Date: Wed, 6 May 2009 19:33:08 -0700
From: secondary2@live.ca
Subject: Motherfucker Part III

The next morning was similar to the one before. I knocked on the adjoining
door to the boys room's and we all went down to get some breakfast. This
time I had a chance to speak to Pauline alone. While Paul was refilling his
plate I leaned in to her and said, "I need ot talk to you." She
nodded. "Head back to the room after breakfast, I'll make some excuse and
meet you on your side." Paul returned and we finished our meal
peacfully. After we were done I got up, telling them I would see them later
and walked back towards the room.

We finished eating and got up to leave. I went in the opposite direction
from the boys and headed back to my room. It was about twenty minutes later
that I heard Pauline knock on the adjoining door. I let her in, and she
appologised for taking so long. "I didn't want it to seem suspicious." She
said. It didn't take long to get to the point. "Look, I'm just bitter that
you are having a blast with Paul while I am left alone and feeling very
uncormfortable about being in your body." Pauline looked sheepish. "I know
it doesn't really seem fair that, well, I'm having alot of fun playing at
being a young man. I guess it makes sense that it would be allot harder for
you to just accept this and have fun."

 I sighed and sat down on the bed, "What Kind of fun am I supposed to have
on my own anyway?" I asked, "What were you planning on doing?" She shrugged
and replied, "Drinking, gambling and flirting." I frowned. "Creative. And
I'm certainly avaoiding that last one." I said flatly. "Look," She began,
"Do your best to enjoy yourself and I will find a way to make everything up
to you." I raised an eyebrow. "How are you planning to do that?" She smiled
and answered, "Just trust me. I have to get going or Paul will thing I'm
having it off with his mother." I gave her a dry look as she got up to
leave. "I'll see you later." She said as she walked out.

The rest of the day went about the same as the day before; I tried to look
around town and have fun, but was always put off by being both alone and
very self-conscious. I did manage to at least forget what had happened to
me for short periods of time, though little things like mirrors and being
called 'miss' had a habit of reminding me. Determined not to waste my time
again, I kept myself more or less amused untill about eleven at
night. Around that time I was a little drunk and getting really irritated
by all the vacationing business men and conventioneers eyeing me.

I headed back to the hotel room, not feeling terrible but not exactly
happy. Not wanting to get sober again, I bought a case of beer from the
hotel shop and went upstairs. Once there I took another shower. Under the
hot water I started playing with myself as I had the night before. A decent
orgasm later I was feeling a bit more relaxed and mellow and dried off. I
had had enough to drink that I didn't even hesitate when I grabbed
Pauline's satin nightclothes and started slipping them on. I sat down on
the bed, turned on the TV, and opened one of the beers. Drinking quietly by
myself, I began passing the time untill I fell asleep.

Sleep didnt come as soon as I thought, and four beers later I was still
awake and still half-drunk. My hand slid down my body absentmindedly, and I
began teasing my crotch through the smooth fabric of my nightshorts. I felt
the tingle of arousal begin to rise in me. I sighed and began to
concentrate on my self-pleasure. Just then I heard a knock on the adjoining
door. I started a little, jumping up on the bed. Conllecting myself I
realised it was probably Pauline coming to talk to me again, or Paul
wanting something from his 'mother'. I got up, straightened my
nightclothes, and opened the door.

It was Pauline. I let her in, noticing Paul wasn't with her again, and shut
the door behind her. "Manage to have fun?" she asked, smiling. "Sort of." I
responed. I looked her over. "You're a little drunk, aren't you?" I
asked. She smiled again. "Yeah, a bit." She responded. Pointing at the beer
bottles next the bed she added, "though I'll bet you are as well." I
laughed a little. "Yeah..." I admited. "Where's Paul?" I asked after a
moment. "Downstairs at the casino, I think it will be a while before he
comes up, he has been having some good luck. Plus I think there is a girl
he managed to get the attention of..."

I got serious for a moment. "I can't belive all this happened, and we
dont't even know why." I said, "We dont even know if it will go back to
normal at all." Pauline shrigged. "We dont know why or how, and if things
dont switch back before he get home then we'll have to figgure something
out. In the meantime we have to clues to any of it so we might as well just
carry on as-is." As much as I wanted to I couldn't come up with a better
idea. It was true that neither of us had the slightest idea what caused the
swap.

