6 comments/ 59865 views/ 68 favorites Perverted Shapeshifter By: Eros_343 Story set in high school. All high school characters are 18 year old seniors. ***** People had been commenting on my appearance a lot this week. Not that I had gained or lost any weight, and I've had the same long haircut I've had for a while now. Instead, they would say it looked like something was out of place on my face or something. I thought they were crazy until one particularly boring history lesson, I noticed my hand turn black. The pigment crept up my arm, and I panicked. Fortunately, nobody seemed to notice before I hid my arm under my desk. My heart rate spiked and I tried to think of a way out. An idea hit me when I felt the urge to piss. I thought about raising my other hand to request to go to the restroom, but I quickly realized that would involve me disrupting class. All eyes would be on me and my black arm. Class would end eventually and I would be forced to leave the safety of my desk. Fortunately, my arm went back to my normal skintone after I focused on it for a few seconds. I breathed a sigh of relief and brought my arm back up to rest on the desk. The bell rang, and I was grateful to close my book. Pressure had been building in my bladder the entire class. While I was putting away my book, my arm brushed against the hot cheerleader sitting behind me. A jolt went up my arm and the back of my head tingled. I figured it was a static shock, so I apologized. "You're fine." She showed her pearly white teeth behind her shiny pink lip gloss. Her t-shirt was tight enough that the outline of bra was visible. I tore my eyes away, hoping she didn't see me checking her out, and zipped up my backpack. Every other urinal was taken. This couldn't wait, so I went into a stall. I zipped down my pants and pulled out my dick. Urine flowed and I let my mind wander. The image of the cheerleader's naked body popped into my head. It was as vivid as if she were right in front of me, despite the fact that I barely talked to this girl, let alone have seen her naked. My whole body tingled for a second and the image was gone as arbitrarily as it had appeared. A trickle of urine splashed onto my shoes and I looked down. My dick was gone! It looked like I had a vagina, and my pubic hairs turned into a fine line instead of the untamed bush that I kept. Two lumps were on my chest, and they were soft yet firm. When I looked forward, I realized I had lost a couple inches in height and my clothes were hanging off me. It was difficult to walk in shoes that were now far too large for my feet and I had to hold up my pants. As soon as I stumbled out of the stall, I could feel the eyes on me. "What the fuck, Nikki?" somebody asked me. I simply gave him a confused look. "Whoa, Nikki, this is the guys' room," said somebody else. "And what the fuck are you wearing?" I turned to the mirror, and I looked like the cheerleader who sat behind me in class. Obviously, I had no makeup, but otherwise I looked just like her with the exact haircut and build. My heart sank as I started to think I was stuck like this forever. I took off my shoes, and ran for the door. More eyes looked at the cheerleader in baggy guy clothes that just bolted out of the men's restroom. I dashed for the front doors, pushing my way through crowds of students. I was finally alone after I got through the front doors. My breathing was ragged, and my heart felt like it was about to jump out of my chest. I started to think about how I was going to explain my new body to people. The hardest ones would be my parents and Nikki, the cheerleader whose identity I just stole. I loudly cursed with the cheerleader's voice, and wished desperately to avoid that social mess. A tingle went through my body and my clothes suddenly fit me again. I reached down to grab my dick. I was back, but for how long? And what did all this mean? # The rest of the school day was uneventful, and I spent every class anxiously waiting to go home to test my new ability. The final bell rang at last, and I left the class with my friends, Mike and Laura. "You going to the chess tournament this afternoon?" asked Mike. He was a scrawny guy with dark brown skin and thick, curly hair. His thick glasses had red frames that seemed to engulf his face. I shook my head, and tried to think of the best excuse on such short notice. "I'm not feeling well." "Don't be a vagina, Stephen," said Laura. She was thin, and her baggy clothes hid her breasts, making her look even skinnier. Her glasses had black frames to match her hair, and they were much more subtle than Mike's. "I've really got to get home and lie down for a bit," I said. Neither of them looked convinced. They just looked disappointed. The urge to tell them the real reason swelled inside me, just so they'd now I wasn't skipping on them for no reason. "I was looking forward to beating you in the finals," said Mike. "Nah, I was probably going to beat both of you in the first two rounds," said Laura. "Ha, you wish." I reached out to shake Mike's hand as I sat on my bike. We shook and the back of my skull tingled, just like when I had touched the cheerleader earlier. Laura, as usual, made no movement to initiate physical contact and simply waved. The bike ride only took me ten minutes since I only lived two blocks away. I hastily locked my bike to our back fence and dashed for the front door. My mother tried to greet me, but I ran to the bathroom. I knew what she had to think, so I turned the vent on to keep appearances. I stood in front of the mirror for several minutes just studying my appearance, thinking about what happened today. I tried to bring the image of the cheerleader to my mind, but I now found that there were two images in my head. There was the cheerleader's image, but now Mike was in there too. He was also naked, though that made sense for my mind to know since we shower together in the locker room on a daily basis. Since his image was new, I unconsciously thought about him and my body tingled. Both images disappeared, and I looked in the mirror. Mike was looking back at me. The image was blurry, so I must've also copied Mike's need for glasses. It was definitely Mike though. I had the thick, curly