Shokushu High School

My name is Salina Kyle and I've been sent to the Shokushu High School because no other school wants me. You see, I've got a bad habit of getting into trouble... fights mainly. No Headmaster had been able to control my fiery spirit. Someone, a woman where she works I think, told my mother of Shokushu High School and how it changed the girls into much more compliant individuals. My parents thought the idea was perfect, especially so since no other school would take me with my record. When they applied for my entry, I half expected Headmaster Niceman to turn me away in concern of my behavior. He surprised me by accepting me into the boarding school. Niceman assured my mom and dad I'd come home a new , changed young woman. I told him what he could do with his assurance. Thus came the biggest change of my life...

A Changed Young Woman

The girls at Shokushu were really strange... frightened and timid in a way that made no sense to me. I couldn't get anyone to tell me anything, even when I got threatening. Finally, I decided they were all a bunch of wimps, writing them off with the knowledge I might find a crony or two but no real friends. When class wasn't in session, I took to wandering the grounds satisfying my curiosity as to my residence for the semester. Unless I got tossed out, I'd be stuck here. I wanted to know the lay of the grounds and see if there was anything interesting going on. Everything appeared normal for a boarding school.

My classes were going really good... for me. I hadn't gotten thrown out of one in my first month in this place. I'd gotten sent to the headmaster a time or two and had to take the lecture about being at Shokushu High School for education and life lessons. I did the appropriate ‘yes, sir', ‘no, sir' responses my other headmasters had gotten letting his words go in one ear and out the other. He was no different then any other adult who'd tried to ‘tame' my spirit. They didn't have any luck and I felt sure Niceman would be no different. As I snuck out of a last hour class, I noticed a strange shadow near the gym. Curious, I took the round about route to the building to avoid being seen.

Once I got to the outer building, the shadow disappeared around the corner into the entry hall. It was a large shape to big to be a man, even an obese one. The form moved easily almost flowing forward. It kept getting stranger and more intriguing. The door it had entered was locked. My hand went down to where I kept a pick then remembered Niceman had confiscated all of mine. I hadn't had time to get replacements.

"That son of a bitch," I muttered to myself seeking another way into the gym. After some thought, I decided to risk the front door. In my mind, I went over a good explanation as to why I was in the gym just in case a teacher caught me, but the place seemed oddly quiet. My hand hit my forehead, the classes were being held in the out ground because of the nice weather.

"Man, I'm getting jumpy," I growled softly. Being timid of anything had never been my way. So why did the silence bother me? My shoes made no sounds sneaking down the hall toward the locker room. As I reached the door, my ears picked up some strange sounds I couldn't quite make out. My hand gently pushed the door open with thanks the hinges move as silently as I did. Once I eased the door closed I followed the sounds passed the lockers into the bathing area. My mouth dropped open in shock. Two naked girls were lying on the floor. Tammie and Lyn had their hands touching each other's privates. Stunned, my eyes widened in disbelief when Tammie plunged three fingers into Lyn's vaginal opening. Lyn caught her knees pulling them up to her chest then spreading them.

"Oh God, Tammie," she groaned her hips rocking with every thrust. "Deeper... Please..."

"Don't tell me how to do it," Tammie growled, slapping the inside of Lyn's thighs. Lyn cried out in pain then moaned even louder. A little sweat running down her face, Tammie moved closer to her friend to thrust even deeper. Trickles of Lyn's body juice ran down her partner's moving hand. As the shock of what they were doing wore off, another one took its place. My pussy was beginning to heat. My panties felt wet. They were making me horny and my mind wasn't willing to deal with that idea. I fled the room not caring about being quiet.

Down the hall near the gym teacher's office, I tried to get a grip on my hitherto unknown lust. Sex, and boys had crossed my mind several times never getting further then my mind. It just wasn't that important to me. The pregnancy threat aside, I'd always believed boyfriend type relationships would tie me down. It just didn't ‘do' anything for me. I masturbated on occasion but even that didn't really interest me.

