The Erotic Mind-Control Story Archive

“Hmmm…” said the young, blond teacher, putting her hand to her chin, pretending to be deep in thought.

She was standing in front of a crude painting of a man holding a football, and Tyler Carlson stood nervously to the side. He was close to passing, and if Miss Uden was merciful, then he would earn his credit and stay on the football team.

Miss Uden’s flashing green eyes turned to Tyler, her lip slightly curled up into a sneer. His heart sank: he saw no mercy there.

“I see no inspiration. No talent. No understanding of the principles we’ve been learning about all semester.” She said in a cruel voice. Tyler heard giggles from the girls and arty guys that filled the rest of the class. They loved to see their school’s quarterback get knocked down a peg.

“Well, class, what grade do we think that this masterpiece deserves?” Asked Miss Uden with a sweep of her arms. She was wearing one of her usual baggy, flowing sweaters, which added extra dramatic flair to her arm movements.

The class erupted in boos, making a flush of anger creep into Tyler’s cheeks.

“Well, Tyler,” said Miss Uden smugly, her beautiful, delicate face twisted into a gloating smile, “It looks like the class has spoken.” She grabbed a thick red marker from her desk and walked to the painting, uncapping the marker and drawing a fat “F” across it, ruining the artwork.

“Better luck next semester.” She said tauntingly, walking with a sway of her hips back to her desk and sitting in triumph.

Tyler swore then and there that he would get his revenge on Miss Uden for this public humiliation if it was the last thing he did.

Faria finished counting the money and leaned back in her chair.

“Why don’t you tell me a little bit more about the situation.” She said, rolling her shoulders and stretching her long, shapely neck. It had been a late night last night, finishing up a job for her last client, and she was a little tired and sore.

The young man in front of her scowled. “I paid you the money, right? Shouldn’t that be enough?”

Faria sighed and shook her head, tapping well manicured nails on the shining hardwood desk. “Mr…. Carlson, was it? My gifts are highly in demand. I only take cases that … interest me on a personal level. I thought yours sounded promising, but I can still walk away at this point. And I will, honey, if you don’t give me the details I asked for.”

The square-jawed young man across the desk from her rolled his eyes, but launched into his explanation. “I’m paying for you to use your …techniques on Lily Uden.”

“And what is your relationship to this woman?”

“She teaches art at my school. I had her last semester.”

Faria chuckled. Another senior who was a little too hot for teacher. It wasn’t the first time she had seen it in her client requests. “And why do you feel you need revenge on Miss Uden?” She drawled lazily. The sullen Mr. Carlson was correct, he had already sent this information to Faria when he made his request, but hearing it in person was an important part of the decision process.

“She has some sort of grudge against people who play sports.” Carlson snapped irritably, “she purposefully set me up to fail her class so that I would get kicked off the football team.”

Faria clicked her tongue. “A very bad teacher, then.”

“Exactly.”

“But that’s not the whole story,” said Faria, leaning across her desk and with a teasing smile, “You don’t pay ten thousand dollars to someone like me to correct a bad grade. There’s an element of…” Faria’s mouth quirked up into a mocking sneer, “...Lust here, isn’t there, Mr. Carlson?”

Carlson blushed red and looked away. Awww, he’s embarrassed, thought Faria. Well, he ought to be if he truly desires my services. Carlson shrugged. “Yeah, I mean, she’s hot, ok?”

“Show me.” Faria always asked her clients to bring a photo of their requested person. She found that the choice of photo often revealed as much about the client as the target.

Carlson avoided her eyes, silently navigating to a picture on his phone and passing it across the desk.