hair that he did, I had the same nose, and the same dark complexion that he had. I practiced a few words and it was Mike's voice. I took my shirt off to see how far the transformation went. His thin wiry body was in the mirror and below me when I looked down at my chest. It was the definitely the same body I've seen change next to me in the locker room. As my pants slipped, my curiosity peaked, so I took off my pants and boxers. It was bigger, or rather, Mike's was bigger. He shaved his pubes apparently, an attribute I try not to notice while we shower. I started to play with my black cock and watch it grow until I realized that I was basically playing with my friend's wiener. The thought hit me, and I grinned wickedly. I once again summoned the image of the cheerleader to my mind. Now she was the only one to choose from, and my vision cleared as my body tingled. My heart raced in anticipation, and it jumped into my throat when I looked into the mirror. A naked girl with a great set of tits was looking back at me in the bathroom mirror. I had already seen her naked in my mind's eye, but now I had time to truly admire her body. Her tits were big enough for her fingers to reach around and squeeze. They were soft with rosy pink nipples. My nipples grew harder as I played with them until they started to resemble eraser tips. My fingers slowly slid down the thin strip of pubes that she had trimmed until I felt my wet entrance. The first pussy and tits I touch happened to be attached to me. I leaned against the wall and continued to play with my new anatomy. Moans escaped my lips and the sound of the cheerleader moaning in pleasure excited me even more. I felt like I was on the edge of orgasm. I reached for the toilet paper and rubbed my pussy a little longer. Pleasure exploded within me and filled my whole body. My knees buckled from under me, nearly making me fall over. I almost screamed in ecstasy as I held out a tissue, expecting cum to squirt out. None did though, so I flushed the perfectly clean toilet paper. Being a virgin, I wasn't sure if girls squirted or not when they came. Porn was inconsistent about that portrayal. "You alright in there honey?" My mom knocked on the door, and I rushed to lock it. "You've been in there a while. It's almost time to eat." I almost said that I was fine, but luckily I caught myself. That would've been in Nikki's voice, which would've been bad. I willed my body to turn back to normal. My body tingled as my penis grew back and my breasts shrank. "I'm fine." I cut off the vent. My hands still had Nikki's juices on them, so I washed them before getting dressed. "I'll be out in a minute." # When I sat down for dinner, I made it a point to brush against my parents. The back of my head tingled as soon as I touched each of them, and sure enough their bodies were added to Mike's and Nikki's when I summoned the images. Seeing their naked bodies grossed me out, but I figured it might be helpful if I ever had to take their forms. Plus, I wanted to test how many images I could store, and it could be used to mess with my sister when she comes home from college in the summer. It was nine at night, and I knew my parents were asleep. I stripped down and tested all four forms I had in my mind. Each one I could transform into and out of with ease now that I wasn't panicking. My knees and back hurt when I turned into my dad though. He had always complained about his old sports injuries, but I had never really thought about it. I also wanted to test how long I could sustain a form, so I went to sleep as Mike. When I woke up and checked the mirror, I found that I was still Mike. Changing had to be a conscious effort, apparently. I changed back into myself and got ready for school. # Boys and girls took PE separately, and we played basketball. The jocks naturally chose to show off while Mike and I were reduced to benchwarmers, having only a few token turns at the game before being benched just as quickly. That didn't bother me too much, since we got to watch the girls play volleyball. We watched their ass as they ran in their short shorts, and shamelessly stared at their bouncing bosoms. My favorite one to ogle was Amanda. She had huge tits that bounced wildly whenever she hit the volleyball. Her ass wasn't too bad either. Mike preferred Taylor, a lean black girl, who had an even better ass than Amanda, though she had small tits. Unlike Laura though, Taylor would always wear the tightest shirts she could to show off what she had. She never seemed to wear a bra either, so I'd often see the outline of her nipples. We had to cross our legs after half an hour. During the entire hour, I was itching to show, or at least tell, Mike what I could do. It took everything in me to hold back when Mike asked how my day was yesterday. I simply told him that I felt better. It had to be a secret for now until I thought about it longer. If my ability put me in danger, there was no sense in Mike knowing and being in danger too. The coach blew his whistle. "Alright boys, hit the showers." Mike and I stood up and the female coach blew her whistle too. She told the girls to do the same. A lightbulb went off in my head and I felt like an idiot for not thinking about it sooner. Everyday there was fifteen minutes allowed for showers after PE. I didn't know when Nikki had PE, but her absence told me it wasn't this hour, so she wouldn't run into herself. Amanda walked by me, with her long blonde hair covered in sweat. She'd worked hard, so she'd definitely be taking a shower. Taylor followed her shortly afterward and the bulge in my shorts became bigger as I thought about what I was about to do. "Hey Stephen," said Laura. Even in workout clothes, her breasts were only slight curves. She even wore boyish shorts that completely covered her thighs. "Hey Laura," I replied. "Had fun?" "Yeah." Laura held up her notebook to show the cartoon drawings she had made. "Go team benchwarmers!" Laura laughed at my comment. "Hurry up and get to the showers," the male coach shouted. "I don't want to hear excuses for tardies!" "Yes sir!" The boy's locker room was through a door to the right while the girl's locker room was to the left. I thought of what lied on