I had sat down on the bed, Pauline joined me. "So do you still feel I owe
you something?" She asked. I felt a little ashamed for blaming her for
having more fun than me. "Well, it's not your fault you are having fun, I
guess. But you are doing it with my life, and I do feel bitter still." She
nodded. "Well, I gave some thought to that situation and I think I came up
with a plan." She said at last. She moved a little closer to me on the
bed. "Judging from my experience in that body you have borrowed," she went
on, "I think I know what will make you feel allot better." I began to see
what she was getting at. Maybe it was the booze or the masterbating, but as
shocked as I was at what I thought she was suggesting, part of me tingled
at the thought.

Pauline started to tease her fingers over my breast, passing over the
nipple that was hidden behind my soft bedclothes. "What are you doing?" I
asked. "Making it up to you, like I said." She replied. "I'm not sure..." I
began, trailing off. "Relax," she said, "Just lie back and let me make you
feel good." She untied my robe, and pulled it open. Pauline lifted the
shoulder staps of my nightshirt off and pulled the top down to reveal my
boobs. She leaned in and took one of my nipples into her mouth. I sighed as
her tongue played with my breast, her hand coming up to fondle the other
tit.

While she was pleasuring my chest, she started sliding my shorts off. I
half consciously lifted one leg out of them as she tugged then down. When
they were hanging around one of my knees she stopped and left them
there. She started moving her head down my body, planting teasing kisses as
she went. Her face was soon in my lap, her lips tickling my inner
thigh. She rubbed up and down my slit a few times and I whimpered in
response. Having someone else touch my oussy felt so muc better than doing
it myself. Yet what I was feeling was nothing compared to the sensation I
got when she pressed her mouth to my snatch.

She used her toungue to manupulate my clit, occasionally teasing the rest
of my pussy as well. I moaned and closed my eyes. It felt fantastic being
eaten out, and I was definatly forgetting all about being mad at her. As my
excitment mounted I was insanly aroused and, even though I knew she could
make me cum like that, I wanted more. The same desire that had prompted me
to shove my fingers in myself the niht before was back. "Oh god..." I
whispered, "If feels so good." I suddenly pulled her head away from my
crotch. I slid down and pulled her up so that I could reach her pants. I
started to desperatly fumble with her trousers, trying to get them off.

"What are you doing now?" She asked playfully. "I thought I was pleasuring
you to even things out?" I managed to get her pants pulled down and her
shirt off. "I want you inside of me." I whispered. "Are you sure?" She
asked. "Yes," I said, "I'm so worked up right now, I want to have
everything. Don't pretend you don't want to." She laughed. "Of course I
want to." She said. "Then if you really want to make it up to me," I
concluded, "Then let's get on with it." Smliing, Pauline slippd out of her
jeans and layed down on top of me. I instincivly spread my legs, wrapping
them around her waist.

And thus we are back where we started; in the present. I'm in the body of a
hot milf, laying on my back getting fucked by Pauline in my body. My breath
is coming in gasps and pants. I'm clutching his firm body to me as he
drives in and out of my cunt. I now find myself on the recieving end of my
idle fantasies about Pauline, and I am enjoying it so much I was gasping
like a mad woman. Each stroke seems to drive his cock deeper into my
womb. I dont know how long I lay there being fucked, but after a while I
feel myself approaching climax. When my orgasm hits it is way more
powerfull and intense than my experiences alone the night before.

I moan and clutched him to me. My whole body convulses as I cum, my hips
jerking desperatly up into his cock. I had never thought it would feel so
good to be a woman laying on her back with a man inside of her, but it was
fantastic. For this moment I dont mind the fact that I have been stuck in
someone else's life. When the throes of my climax ebb off I look up at
Pauline, at my old face. "Well you are certainly making it up to me..." I
rasp as he slides his member in and out of me slowly. "I'm glad." She
gasps. "How do you like having a nice young cock in you?" She asks. I hold
her close to me as I answer, "I can't belive how good it feels."