A cute young woman stuck her tongue out at the camera between her smiling teeth, an arm thrown over her shoulder, indicating that this had been cut from a larger group photo. Her delicate, almost elfen features combined with the expression to give a mischievous, flirty vibe to the picture. Her thick honey-blond hair hung braided over her shoulder, and was held back with a kerchief. It was a candid beach photo, and Faria immediately saw why it had grabbed the young man’s attention. Lily Uden had some of the most magnificent breasts that Faria had ever seen, and she had seen quite a few. They were massive, but also looked firm and well shaped. In the picture, Miss Uden was wearing a dark green bikini that would have normally been quite modest. Unfortunately for her, whoever had thrown their arm over her shoulder had skewed her bikini top just enough to reveal the barest sliver of pink areola sneaking past the edge of the dark green material. The combination of innocence and sexiness in the photo was enough to send any man wild. Or any woman of a certain inclination.

“One of her friends posted it on Instagram, and one of the boys found it before it got taken down,” explained Tyler sheepishly.

Faria handed his phone back. She thought for a moment. The request certainly seemed to fit her criteria. The scenario excited her, which was obviously the most important factor. She also required that the target had genuinely wronged the client. That would take a little more research. The last criteria was critical as well. She had to see that the client was truly passionate about their dark desire for the target.

“And what is it you want me to do, Mr. Carlson?” She asked in a formal tone.

“Ummm,” Said the young man, looking confused, “I want you to hypnotize her for me. Isn’t that what I’m paying you for?”

Faria clicked her tongue. Such a crass young man. “I mean,” she said impatiently, “What is the result that you want? How do you want me to influence her?”

Faria thought the young man would let her down for a moment, but then she saw the familiar dull light of perverted lust burning in his eyes.

“I want her humiliated, like I was. I want her to beg for forgiveness in the most depraved way possible, only for me to say no. I want her in my power. I want to see her get knocked down off her pedestal and look up to see me above her. I want to feel that cow’s tits in my hands and hear her moan for more.”

“Fantastic.” Said Faria with a wide, shining smile.

Faria found it easy to slip into any place she chose. Her shiny black hair and tanned complexion allowed her to pass for greek, arabic, latina, italian, or others. She had even managed to leave people with the impression that she was Thai once, with some clever makeup.

Today she had chosen a simple professional suit. Faria left the school secretaries with the vague impression that she was some sort of social worker checking up on a student, and effortlessly led them to forget to sign her into the visitor log. It was important to cover her tracks as much as possible: if she was able to pull off what she had planned for this target, it might be a good idea to leave a low profile.

Faria waited in the staff lounge for a few minutes until the bell rang for the end of the day, then made her way up to Miss Uden’s room, nodding forgetably to the students and staff that she passed.

As Faria walked into the airy, bright art classroom, Lily Uden was bent at the waist, reaching for a paintbrush which had fallen behind a table. It should have been a magnificent view of her ass, but it was spoiled slightly by the fact that Lily was wearing baggy overalls. As she straightened, the young teacher realized that she had a guest, and whirled with an apologetic smile. “Oh my gosh! I’m so sorry! Didn’t hear you come in!” She had a long sleeve shirt under her overalls, and her hair, like in the photo, was braided and held back in a kerchief, which must be a signature look of hers. There was a splotch of yellow paint on one of her cheeks. The effect, Faria had to admit, was adorable. But it was clear that the nip slip at the beach was completely out of character for her. She looked like she might have even had to be talked into wearing the bikini, if this is what she considered normal clothes.

“What can I do for you?” asked Lily, bringing the brush to a sink and rinsing it as she talked over her shoulder. “Are you a parent?” Lily’s brows furrowed a little as she realized that Faria looked far too young to be the mother of one of her students. “Err, I mean… sister of one of my students?”

“No, no, no.” Said Faria smoothly, a cool appraising look on her face as she studied the contours of Lily’s body, “Nothing like that. I’m actually part of a new district program. Stress levels have been through the roof in education these past few years. I’m just going around to classrooms to check in with teachers and do a little on-the-spot counseling.”

Lily flicked the brush and set it down to dry on a ratty old towel, drying her hands off as she turned with a confused expression on her face. “Wow? Really? I would never have thought the principal would pay for something like that. Not that I’m complaining!” She added with an apologetic smile.