the other side of the door to the girl's locker room. All I needed was a chance to transform without the coaches or Laura noticing. "I'll see you later," Laura said before disappearing into the girl's locker room. That was one obstacle and now all I needed was for the coach to not notice. As luck would have it, one of the jocks came up to talk to the coach. I think he was on the football team, not that it mattered much to me. I ducked behind the bleachers and brought the image of Nikki to my mind. Her beautiful naked body appeared in my head for a second and my body tingled. My workout clothes barely fit this body, but the elastic band of my shorts held them on. I had to take off my shoes so I could run into the girls' locker room. Finally, I was in the secret land that every high school male fantasized about. There was the brick wall in front of me that I was accustomed the seeing from the times I tried to peek in. The corner was probably there to stop wishful peeping toms like myself. I turned the corner and I felt my pussy get wet immediately. Rows of eighteen year old girls were in front of me in various stages of dress. Some were only beginning to get undressed and still in their bra and panties. Some were topless. Most were naked and just coming back from the showers. So many naked, smooth bodies were in front of me. I thought about flirting, but that would blow my cover instantly. So I thought about what Nikki would do after PE. Nikki would shower. I found a free spot on a bench and started to strip. The girls were very free with their nudity, and I even spotted a couple girls fondling each other and giggling. The equivalent would never happen in the boys' locker room. I just shook my head and went for the nearest shower. The showers were pretty much the same as in the boys' locker room. A big, open area with tiles that had extra friction on them, interrupted by drains. Faucets were set in the wall at regular intervals, and the air was thick with steam. I picked a faucet and started washing myself. Hopefully nobody noticed my lack of soap. I spotted Amanda and tried not to make it too obvious I was staring at her naked body. That kind of thing gets you punched in the boys' locker room, and I didn't want to see if the same dynamics applied here. Still, she was fucking hot. Her large ass was shining from the soap she had rubbed over it. Her huge tits bounced as she scrubbed herself, and I wanted to lick her red nipples so badly. I decided to chance touching myself. My wet hands went over my pussy, and I fingered the front of my entrance. I flicked my small bead of flesh, which I figured was the clit that so many talk about. It felt so good and I started to get lost in myself, and I'd glance over at Amanda. She was still washing herself, completely ignorant of the fact that she was the object of my masturbation. Or even that I was masturbating at all. My nipples grew harder and I moaned under my breath. "Nikki?" asked a familiar voice. "I was just washing my pussy!" I quickly put my hands by my sides. "The fuck?" I turned toward the voice and it was Laura, and I just about stumbled over at seeing her naked. Tits that barely left curves in her shirt now stood proudly from her chest with nice, puffy nipples. She was a petite girl, but I now saw she definitely had a nice rack on her skinny body. Her pussy was completely shaved. "Uh, hi Laura." "You know me?" "Yes?" I stuttered. "I mean, I think so. Laura is such a common name. Why are you talking to me in the shower?" "You don't have PE this hour, do you?" "Taking extra PE. You know us cheerleaders. Hey, are you the kind of girl that lets other girls feel them up? You know, as a joke." Laura cocked an eyebrow but before she could ask anymore questions, somebody shouted in the main locker room. I shut off my faucet and went to see what the commotion was about. My throat nearly closed up. "These are guy clothes!" Taylor held up my shoes and shirt. They looked huge in her hands. "Who the fuck brought these here?" "Stephen," Laura whispered. I swore in my head. Laura recognized my clothes, and she knew I was out of place here. Fuck it. "Those are mine!" "Nikki?" "Yeah, I know I don't have PE this hour, but I'm just getting in extra workout." "I haven't seen you all hour." Taylor put her hands on her hips. It should be noted that she was still very naked, and her body was still very wet from the shower. "That's great." I reached and grabbed my clothes from her. "First sneaking in the guy's bathroom and now you're wearing guy workout clothes to the locker room without even going to PE?" "Haha, well, you know us cheerleaders." I put my clothes on over my wet body. It felt so weird, and my socks wouldn't even fit. "Wait, that makes me higher social class than you. Fuck you, non-cheerleader girl." "I'm on the squad too, you dumb bitch!" "Bye!" I ran out of the locker room, barefoot, with my socks and shoes in hand. Nobody was in the gym fortunately so I bolted for the boys' locker room. I turned back into myself a second before pushing through the locker room door. I caught my breath after panting from the run and went for my locker. My dick was rock hard after seeing so many naked girls, and I now had so many images to masturbate to when I got home. Until then though, I tried to tame my erection down enough for me to change into my other clothes. Perverted Shapeshifter Ch. 02 Author's note: While this story is set in a high school, all sexually active characters are 18 year old seniors. ---- The controller vibrated in my hands when I squeezed the trigger. The alien in front of my reticle collapsed in a mess of his own blood. "Nice shot," said Mike. "Thanks." Unfortunately, I did not notice the alien behind my character, who proceeded to assassinate me. It was my last life, so I sat down the controller and warned Mike of the sneaky alien. I turned to Laura, who was sitting on the floor in the corner. "I guess it's your turn." "After this level, yes." Laura sat crosslegged, with baggy pants and a shirt that masked her perky tits.Her dark hair hid her ears and ended right above the collar of her shirt. I wanted to see her naked again. It wouldn't be that hard. All I had to do was turn into the