed to be really into it as Steven thought. “Probably a freshman with one too many roommates” he chuckled to himself while admiring guy’s caramel skin and lean figure To Steven’s amusement, the muscular man was making good use of his massive cock. He could tell the guy was nearing when he accidentally knocked over a book from the stack, much to the surprise of the freshman as he climaxed all over his lean chest and some of the nearby books while looking around.

“Oh shit! Sorry I thought no one came here this late” the freshman said as he hastily tried to hide his erection and struggled while looking for his shirt. Steven spotted the shirt near where he dropped the book and grabbed it to hand to the freshman. As he handed it to him he noticed the vintage gay magazine that the freshman had been jerking off to before he showed up. “Looks like someone’s old school”, he gestured as the freshman’s glance moved from Steven’s tight runner build to his porno mag lying on the library floor. Steven could tell the freshman was trying to come up with some excuse before he sighed in defeat. “Yeah, I couldn’t help myself. I came here a while back and realized the school kept all the good stuff here. And when I noticed no one ever came in here…”, “You decided to let loose” Steven finished as the freshman said nothing but smiled, slightly embarrassed.

Steven sat down next to him and grabbed the porno mag, flipping through the pages. “Oh wow you have good taste” Steven said as he could feel his own cock growing in the tight running shorts, a fact that was not lost on the young freshman starting with surprise and keen interest. Noticing the attention he was getting, Steven decided to taunt him by pulling out his sizable cock and slowing jacking off to a black and white picture of a muscle bear in nothing but leather straps. From the corner of his eye, Steven noticed the freshman slip on a beanie hat and jump over the railing as if to leave, however he was really looking around to see who was in the library. Steven glanced back but knew . . . it was empty.

Steven turned and watched the muscular asian man slowly climb back over the shelf railing. His muscles shifted and his large feet spread out over the hard floor as he approached Steven. He smirked as he began to once again jerk off, except this time he stared at Steven’s cock while slightly lowering his black sweatpants, revealing his smooth caramel cock while taunting him with the upper crack of his bubble butt. The two continued like this til suddenly the freshman went down on Steven and began to expertly suck his cock from head to base. The freshman’s warm mouth felt amazing to Steven as he ran his hands through his soft black hair, watching his smooth lips and cheeks stretch.

Steven began to remove his tight compression shirt to reveal his lean muscled chest to an increasingly eager freshman. As the freshman brought Steven near his tipping point, in one motion, Steven turned the freshman around to that his ass was right in Steven’s face, where he pulled the sweatpants off to reveal a nice bubble butt. He was surprised to find that the freshman’s hole was already filled with something, though he could only see the end of it. He turned to the freshman, who has resumed sucking Steven off.

“Woah, dude goes all out in the library” Steven laughed. The freshman pulled his mouth out to say while panting “Oh that goes with me…” the freshman stopped and moaned as Steven began to pull it out, revealing a sizable butt plug and a now eager twitching hole. Impressed, Steven wasted no time in rimming the freshman’s hole before thrusting his tongue in, much to the pleasure of the freshman who had resumed deep throating him. The two pleasured each other until Steven came in the freshman’s mouth, who drank almost every drop.

Now naked and lying on the library floor, Steven looked in awe as the cute freshman turned around and looking at him point blank in the eye, lowered himself onto Steven’s still throbbing cock. The feeling sent a wave of pleasure through Steven as he could feel the freshman’s tight hole perfectly wrap around his dick. The freshman was now panting and sweating hard as he eagerly rode Steven’s cock. Steven then pulled himself up so that both were now at eye level and began to take command as he thrust into the freshman harder than before. The freshman loved it as he wrapped his arms and legs around Steven and began to make out with him. As he was making out, Steven noticed that the freshman’s lips seemed to make a snapping sound when he pulled on them, almost like they were snapping back into place. He thought he had gone crazy when he decided to do it again, except this time, when he pulled, he could clearly see another face beneath with stubble. The realization hit Steven like a ton of bricks as he continued to pound with a knowing look.

“So when were you gonna tell me?” Steven said between thrusts. The freshman looked confused as he said “What are you talking about?” Steven ignored the question and instead pulled at the cute freshman’s lips and pulled hard until the lower part of the skinsuit mask ripped off along with some of the freshmen neck and chest. Suddenly the freshman’s body grew as the rips spread down his defined abs and back, revealing a familiar more muscular body underneath, though sweatier than usual. The suit began to rip everywhere as a different much larger body grew within. Steven grabbed the freshman’s still in tact bubble butt and pulled on it until it ripped, revealing Dr. Markson’s perfect ass.

Now revealed, Mike continued to furiously make out with Steven while riding his cock harder than before. The reveal and furious fucking brought Steven over the edge as he burst inside while Mike unloaded his own cock all over Steven’s chest and abs. The two rode the wave of ecstasy til Mike pulled out of Steven and the two laid side by side on the library floor for what seemed like forever.

“So now you can fit into someone half your size?” Steven asked half mockingly and half impressed. “Didn’t see that one coming did you?” Mike said with a smirk that oozed satisfaction. Rather than indulge him, Steven merely looked over to the ripped skinsuit that had once been the freshman. He marveled as the skinsuit once again resealed. Keenly aware of Steven’s interest, Mike asked “Wanna try it out?” To which Steven furiously nodded as if he was a four year old being asked if he wanted ice cream. Steven wasted no time picking up the suit before realizing the chest and back openings had already sealed. He looked over to the muscular professor and asked “So how do I get in?”

Mike slowly approached til his body touched Steven’s back, which felt amazing as Mike showed him how to stretch the suit from the mouth and put his feet in. He started one foot at a time, stretching the empty smooth face open until it wrinkled to the point where it was unrecognizable. As he pulled the tight, smooth, tan skinsuit over his body, Steven noticed that the parts of his body that were fully in the suit seemed to shrink to fit every inch of his body. He felt like it was a part of him! He especially loved the feeling of having the freshman’s smooth dick which grew to its full size quickly. Finally, all that remained was Steven’s head as he began to pull the cute freshman’s face over his own. Once it was in place, the freshman’s memories and personality washed over Steven instantly. The feeling seemed overwhelming before it stopped as suddenly as it began. He opened his eyes and was now looking up at Mike who seemed taller than before. Steven then looked himself over and admired his new tight body, which made him harder than ever. One thing he noticed with this body is that the freshman was always horny! His asshole twitched as if it were missing something. Now he understood why he had been sporting a buttplug earlier. He looked eagerly at Mike as he licked his lips and played the part of the horny freshman over and over again.