I initiate a change of position. I roll him onto his back as I climb on top
of him. I feel cold and empty with his dick out of me. I raise myself above
his crotch and lower my hips down. My pussy is wet and open so his tool
dissapears into me effortlessly. I start to ride her as she thrusts up to
match my pace. She takes on of my nipples into her mouth as we shagg. As
our passion mounts again we are smashed together, madly humping as I feel
another orgasm sneaking up on me.

I cum again, shivering and tembling as I moan loudly. I bite my lip and
whimper as my second orgasm of the night shakes my entire body. After I
finish moaning and screaming I keep riding him slowly, feeling him move
inside me. I feel a desire to reciprocate his inital attack on me. I
quickly climb off of him and shift down on the bed before he can say
anything. I start jerking his cock as I look up at him. I open my lips and
take the head of his penis into my mouth. I never thought I would suck a
dick, but experiencing so much pleasure as a woman and being with a body
that used to be mine I don't hesitate.

Still stroking him with my hand, I take as much of his tool into my mouth
as I can. I start to suck and let it slide back out again. Pauline cradles
my head in her hands as I start to go down on her. Soon I have gotten the
hang of it and am blowing him like the experienced woman I appeared to
be. Pauline is sighing and squirming under my ministrations, and I look up
into her eyes as suck her off. I know that after all that fucking she will
be close to cumming, especially since it was her first time having sex as a
man.

I quicken my pace, using my hand and my mouth to really give her a
blowjob. Her fingers tighten their grip on my hair and I know what is about
to happen. Her dick tenses up, as does the rest of her body, and the first
gush of cum floods into my mouth. It dosn't taste to bad, kinda bleachy and
salty. I manage to swallow a little bit of the first batch, but the
subsequent spurts of jizz leak out of my mouth and drip down my chin. I
keep blowing her dick, and when she finally stops twiching and spraying
semen onto my tounge my face and tits are covered in whiteish goo.

I slowly let her soft cock slip out of my mouth, watching it shrink. I
smile and wipe some of the cream off my chin. She is gasping, but trying to
catch her breath. "That was fucking amazing!" She manages to say at last. I
chuckled, "You're telling me," I say, "I just had three orgasms in one
session." She exhales slowly. "That is one good thing about being a
woman. But damn was it fun to have a cock for a change." I roll over on my
back, shaking my head. I look down at the cum all over my inherited tits. I
can still taste it in my mouth. I wipe a hand over the mess on my bust and
laugh.

"I can't belive I did that." I say. Pauline smiled. "Which part?" she
asks. "Any of it." I reply. "I'm a man. I lived my whole life as a straight
man. Yesterday I wake up as a woman and today I get a guy seduce me and
then, after having sex as a woman and loving it, I suck him off." Pauline
rolls over towards me. "Mmmm," she says, "You dont look like a man to
me. not with those great tits and that wet pussy." I frown at her, half
seriously. "Besides," she went on, "It's me in your old body. We were still
a man and a woman having sex, and the cock you enjoyed so much was your own
and nothing you havnt jerked off before. So what if you experienced it from
a different perspective." She concluded. "How philisophical." I scoff.

I tell her I need to go clean myself up and she says she understands. I
went into the bathroom and took a facecloth from the rack. Wetting the
cloth, I start wiping off the cum that was getting cold and sticky all over
my chest. Round about the time I had finished getting the mess off of me I
saw Pauline enter the room in the mirror. She comes up behind me and
nestles her cock between my ass cheeks. Her hand come up to casualy fondle
my breasts. "So," She says, "You liked having me fuck you?" I raise an
eyebrow at her, then smile. "I have to admit I did." say. "I always was a
bit of a horny courgar," She says. "I guess now you are."

Her cock twiches between near my cunt. She is getting hard again, wanting
more. Oh, to be young again...

Pauline enters me from behind as I hold myself up on the bathroom counter.
I moan and yelp as she fucks me, harder and rougher than before. I cum for
the fourth time that night in that position. Then she flips me around. I
throw one leg over her shoulder as I look down at her hard member sliding
in and out of my soaking wet slit. She bites and suckles my nipples as she
fucks me, and I think I leave claw marks on her back. In the throws of our
passion I feel her drive deeply into me and grunt. I thrust into her and
hold her close as she cums again, flooding my pussy with her jizz. When she
has emptied herself into me completly we start kissing tenderly as her cock
gets limp again and poppeds out.

I have to clean myself up again.