cheerleader and sneak into the locker room like I did last time. Well, maybe not exactly like last time, since I nearly got caught. Laura stood up and walked past me to pick up the controller after Mike beat the level. Her pants made it difficult to check out her ass, but my imagination and memory filled in the blanks. My cock started to stiffen. "I can't believe high school is almost over," said Mike. "So many people we'll never see again." "All three of us are going to the same college though, so no worries there," said Laura. "Right, but I feel like we should go out with a bang," Mike said. An idea popped in my head, and I considered coming out with my ability. Laura glanced at me and smirked as if she knew something. "What kind of bang?" asked Laura. She gave her chair a pelvic thrust to emphasize the innuendo. Mike was too busy shooting stuff to notice. "I mean, it's spring break next week, and college starts in the fall. None of us have really done anything." "I won a chess tournament," said Laura. "I beat an RPG without using weapons," I said. "That's not what I meant," Mike sighed. "I meant we haven't been to a single party and we all still have our virginities." "We're nerds, Mike," Laura said. "We don't do parties. Just like how I don't wear shirts to show off my tits." "What tits?" Mike said. Laura punched him in the arm. I grinned to myself. If only Mike had seen what I had seen. The bulge in my pants became more noticeable, and I was glad I sat behind both of them. *** "A local wizard was found dead today, hanging from a tree and with third degree burns covering his body," said the anchorwoman. "His house was nearly burned to the ground, and his autopsy reports severe blunt trauma to torso and head in addition to hanging. No eyewitness testimony has been given." I sighed. People were very intolerant of magic, and anybody that used it openly usually ended up like that poor wizard. There went the prospect of me coming out with my ability, even if just to Mike and Laura. "Try not to get into too much trouble next week," said Dad as he came home from work. "Why?" I had no idea what he was getting at, and the paranoid voice in me said he knew about my ability. "Your mother and I are leaving tomorrow for our anniversary trip. We figured that since you were 18, you're old enough to be home alone for a week." "You mean, I don't have to awkwardly find something to do on the ship while you shag Mom?" "That's exactly what I mean, son." My dad laughed. *** Beer, vodka, and rum lined the bottom of my buggy as I pushed it through the store with pride. Nobody questioned a fifty year old man putting this stuff in his buggy. Which is exactly what I looked like when I took the form of my dad. The last of my money that I saved from working last summer went to the booze. I took it outside and loaded the drinks into my backpack. The fifty year old man stuffing hard liquor and beer into his backpack and then straddling his bicycle got a few stares. Nobody stopped me though. The extra weight on my back, coupled with my father's bad knees made the ride miserable. So many times I wanted to turn back into myself to get rid of the knee pain, but the image of that dead, scorched wizard hanging from a tree was burned into my mind. Finally, I was home. I locked up the bike, put the drinks in the fridge, and called Mike. The phone rang, and I almost forgot to morph back into myself. "I got the alcohol," I told him proudly. "What? How?" "Don't worry about it, just start sending invites. I'll call Laura." *** Mike, Laura, and I went through school inviting people to the party. Most people laughed in my face and some thought that it would be some sort of nerdy gaming party. When I told them there would be alcohol, nobody believed me. This wasn't cutting it. During my lunch break, I went to my locker to put away my regular backpack, the one with notebooks and such. I took out my other backpack and headed for the stairs. I waited for the foot traffic to die down before I went under the stairs and unzipped my backpack. This had to be fast. I pushed my shoes off and pulled up my shirt. I looked both ways before pulling my pants and boxers down in one movement. My mind went black and I saw the people I could shift into, and I chose Nikki, the cheerleader. My body parts moved and shifted. When I opened my eyes, my chest was replaced with a nice set of tits, and my pubic hair was nicely trimmed above Nikki's vagina. I reached into the backpack and picked the pair of panties first. It was uncomfortable wearing something that tight, especially since I preferred boxers, but they looked amazing. It took a lot of practice to hook the bra behind my back, but they pushed Nikki's already perky tits up nicely. The skirt and top were easy to get on and I stashed my boy clothes into the backpack before heading back out. Boys were sneaking glances at my chest in the tight shirt I bought. As I passed them, they craned their necks to stare at my ass. Lunch break wouldn't last forever, so I stopped one of the guys eyeing me up. "Hey, Nikki, what's up?" "Got any plans for this weekend?" I asked him. "Not really." He sounded excited. Perhaps he thought I was asking him to a date. "You should go to Steven's party." It was weird to refer to myself in third person like that. "That nerd? Why?" "I have it on very good authority that the party will be a blast." "Is this a date?" I grabbed his hand and guided it to my right breast. His hand felt great as it squeezed. "You'll find out when you see me there." He frowned when I put his hand back his side. "I want more than that." I winked before turning around. Being sure that he was still checking me out, I pulled my skirt up in the back. He cheered, and I chuckled before moving on to my next victim. The cheerleaders were in a circle chatting together. I started to approach them, until I saw the real Nikki. She glanced at me, but I quickly turned away before she could tell that I was her. I power walked across the quad, far enough to where she would not see me. Amanda walked by me, and I waved to her. "Hey Nikki, what's up girl?" "Oh, not much. Say, got any plans this weekend?" "I think my boyfriend is taking me out this weekend." "Oh?" Amanda