"Then why did they make me horny?" I hissed trying to pin the feeling down but it just didn't make sense. Preoccupied with my reeling emotions, I realized to late someone had come up behind me. Spinning around to face the teacher, my eyes just about fell out of my head. The gym teacher, Mr. Shoats had managed to come up on me without my knowing. It was the first time anyone had been able to do that. He stood six feet tall with a well muscled body on a large frame. He wore his raven black hair in a ponytail. His goatee was one of his features the girls' most loved features of this handsome man. Unfortunately, he and I had already crossed words. Of all the teachers to catch me, my heart wished it had been most any other.

"What are you doing here, Miss Kyle?" he growled. The excuse that'd seemed like a perfectly plausible explanation went straight out of my head. The only thing I could do was to stand there looking guilty.

"You're cutting class?" he demanded. My brain kicked into ‘survival' mode and found something to say.

"No, Mr. Shoats," I said getting a bland look on my face to cover my earlier surprise. "I left my book for class in my locker and I've come to get it... sir." His eyes narrowed a little as we stared at each other.

"Do you have a pass to be here from your teacher?" he demanded. Damn him. When I didn't respond, he nodded in complete understanding. His hand caught my arm in a firm grip.

"You're coming to my office," he growled. "I'm going to call Headmaster Niceman." As he turned to unlock his door, I jerked my arm free making him turn toward me again.

"I'm not going to try to run," I hissed like it should've been obvious. He gestured me into the room first then followed close behind. This was the first time I'd ever been in Soats office. It seemed a bit bare even for the gym teacher. He had a desk with computer and phone pushed up against the back wall of the spacious room. No pictures hung on the wall. There were no plants as I'd seen in most of the teachers' offices but there weren't any windows so that probably explained it. The strange smell in the air made me think the teacher had a real bad taste in cologne. My eyes turned to him when I heard the door close. He smiled walking to his desk.

"You certainly have an attitude problem, Miss. Kyle," Soats said. "Why are you being so difficult? You might like being at Shokushu if you gave it a try." Great another speech which went in one ear and out the other. For answer, I just glared at the man. He shook his head again then got a strange look on his face like he'd just decided something.

"Did you enjoy watching Tammie and Lyn in the locker room, Salina?" My mouth fell open in shock.

"I don't know what you're talking about, Mr. Soats," I growled in a tight voice. Shaking his head, the teacher smiled in a knowing manner.

"You saw Tammie with her fingers deep in Lyn's cunt," he insisted, taking a step toward me. "You stood there watching them. Did it make your pussy moist? Maybe you wanted to join in and use Lyn? Lyn is very accommodating when approached in the right manner." My stomach cramped but I maintained a straight face.

"I think you should call Niceman," I hissed.

"Tammie caught Lyn in the shower alone," he said stepping forward slowly. "She ordered Lyn to the floor and kicked sweet little Lyn's legs apart. Tammie enjoys forcing Lyn to cum over and over. Lyn doesn't even fight her these days. Did you want to be doing Lyn... or be Lyn? Do you like it when a man shoves his rock hard cock...?" My hand scalded his face with my rage.

"You don't know what the Hell you're talking about, bastard," I growled, ignoring what his words were doing to my pussy. "I'm out of here." Spinning around, my hand went to the doorknob and turned it... tried to turn it. The door was locked.

"You definitely need an attitude adjustment, young lady," he hissed. That strange smell suddenly got a lot stronger. When I turned around, my eyes couldn't believe what I was seeing. Mr. Soats' clothing ripped away as slime landed on my thighs.

"This can't be happening," I whispered as my mind rocked in horror. Vaguely, I connected the monster with the shadow that'd brought me here.

"About that attitude adjustment, dear," he hissed, his tentacles waving to get more slime on my uniform. "Let me help you." Tentacles snapped out wrapping around my frozen body lifting me from the floor. The attack freed my mind and sent me into fighting for all I was worth.

"Help! Somebody help me!" His monster's face smiled as smaller tentacles snapped out to catch my arms yanking them behind my back.

"Scream your lungs out, Salina, no one's going to hear you and if they did they wouldn't help you," he told me with an almost insane look in his glowing red eyes. "These walls are three feet thick, and the door is insulated... The room is sound proof, you silly child. You can start begging now... and I might let you live." As my mind struggled to deal with this teacher turned monster, my right hand brushed against the knife I'd hidden next to the small of my back. My hand desperately struggled reaching for the small duel edge dagger. My hand kept getting closer and closer.