Faria smiled back, closely observing Lily’s facial expressions, her body language, her tone and cadence of speech. The more information she could gather before attempting her technique, the easier it would be. “Well, are you interested in a short session?”

“Right now?” said Lily, looking thoughtful, “I’m not sure that I would have the time today. You see, I have to get to…”

Faria felt like she had enough information for a mild push. She had no interest in scheduling for a later date.

“I think that you shouldn’t put it off, Lily. There’s no time like the present.” The words would have sounded strange to anyone but Lily, somewhat slurred and lisping. The tone was unusual as well, sounding more angry than persuasive. Faria’s voice was her instrument, and she had controlled it precisely to interfere with Lily’s mind.

“How did you… know… my….” Lily started objecting, but the voice had already begun its work, causing her face to cloud over with a familiar look of stunned confusion, “....name?” She finished the sentence, but her tone made it clear she didn’t really remember what she had been asking. Faria watched as the outside idea planted by her voice slowly took root in Lily’s head. Too slowly. Sloppy. Faria had been forced to push Lily a little before fully analyzing her mental state and personality. She would have to be more careful next time. Well, it looked like it had worked regardless. The confusion on Lily’s face passed like a cloud uncovering the sun, and she continued the conversation with no acknowledgment of her brief lapse into silence.

“You know what? There’s no time like the present. It’s been a stressful day, and I should prioritize my mental health.” She said warmly, giving Faria a sunny smile, “Should I close the door?”

“No, I think it will be more fun if we leave it open,” Replied Faria with a wink.

What a strange comment, reflected Lily.

“Well, anyway thank you for coming to see me, Miss…”

“You can call me Faria.” Said the enigmatically smiling woman, extending a slim tan hand to shake. Lily took the hand, finding Faria’s grip to be firmer than she was expecting.

“What a pretty name! Is that your first name?... Or your last?” Asked Lily.

“Neither.” Said Faria brusquely, “It’s a pseudonym.” She turned and sat behind the teacher’s desk, motioning for Lily to bring over a stool from one of the tables. It was strangely rude for the strange woman to take Lily’s seat like it was her rightful place. Lily tried not to be offended as she hauled over a stool to sit in front of the teacher’s desk. “Why would a therapist need a pseudonym?” Wondered Lily out loud as she sat.

“Why indeed?” Said Faria with a sphinx’s smile, “You said today was a stressful day. Tell me why.” Faria spoke in a voice that Lily found a little too demanding. Well, she strongly felt like this was something that she shouldn’t put off, so Lily began explaining with an exasperated sigh.

“Oh, I don’t know. I have these boys in my class. They just don’t take art seriously. They don’t have the artistic drive that I want to see in my students. Today, of course, when they saw their grades for the semester, they suddenly raised a big fuss. I had to speak to them, then their parents, then the football coach, then the principal. It’s been a mess.”

“So why not back down?” Asked Faria, staring deep into Lily’s eyes, “Why not just, you know, pick your battles?”

Lily snorted, and her lip curled slightly with disgust. “With this sort of boy, you can’t give them an inch. They think they are God’s gift to the world, and they are just shocked when you don’t bow down and kiss their feet. I refuse to play along with their little fantasy, unlike the rest of the school.” Lily looked a little surprised at herself. “Oh shoot, sorry! I guess I’m a little more frustrated than I thought. That went a little too far.”

Faria cheered internally. It may have been a little too far, but it was just what she had needed to get a lock on Lily’s thought processes. She stretched back, and lifted her feet to rest her sensible heels on the teacher’s desk, getting a little dirt on some papers as she did so.

“Hey now!” Said Lily, her brows knitting, “Please don’t put your dirty feet…”

Faria cut her off. “Silence, Lily.”

This time the voice was pitched perfectly. Lily’s mouth shut with an audible snap, almost catching her tongue between her teeth. Dull Confusion clouded over Lily’s face once again. Faria reveled in her power. The rush of control truly never got old.