nodded. She said nothing else. "Where are y'all going?" "We're gonna catch a movie." "You should come to Steven's party while you're at it." Amanda cocked an eyebrow. "That nerd is throwing a party?" I nodded. "I bet it's going to be video games with milk and cookies or some crap." I shook my head. "His parents are away, and he managed to get his hands on some liquor." Amanda raised her eyebrows. "Hmm, the little nerd actually managed something cool. Alright, we'll check it out." *** "Wow, we have a lot of people showing up to the party now," said Mike. "Before lunch, hardly anybody wanted to come. Now we're the talk of all the school." "Somehow I got the attention of the popular group," I said. "I wonder how," said Laura. "I'm just charismatic, I guess." I chuckled, but Laura continued to stare into my soul. "It's almost as if you became one of them during lunch or something," said Laura. My face turned red and I had a difficult time wiping the nervous smile off my face. "I think we're gonna need more drinks," said Mike. "We're gonna need better music too," said Laura. "Your collection of videogame soundtracks ain't gonna cut it." "Hey, I like it," said Mike. "Yes, but Amanda won't." Laura turned to me and looked me straight in the eyes. "I don't imagine Nikki will either." I gulped. Her statements were getting more and more specific. Laura shrugged while I stood speechless. "But don't worry, I have a vast library of songs downloaded." Mike clapped and rubbed his hands together. "Awesome. So, we use your music, and we pool our money to give to Steven so he can buy more liquor." "Right." My voice cracked slightly. "I really think you should share the secret of how you got the alcohol with your buddies though," said Mike. "I mean, is it fake ID or older brother or cousin or something?" I stuttered for a bit and told them I just winged it. That the cashier just believed I was over 21. Technically it was true, and seemed to satisfy Mike. They pulled out their wallets. It would be enough for a couple more bottles of liquor and two more 24 packs of beer cans. After thinking it over in my head, three trips on my bicycle would make it possible. I sighed. The work I do to have a cool party. *** Laura and Mike arrived before anybody else to help me set up. Laura brought over about ten pizzas and several 2 liter soda bottles. She claimed to know someone at the pizza place, yet each pizza box was from a different place. Regardless, the pizzas smelled amazing and all three of us helped ourselves to the first slices. My heart jumped into my throat when the first doorbell rang. A man with a rag on his head and a wife beater shirt stood at the door. We stared each other down awkwardly until he asked if this was the party. After I told him it was the right place, he rubbed his hands together and walked in. "'Sup I'm Zach." The man who called himself Zach popped open a beer can and began gulping. "Mike." "Laura." "Kind of a sausage fest in here with just one chick." "Don't worry, the rest are coming." I slapped his muscular shoulder and a tingle went through my fingers. "Have a seat and make yourself at home until they do." A few more minutes passed until Amanda and her boyfriend showed up. Her top was cut low to show ample cleavage that jiggled with practically every movement she made. Many times I thought, and really hoped, her nipples were going to pop out. They never did though. She made herself a girly drink while her boyfriend insisted all the present guys do a shot of tequila. The stuff burned my throat all the way down, and I had to fight not to throw it back up. Mike did not win his own personal fight in that regard. Zach and Amanda's boyfriend laughed their asses off while we cleaned it up. The doorbell rang again, and this time it was the cheerleaders. Nikki looked very annoyed to be here. Zach cheered when he saw them and offered to make each one a drink. More and more groups trickled in as the minutes passed. The guy that groped me while I was Nikki was very eagerly hitting on her. Her face showed complete disgust while she sipped her pink drink. I giggled to myself, but also hoped nothing serious happened. Laura played her music through my parents' surround sound speakers, and several of the cheerleaders started to dance. The groups intermingled and formed circles of their own. Several groups made different drinking games. The jocks played beer pong while the cheerleaders just got into a group to talk. As I walked by them, I realized they were playing truth or dare. Laura had gotten into that group. They saw me looking and told me very firmly that it was girls' only, even if I was the host. Mike had redeemed himself in the eyes of the popular kids since he was playing a drinking game with Zach, Amanda, and her boyfriend around the coffee table. "Fucking awesome party, Stevie!" shouted Mike. "Are you drunk?" I asked. "Hell yeah!" "Wanna join us?" Amanda asked. "What are you playing?" "Quarters," said her boyfriend. His speech was already slurred. They explained the rules to me after I sat down since I had never played before. If you make the quarter in the shot glass, the person to your left takes the shot. Otherwise, the person who tossed the quarter takes the shot. Several rounds passed, and I discovered I was downright abysmal at this game. Sitting next to Amanda's boyfriend, who was very good at this game, I drank shot after shot of whiskey. Zach was getting annoyed at the sudden lack of alcohol. Mike wasn't doing much better, and his mentality steadily went down until he just fell asleep where he sat. "Haha, look at this guy," said Zach. "He's done." "I'd say one more round of this, and I'm out too," said Amanda's boyfriend. I frowned. That meant that Amanda was leaving too, and that meant no more staring at her titties. Amanda flipped the coin at the table. It landed almost perfectly in the shot glass, and her boyfriend took the shot. He exhaled a cheer and declared he was out of the match. He shook hands with Zach and I before standing up wobbly. "I gotta piss, where's your bathroom?" I gave him directions and he made his way there. Luckily, the game ended just in time for me to turn around and see the cheerleaders take