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CHAPTER 5: GAMES

As promised, Dr. Markson had managed to convince the psych professor to give Steven another chance. However, to Steven’s surprise and annoyance, he would have to take night tutoring with one of the psych professors TAs. So when the night came to start his new tutoring with the TA, Steven, wearing the freshman suit that Mike had let him keep, was of course riding Blake’s peachy cock in the frat boy’s room.

In the heat of the moment, Steven furiously made out with the hunky ginger as his smooth caramel cock seemed ready to explode. Steven could feel Blake’s body shutter as he unloaded into him while he began jerking off to cum. But Blake stopped him much to the horny freshman’s protests. Blake told him in his usual and often condescending frat voice ‘Dude you gonna be late. TA’s probably already waiting for ya’ before pulling out of Steven’s hole and slapping his ass. Steven, horny but also remembering this hunky frat boy was also the prof who’s saving his hide, relented and rushed to put on the tank top and sweatpants that the freshman normally wore. Before Blake could point it out, the still freshman-looking Steven ran with the speed of a track star out of the frat house and towards the library.

As he lay on the bed, Blake thought to run after him but thought it might be more fun to let him find out on his own. So the still naked frat boy reached his around his tight broad shoulders to find the small flap at the base of the neck. With a slight grunt he pulled the flap which became a small tear that began to spread down his sculpted back and down his chest and abs. Underneath the peachy skin was paler and hairier skin of a handsome bearded man. As the man pulled the skin down his toes curled as he enjoyed the release of pulling out of a suit. It wasn’t long before what was left of Blake was lying on the floor crumpled up.

The bearded guy stretched and looked at himself in the mirror with a knowing look as he contemplated the alarm he had received a few days ago on his strange device. He considered the fact that nothing unusual had happened on campus and that none of the student’s showed any significant changes. Usually when one of ‘them’ shows up people start disappearing. “Still though, it might be too early to know” the now serious looking bearded man thought as his phone buzzed to let him know that it was time to meet up at the gym. The man got up and looked around for the Blake suit but when he spotted the Jamal suit changed his mind. It wasn’t long before the bearded man was pulling the black guy’s perfect face over his own and adjusting the suit before heading out.

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Now more familiar with the library, Steven ran up the staircase to the Special Records Room where Mike had told him he’d be meeting the TA. Mike had been sparse on the details other than they’d meet in the same room as before. When he entered into the stacks, he noticed it was empty save for a familiar face in the far table of the room. He immediately recognized the TA as the librarian from before. “Alex!” he shouted to the startled librarian as he turned with a look of confusion.

“I’m sorry have we met?” the confused librarian said as Steven realized that he was still in the freshman suit.

“Crap of course he doesn’t know me. He’s never seen this guy in his life!” Steven thought to himself as he approached the good-looking librarian who today sported a stylist gray shirt that hugged his frame while a black pair of tight black jeans showed every curve of the man’s powerful legs. “Oh, I was told I’d be meeting an Alex here for tutoring and since no one else was around I thought it might be you” Steven said as Alex’s handsome face softened into a smile that nearly made Steven wanna melt. “Oh so you’re Steven. No worries. Didn’t realize my student would look so young. Thought you’d be a junior” he laughed while gesturing for Steven to sit at the table. The two talked and got to know each other as Alex ran Steven through the lesson plan. Though he had a cursory understanding of what the handsome man said to him, being in the horny freshman’s body, Steven could barely contain his erection at the sight of Alex. By the time the first lesson had ended, Steven quickly thanked the man and ran off into one of the bathrooms to furiously jerk off.

As there was no way to explain to Alex the Steven was actually the guy inside the freshman, over the next few weeks of tutoring, it became a regular routine to change into the freshman skinsuit and meet with the TA. Sometimes to keep up the charade, Steven even went to his lectures as the sexy freshman. His attraction to the good-looking TA only got stronger as they got more comfortable with each other. Sometimes Steven would sneak glances at the TA while he was explaining something. The TA seemed not to notice but did sit closer to Steven than before, with their shoulders occasionally brushing. On one occasion, while Steven was writing something in his notebook when he caught the TA checking him out.

So from then on, Steven would make it a point to show up to the tutoring sessions in only his tank top and tight running shorts, which would always catch the attention of the good-looking TA. Through their many conversations, Steven eventually learned that Alex actually lived close to the dorms. So Steven had offered the TA to move their sessions to his dorm room, which the TA happily accepted. While Steven did care about saving the TA some walking time, he was also curious to see how far they could get in the privacy of his single dorm.

On the day of their next session, Steven had cleaned up his normally messy room and set up his desk to seat two. However, to truly test the TA, after he had put on the freshman suit, he had decided to only put on his shortest running shorts, leaving his smooth caramel body exposed. It wasn’t long before Steven heard a knock on the door and opened it to reveal the TA in a now less formal black workout attire. The TA was caught off-guard when he saw the mostly-naked freshman who had opened his door. “Woah. Did I catch you right out of bed?” asked Alex. “Um no. I always dress like this in my room. Hope it’s cool” Steven said nonchalantly. “Um...no it’s...it’s cool” the TA said as he quickly walked into the dorm room and closing the door behind him, almost as if trying to hide his being here. The TA dropped his backpack next to the desk and the two sat across from each other as the tutoring lesson began.

Steven was almost through one of the TA’s increasingly easier worksheets when he hit a wall, so he called over the TA to help him with it. Alex got up and behind Steven to run him through the problem. Steven couldn’t help but love the feeling of Alex’s body pressing onto his as the TA’s arms almost wrapped around his shoulders. As he explained, the TA reached over the table to grab a bottle of water, and that’s when Steven could feel the bulge coming from the TA’s black running tights. His own shorts tented with the closeness he felt.