"There's one thing I want you to know, whatever you are," I growled, my fingers releasing the blade into my hand. "I don't beg anyone..." The knife cut through two of the small tentacles freeing me to stab the blade into the large tentacle wrapped around my body. My brain was frantic to get some space so I could draw my two butterfly knifes. The blade sunk in really doing no more damage then a scratch but it did make the thing madder. He tossed me into the wall hard enough to make me black out for a few minutes. When my eyes opened, he bent really close, his stinking breath made me gag.

"You're going to really regret that, Salina," he hissed, bringing his long black tongue up my neck. He covered my face in his spit and tried to get into my mouth but I pulled away. He laughed. Several tentacles snapped out tearing away school uniform. My body shuddered as his tentacles roamed over my form squeezing, caressing, and pinching me leaving bright mark. One tentacle came up to hover in front of my face. It had three long claw appendages and a small cock shaped thing in the center.

"Open up, bitch." He wanted me to take that into my mouth.

‘No way in Hell,' I snarled silently, clinching my jaws with all my might. It sighed as though I'd disappointed him. In my heart, I was determined not to give this thing the pleasure of my tears or any submission. As my mind tried to figure out some way of escaping. A tentacle suddenly and violently shoved into my tight ass. It might've stabbed a dagger into my butt. My mouth opened to scream and his tentacle thrust forward. He pushed the little dick nearly down my throat then pulled back a little. The claws caught my face in a painfully tight grip.

"Start sucking," he growled bending close to my face to see my tears. I started to refuse when the tentacle in my ass shoved in further bringing new agony to me.

"SUCK!" My lips closed around the little phallic then I started sucking. The taste was worse then anything I'd ever tasted or smelled. His claws tightened to nearly breaking my skin. Our eyes met, but I couldn't stand to look into his glowing eyes for long. Mine dropped to the floor. He gloated over me for a moment before turning his attention to the rest of my body. He went to my breasts giving them soft nips and listened to my whimpers. I watched in horror as his mouth engulfed my right breast. His tongue slapped my bud around while he sucked my breast like it was a giant nipple. The sensation was incredible as my pussy was starting to respond to his touch. Sensing this, he went after my left breast in the way manner.

‘No,' I thought desperately. ‘I'm not getting horny... I'm not...'A small tentacle pushed into my vaginal flesh twisting around my clit. My body reacted like a million volts of electricity had been shot through me.

"You like that don't you, slut," he hissed. My head wanted to say no but the claws held me perfectly still. "I wander if you're a virgin." Feeling a tentacle climb up my thigh, my body went into frantic thrashing. He stopped me by sending out tentacles to completely ‘tie' me up and held tight to the wall. Tears were flowing down my cheeks. The tentacle slipped into my moist opening then stopped. I was still a virgin.

"This can't get much better," he said, coming up to you directly in my eyes. "I'm going to get the pleasure of stripping your innocence from you..." His tongue wrapped around my breasts while he bit down, not enough to draw blood just enough to shake my torso like a dog with a rag. He let go of my chest to move down to my already steaming crouch. Holding my vaginal lips apart with little appendages, the monster began hitting my swollen clit with his rough tongue. Muffled screams came out of my choking throat. He kept the torture up for five or ten minutes watching my body shudder in pain. The next thing I knew my pussy was engulfed in soothing warm moisture. My eyes opened to look down. The end of a tentacle enveloped my crouch even up to my anus still full of a bloody one. It went over my virginal opening. Little tentacles went after my clit drawing gasps of surprise and growing pleasure. Others moved in and around my opening. My body went limp with orgasms. The tentacle yanked away from my mouth. I realized, on some level, my nose had been smashed when the tentacle attacked but it didn't seem to matter.

"Did you see Tammie and Lyn, Salina?" he asked in a soft tone.

"Yes," I whispered feeling my neck and shoulders under gentle touching. Somewhere, far in the back of my mind, I wanted to lie to him, or just remain silent. I couldn't do either.

"Did you like what you saw?"

"Yes," I cried as more orgasms hit me.

"What did you like about it?" he said, his huge head next to mine. "Tell me, was it how Tammie was treating Lyn?" My head managed to turn and look at him.

