It seemed obvious that Lilly was new here, going for a swim at the pool alone. Earlier, as I scouted the campus in my student disguise, I spotted Lilly, wearing her designer clothes and a confident, complacent look on her face. The look of disdain and judgement she wore fueled within me a yearning to fix her, to teach the young girl a lesson. I followed her, waiting for her to be alone. Her treatment of others, her spoiled nature only reinforced my previous opinion. But soon she would change. Whatever her background, she'd soon have a much more realistic opinion of her lot in life.

I entered the pool area, still disguised as a young school girl, with shoulder length blond hair. I summoned a black two piece swimsuit, freely displaying the hollow between my breasts. Lilly was swimming on her back, eyes closed, her slender body shimmering in the moonlight entering through the pool room windows. I slipped a foot into the water and asked, "Do you mind if I join you? you really shouldn't be swimming alone here."

She gently gasped as the student gently tapped the water with her foot, she took in a little bit of water and coughed out a bit, trying to get the water out. She gently stood up in the pool smiling up to the student, her wet light blue hair gently hugged at her wet body. Lilly gently studied the student with her green eye's. "I don't mind if you join me hun. I know that I shouldn't be here by myself but being here by myself at this late time helps me clear out my mind." She slightly blushed as she looked over the girls very cute body, her woman her started to swell slightly, loving every bit of her body, she was wearing her typical bark blue one piece swim suite while she was doing her late night swimming. "My names Lilly, whats yours? I'm still fairly new here and still trying to make some friends at the school."

"My name is Amy," I replied as I slid my body into the water. I was surprised by her polite response. It wasn't what I was expecting. Pushing off from the pool wall, I floated on my back, breasts peeking above the surface of the water. I tilted my head towards Lilly, scouting her body surreptitiously, eyes tracing her curves, I felt the arousal I had felt for a thousand years rise slightly in my body. Putting on a bit of a smirk, I asked, "Clear out your mind? You're not the only one with things to think about, and others find ways to clear their head without endangering themselves... What's on your mind?"

Lilly gently went back floating on her back and caught up next to Amy, her 38C breasts also peaking out of the water. She gently smiled as she looked over to Amy. "Trying to make the right impression here at school, wondering if I'll ever make any new friends here at school." She gently smiled as her fingers gently brushed up against Amy's side, blushing deeply as she did. She began to wonder what Amy thought about herself. As she gently thought to herself, she let out a soft moan of slight pleasure, knowing that she was actually making a friend at school or at least she had thought to her self. "So why are you here Amy? My name's Lilly by the way. it's a pleasure to meet you Amy." Her woman hood began to grow even bigger making the crotch of her swim suite buldge even bigger then it was before Amy had joined her at swimming in the pool.

Touching her mind with mine, I sensed her arousal, her attraction to my body. I also sensed her relief from finally making a friend at this school. Both of these emotions could be used to my advantage, to lower her guard psychologically.

"Well, Lilly, I'll be honest. I saw you leaving for the pool alone, and was worried about you. I don't know how much you know about this school, but the reason swimming alone in the pool is unsafe isn't because of self-injury," I explained, "...the real reason is... well... it's difficult to explain."

I stopped floating, and stood chest deep in the water, the tips of my hair fanning out into the pool, drops of water sliding down my skin, designing the next stage of my plan.

"This island is inhabited by monsters..." I said, pausing, not surprised by her disbelieving expression, "They aren't trying to kill us... they're--wait, what's that?" I spun around looking into the deep end of the pool, where one of my summoned tentacles poked through the water's surface. "get out of the water! hurry!" Swimming towards the pool wall, the tentacles drew closer and closer to the two of us, threatening to capture us at any moment.

She gently stood up in the water, standing just enough for the water reaching where her nipples were, exposing how erect that they were. "I'll take that into into perspective hun." she heard the water move, knowing that something was wrong when Amy started to tell her to get out of the water immediatly. She began to swim to one of the pools steps to get out. As she reached the pools edge, her hair clinging to her wet body, her breasts bouncing as she climbed up the stairs and out of the pool. She had then saw the tenticals as she got out and stood away from the pool, not knowing what was gonna happen next to them both. The water was dripping off of her hair and body and onto the ground, her woman hood was swelled up big time from the the arousal from accidently touching Amy's body and from the excitement that was going on inside the pool. "Amy please don't get hurt from the tenticals, please."

Seeing an opportunity for deception, I quickly coiled the black, bumpy-textured tentacles around my arms and legs, raising my body out of water. I struggled against the tentacles, at the same time using the tentacles to stretch my arms and legs into an x-shape. One of the tentacles curled around my crotch, rubbing and grinding against my nether region. I wanted Lilly to know what horrors existed.

Suddenly, the tentacles ripped off my swimsuit, my breasts bouncing softly, nipples piqued with arousal. The tentacles carried me to face Lilly, breasts and pussy exposed. My body shook both from arousal and "struggling" against my own tentacles. Suddenly, sound emanated from my appendages: "Hello, little girl... I see the way you're looking at my latest prey; eyeing her body, your body warm with lust. Do you want to save her?" The tentacles yanked my legs, spreading them apart, for effect.

"Well, you can. Take her place, and I will let her go. I'm sure she'll be thankful..."

Suddenly, three more tentacles appeared from the water, threatening to penetrate me, one tickling my pussy, another brushing against my rear, the third tracing its way around my lips. I opened my mouth, my face flushed, and said "Lilly! save yourself! run, and leave--" when the tentacle by my mouth forced its way in.

"Well, little girl... what'll it be?"

Lilly screamed in terror from wht she was seeing to Amy. She wanted to run but her legs wouldn't move. "Please..." She tried to talk but she was to terrified to talk as well. She wanted to take Amy's place so she wouldn't have to be tormented by the tenticals. "Take me instead of Amy!" Tears were streaming down her cheeks as she had fell down to her knee's. her own nipples and slit were very arroused from what was going on as well.

Smirking, I saw Lilly's blushed face and recognized the arousal. Hmph--this girl would soon get more than she asked for. Five more tentacles sprung from the water, splashing water over the side of the pool, throwing waves of water onto the tile floor. They grabbed Lilly, one tentacle for each appendage, and the fifth wrapped around her waist, lifting her up above the water.

"Well, that was kind of you," I said, no longer struggling against any tentacles, but sitting comfortably, by body supported by the tentacles like a queen sits on a throne. "But not necessary. In fact it wasn't even out of kindness that you 'gave yourself up', was it?" I said, sneering down. "I saw you, eyeing my body, lusting after it. I especially enjoyed your arousal at the show I put on earlier. Don't Deny it. You can hardly wait for all the attention your body's about to receive."

One of the tentacles brushed Lilly's cheek, the tip of another tracing her lips. "I'll show you what dirty girls like you get around this school..."