Unable to resist any longer, Steven turned his head around and began to wrap his mouth around the bulge through the sweatpants. The TA jumped back in surprise as Steven got up from his chair and faced the handsome man. “What do you think you’re doing?” asked Alex in an unconvincing tone of anger.

Steven smirked, “Nothing you don’t want.” He got up slowly seeing the TA’s look of hesitation on his face. “Like I haven’t been noticing the way you look at me every time we meet,” Steven said as he approached the reluctant TA who backed up until the edge of the freshman’s bed stopped him. Unable to move farther away, the freshman cut the distance between the two til their bodies were pressing on each other. Steven and Alex said nothing as he massaged the TA’s dick through the fabric of the sweatpants. Still trying to preserve the delicate line between teacher-student. Alex mumbled, “We can’t do this. If someone finds out…” His last attempt to save face melted as Steven pushed him down on the bed before pulling his sweatpants down. He slowly lowered his body over the TA and kissed him. With a snap of his lips and a wicked smile, he came down on the man and began to suck his large cock!

“Fuuuck…” Alex moaned out as the freshman expertly trailed his tongue up and down. As enjoyable as it was for Alex, Steven loved the feeling of having something this big inside his mouth, though he was surprised how cool the dick was. For the TA’s part, the freshman’s warm mouth and body were irresistible as he pulled up the small freshman and now face to face, began to furiously make out. He ran his large cool hands up and down the freshmans tight body until he found the freshman’s tight shorts and grabbed his ass tightly through the shorts.

In a sudden motion, Alex pulled Steven down on the bed and proceeded to rip the freshman’s shorts down to reveal his thick caramel cock. Steven moaned as he could feel the TA’s cool tongue explore his eager hole. Steven then switched so that he face Alex’s cock and began sucking it while Alex continued to pleasure his hole. He was about to cum when he pulled away from Alex’s mouth and said “Hold on. I think it’s time you gave this hole a proper lesson” while he got on all fours and proceeded to taunt the TA who at this point was incredibly hard.

Alex removed his t-shirt and sweatpants to reveal a lean smooth tight muscular body. At least in this form, Alex was super hot to Steven and it showed as he subconsciously raised his ass towards the TA’s hard member. It didn’t take long before Alex closed the gap between them and, with some resistance, managed to push his whole dick into the freshman’s warm hole. The feeling overwhelmed Steven as he could feel the cool cock completely fill him up. The grinding got more intense as Steven felt a tear around his asshole as the TA’s continued to pound him. Thankfully for Steven, Alex didn’t seem to notice but did have a more serious face than before.

“Fuck man turn over” the handsome TA said as Steven obliged. As they faced each other now, Alex fucked Steven harder and brought him into a hard kiss. The two kept making out even as Steven realized that the suit was ripping farther up his back, revealing his pale sweaty skin. In the moment, Steven spread his hands and squeezed the TA’s firm pecs, which oddly felt like they were sliding over muscles, rather than being attached. Before Steven could react, the TA grabbed his hands and pinned him while he furiously made out with him, which caused his suit around his wrists and arms to slide and wrinkle down towards his hands as his chest to begin to rip apart.

“What’s this?” asked the TA with a look of amusement as he brought his cool hands down to the now revealed pale skin underneath. He pushed his hands under the suit and began exploring the real Steven, who despite the situation was still horny due to the horny suit’s personality.

“I can explain!” he tried to say before the TA brought his finger to Steven’s mouth.

“Let me guess. This . . “ He said as he reached up and stretched the corner of Stevens face, “is a bodysuit and you’ve been posing as him this whole time?” Alex said casually, like he hadn’t just seen his student transform right before him. Steven was flabbergasted and speechless even as the TA continued to peel away the rest of the suit to reveal the thinner college track runner, though sweatier than usual.

“Well I gotta be honest. This is the hottest thing I’ve seen in awhile,” he said as the TA began to suck Steven’s pale cock and it wasn’t long before the TA got on top of Steven and led the throbbing cock to his hole. Steven could barely contain himself when he felt his cock penetrating the TA’s tight ass until it was entirely inside. Though cooler than he expected, he loved the way the TA’s hole molded perfectly to his ass. It felt incredible even as Steven began to pound the TA who seemed to love the warmth and fullness of his cock.

“How can you be so okay with this?” Steven asked between pants as they continued to fuck. Alex said nothing, just looked down at Steven with a smirk before rolling his eyes back and taking a deep breath. He rolled his neck as if to relax, little wrinkles formed around his neck and he moved in a way . . . that seemed off. The TA continued to pulse his ass over Steven’s cock, every muscle shifting with each movement. He let out a low growl as he reached up to the back of his head just as Steven began to moan with pleasure.

“Because Steven . . . . I play the same . . . ,” there was a meaty rip and a cracking noise as his face tightened as he massaged his scalp, “GAME!” He said at last before digging his fingers into his forehead and began to pull his face down just as he cam, blowing a bright blue load all over Stevens chest!

As he pulled his handsome features down with one hand, his body began to tighten and grow. There was a stretching sound as the skin began to wrinkle and tighten all over his now growing body. His large feet curled and pushed within his tight boots before stretching and tearing apart revealing sharp claws! The face wrinkled and fell down in his grip, revealing red reptilian features beneath! His muscles shifted and bulged as the skin began to slough off, revealing red scales. He raised his other hand not holding his once handsome face, which still looked human, in front of him just as black claws began to push through the human glove-like flesh. His chest ripped apart as he shifted his shoulder blades back, his abs sagged and began to fall away in large pieces. The skin on the TA’s back stretched until a large tear formed down the middle and ending at his ass crack where Steven heard a rip as a sharp red tail popped out. These bits of skin fell on top of Steven just as he blew a huge load, both in ecstasy and fear, inside the creature while simultaneously screaming in terror.