"Yesss," I whimpered sobbing with the admission. He loved my tears but he wasn't done tormenting me.

"Tell me what you felt," he demanded. "What did you like about Tammie's use of Lyn?" Desperately, I tried to lie to him. A tentacle forced me to look directly in his hungry eyes.

"Seeing Tammie bent over Lyn," I whispered trying to deny the truth to me. "Seeing how she treated Lyn and how much Lyn liked it..." My words trailed off. The tentacles kept my body heated on the edge of pure rapture but left me trapped there. "Please..." His laughter chilled me to my soul.

"Did you want to be the one bending over Lyn, and forcing her to submit to your lust?"

"Not her... I... wanted... Tammie..." He pulled away letting my head go. The fact he had made me admit a truth I hadn't been willing to face made it all the worse to me. My moans were spaced with sobs. My body had dropped into an unimaginable Hell. My entire form was screaming for release. I wanted... needed him to take me.

"I'll only strip your flower if you beg me, Salina," he said smiling as my already pale face managed to get even whiter. "Go ahead, dear. Beg for your rapture." My mind reeled but there wasn't anyway for me to stop myself.

"Please take me," I gasped. His tentacles loosened their grips a little to let my hips start rocking back and forth in a frenzy of need. "Fuck me... Oh God! Please..."

"Not till you ask me the right way." That statement sent my mind into another panic. Calling him master wasn't coming out of my lips no matter what, then I remembered something he had said earlier. My body took in as big a gulp of air as I could.

"Strip me of my innocence," I whimpered closing my eyes in shame. "Please take my flower." Moments later, a tentacle shoved into my virginal opening deep into my womb. Violently, my head slammed back into the wall as my body arched. Playing with my breasts and my clit, the monster thrust into my body in a steady pace. The intensity of the sexual pleasure threw out any semblance of the me I knew. All I craved was what he was giving me. It's all that mattered at the moment. When the rapture hit, I didn't give a damn. My screams of lust were louder then my cries for help earlier. The monster cried out assaulting me one more time with his dark seed in my fresh pussy. It filled me then squirted out till he was done. Like a piece of trash, the creature dropped me to the stone floor. Vaguely, my eyes took in blood as well as slime. The monster turned to look at me. His eyes were deadly cold.

"Kill me," I said in as strong a voice as I could muster. He came toward me with his claws stretched out. At least dead, I wouldn't have to face the feelings he'd made me realize. His tentacles grabbed me up and slammed down again. Praying for death, I blacked out.

My eyes popped open filled with remembered terror. I sat up with a jerk. The room spun around in crazy circles and my lunch hit the floor. When my mind finally regained control over my body, I looked around in amazement. I was on my bed in my bedroom. My uniform was untouched. One of my hands went to my nose while the other headed down. It was like I'd never been touched... almost. Both my nipples had a tiny ring of marks that looked for the world like teeth marks. Pulling down my panties, I found similar marks around my vagina. The memories of what had happen tore sobs from me. My body circled into a ball of shame. Just thinking about the tentacles brought a combination of horror and desire.

"No!" I screamed, then shoved my fist in my mouth to shut me up. Getting myself together, I went over to the phone. My hands shook as I dialed my parents. Soon, I'd be away from this Hell. I wondered if Niceman had any idea Soats was a monster. My heart soared at the sound of my mother's voice.

"Mom, it's me," I cried. "You've got to come and get me. The gym teacher turned into a monster... and he raped me, mom." The phone started crackling a little but I ignored it.

"Salina, this is unbelievable," she snapped in that ‘I can't believe you'd lie' voice. "You've been there one month and Headmaster Niceman called to inform us of your behavior. You've been seen stealing. You frighten several girls into giving you money. You even vandalized the grounds with toilet paper." I couldn't believe what I was hearing. Some of it was true but not all of it.

"Mom! You don't understand," I cried. The connection had gotten worse. "I'm telling you I was raped... I swear it."

"Salina, he told us you were telling some big lies, but this has to be the worst I'd expect from you..."

"Don't you love me, mom!" I screamed. A very bad thing to do with my mom.