“From now on, when I tell you to do something in my normal speaking voice, you will feel compelled to obey.” Faria said in her strange, slithery voice. “Now nod.” Lily’s head bobbed up and down, her face still vague and unfocused.

“Perfect.” Said Faria with a cruel smile, “ I think it’s better if you stand, Lily. When we both sit, it’s almost like we are equals. That won’t do.” Lily got to her feet and stood, twisting her hands and fidgeting like a nervous school girl. She was already completely under Faria’s control.

“Now then, we are going to have a conversation, so I need you sharp. On the snap of my fingers, you are going to return to your normal state of mind, but you will still obey me. Most importantly, I need you to answer all of my questions truthfully.” She held her fingers up, watched as Lily’s dull eyes focused on them, then snapped. Lily’s eyes leapt back into bright focus, moving to Faria’s face with a look of shock and horror. She took a step back, prompting Faria to snap, “Stay right where you are, Miss Uden.”

Lily froze, breathing heavily. Her jaw was tight, still being forced to obey the “Silence” command. The heavy breathing was doing interesting things to her massive chest, even concealed beneath multiple layers. Faria paused. She should really get straight to business… but what was the harm in a little self-indulgence?

“Ok, Miss Uden. We’ve done a little mental inspection. Now I think it’s time to take a closer look at you physically. Roll those ridiculous overalls down to your waist.” Lily looked like she had swallowed something sour as she hesitantly slipped both straps off her shoulders and pushed the overalls down to her waist, exposing her long-sleeved undershirt, puffed out magnificently by her large breasts.

Faria let out her deep, musical laugh. “Now the shirt, honey. Roll it up.” Lily’s eyes darted wildly. Although she couldn’t turn around after being told to stay where she was, she was clearly trying to look behind her, to the open door of the classroom.

Faria leaned forward, “I told you it would be more fun with the door open.” She said in a stage whisper. It wasn’t that long after school, and occasional people could still be seen walking down the hallway past the open door.

Lily’s fingers began to betray her. Bound by the command that Faria had just given her, they gripped the hem of her undershirt and began to pull it up, first exposing a tender, pale belly to the open air of the classroom.

Seeing that Lily was starting to hyperventilate, Faria intervened. “Calm down Lily.” She watched as the command worked against and finally triumphed over Lily’s instincts, and the young teacher began breathing evenly again as her shirt rose to reveal the underside of a comfortable-looking cream-colored bra.

Faria opened a drawer in the teacher’s desk and rummaged around as she spoke. “Well, it’s a good news, bad news situation, Lily.” She found what she was looking for: a pair of strong-looking shears used to cut cardboard. “The bad news, for you at least, is that you are about to show me your beautiful naked titties.”

Faria rose from the desk and clicked her way over to stand in front of the teacher, who now stood with her arms holding her shirt above the huge, creamy expanse of her full-coverage bra. She slid the sharp shears up between the cups of the bra, preparing to cut. “The good news is: your back is to the door, so if you stay really still and quiet, maybe you can get through this without anyone noticing you’ve been stripped in your own classroom.”

SNIP

SNIP

SNIP

With three swift movements of the shears, Faria cut the cups apart, then severed the straps on top of each cup. She savored the reveal as she slowly pulled the bra free.

If anything, the beach photo had sold Lily’s breasts short.

They were massive and well shaped, defying gravity to stand jiggling and proud in the bright light of the classroom skylights. The large nipples were a delicate shade of pink that matched harmoniously with Lily’s pale skin. They began to harden in the cool classroom air. Lily’s face had become pink as well, and she darted her eyes around to avoid meeting Faria’s gaze.

“Jesus Christ, honey.” Said Faria, in awe. “You really won the genetic lottery with these. I had half assumed that you must have gotten some work done, even though you don’t seem like the type.” Although her tits were massive, they had the shape and hang that could only mean they were natural.