Steven quickly tried to pull out before the creature pinned both his hands down with a single strong arm. “And where do you think you’re going?” he said in a deeper almost animalistic voice. Steven tried to resist as he once again saw the bright yellows eyes draw closer to his. “Oh, you and I have a lot to talk about.” It said with a devilish smirk; “Like for starters who gave you that suit and where I can find him.” He sneered at Steven, coming in close before licking the side of Steven’s face with a now inhumanly long tongue. Steven tried to protest as he felt the long tongue invade his mouth while the bright eyes paralyzed him. It wasn’t long before he could feel his warm body sink as his vision blurred and the room went dark.

CHAPTER 6: REVELATIONS

It was a quiet night at the Frat House when Blake awoke suddenly in his room. He looked around the dark messy room and spotted a bright yellow light coming from the strange device he had kept hidden in his office. Reluctantly, Blake pulled the sheets off himself to reveal the bare body of a solidly built jock with smooth peachy skin. Though he usually didn’t sleep in this form, Blake kept it on when he stayed in the frat house in case someone barged in. He got out of bed and walked over to the bright spot where the device was flashing. The jock brought the device close to his face to read the strange symbols rolling across the small screen. Blake froze when he realized that the device was giving him a proximity alert. Whatever had activated the alarm seemed to be close by and according to the tracker, seemed to be right near his office! Blake rushed to his pile of messy laundry to pull out a gray t shirt and sweatpants.

He quickly slide the clothes on before grabbing the strange device and opening the bedroom window so he didn’t wake the whole house. With an almost inhuman force, Blake leapt out of his bedroom window and landed a full story on the ground. Wasting no time the hot redhead barreled down the dimly lit street towards the campus. When Blake reached the campus building, he entered through the large double oak doors which led to the hallway housing his office. From the other end of the hallway, Blake immediately noticed that his office door was slightly open, which prompted him to proceed with caution so as not to give himself away. As he neared the dark office, Blake could make out the rough outline of a person through the frosted glass of the door. He heard papers shuffling and cabinets opening, almost as if whoever was there was looking for something.

Blake decided he would confront whoever was sneaking around his office head on. He burst through the door and turned on the lights to reveal an all too familiar pale skinned freshman. “What the fuck are you doing here this late?” asked the bewildered but relieved frat boy. Steven looked surprised but then said “Ah sorry…I spent all day studying with that psych TA and was looking for your stash. Clearly memory isn’t my strong suit” he said with a fatigued smile. Blake looked at him with an eye of suspicion but otherwise didn’t see anything out of the ordinary.

“Dude…you know you can’t just barge in here and grab shit.” said the hot jock as he looked over the lean freshman’s body with both annoyance and attraction. For his part, the freshman had perfected the art of the puppy dog look on his younger looking face as he looked back at Blake. Unable to resist the cute but pitiful look, the Professor/Jock walked over to the lowest cabinet in the desk to pull his blunts out of the false bottom. Just as he was about to reach for them a thought came to him, “Hey Steven have you seen anyone else here tonight? Like did you run into anyone on the way here?”

The freshman thought for a second and said, “Nope. Haven’t run into anyone since I left the dorm. Makes sense at this hour.” Blake considered and decided that the alert was probably a fluke. He hadn’t sensed anything out of place when he stepped in. So he finished grabbing the two blunts and closed the cabinet. When he got up he saw the eager face of the freshman who was looking at him intently with those deep hazel eyes. The freshman seductively took one of the blunt and lit it up before Blake could even react. He let the smoke cascade out of his perfect lips, making him look almost sinister.

“Dude we can’t do it here. It took me forever to get rid of the smell last time.” The freshman thought and suddenly his face turned mischievous, like he was planning something.

“Hmmm. Well I have a place in mind. I actually wanted to take you there anyway. I have a surprise waiting for you there.” Blake raised an eyebrow, “What kind of surprise exactly?” The freshman didn’t answer but walked right up to the much taller jock and nuzzled his neck while pressing his lean body against the wall of muscle. Blake moaned slightly as the freshman dug his hand under the jock’s sweatpants and gently massaged his sizeable balls. “Oh I think it’s a surprise you're gonna love” he whispered.

The two wasted no time and headed out towards the Chem building. While Blake as the professor had been there countless times, he was surprised that Steven was so familiar with it. The two walked into the large atrium with high glass ceilings and an elevator that led up to the roof of the building. The building let in a ton of light and was made of stone and steel, accented by gardens and large crystal blue fountains. When they got into the elevator, Steven pressed the button for the roof level and then turned around to face Blake with an eager almost animalistic look on his face. Almost no time had passed before the two were smacking lips and feeling each other up as the elevator made its trip up. By the time the elevator had reached the roof level, the two had already discarded their shirts and were exploring every inch of their mouths. They stepped onto the roof which had a row of study desks and chairs that overlooked the glass ceiling of the atrium and on the other side a full view of the campus. The two settled on one of the long desks as Steven unexpectedly pushed the large jock with ease onto the table. He made out with the jock once more before crouching down to get a good view of Blake’s huge bulge in his sweatpants that look ready to burst. Licking his lips, the freshman pulled the sweatpants down and felt the massive cock smack his face. Steven licked the large member with a ferocity that Blake hadn’t seen before in the freshman.

“Someone’s super eager tonight” said the jock as he pulled Steven’s eager mouth away from his cock before pushing it down all the way to the base, which caused the freshman’s face to turn red as he choked from the large member. Blake was surprised by how cool the mouth felt, but was too distracted by the the back of Steven’s throat. Blake let go of the freshman’s head to let him recover. The freshman panted while he looked up at Blake with the same lust in his eyes as before. “Hey, why don’t you show me your true form. I wanna get a taste of that hairy beefcake” said the freshman as he whipped out his cock and began to jerk off at the sight of the ginger jock.

Blake didn’t need much convincing before he pulled the young freshman to him and brought their lips back together. When he broke it Blake said, “Sure thing but you’re gonna have to pull it off of me” he said as he he licked his lips. Blake turned his back to the freshman and gestured him to get closer. “I don’t think I need to show you how to take it off by now” he chuckled as the freshman felt up powerful back muscles of the jock.