"That's enough, young lady," she growled through the horrible connection. "Not another word. Your father and I are scheduled for a parent meeting on Monday. We'll discuss this lying problem you're having..." The line went completely dead, but it didn't matter. I had been lying a lot to cover my ass. I just didn't know Niceman had heard about it. My body slumped in defeat. If my mother wasn't going to believe me there wouldn't be a way the headmaster would.

"Unless I get proof," I hissed jerking up. Going to my closet, I tossed things out till I came to a Polaroid camera I'd gotten for my birthday.

"Please God, let there be film," I whimpered searching desperately. Just when I thought I'd have to try to sneak off the campus, my hands found a fresh pack on the floor of the closet.

"Yes," I hissed. My hands tore the package apart in with a vicious growl. My body shook a little as I loaded the camera. Now, the only thing was to catch Soats raping someone else. The thought came up it might be fun to watch but my mind shoved it away.

"I don't want to watch him hurt anyone," I snarled staring into my mirror. Looking deep into my eye, my body spun away in shame. I hid the camera so no one would know I had it and went to take a ‘walk'.

Moving around the campus, I searched for Soats. It never occurred to me any of the other teachers might be monsters. I'd never believed the things really existed. I stopped by the main building and saw Soats dragging Stephy, my roommate and someone I'd begun to like, struggled in his grasp.

"Please, Mr. Soats, I'm sorry I didn't mean to hit you," she cried. He took her toward the teacher's area of the campus, a place where students weren't supposed to go.

"You not only hit me with the paper, but you tried to lie about it," he snarled yanking her arm once in a while. "You definitely need some discipline... and I'm just the one to do it." Carefully, I followed them around to a secluded area. The ‘teacher' threw poor little Stephy to the ground at his feet. I found myself torn between getting the evidence and helping the girl. She was fifteen and only five feet tall. Her sandy blonde hair fell out of the ponytail she wore to hang around her sweaty face.

"Please, sir," she moaned in terror. He was beginning to change. Quickly, I snapped the camera up to my eye getting a picture of when he started, while he was in the middle of the change and when it was complete. As I took pictures, he tore away Stephy's uniform in much the same way as he'd done to me. Some part of my mind tried to indicate I had the proof I needed, but it didn't stop me. I took picture after picture stuffing them into my skirt pocket. When he actually entered her, I snapped out of my stupor. My mouth fell open in horror.

Silently, I fled the scene but I couldn't flee the one in my head. Stephy at my feet eating me out. I slumped in the parking lot behind the dumpster. The smell of the rotten food didn't register to me. My pocket had picture after picture. The change was at the bottom but my eyes were stuck on the top ones. Stephy had taken the little dick into her mouth willingly. Her body twitched in fear, yet is it was clear she felt pleasure too. My panties were soaked.

"No," I whispered. The shame beat at the edge of my mind. After several moments of self hate, I got up to go to Niceman's office. Luckily, it wasn't that far away. Every time I thought the feelings of lust were gone a glance of the pictures brought it pounding back.

I went passed his secretary ignoring her startled look and went in without knocking.

"Miss. Kyle, this is completely intolerable," he snapped.

"Sir, Mr. Soats is a monster..."

"More lies, Miss. Kyle," he growled standing up but I stopped him real quick. The pictures came out of my pocket to land on the desktop. His eyes narrowed. I turned away while he started looking at them. I didn't want to look at them knowing how my body would react.

"This... is... unbelievable," he said.

"You've got to contact the authorities, sir," I stated glad to see he'd put the photos in his briefcase. He picked up his phone and frowned.

"Its dead," he said dropping the receiver to the floor. "We must act quickly. Come with me, Salina." We headed out of the office. "I've got another phone on a separate line some place where we'll be safe. How did you find out Soats was a monster?"

"He raped me as a monster, sir," I growled in rage.

"A mistake on his part I think." It surprised me to hear the headmaster say that. We hurried into the private building for teachers alone. He took me through the front doors. No one was around which relieved me to a degree.

"I called and told my mother but she wouldn't believe," I said my voice hurt by my mom's reaction.

"You've got to admit, you've been telling a lot of tall tales lately, Salina," he said as we entered a large chamber then stopped. "No one would believe you if you didn't have these pictures." My mouth fell open as the briefcase disappeared. He turned to face me showing his glowing eyes.