their tops off in the kitchen. The truth and dare game was getting interesting. Nikki stood there stark naked. Even though I could turn into her and see her anytime I wanted, it still brought great joy and an erection to see her true self nude. Taylor shook her dark breasts for everybody to see. Man, would Mike be mad he was asleep for this. "What is taking so long?" Amanda said while looking at her watch. Being that it was my house, I volunteered to check on him. I knocked on the bathroom door, and when I got no response, I pushed my way in. The boyfriend was passed out with his face on the toilet seat. Vomit filled the toilet bowl, which I kindly flushed for him. For a second, it was funny. Then, it became a moment of opportunity. I lugged his heavy body into the bathtub and took all his clothes off, except for his boxers. He was completely unconscious and my fingertips tingled when I touched his bare skin. Fortunately, no vomit got on his clothes. I stripped and let my mind go black. The number of naked people I could turn into was getting longer. I focused on Amanda's boyfriend and felt my body shift. I couldn't help but flex in the mirror before stumbling out of the hallway to see Amanda. She greeted me with a kiss and my dick hardened. My lips also tingled upon acquiring her form. At first I put my arm around her, afraid to make a move, but I had to remind myself that I was already her boyfriend and met her lips with mine. My tongue pushed through her cherry flavored lips to rub against hers. Whiskey mixed with her saliva made me even more lightheaded. My heart pounded in my chest. "Let's go upstairs." She nodded and I held her hand while leading her straight to my room. I threw her onto my bed and took off her boyfriend's clothes. Her fingernails raked against my shaved, muscular chest. I pulled off her top to expose her gorgeous tits. My tongue swirled around her large nipples until they were rock hard and I got to work on her jeans. Tight jeans, while sexy to look at, are a mood killer to pull off while both people are intoxicated. After much struggle we got them off. The mood was back on when she sat there fully naked in front of me. It was better than the locker room. This time, she was all mine. Amanda lied back on the bed with her legs spread far apart. She looked into my eyes and smiled. "Fuck me, Jonathan." My dick was hard in my hands and I guided it to her pussy. Her entrance was warm and already wet. Slowly I pushed it in, almost afraid my big dick would hurt her. She closed her eyes and sighed pleasurably until I was balls deep inside her. Warm, wet walls of her vagina engulfed my cock and I exhaled upon officially losing my virginity. Her arms wrapped around my back and her fingernails dug into my flesh as I thrust into her. It took several thrusts for me to get the hang of it, but we were both drunk, so she didn't notice my virgin skills. Gradually I sped up in her and her hands went down to squeeze my ass. Our nipples rubbed against each other as her breasts pushed against my pecs when we held each other closely. Our mouths connected again and our tongues tangled. Moans came from both of us and I squeezed those large tits I had admired so many times before. My balls tightened and I felt a tingling sensation travel up my dick. Her vagina squeezed me and she moaned louder. I blasted into her pussy and she writhed while holding me tight. There was no way people downstairs didn't hear her shouting her orgasm, but neither of us cared. We fell asleep in each others' arms. My head felt like it was in a vice when I woke up. It took my hazy mind several minutes to realize I was in my parents' room, Amanda was nowhere in sight, and I had no memory of coming into this room. My head whipped around the room, looking for anybody who might be in the room with me. Nobody was around, but the slightly ajar door shut itself. Two foot sized indentations were on the carpet and they were approaching the bed where I was laying. My heart raced in my chest when I tried to think of something. Laura materialized out of thin air. I was too startled and hungover to appreciate her nudity. "What the hell, Laura?" She giggled. "We have a lot to talk about, Steven." Perverted Shapeshifter Ch. 03 Story set in high school, but all sex participants are at least seniors over 18. Story takes place in the same universe and overlaps with my other story 'Invisible Schoolgirl' http://www.literotica.com/s/invisible-schoolgirl. ***** My head felt like it was in a vice when I woke up. It took my hazy mind several minutes to realize I was in my parents' room. Amanda was nowhere in sight, and I had no memory of coming into this room. Nobody was in the room with me, but the slightly ajar door shut itself. Two foot sized indentations were on the carpet and they were approaching the bed where I was laying. My heart raced in my chest. Laura materialized out of thin air. I was too startled and hungover to appreciate her nudity. "What the hell, Laura?" She giggled. "We have a lot to talk about, Steven." I almost agreed with her until I realized I was still in Jonathan's form. "I'm not Steven, I'm Jonathan." "Cut the crap, I know it's you, Steve. I know about your shifting." I frowned and shifted back into myself. My hungover mind didn't register I was nude until I caught Laura checking out my junk. I swore and covered myself up. Laura giggled. "A bit shy when it's your own dick?" "I bet you're less shy when you turn invisible." Laura shrugged, which did interesting things to her breasts. "Fair enough." "How long have you known?" My mind was slowly appreciating the fact that Laura was standing in front of me completely naked. My cock twitched and started to lengthen. "About you? Just a few weeks." "That's about how long I had the power," I said. "How'd you figure it out?" "I followed you after you snuck into the girls' locker room," she said. Memories of seeing all the naked at school made cock get harder. It moved against my hands, and it was difficult not to masturbate. "I didn't see you," I said a second before I realized how stupid that sounded. "Oh right, invisibility. You must be so mad at me for peeping." Laura shook her head. "Well, I'm not exactly innocent