Shokushu High School

The day after my transformation into Arachinia I came out of the dorm feeling better then I had in months. With my parents satisfied that Niceman had me under ‘control', I could actually look forward to calls from home, and their visits. Even the teachers didn't bother me anymore, the perks of being a minion like them. As I stretched, my eyes fell on a new student to the campus. She was sweet looking with a tan skin tone. Her breasts were firm and perky as she looked around a bit confused. Her dark eyes fell on me bringing a blush to her cheeks. My new senses seemed to go wild looking into her innocent gaze.

"Hi, my name is Salina," I said going over to her. "You're new here, aren't you?"

"Yes, I just started yesterday," she said in a soft voice. "My name is Ann." We shook hands a little awkwardly as my first desire was to grab her beautiful ass and kiss her. Niceman said I'd have to learn to control these impulses but I'd never thought they'd be this strong.

"Maybe... I could show you around the campus?" I offered smiling at her.

"That'd be great, Salina," she said with relief in her face. "I didn't think it'd be this big." My head nodded a little as I started leading her around.

"It's a great school, Ann," I said smiling. "The teachers can be a bit rough, but you'll get used to that."

"Is the curriculum really hard?" she asked with a soft Spanish accent I found very tempting. My smile only got bigger as my mind went over her question.

"You'll find the ‘education standard' here is very high," I said, taking her hand in a friendly manner, "but don't let it worry you to much, Ann. I know you'll come along quickly. You look like a very smart young woman." As I started leading her toward the gym, a chill went down my back. Glancing over my shoulder, Niceman was watching us from his office window. He smiled down at me before turning away. My maker had given me his blessing for my first hunt.

Taking care not to seem rushed, I took her to every building on the campus, pointing out where students weren't suppose to go. Ann took it all in with small questions but nothing of any difficulty to answer. She was so innocent it drove my hunger crazy not taking her where we were. Niceman made it clear that night I wasn't to show my beast form anywhere someone from off the campus might see. The safest place I could think of was the outfield behind the gym building. I'd found myself deep in the woods spinning a web up in the tree tops reveling in the feeling of being part spider. Just thinking about the web made my hands tremble but I locked the excitement down before Ann noticed. Instead, I took her through the gym to the locker rooms, and passed the gym teacher's office.

"You know, with the warm weather coming, I should probably show you where the outfield is," I said, heading for the back of the building.

"Great, I like sports."

We went out the backdoors out into the warm spring sunshine. It helped bring me back under control at least. We walked across the huge field chatting about nothing at all. Just beyond the field, the forest seemed to stretch out forever and Niceman owned it all.

"What a great woods," Ann said as we stopped.

"Yea, I like going for walks in them," I said smiling, "So do you like being at Shokushu?"

"This is my first day here, but I think I'm going to love it," Ann said with that beautiful smile. "You're my first friend."

"I try to be as helpful as possible to new students," I said smiling back at her. "The teachers can be a bit rough if you don't understand the school's policy."

"The school's policy?" she asked with concern. I came to stop looking around and seeing no one anywhere around us. Ann looked around then started looking a little uncomfortable.

"Maybe we should go back to the campus," Ann said hesitantly.

"I didn't believe it when I first came here, Ann," I said looking toward the wood, "but this school has a way of changing a girl... trust me on that one."

"Changing? How?" I caught Ann's tan arm in a firm grip staring into her frightened brown eyes. My eyes began to glow the bloody red I thought looked really cool.

"Like this..." I growled. The change took over from there. My body started tingling like a large ball of static electricity. Everything else ceased to matter as my senses began to change. My body exploded in every direction at the same moment. My lower body expanded as my legs split into four legs from each one. My upper body grew larger turning a black cast to my skin. My fangs dropped down and dripped with poison. As the sensations began to fade, I looked down at the girl dangling from my hand about five or six feet above the ground. While it felt like a slow change to me, it'd actually happen in an instant. Looking down at her, I felt other instincts kick. Tentacles came out of my back to wrap around her limp body as shock still held her mind. I knew it wouldn't last long so I continued to follow my new bestial feelings. Spider's silk came out of my spinnerets causing me to shiver a little. My back legs picked it up and stretched to cocoon poor frightened Ann into a wiggling bundle as snug as a fly for dinner. A last wad of webbing went into her mouth to keep her from screaming.

"Don't worry, Ann," I said with a bit of a hiss. "I just want to show you my parlor... I'm sure you're going to love it..." Putting the bundle over my shoulder, I crawled off into the dark woods following a trail I knew would lead me deep into the forest far from any prying eyes or ears.