"You've been quite a problem, Salina," he said, smiling at my terror. In the blink of an eye, the human Headmaster Niceman burst into a creature of tentacles that made Soats look beautiful in comparison. My mind screamed at me to turn and run but I didn't get one step. His tentacles encircled me lifting up my struggling body.

"Where do you think you're going, young lady?" he growled. "We've got a lot to talk about." Small tentacles wrapped tightly around my wrists and ankles stretching my body out tightly in the cool air. He ripped my shirt and bra away with one swipe of his claws. My body shuddered as he eyed my large breasts goose-pimpled with fear.

"I w-won't beg, monster," I hissed. Niceman reached up to hook a small tentacle under the elastic band of my skirt pulling my panties and skirt down below my knees.

"That's not what the coach said," he hissed with a chuckle. "I'm surprised you didn't offer to blow me the moment you came into my office." His mocking laughter turned my face red with shame. My head dropped for a moment but only a moment.

"I wasn't prepared for what he is," I growled, defiantly. "I'm not shocked this time." He reached out to take my breasts in his large clawed hands twisting my tender flesh roughly.

"I've got plenty of time." My body shuddered as I tried to pull away even though I knew his hold was unbreakable.

"You won't... get me... to..." I whimpered. Niceman kneaded my breasts flicking my nipples with his clawed thumb. My eyes looked to the bare walls around me trying to fight the growing pleasure. I looked at him glaring defiantly. In desperation, my mind thought about anything other then what he did to me... but it didn't really work. Keeping one breast firmly in his hand his other hand went down to my pussy. His rough fingers shoved into my soft flesh. My body reacted like ten thousand volts of electricity had shot through me.

"Nooooo! Don't you dare...!" I screamed. He laughed harshly shoving his fingers in deeper. My tightly closed legs made his fingers rub against my clit bringing pleasure and pain. My teeth bit down on my lower lip hard enough to start a trickle of blood running down my chin. Seeing this, Niceman's disgusting mouth licked the blood away then traveled over my body leaving a tail of slime. I started fighting in a growing panic. My body liked what he was doing, and responded by making me horny. His mouth tentacles washed over my body then headed for my pert breasts. My nipple was attacked by countless members tugging at my sensitive flesh.

"No, I won't feel this..." I cried, trying to convince myself. "I don't want this..." My face twisted in terror and confusion as my body wasn't listening to me.

"It doesn't matter a bit what you want," Niceman informed me coldly. "When I'm through with you, you'll crawl across the floor just for the chance to blow me." It made it worse that I'd begun to believe him. My lust seemed out of my control no matter how hard I fought it. I closed my eyes tightly, and tried to ignore his words. His clawed hands grabbed my buttocks kneading my butt cheeks ludely as his tentacles yanked my legs apart.

"I wonder how that pretty young pussy of yours tastes," he said a smile coming to his twisted face.

"I don't want to rape girls," I whimpered fighting the truth for all I could. "I don't want to be raped by monsters. This isn't happening..." Niceman's laughter rang through the chamber echoing back at me. His hideous lamprey like mouth clamped over my tender sex then he looked up at me.

"You want to rape girls?" he questioned smiling grossly. "That's it isn't it. You don't want to be used by us... you want to BE one of us. How delightful."

"No!!!!!" I screamed. As his tongue went to work on my heated sex, moans began to get passed my attempts to resist the pleasure.

"It's not true... It's not true... Oh God it can't be true..." I whimpered knowing the truth in my heart. My mind fought the feelings of pleasure but my resistance had begun slip away. His tongue licked at my clit harder and harder as he looked up at me. He spoke again but it was my voice I heard.

"You like the idea of raping another girl, don't you. You want to feel her squirming pussy in your mouth as you force her to cum." My mind spun with his words. "You want to lie in wait... grab her and fuck her into submission." Looking down, I found to my horror he'd become me with tentacles spring forth to lick at my body.

"Noooooo...," I whimpered, "Please..."

"You want a girl to see what you see now," growled the monster, his laughter echoing in my head. Tears ran down my face as a shiver of pleasure went down my spine.

"It can't be," I hissed back trying to regain my self-control. "Damn you! Kill me! I won't live my life like this." Niceman changed his voice again. This time it was Stephy's voice I heard.