By the time he had reached the flap where the suit unsealed, Blake’s cock was raging hard as he could feel the coolness of the air touch his body through the opening that was forming around his neck. It wasn’t long before the freshman was peeling the suit down the back to reveal the bearded man’s paler back. The more of the suit was pulled away the more intently the freshman pulled at the suit, to the point he began to rip the suit as fast as he could. In the end all that remained of the handsome jock was torn pieces of pale skin lying all over the roof. Blake’s handsome face was all that remained as the freshman pulled at the face with his teeth til it stretched and ripped to reveal the long wavy black hair of the bearded man.

The freshman looked over the new man with his even bigger bulging muscles which were covered in a layer of thick black hair. The freshman pressed himself against Mike as he worshiped the new man in front of him. Mike loved the way the freshman was working him over until finally he couldn’t take it and grabbed Steven and in one motion turned him over so his back was on the table and his eager hole next to Mike’s impressive cock.

“Hope you’re ready cause I don’t think I can stop myself.” the bearded man said with a deep grunt as he began penetrating the tight ass before him. Steven for his part merely panted as he felt the large cock dig deep into his hole. Before long Mike was pounding the young freshman who took it with eagerness as he cried out in ecstacy. Mike also noticed the freshman’s smooth skin beginning to shine with sweat, which turned him on as he worked harder before Steven wrapped his legs around Mike’s torso, hugging his ass with surprising force. In the heat of the moment, Mike noticed the freshman was saying something between breaths . . . no, laughs!

“Hey do you wanna see a real surprise?” Half confused but half turned on, Mike asked “What could be more surprising than the horny monster in front of me?” Steven answered in a twisted smile that Mike hadn’t seen on him before “Take a look who’s on the roof.”

Mike looked over to the glass atrium roof and didn’t notice anything till suddenly he made out a sight that stopped him cold. At the middle of the glass roof was a horrified Steven, lying on the roof with his hands tied and his mouth gagged. Before he could look back down at the freshmen he felt a sharp pain in his stomach.

With an almost inhuman speed, Mike freed himself from the freshmen’s strong grip and jumped back. From Mike’s point of view the young freshman looked the same except for the long black claws that were coming out of where his hand should have been. He looked down to see a trail of blue blood begin to come out of the spot where the freshman had stabbed him. “Who the hell are you and what have you done with Steven?!”

The freshman looked at Mike with an inhuman smile as he stood up, blood still dripping from the claws. The freshman’s soft voice was replaced with a deep gritty voice as he looked at the bleeding man with amusement “What are you talking about? It’s me Steven.” he laughed as he licked the blood off his claw “The real question is who are you? You really think I wouldn’t have found you even with these disgusting human disguises.” With inhuman speed, the freshman had pounced on Mike but was too slow as the large man mostly dodged him save for the large cut down his chest. The cut revealed a dark scaly skin underneath.

“I see you haven’t changed U’ido. Still trying to get back at me for the failed colony.” Mike said as he assessed the situation and considered his options, which were complicated by Steven. The freshman scowled as he looked at Mike with disgust “It wouldn’t have failed if you hadn’t ruined the mission protecting these disgusting creatures U’ykato!” Mike looked defiantly at the freshman as he said “All you cared about was adding another world to your trophy collection. It’s not our world to destroy!”

“You think just because you fucked a few of them that they are anything special? You let them blind you and steer you from your purpose!” With that the still human looking U’ido leapt again to attack Mike but this time the bearded man was able to grab U’ido’s neck and pin him down. However, with a ripping noise, the freshman’s back split open to reveal a large spear like red tail that sliced the side of Mike’s human suit, revealing more of the scaly skin. Mike leapt back as the freshman brought his large red tail to his face, tasting Mike’s blood with a satisfaction. He stepped closer with a dangerous look on his face, but then stopped as if he had just realized he had forgotten something.

“Where are my manners? Perhaps we should get a little more comfortable.” He stepped into the sunlit part of the roof with a menacing smile stretched on the imposters face. Mike and Steven looked on in horror as the freshman’s once lean body began to grow in size! His muscles shifted and bulged beneath the smooth skin as his body grew with a rubbery stretching noise. The suite became tight around his now bodybuilder-like body, straining from the pressure as he let out a deep guttural roar.

The clearly inhuman Steven imposters socks spread out wide on the floor before tearing apart, revealing large clawed red dinosaur-like feet. His once smooth chest ripped to reveal a huge pecs and abs covered in red scales. Steven saw this creature shed the TA disguise before he was tied up, but it hadn’t been this size. Hell the alien looked almost 7 feet tall. The imposters human mask was almost unrecognizable as he dug his claw under the tight mask and stretched it away from his true face beneath. With the last of the human skin falling away from its massive body, Steven looked on in fear as the alien crouched down as if to pounce at Mike.

With inhuman speed, Mike ran up to the creature and threw a haymaker square in the creature’s chest with enough force to send the red alien flying across the roof. Steven looked back in disbelief at the still mostly human looking Mike holding his ground against the much larger red reptilian alien.

With U’ido knocked on the other side of the roof, Mike crouched down and jumped inhumanly high to where the terrified Steven was on the roof. He quickly untied and ungagged an almost hysterical Steven who said, “What..what was that thing? I thought it was the TA but then he turned into tha..tha..that monster. It took out a suit that looked like me then…” Steven stopped when he saw the gash on Mike’s stomach and looked at the torn skin on his forearm. He fell back on his ass and screamed “Wait?! Are you one of those things?! Are you gonna kill me?! Please! I promise I won’t tell anyone!” Steven pleaded as he tried to run away. Mike pulled the still shaken Steven into a tight embrace. “Steven. I promise I can explain everything but right now I need you to trust me. I’m here to protect you.”

In the familiar warmth of that tight embrace, Steven calmed down until Mike pulled away and proceeded to pull out a small pointed device from the remnants of his clothes. “What...what is that?” asked Steven as Mike brought the small device to life in a warm orange glow and aimed it as if it were a gun. “It may be our only way to beat U’ido. But, Steven you need to get away as far…”

Suddenly, Mike was tackled by a large red creature with enough force to send Steven flying. Mike and Steven looked up at the large muscular alien with red scales covering it’s full body. His dark red eyes glowed with fury as he tried to punch Mike with so much force that it left a large spider web across the thick roof glass. Mike had been quick enough so that the blow missed his head but instead hit his shoulder with enough force to crack his shoulder and rip the suit right off the left side of his chest and arm, exposing more of the larger scaly alien.