Faria stepped close, slipping an arm around Lily’s waist, gently rubbing the small of Lily’s back. Lily looked up at Faria, an almost defiant look in her eyes.

“I bet your back hurt a lot though, huh girl?” Faria looked down reverently at the huge, perfect tits. What the hell. She had come this far. She really couldn’t resist.

Faria placed her head between Lily’s breasts, nuzzling her face against the soft skin of her tits. She felt the soft, but firm weight of the teacher’s breasts, and smelled Lily’s scent of soap, detergent, and clean sweat. It smelled like innocence. As she pulled away, she took one last indulgence, popping one of Lily’s engorged nipples into her mouth and sucking hard enough to lift the breast slightly as she pulled away. The rough sensation pulled a moan part way between pleasure and pain from Lily’s throat.

Faria wiped her mouth on the back of her hand, winked at Lily, and stalked back behind the desk to sit down. “Now then, let’s talk.”

Lily began to roll her shirt down over her now-braless tits, but Faria raised a finger to stop her. “Ah ah ah!” She scolded teasingly, “Why don’t you let those monsters get some air. Consider it an incentive to keep your voice down. You can speak now by the way.”

“How are you doing this?” Asked Lily, barely above a whisper.

“It’s my special talent, dear.” Said Faria dismissively, checking her nails, “I’ve just always been able to do it. I can’t explain it to someone who doesn’t have the talent.”

“And… w-what do you want from me?” Said Lily nervously. Outside the door, feet away, a student walked past the open door, his head down, focused on his phone.

“For now? I want you to answer some questions.” Enough playtime, thought Faria, time to get back to business. “Firstly, and most importantly: did you fail Tyler Carlson on purpose?”

Lily looked like she wanted to remain silent, but Faria’s control wouldn’t allow it. Faria had to stifle a laugh. The young teacher just looked so ridiculous standing there, arms raised to lift her shirt, exposing her naked tits to a strange woman in her own classroom. Faria was sure it must be humiliating, although she wasn’t very experienced with that emotion herself.

“Yes.” Said Lily through gritted teeth.

“Explain”

“I purposefully withheld useful explanations from him on how to complete assignments, and I graded him harshly based on the subjective quality of his art. It was easy.” Lily looked horrified that she was spilling all of this information, but couldn’t stop herself. Faria was a little surprised. She had thought it was more likely that Mr. Carlson was lying. Lily just seemed like too sweet of a person. Well it goes to show you never can tell.

“Why did you fail him?”

“I hate jocks. I take any chance I can get to hurt them.” Said Lily simply, her mouth set in a firm line. It would have been more impressive without her tits hanging freely beneath her grim expression.

“Why do you hate them so much?”

“I had… bad experiences with jocks in high school.”

Faria leaned forward. Now things are getting interesting. “I see. Explain.”

Lily sighed and looked unhappy. She clearly didn’t want to discuss this. “They mocked my appearance. They came up with a cruel nickname for me, and by the end of senior year, everyone was using it. I even heard a teacher use it once.”

This was a crucial detail. “What was the nickname?”

Lily’s eyes squinted and she turned red. Faria realized with a thrill that Lily was fighting the hardest that she had so far to avoid answering the question. She was fighting back even harder than she did against the command to expose her tits. Whatever this nickname was, it was central to Miss Uden’s hatred of jocks.

Lily could only fight back for so long. Faria’s control was ironclad.

“Udders” She said in a broken whisper.

“What’s that, honey?” Chirped Faria with false cheerfulness, “I couldn’t hear you!”

“Udders!” choked Lilly, burning with shame, “Lily Udders.”

Faria smiled with glee. Well, it was great intel, but she needed Lily to be a bit more composed, so she had better take down the temperature a bit.

“Forget the last part of the conversation dear, the part that upset you.” Said Faria breezily, and snapped her fingers. Lily looked momentarily confused, then she blinked and looked back to Faria. “What were we talking about?”