"No... Please... anything but that..." My pleas fell on deaf ears.

"Oh God, Salina please don't... Please..." her voice screamed, "Please... Oh God... Don't... Please... I don't want to cum... Salinaaaaaaaaaaaa" My pussy began to throb under his tongue.

"Oh Yesssss!" I growled. "My tentacles in her sweet pussy making her cum again and again..." My head jerked up as what I'd said registered to me. "I-I-I... Oh God..." Any resistance left was blown away as the truth couldn't be denied anymore. I let the pleasure wash over me. Niceman's tentacles arced around and whipped around my body. In my peripheral vision, it looked like the members were coming from my own body. The monster moaned and cried in Stephy's voice as his mass of mouth tentacles shoved hard into my cunt. He began to fuck me but he wasn't done tormenting me with his words. ‘Stephy's' moans and cries rang in my head.

"Oh fuck me, Salina," ‘she' moaned. "Your tentacles feel so good in my cunt... I give up... Please make me cum..." My body moved with his tentacles, as I let go and abandoned myself to the unholy pleasure. My lips murmured Stephy's name. Niceman returned to his natural form ramming his cock where the tentacles had been. His hands bit into my hips fucking me harder and harder.

"You want to be like me, don't you," he demanded.

"Yessss," I whimpered frantically bucking my hips into his thrusts. "Pleaseeee..."

"Please what?" he demanded, fucking me a bit faster with deep steady strokes.

"I want to be like you..." Niceman pulled me on top of him making me bounce on his stiff cock. He reached up to grab my jouncing tits. The monster saw my efforts to shove these truths away and failing. He laughed as he bucked his hips driving his cock deep into my body and causing me to cry out in lust.

"Promise me one thing, Niceman..." I moaned. "Kill me when you're done... I don't want to live as a monster..." My body felt incredible cradled in his tentacles.

"When your usefulness to me is at an end, perhaps" he hissed. "Until then you'll be one of us... to do my bidding... In exchange, I'll give you the power you want... and the person you desire..."

"One of you..." I whimpered softly. He reached down to rub my clit hard as my groans got even louder.

"I'll give you the power to fuck any woman you want," he said, as he pounded into my body. "Especially young Stephy... You want our power and strength. I'll change you into what you really want to be." My head threw back as my screams of lust and passion echoed around me. Niceman went back to his beast form. As he shuddered and groaned his cum filled my tight pussy, leaking down my thighs. His tentacles whipped about in orgasm as well, spraying jet streams of alien seed all over my shuddering body. This sent me into a bout of multiple orgasms.

"Yesssss!" I screamed. He pulled me off to stand up. As I lay there, his huge member stroked my cheek then hovered over my trembling lips. The truth couldn't be denied or suppressed. I really wanted to be a monster just like this one standing over me.

"Kill me," I hissed, but he just chuckled.

"Suck on it, and I'll give you what you desire," he said stroking my face with his moist cock. My eyes stared at the phallic bumping against my lips for several minutes.

"Just like you want it. No one will ever pick on you again. That pathetic little tough girl act won't be a ploy anymore. You'll have the strength to conquer anyone who apposes you. You'll be able to rape girls and fuck them till they beg for it. Just like you've always dreamed." My lips trembled for another moment, then parted to take his cock into my mouth.

"Welcome to the family, Salina," he said with an arrogant grin. I could taste my cum as well as his seed as my tongue lightly cleaned him off. His hands gently held my head while I worked.

"Report to the science lab at midnight." Whimpering a little, my head nodded. With a laugh, Niceman left the room. Pulling what was left of my clothing together, I ran back to my dorm room.

My body trembled in fear and excitement standing before the doors of the Science Laboratory. My hand reached for the doorknob then jerked back as my mind tried to stop myself from the path I'd be walking.

"Able to fuck any girl I want," I said softly. "I'll be able to take Stephy and make her cum and cum..."

"Just come in, Salina," Niceman said with a laugh. At his voice, my hand turned the knob stepping into the large room. It didn't surprise me to see the gym teacher standing to one side. What did surprise me were the others who stood around the room. Nearly every male on the campus stood in this classroom smiling at me. Niceman gestured me to come forward till I stood right in front of him. His hand stroked my wet cheek down onto my neck.