Mike screamed from the pain as U’ido pulled him up by the neck with ease “Worrying about your muse while I’m still here U’ykato. I’ll teach you to not make that mistake. But first…” The red alien pulled out his long claws and with inhuman speed, he sliced a long black line down Mike’s muscular tan human suit down to his naked ass. Then he grabbed a fist full of mike’s other shoulder and part of his chest and pulled at the suit. It came off in one big rubbery piece in the massive creatures hands revealing a naked black scaled muscular reptilian body beneath. Mike’s body was similar to the red creature but was smaller than the towering red alien. With a low dry laugh the red creature reached up to Mike’s now wrinkled distorted human face and pulled it away with a snapping noise before letting it fall to the floor with a slap. Steven stared at it with wide eyes before looking back up at the back of the bald reptilian head as the creature struggled weakly in the mammoths grasp.

“Now I won’t have that pesky suit. It’s a shame though…” he said as he faced the now exposed U’ido’s face and pulled out a sharp looking tongue before licking it across the black alien’s face, forming a small cut on his cheek as he swiped it across “I always thought you’d come to see it my way.” All that was left was the naked human looking ass, legs and feet of Mike’s human suit. It struggled to breathe as he croaked out, “I’ll never submit to you. I’d rather die!” U’ido scowled before his mouth twisted in a hideous smile that revealed the alien’s sharp teeth. “Oh don’t worry, I plan to. But first I’ll take care of your precious human…”

Before U’ido could finish, a bright flash of orange appeared as the red giant roared with pain as he let go of Mike who fell to the floor gasping for air. When Mike looked up he could see U’ido take took two steps forward before collapsing onto the glass roof.

Behind him, Mike saw Steven who was holding the strange pointed device from earlier. Mike could clearly see the look of shock and terror from what he had just seen. Hesitantly, Steven moved towards the black alien who moments ago had been the hot bearded man he has had sex with many times before, who he had known for almost a year. Steven looked down at Mike in his true form which looked similar to a human’s but for the black scales that covered his smooth body. Steven breathed deeply before looking down at the hole that U’ido had left in Mike’s chest with a lot of dark blue liquid coming out.

“I didn’t know what to do. I saw he was about to kill you and without thinking I shot. But Now you’re bleeding and...and” Steven said as tears started to roll down his eyes.

Mike grunted while he pulled in Steven so that they were face to face. While Mikes face was now scaly and black as coal, Steven could still recognize those disarming and distinct green eyes; eyes which shone with both pain and relief. “No you did the right thing. It looks worse than is. It was only a matter of time before one of us had to go down.”

“But Mike, is it really you? I mean I know you wore lots of suits but I never thought I was making out with an alien. My friends would never believe it.” They both laughed as Steven grabbed his shirt and applied pressure to Mike’s wound.

Mike winced, or to be more precise hissed at the touch. “Steven... I hope you know that I never once meant to hurt you. It was necessary for me to hide myself from others. But...” He trailed off, “I couldn’t stay away from you.”

To that the young student said nothing but met face to face with the alien before exchanging a deep sensual kiss that surprised Steven with how cool and long the alien’s tongue was. The two stayed like this until suddenly Mike heard a crack like broken bones and Stevens eyes went wide. Looking down he saw the terrible sight.

On the right side of Steven’s Chest was a red spear sticking out with blood beginning to flow down the young student’s bare chest. Mike looked in horror as the spear disappeared back into Steven’s chest. U’ido pulled his tail out of Steven which made Steven fly across the glass roof. He landed with a thud in the distance.

“You were a fool to let yourself fall to the depth of these humans. That kids aim is horrible!” U’ido growled in a deep gravely voice. U’ido’s large alien body still towered over the small but still impressive black scaled alien. “But playtime is over and I’m going to make sure you never...” U’ido was interrupted by the thunderous shrieking of the black alien who had in one quick motion bolted up, raced to U’ido, and locked shoulders with the red alien before pulling out his own long black lizard tail with the aim of piercing his head. However, the tail was deflected by the U’ido’s red spear shaped one. Mike slide back, black claws emerging from his human looking feat, and his ass torn open for the tail.

In a voice of animalistic rage Mike growled “You monster! I’ll see to it to it you never see the light of day!!!” U’ido stood his ground and began to push Mike back as the Black alien went from attacking to protecting his already injured body. Mike cursed himself as U’ido’s sharp claws and tail were slicing him bit by bit. As he got the upper hand, U’ido’s expression changed from one of surprised to satisfied. “You might have surprised me with that burst but you and I know you’ve never been able to beat me. This. Ends. Here.”

Mike could tell from the bleeding on his arms and legs that he wouldn’t last much longer like this. It was then that U’ido got through his defenses and punched Mike with enough forced to push him across the glass roof. He could barely lift himself up as he saw the red alien slowly approach. With the walls closing in, Mike finally noticed it. Just below the left pec of U’ido’s armor-like body was a deep gash where a steady trickle of blood was flowing down his body. As he looked to see the trail of blood the red alien was leaving in the heavily shattered roof of the chem lab. Steven had managed to make his mark.

It was then that Mike made his last fateful gamble. In almost no time, Mike used his tail to throw one of the glass shards at the red alien’s deep gash which hit causing the alien to roar with pain. Mike leapt into the air and was almost on top of U’ido when the red tail expectantly came to block him, only for Mike to land directly on the glass roof with enough force to collapse the whole roof. U’ido and Mike both went all the way down in a monstrous crash before silence filled the whole building.

CHAPTER 7: HAPPINESS

The warm yellow glow of the afternoon sun filled the bedroom as Steven stirred awake. Steven groggily opened his eyes to reveal the familiar messy bedroom of a certain frat boy. As he got up to get a better look, he was surprised by how much heavier he felt. It was then that he realized that something was different with him. His whole body felt bigger and more muscular. It wasn’t until he looked at the mirror across the bed that he realized that he was sporting Jamal’s muscular body.