Every once in a while, I smiled down at Ann hearing her moans of fear. Tears ran down her pale cheeks. A tentacle would stroke her cheek causing her to cry harder even though I was really trying to comfort her. At a large clearing, nearly one hundred feet in diameter, I bent down to point my bottom up into the trees above. You could just make out the grayish green ‘moss' actually my huge web. I crawled up the line of silk like I'd been a giant spider my whole life. It felt great to be back on the dips and curls of my creation far from the eyes of the school. Here, I felt in control of anything within this web. It looked as delicate as any other web except for the fact the measured fifty to a hundred feet across and the strings of webbing were as thick as steel cables and fifty times stronger. Much to strong for a human to break free of. In the webbing were the bones of my first hunts including some human bones. It'd been a busy couple of nights adjusting to these new needs and desires. From her moans and sobbing Ann probably thought her bones were going to be added to those in my web. Her body shuddered in horror as we went down the tunnel of web into my parlor.

"Home away from school," I said, with a sigh. "I loved weaving this work of art. Spinning a web is very calming after a hard day of classes." After glancing about to choose the best spot, I simply stuck Ann's cocoon to the wall where I could see her while I worked on a place for her and I to get to know each other better. As soon as I turned my back, I could feel her frantic struggling through the webbing around us. I understood how spiders always knew when prey was snared or some stupid kid was playing around.

"Now, you just hang there," I snapped glaring at her over my shoulder. "I want to make us a nice place to play in, and you really don't want to make me mad." My eyes flashed my surging power which came with being in my parlor. I went over to the center of the large chamber to a smaller version of my outer web. The first time I'd woven this chamber I didn't really know what I was suppose to do with the little web then I thought of the ‘prey' I wanted to use just as Niceman had promised. Making sure the weaving was tight enough to hold Ann snuggly, I turned to look at my terrified schoolmate.

"There we go, you won't slip through now," I said blushing a little. "That's very embarrassing... I'm sure you can imagine. Actually, I'm still very new at this whole hunter and prey, but I think I'm beginning to get the hang of it. Now, lets have a look at you..." I went back over to where she wiggled grinning at her frantic movements. Desperate noises came from her throat. It was obvious she wanted to speak which the gag wouldn't allow.

"I'll take away the gag in a minute," I said, stroking her damp cheek. "I'm just ‘dying' to see what you've got under that uniform." Her moans became even more horrified. It surprised me she'd picked up on the bad pun. Running one sharp claw down the center of the cocoon, my hands peeled back the webbing tearing the clothing stuck to it from her body. For the briefest moment, I could see she thought herself to be free but she hadn't taken in the fact her back was still firmly held to the wall. I let her thrash about for a moment enjoying her breasts jiggling in a most seductive manner to my hungry eyes. My hands caught her wrists in a tight grip while tentacles grabbed her ankles. Carefully, I positioned her arms up and to the sides and spread her soft thighs until she was held in a taunt X-shape.

"There we go," I said, toying with her breasts. "You're nicely displayed for me. I love your firm breasts, Ann." She looked desperate to cover her body but found herself well held in place. A tentacle came forward to snatch the gag while I enjoyed her entire body blushing red in embarrassment.

"You wanted to say something, dear."

"WHAT... WHAT ARE YOU????" Ann screamed in sheer terror. Sighing, my hands wandered over her shivering flesh liking the soft silky texture of her skin. "Do-don't touch me, pl-please!!!! Why are you don't this to me?" My mind went over how to answer her many questions before deciding on the best answers.

"I was a hardheaded idiot who didn't know enough to mind my own business," I said stroking her inner thighs. "You might say this is my punishment... As to touching you, Ann? I love the way your skin feels and the shivers of your body... Don't worry, I won't kill you if you don't make me... Honest."

"Wh-what are you going to do with me, Salina?" The mention of my human name brought my head up with a bit of a jerk.

"Ann, Salina Kyle is a human student at Shokushu High School," I said with a bit of a grin. "My name is Arachinia." I smiled at the poor girl wishing to some degree I could reassure her, but I was a black widow in part so death was always a possibility. My hands kneaded her breasts pulling on her nipples to get them to stand up proudly. Through my tentacles I felt the smooth, soft warmth of her inner thighs bringing a shiver of longing to me.

"Wh-what are you going to do to me... Arachinia?" she asked in a hesitant voice. My glowing eyes went up to look in her frightened doe brown eyes.

"Well, I'm afraid if you want to leave this place alive then you're going to have to make me very ‘happy'."