"Remove your clothing, Salina." The ‘men' murmured in anticipation as my hands pulled my top and bra off then dropped my skirt to the tile floor along with my panties. Niceman reached forward to cup my breast for a moment.

"I've been thinking about your new form," he said, leading me over to the far wall. "I think I've found the best possible match for your temperament." He typed in a code and the panel slid away to reveal another laboratory much more alien in nature.

"What are you going to do to me?" I asked in a soft voice.

"Turn you into a monster, dear," he said, smiling. "Just like you want to be. This is a genetic modifier and enhancer. You lie down here." He indicated a metallic bed like space. After another moment, of hesitation, I forced my body to lie down with my arms pressed to my sides. The cold of the metal made my nipples harden bringing a laugh from the headmaster.

"What kind of monster?" I asked. He just shook his head.

"You'll see soon enough," he said, then started his machine. With a moan of terror, my body slid into the alien machine. In the total darkness, things began cutting into my flesh from all sides. My screams never made it out of the machinery. Tubes thrust into my body filling me with alien chemicals. Floating in the inky darkness, my body was torn apart and reassembled into a new form. The pain faded into a strange warmth and overwhelming strength. A light caught my attention causing me to walk toward it.

Back in the science room, my mouth fell open in awe. Standing ten feet tall, the lower half of my body was now a Black Widow's, sleek and shiny with the red hourglass on my spider's belly. The upper part remained a human female with large firm breasts and my beautiful face. My skin now had a black cast to it which I studied for a moment in interest. My hair had turned to a raven black waving now and then like it had a life of its own.

"Oh my God," I whispered looking at the grinning Niceman. He made a gesture and I turned to look at my reflection in a giant mirror. It was the most stunning site I'd even seen.

"Think about it and you'll find you tentacles," he told me.

"Tentacles?" I gasped in excitement. He nodded. After a few minutes of concentration, several tentacles shot out of my back to wave in the air around me. My eyes sparkled with lust as I thought of Stephy and the other girls.

"Are you satisfied, Salina?" he asked.

"Yes, Headmaster Niceman," I said listening to the change of my voice.

"I think you'll need a name for your new form," he said, smiling as I toyed with one of my tentacles. "What new name will you take for this superior form?" Looking down at my new body, my mind went over several names before settling on the one I liked best.

"Arachinia, sir," I said. He nodded his agreement.

"You can hunt any of the girls on the campus, but you must try to keep it subtle," he said smiling at the joy in my glowing red eyes. "If you work hard to improve your grades and serve me well, I'll considered giving Stephy to you as a reward..."

"I'll work very hard, sir," I said in a rush.

"Turn back to your human form. Its simple, just visualize your human body." My human knees hit the floor as the rush of power made my head spin. "You'll get used to it in time. Right now, we need to discuss what we're going to tell your parents when they arrive tomorrow." I'd forgotten they were coming, but a smiled touched my lips.

"I think I know what to do, Headmaster," I said as he handed me my uniform. He nodded in agreement to my plan.

The next day my parents arrived at the appointed time. I stood in front of my parents in Niceman's office listening to the list of demerits I'd earned in the short time I'd been at this school. My face remained bland even when my dad started yelling at me. This only made him madder.

"Mr. Kyle, if you please," the headmaster growled getting up to glare at my father. "I know Salina has started off on the wrong but we had a long talk yesterday and I think she's beginning to understand her proper place here. Aren't you, Salina?" My teary eyes turned to my mom and dad.

"I'm very sorry for all those horrible things I've done," I said in a sincere voice. "I wasn't thinking properly, but Headmaster Niceman straightened all of that out. He's going to be mentor and help me fix these problems I've got. I promise no more stealing, no more fights, and no more lying. I'm sorry for upsetting you, mom. I'm going to get good grades and follow my mentor's lead in all things. You'll be so proud of me."

"Oh dear," my mom gushed then my parents put their arms around me.

"I believe you, Salina," my father said. "You really are a changed young woman."

"Yes, father, I'm very changed," I said looking over their shoulders to the headmaster. My eyes flashed a blood red for an instant as he smiled at me.

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