either." I thought for a second on what she said, and it hit me like a ton of bricks. "You spied on me?" Laura nodded. "This ain't the first time I saw you naked." "So, you liked it?" "I went home to masturbate to you," said Laura. "Did you like what you saw in the locker room that day?" I nodded. "Oh yeah. You have an amazing body." Laura crawled onto the bed on all fours until she was right in front of me. My cock was completely hard by now. "Wouldn't you like to do something with this body?" I grabbed Laura by the shoulders and rolled over until I was on top. There was no tingle when I touched her and I realized she must have touched me to drag me into this room. Our lips met and we explored each other's mouths. Our hands explored each other's bodies. It was amazing to finally be able to touch Laura's hot, petite body. Her breasts were soft and small enough to palm. She moved her hips against me as I squeezed her ass. The tip of my cock rubbed her clit and I felt her warm fluid. "Take me, Stephen," Laura panted. "I need your cock." "Never heard you talk like that before." Laura clawed at my shoulder blades and groaned. "I'm so horny!" Laura groaned as I pushed into her, and it squeezed me when I put it in all the way. "You're so tight!" "I'm a virgin." Laura screamed out and held me tighter. "Take it slow." I moved back and forth inside Laura. Her nipples rubbed against mine. We looked into each other's eyes and our lips met again. My tongue explored her mouth as my dick moved in and out of her. She grabbed my ass and squeezed. I sped up my thrusts and her moans grew louder. Moans turned into orgasmic screams as we both came. I rocked my hips slowly as I squirted semen into her, and then finally pulled out. We lied on the bed panting and holding each other's naked bodies. "That was better than masturbating." Laura kissed me on the cheek. "How long have you been able to turn invisible?" I asked. "A couple months." "Got any cool stories?" Laura grinned. "Well, there was this one time in a superstore. And it involved your friend, Amanda." "Yes?" I was eager to hear a sex story involving Amanda and Laura. Laura told of how she drove to the store and stripped in the car. She was quite the exhibitionist, since she apparently stepped out of the car ass naked before turning invisible. Several men saw her naked, and then questioned if they had seen anything at all. Then Laura went into the store and felt up a worker named Susan. Laura rubbed Susan's pussy through her tight khakis. Susan would've had no idea what was going on, but just enjoyed it. "And then I saw Amanda." "What happened then?" My dick was rock hard as I listened to the story. "Turn into her, and I'll show you." My mind went black, and I saw the naked people I could turn into. The list was getting bigger. I chose Amanda and felt my organs shift around. Laura rubbed my nipple, which was much more sensitive now. "I rubbed her nipple just like this." The light traces of Laura's fingertips on my breast felt amazing. "She wasn't wearing a bra." Then Laura guided them to each other. Susan and Amanda seemed to blame each other, but neither one complained. She pulled on my nipple and I could feel myself getting wet. She told me some guys came over looking for ketchup and that's when her hand landed on my thigh. It slowly crept up my smooth leg and until her fingers were on my pussy. "She didn't even wear panties under her skirt." I moaned and reached for Laura's pussy. It was still wet and my fingers felt along her inside. Her fingers were amazing as they danced on my clit. Waves of pleasure went through me until she stopped. I begged her to keep going until I saw her face lowering between my legs. "Is this part of the story?" "No." Laura spun her backside around until it was in my face. We lapped at each other's pussies. The faints flavor of my semen was on Laura's otherwise sweet pussy. The pulses going through me made none of that matter. My whole body felt pleasured and I sped up my licks. We were both moaning into each other's snatch until we found our release. Laura shouted her orgasm again while I tried to muffle mine with her pussy. A female orgasm felt too good though, and I let a couple shouts fly from my lips. ** Laura and I stayed on my parent's bed for hours. We talked about our abilities, and we enjoyed each other's nudity. We both tried to use our powers with clothes, but she couldn't turn her clothes invisible. I almost made fake clothes, but I just ended up making saggy skin. "So you can do things other than copy people?" Laura asked. "With just one touch, I can copy a person's appearance." I shifted back to my normal self to get rid of the saggy skin attempt at clothing. "If I concentrate, I can manually adjust certain aspects. I accidentally turned myself black once, which is actually how I discovered my ability. Didn't know what I was doing at the time." "Try to mimic me manually," said Laura. I thought of aspects of Laura. It took a lot of concentration not to go into my menu, which I accidentally did a couple times. I made myself a smaller body frame and tried to make my face look like Laura. The hair on my head grew and the hair everywhere else vanished. My chest turned into small breasts and my nipples got bigger. Turning my dick into a pussy was far too excruciating to do manually, though. "You look like a horrible abomination." Laura grabbed my shoulders and turned me toward the mirror. I looked like Laura, but not quite. It was a creepy almost copy of her that didn't even look human. And this copy of Laura had a dick, which made it even worse. I opened up my mental menu and turned into a perfect copy of Laura. "There," I said. "That's better." "Can you turn invisible?" "I don't know. How do you do it?" "I just sort of will it," she said. "I imagine it's similar to how you shapeshift." I willed myself invisible. Nothing happened, so I shook my head before shifting back into my normal appearance. "Guess your ability is yours, and mine is mine." "We have to be careful this though." "Right, there are people who would kill us," I said. "As long as we don't make a show of using our powers in public, nobody will ever know," said Laura. "And we definitely can't