"Do-don't touch me like that!" she screamed, then her mind caught my implication. "Wh-what do you mean?!?! No!!!!"

"Now, Ann if you're going to start yelling I'm going to put sometime in your mouth, and you're probably not going to like it." My head dipped down to lick her nipples then my teeth gently chewed on them.

"No-no-no, I won't shout," she whimpered feeling her nipples stiffen to full erection. "Oh-oh-ohhhh." I chuckled sucking her plump nipples into my mouth pressing my upper body against her trembling body. Tentacles moved lightly up her thighs till I stroked the outer lips of her sex. Tenderly, I smiled at her.

"Are you a virgin, Ann?" I asked in a light tone. Her tear washed face looked into my eyes pleading for mercy.

"Yes-s-s," she whimpered as her body tried to escape my roving hands and tentacles. "Pl-please, don't rape me... I beg you..." Gently, I stroked her cheek thinking of my first time with the gym coach and with Niceman. I understood her fear but I knew it wouldn't last much longer. Carefully, small tentacles pulled the lips of her sex apart to reveal the moist flesh within. I sent a tentacle into her vaginal folds looking for her hardening clit. The moment my tentacle curled around her lust button, Ann groaned shivering with something that had nothing to do with fear.

"Ann, don't worry..." I said in a soothing tone. "I'll be gentle as long as you don't make me mad... I promise you're going to love it..." Her sex began to drip with her body juice as my tentacle circled around her clit lightly. Her face began to sweat, as Ann tried to resist my touch... and it wasn't working at all.

"I love that look in your eyes, Ann," I cooed to her, "I think you're beginning to like my attention."

"No... oh, pleasssse..." she whimpered, her resistance melting away. "Pl-please... I-I don't..." Sweat dripped down her face replacing any tears. After some thought, I moved the webbing up to put her waist within easy reach of my mouth. Grinning, I ran my long, rough tongue over her exposed clit chuckling as her body surged with lust. Her moans of pleasure came as music to my ears.

"Now, try to convince me this doesn't feel good."

"I-I don't... oh my God," she groaned. Her hips tried to move in circles to match my tongue on her lusty little clit. Her eyes were closed as her mind fell to the growing pleasure closing on orgasm. As I felt her getting near the peak, I pulled away to watch her body tremble in need.

"No! Don't stop..." she cried, her hips and thighs shuddering.

"Now, Ann... I'm going to let you down from the wall," I said, "You're to do exactly as you're told. If you don't I'm probably going to have to kill you. Understand?" Her head nodded rather violently as she squirmed on the wall. Slowly, I pulled my schoolmate from her bounds placing her on the webbed floor. In heated need, she started to rub her throbbing clit.

"Stop that," I snapped, slapping her hands away. "I decide when you can orgasm, not you. Now, go over to the hammock and kneel." Knowing herself to be trapped in my parlor, Ann went to the little web, and knelt down. Tiny shivers of fear and lust made her breasts wiggle in a most agreeable fashion. Sighing in anticipation, I moved to stand in front of her with a gentle smile. We stared at one another for several moments, then my tentacles reached down to pick her up. We kissed passionately as traces of my poison made her tongue and mouth burn lightly.

"Oh! What... why is my mouth burning?" she asked in fear.

"That's just traces of my poison, Ann," I said in an easy voice. "It won't do you any harm-" Filled with fear, Ann spit several times making a small mess on the floor. My eyes went to the floor then to her paling face.

"See what you've done!" I snapped, glaring at her. "How dare you be so rude in my parlor."

"I-I'm so-so-sorry," Ann stammered in terror. "I got frightened when you said it was poison! Please don't punish me... I'll be nice..."

"I told you the poison wouldn't hurt you, Ann," I hissed. Easily, I flipped the weeping girl over and put her face down in the center of the hammock. I arranged it so her bottom was high in the air, thighs spread holding her sex open.

"Please! Oh Please..." she cried, feeling humiliated in that position.

"Being afraid isn't going to get you out of trouble with the teachers, Ann," I growled, though she couldn't see me smiling behind her. "You've got to learn to control yourself and your fear... Now take your punishment like a good girl."

"Don't hurt me... Please..." Ann whimpered. The tentacle came down to smack both of her asscheeks at once making her jump. She cried out in surprise more then in pain. Carefully, I layered the strikes in slow even blows. Her cries of pain grew louder with each hit. Grinning, I sent out a tentacle to move between her shaking thighs, right up to her sex and into the soaked flesh. My smile grew as her body jerked at the touch on her clit.