“What the fuck?” Steven said in Jamal’s sexy baritone. The question caused the jock sleeping across the bed to suddenly awake with a shudder. Steven has been so sleepy he’d barely realized that the young jock had been there with him that whole time. Steven eyed Blake carefully as he came too and was surprised when his eyes went wide with surprise and relief.

“Steven! Oh thank the gods!” Steven didn’t have time to respond before he found himself engulfed in Blake’s warm embrace. The two stayed like that for what seemed to Steven like hours, he even swore he heard Blake crying. When Blake broke the embrace, he held both Steven’s shoulders and looked him up and down as if he were looking for a stain on a shirt. “How do you feel? Anything that hurts or seems out of place?” Asked Blake with a seriousness that felt a little out of character.

“Can’t say that anything’s hurting. Out of place would be this skinsuit I’m wearing. I’d probably be more comfortable if I…” As Steven reached for his neck to find the small tear of the suit his hand was stopped by Blake.

“No you can’t!!! I mean…I think you should wait till you hear what I have to say.” Blake looked like he was about to have a mental break. A startled Steven looked at Blake half expecting a “gotcha” moment, but when no witty response was forthcoming, he looked at Blake with concern.The pale muscle jock took a deep breath before asking. “Steven. Do you remember what happened on the roof? What you saw?”

For a second, Steven looked at him confused before it slowly began to trickle in. He had been kidnapped by his TA and taken to the chem building roof. Except that his TA wasn’t human but an alien. Also, his professor had also been… Steven began to panic as he recalled the gruesome fight and the blow he had received to the chest. He looked at Blake like he was some kind of alien, and truth be told he really was.

“But you and that creature…and then he stabbed me in my chest! How am I alive?! Wait...did I actually die?!” Blake grabbed Stevens hands and tried to calm him down before the whole house came thinking someone was breaking in.

“Steven. Steven! You need to hear me out. I know this may seem like a lot to take in, but you need to know that thanks to you U’ido won’t be bothering anyone again. That ballsy shot gave me the chance I needed to bring him down.” He looked at Steven with a smile but quickly turned away in guilt.

“We managed to defeat U’ido, but the stab he gave you was fatal. By the time I got to you there was no way anyone could save you. So I put…” Blake hesitated “I put you in the Jamal suit and sealed you inside. I wasn’t sure what would happen but I had to try. Thank the stars the suit saved you. But, because of the state of your body was in before, I don’t know if you could survive outside of it. You have to understand it was the only way to save you…”

Steven, or really Jamal, was stuck silly by the reveal. “Wait. So you mean to tell me I can never go back to being Steven? The guy I’ve been for the last 20 years?! My whole life?!”

“I know how you feel, but as far as anyone else is concerned, Steven and his TA died in the gas explosion that destroyed the chemistry building three days ago. It was the only way to hide what happened before the whole school discovered us. Steven I’m so sorry.” Blake said through almost tears.

Blake was expecting Steven to yell or scream but instead he felt the tight embrace of the built muscle body of the black senior. Steven pulled harder before saying “You fucker. I was so fucking scared I was gonna lose you. Even when I saw your real face, I couldn’t stop thinking about trying to save you. Whatever you had to do to save me, save this planet, I’m willing to live with.”

“Steven. You’re the first human I’ve shown my true self to. I didn’t think I’d ever meet anyone like you. If you wanna stay here, stay with me, I’ll tell you everything you wanna know.”

So the two muscle jocks discussed the unlikely journey of light years, of a young scout tasked with conquering the stars, of the little blue planet that showed the young scout what was worth protecting, of the many humans he’d met along the way. By the time Steven had heard the whole story, he was certain he’d be able to face what came next. Steven kissed the alien as the last of the sun's rays faded on the frat house.

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EPILOGUE:

The sound of bells filled the arts quad as a familiar jock raced past the marble columns of the fine arts building. Jamal loved the feeling of running, something that was enhanced by his now longer and stronger legs which were barely covered by a tight pair of running shorts. Jamal was heading to Dr. Markson’s office to celebrate the end of the semester. While the revelation of Dr. Markson as an alien had been life altering, they had managed to return to their ‘normal’ lives though they were much closer and saw each other more than before. Jamal thought about this as he neared the familiar frosted door of Dr. Markson’s Office. He was about to go inside when he noticed someone sleeping next to the door.

As he got close, Jamal noticed the guy’s black running shorts which clung tightly to his pale muscular thighs. The guy had short sandy-blond hair and a broad handsome looking face. What really got Jamal’s attention was the blonde guy’s tight black shirt which showed off every curve of his pecs and abs as well as his running pants. Jamal felt himself getting hard as the blonde guy stirred awake. He opened his eyes which were a distinctive yellow-green and looked up at the towering black jock. Jamal met his eyes and they stared at each other for a second before the blonde reacted and stood up to just below Jamal’s full height.

“Oh hey! Sorry for being on the ground. Are you one of Dr. Markson’s TA’ s? I’ve been waiting for him for a while and must have fallen asleep.” the blonde said as he stretched.

“Of...of course! What did you need?” Jamal said trying to cover so as not to raise suspicion. It wasn’t helping that he could see the blonde’s abs peek out from the tank top as he stretched.

The young blonde hesitated before saying “I...I had a question about the final we took today.” Jamal wondered what on earth a student would be doing this late looking for a professor until he remembered. He cleared his throat as if to signal to himself to stop thinking about a certain Steven’s final exam.

“No problem, I’d be happy to help you.” said Jamal as he opened the door into the dimly lit office. The office looked the same as always with the floor to ceiling bookshelves and wooden desk. Jamal looked around for a sec before sitting on the edge of the desk and gesturing for the blonde to sit on one of the green leather chairs right nearby. The blonde thanked him as he sat down, giving Jamal a nice view of the guy’s tight pants and the barely contained bulge underneath. “So what question did you have about the final?”

The blonde looked slightly uneasy as he rubbed the back of his neck. “Well I wanted to know if the tests were done.”