tell anybody. Not even Mike." When we got dressed and left my parents' room, the partiers were mostly gone. A few stragglers lie passed out around the house. Amanda and her boyfriend were gone. Mike was helping himself to some leftover pizza when I found him. "Everybody in the house could hear you two fucking." Mike swallowed a mouthful of pizza before sipping on a soda. "Congratulations." "Thank you," I said proudly. I wanted to tell him that I boned Amanda too, but that would only raise questions. "Now I'm the only virgin," said Mike. "Don't worry buddy." I patted him on the back. "It'll happen someday." More people left, most of them groaning from hangovers and some of them in various states of dress. Apparently somebody dared the cheerleader Taylor to sleep naked in the pantry. Her dark titties bounced as she ran to retrieve her clothing. Mike's eyes almost leapt out of his skull, and my cock hardened as I watched her get dressed in the kitchen. She thanked me for the party and walked out the front door as if nothing happened. We spent the entire rest of the day cleaning the house to make sure no trace of party was left. My parents were coming back Sunday night, and it was imperative that they didn't know a thing. Every bottle was thrown into the recycling bin, and I was very grateful that it would be picked up tomorrow. The sheets on my parents' bed had to be washed. Not sure how they'd feel about me fucking Laura, but they definitely would not approve of it in their bed. The house wasn't spotless until seven at night. We had a pizza delivered, and Laura pulled up her shirt to flash the delivery boy before shutting the door. She carried the pizza to the coffee table in front of the couch we were sitting on. "Somebody got brave after they lost their virginity." Mike reached for a slice of pizza and bit into it before wincing in pain at the hot cheese. Laura shrugged. "I just don't feel as shy anymore." "Would you flash me then?" Mike laughed. Laura grabbed the hem of her shirt and lifted it to expose her small, perky tits. Mike's jaw dropped and my cock hardened at seeing those beauties again. She grinned. "You like them?" Mike nodded without saying a word. "I remember there was a time you made fun of them," she said. "Still feel that way?" "I take back anything bad I said about your boobs," Mike said. "You can touch if you like." Laura pinched her own nipples until they were hard. Mike looked to me. "Is that alright with you, Stephen?" I shrugged. "If it's alright with Laura." "I want to feel his hands on my tits," said Laura. Mike scooted closer and slowly reached for them. He kept looking at Laura and I as if one of us would tell him no at the last second. We never did, and his palms made contact with her soft flesh. She softly moaned at his touch. "First booby feel?" Mike just nodded without saying a word. His dark skin was turning a shade of red, and I realized I had never seen a black person blush before. The bulge in his pants was becoming more obvious, and so was mine. There was something sexy about seeing another man touch her. "I've masturbated to both of you." Laura pulled her shirt completely off and tossed t across the room. Her fingers ran through Mike's curly hair. "I bet you've masturbated to me too. Haven't you?" Mike hesitated before nodding again. "I bet you have a big, black cock." Laura licked her lips as Mike said nothing. "I wanna see it." Mike continued to massage Laura's breasts until Laura took his hands off. "I want to see your dick. You too, Stephen. Drop your pants." Mike swallowed and looked to me. I just nodded and we both undid our pants. Laura helped Mike pull his down and his cock bounced as it was freed. It was definitely bigger than mine, and Laura's eyes went wide. "That is a fat, juicy one." Laura grabbed Mike's cock and he groaned. She pumped his dick and looked into his eyes. Without breaking rhythm, she grabbed my hand and guided it under her skirt. I rubbed her through her panties, and she was already wet. Her fingers wrapped around my cock to jerk us both. "All this touching me. Now I'm touching you." All three of us were moaning. Seeing Laura jerk Mike turned me so much a little precum dribble from my tip. Laura used that as lube to jerk me faster. Mike and I grabbed napkins that came with the pizza as we both neared our edges. She pumped us faster. Mike kissed Laura on the neck and I sucked on her nipple. Mike's lips smacked hers as they made out and she moaned into his mouth. Pleasure exploded within me and I continued to rub her as I came into my napkin. Mike groaned as he came into his napkin as well. Laura slowed her strokes on us, but never quite stopped. Her tits moved up and down as she panted. "Damn," was all Mike could say. "Think you got another one in you?" Laura asked. Both of us were still hard, and we both said yes. Laura unzipped the back of her skirt and dropped her wet panties to show her shaved pussy. She pulled up Mike's shirt to rub and kiss his chest. When he tried to reciprocate, she pushed him back and she made her way slowly down. He must have realized what was going to happen, and leaned back in the couch. Her lips covered the head of his cock and her mouth lowered. Laura licked the sides of Mike's shaft and he moaned. She couldn't seem to take it all in as she bobbed her head up and down. I stood up to go behind her. She was bent over so that her ass and the back of her pussy were in full view. I slid my cock into her, and she moaned with her mouth full. I grabbed her by the hips and thrust into her. Laura's muffled moans grew louder and she held Mike's hand. Her head bobbed up and down faster as Mike groaned. "Just like that, Laura! Yeah!" I slapped Laura's ass as I pounded her. Mike groaned loudly and pushed his hips up. Laura's head bobbing stopped and she swallowed every drop of his cum before raising her head. She looked back at me as I thrust into her. "Yes, Stephen!" Pressure built up and I knew it wouldn't be much longer. I sped up my thrusts and her walls squeezed me. We came together and shouted our orgasms. Her walls milked my dick for every drop before I pulled out of her. My cock shined with her juice and we all sat on the couch naked together.