"Ahhhhhhhhhh... Ohhhhhhhhhh... ," Ann cried hearing my chuckles of pleasure.

"Now, lets see how well you squirm," I hissed, as my tentacles went after her nipples and breasts. Her body was torn between pain and pleasure. Desperately, the poor girl sought to escape the web jumping with each blow I landed on her welted ass. She was getting more aroused as well from the throbbing in her sex. I stopped spanking Ann and concentrated on giving her pleasure.

"Your going to cum for me, Ann," I said as my body leaned forward to be over her body. In my mind, her growing enjoyment filled me at the same time. Our bodies were tied together in a sexual link letting me feel all she felt.

"I-I-I do-don't think..." Her words were lost in a deep moan.

"You're going to cum just because I want you, too."

"N-no... I... ca-can't," she moaned as the pleasure grew. My tentacle made circles around her throbbing clit and saw her hips desperately trying to move with my strokes.

"Sure you can," I said with a gentle smile. "I'll make you do it." Her moans gaining in strength, Ann's hands clutched at the web that held her. Gently, I pushed a tentacle into her virginal opening to wiggle about just in front of her maidenhood.

"That's right... You want to cum at my touch..." My words were spoken in a soft voice. "You want to belong to me..."

"Y-yesssss... I'm about to cum!" Ann cried out. At the moment her body peaked in ecstasy, my tentacle thrust deep into her womb. Ann's body juices flowed out as the pleasure took over her mind.

"That's right, Ann," I growled as my tentacles moved over her. "Cum for me, my prey." Her cries grew louder ringing into the woods. She collapsed into near unconsciousness. The tremors of her body were echoed, if mildly in mine. My tentacles rocked her exhausted in gentle warmth. I smiled at her stroking her sweat cheek.

"That was very pleasant to watch," I said. "Did you enjoy it?" My glowing eyes held her eyes in strong will. Her face flushed in embarrassment but I had to have my answer.

"Y-yes," she stammered.

"I'm so glad to hear that, Ann," I said with a little sigh. "I can let you live if you're willing to belong to me." Fear jumped back into Ann's beautiful eyes bringing a grin to my face.

"Y-yes, I want to belong to you," she said in a rush.

"As my marked prey... something like a slave," I said, as the look of fear deepened. "I could kill you if you'd prefer."

"No!" she cried in a rush. "I'll be your slave..." My eyes drilled into hers noting the desire with her horror. After a moment, I lifted her up and spread her wet thighs. As gently as possible, my fangs sank into her inner thigh causing her to cry out in fear.

"What are you doing?" she whispered, her hand going down to the bite. I pulled her hand away to show her the small red hourglass looking mark.

"That's my mark, Ann," I said looking at her sternly. "The only way to remove it is for you to die. You belong to me now, and I don't want you to forget it... Unless you'd like to have another talk with my tentacles on your sweet little ass."

"N-no," she said, quickly. "I understand... I belong to you... Really..." I laid a tentacle across her sore bottom.

"In my parlor, you'll address me as Mistress," I growled though my lips were curled into a smile. "Got it!"

"Yes, Mistress," she gasped, squirming a little.

"At school, you can call me Miss. Salina," I told her. "Do you understand, prey?"

"Yes, Mistress." I was satisfied Ann did understand.

"If I want you, you'll know it," I said as I carried her across the outer web. "I strongly suggest you don't tell anyone about this web or me. Niceman wouldn't like for negative rumors to start getting about... I tried to tell and look what happen to me.

"Niceman?"

"He's the headmaster of the school, Ann." We were almost to the ground. "You'll understand better in time."

"My God, what kind of school have I come to?" she exclaimed in shock.

"Don't worry, Ann. You'll get a great education," I said with a grin. "Look at how much I've learned since I came here." Her face paled a little watching me return to my human form.

"Yes, I've noticed," she said with a little moan. My hand patted her shoulder in a friendly manner.

"We should get back to the dorm," I said, taking out a bundle of clothing I'd stashed there just for this situation. "You can borrow a uniform of mine till we get back..." Taking Ann to the edge of the woods, I watched her hurry away with a mixture of emotions. My desire to have Ann didn't worry me as such. Niceman had warned me to expect it. It was the need to ‘own' the young woman that startled me. The mark on her thigh had come from some instinct I didn't know I had. Would this happen every time I took a prey to my web? Did I really want to have slaves? My head seemed to spin the thoughts around at a dizzying pace and no answers were forth coming. Sighing, I headed back to the dorm. I'd have plenty of time to adjust to these new desires.

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