Jamal thought about it carefully. He remembered that Dr. Markson usually kept the tests at his desk. Sure enough, in the corner he spotted a stack of papers marked “final”. He sorted through them getting a look at the familiar test that had not too long ago dogged him. “Well you’re in luck. Looks like they’ve been graded. What’s your name?”

“Larry Hughes.” he said with a bit of nervousness.

Jamal looked through the papers until he found Larry’s test with a score that would have put Steven to shame. “Well Larry, looks like I found your test but you might not like it.” he said as he handed the cute guy the test. Larry took one look before slumping into his seat.

“Fuck. I really needed to pass this class. Now I’ll be kicked out for sure. Unless…” Larry looked up at the towering hunk before him. He figured he’d take a gamble with the sexy TA. Hell, he might even have some fun.

“Unless you could help me get a better grade. I’d do anything.” Jamal was distracted by the space that had opened between Larry’s tank top, revealing his large pecs and one of his pink nipples. He considered it and moved closer until the bulge in his pants was inches from Larry’s face.

“I think I might be able to regrade the test. Question is, what would a hunk like you do for it?”

The words were barely out of Jamal’s mouth before Larry’s mouth was all over his cock through the thin fabric. Jamal loved the way Larry tongued the outline of his cock. It was clear to Jamal that Larry was no stranger to this. Larry marveled as Jamal’s thick black cock grew until the tip popped out of his pants, which he expertly sucked before pulling down the TA’s running shorts, which caused Jamal’s large cock to hit him in cheek.

“Fuck man how are you keeping this thing in your pants?” Larry exclaimed before wrapping his pink lips around the tip and pushing down as far as he could until Jamal’s cock was pushing on the back of his throat. The feeling almost made Jamal cum right then and there. Jamal pulled the hot blonde up and pulled him into a wet kiss. The two hunks made out for a while until Jamal pulled off his running shirt to show off his rock hard body, which Larry wasted no time worshiping as he carefully trailed every inch with his tongue. Larry loved the smoothness of the ebony hunks skin. It almost felt like he was pushing against a thin sheet of silk. Larry loved the sight of Jamal’s impressive cock as he pulled down his shorts and proceeded to jack himself off. Jamal smirked as he got a look at the smaller but nice looking white cock between Larry’s legs. Not wanting to deprive his ‘student’ of any attention, Jamal brought one of his large feet to rub against the blonde’s thick member, much to Larry’s gasp and pleasure.

“Looks like someone’s already wet for his TA’s cock” Jamal said as he continued rubbing the now thick cock between his toes, a move aided by the surprising amount of precum coming from the guy’s cock. The feeling pushed Larry over the edge as he suddenly leapt up and pushed Jamal onto the desk with animalistic vigor. Jamal was a little startled but it quickly faded as the blonde hunk removed his tank top and pants to show his beautiful runner’s body. Larry’s pale skinned seemed to glow in the dim office as he climbed onto the desk and pulled himself down onto Jamal’s larger body.

The two began humping each other with a force of two rabbits as their tongues explored everything they could find. Jamal felt like he was exploding as the blonde’s tight ass furiously rubbed his cock with the asshole teasing every so often. It was too much for Jamal as he held Larry still before ramming his big cock all the way inside, causing the blonde to shudder as he yelped loud enough for half the campus to have heard him. Jamal also gasped as the student’s ass tightly enveloped his cock with an almost inhuman suction. The two stayed like that for what seemed like an eternity before Larry began to move his runner’s body swifty up and down on Jamal’s cock. Jamal was loving it as he tightly grabbed the blonde’s ass and pulled him into another kiss. However, as he was pulling, he noticed Larry’s skin felt soft and cool like a silk sheet. Curious, he pulled a little more until his suspicions were confirmed. Right at the bottom of Larry’s back, he could feel what felt like a tear in the skin. Realizing who or what Larry was, Jamal pulled out of him and then in one swift motion switched places with Larry so the blonde was laying on the desk and Jamal on top.

“So tell me ‘Larry’. Anything you’d like to share with the class before I give you a regrade?” The blonde looked at him with a wicked smile before teasing Jamal’s cock with his asshole as he looked behind at Jamal. “Maybe you’ll find out if you get to the bottom of this.”

With a growl Jamal flipped Larry around before he once again rammed his cock deep inside as Larry wrapped his toned legs around his body. As he pushed deeper, Jamal ran his large hands over Larry’s smooth tight abs, the skin wrinkling like silk over the hard toned muscles. With a smile, Jamal tore the skin apart at the belly button with a rubbery tearing noise, revealing scaly black abs underneath. Jamal loved the cool skin as he reached his hand underneath the Larry skin and explored the alien’s muscular body. Larry for his part loved the feeling of Jamal’s warm hands as they both began to wrinkle and stretch the suit. Larry reached up to his handsome face as Jamal pushed the skin up his scaly abs and grabbed his features with a smile. His toes curled and legs flexed around Jamals thick neck before claws protruded from his toes. Larry let out a sigh as he pulled the human face until it stretched and wrinkled away from his true features beneath.

It wasn’t long before the hunky runner’s skin was lying all over the office floor. As Jamal continued to fuck the now mostly black scaled alien, he reached to Larry’s still human looking face and pulled him into another sloppy wet kiss as the two made out. When he let go, Jamal saw the intense look on Larry’s now familiar yellow-green eyes.

“So did I passssss the test?” asked Larry in a hissing voice.

Jamal eyed the empty face of Larry before putting his face next to Mike’s ear and whispered. “Almost, just one last thing we have to do.” Jamal bit the blonde’s ear and pulled hard until the skin ripped off the black creature’s face, revealing a smooth scaly black head with bright yellow eyes. For the alien, having the last of the suit off was deeply satisfying as he tightened his ass around Jamal’s large warm cock. The sudden tightness sent Jamal over the edge as he filled the alien over and over again, which in turn sent the alien into a screech as his scaly black cock twitched and he came with green cum spraying all over him and Jamal.

Jamal collapsed on top of the scaly black alien who eagerly wrapped himself around the muscular black body, loving the warmth and intensity. The two laid there for a while as the faint sound of the campus bells filled the halls of the old arts hall.

THE END