“I think I have all the information I need to make a decision.” Said Faria, “The request meets all the criteria, the money has been paid, and so I am ready to proceed.” She clapped her hands together as if they both had something to celebrate.

Lily looked confused and disturbed. “What? What do you mean? Request?”

Faria rose again and walked over to Lilly, grinning widely. “Nothing you need to worry your pretty little head over, sugar-tits!” She gave Lilly’s right breast a light slap to punctuate the sentence, drawing a yelp from Lily. “Just one more formality we need to take care of before I begin.”

Faria cleared her throat and gave her standardized speech, “By requesting my services to be performed on you, my client has wronged you at least as much as you have wronged them. Therefore I will offer you a chance to escape what is about to happen. The fee charged to my client in this instance was $10,000. If you are willing to double that price, I will offer you the chance to simply walk away, or craft a reversed punishment for him. Are you interested?”

Lily hesitated for a moment. She seemed to realize that the offer was important, even though she wasn’t completely following what was happening. In the hall, two teachers passed, so wrapped up in their loud, laughing conversation that they didn’t see what was happening in the classroom. Lily flinched upon hearing their voices, causing her tits to wobble amusingly.

“$20,000 dollars?” She said weakly, “I mean, I can’t. My rainy day fund only has a thousand in it right now…”

Faria shook her head in mock sympathy. “That’s too bad, Miss Udders.” Lily flinched again as she heard the hated nickname. “I mean Uden, sorry, slip of the tongue. Cover up those sweater puppies, honey,” said Faria with a hungry smile, “Let’s move somewhere a little more comfortable for this next part.”

Lily squirmed uncomfortably on the old leather sofa in the teacher’s lounge, making the stiff black material squeak and crunch slightly with her movements.

Faria neatly folded Miss Uden’s panties and placed them on the pile with the rest of her clothes: next to Faria, across the room from the unfortunate teacher.

“That’s better. Comfy?” Said Faria with a professional smile, crossing her long smooth legs and leaning forward.

Lily mutely shook her head, causing her big tits to jiggle like jelly on her chest. Her face was white with anxiety, and her eyes were locked on the door to the hallway. Most People had left the building at this point, but there was still a real chance that a staff member staying late could walk in at any moment and see Lily Uden completely naked, laid out on the uncomfortable sofa. Has the janitor cleaned this room already? Thought Faria. Ah well, we’ll find out together.

In reality, the danger was much less than Lily imagined. Faria could easily remove the memory of anyone who walked in if she thought it would cause an issue. She did nothing to reassure Miss Uden however. The sense of vulnerability would be helpful for the programming process.

“Now.” Said Faria, clapping her hands to bring Lily’s attention back to her. “Time to get started. Let’s talk about classroom discipline. How do you handle it if a young man is defiant in your class?”

Lily didn’t hesitate. “I refuse to give him any leeway. Students love to test teachers to see how much they can get away with. I would crack down immediately and harshly. He wouldn’t like me afterwards, but he would respect me.” She shifted awkwardly on the couch, causing part of her gently sweating body to audibly peel away from the leather. Faria had commanded her to leave her tits in plain sight, but hadn’t mentioned her pussy. Her hands were planted firmly in her lap as though trying to preserve a shred of modesty.

“Hmmmm. Interesting.” Said Faria, scribbling on a legal pad. “I think we have some good material there. I’m going to put you into programming mode now Lily. I need you to relax. Arms gently at your sides. Breath deep, even breaths. Close your eyes.”

Lily obeyed the commands, and immediately fell into a near-sleep state. Faria moved her chair closer to the sofa, speaking in a soothing voice all the while.

“Everyone has certain set ways of seeing the world.” She explained, sitting down and smoothing Lily’s hair back from her forehead, “Patterns of thought you might call them. They are a big part of what makes us who we are.” It was totally unnecessary to explain this, but she had always enjoyed talking at a captive audience. It was part of what made her job more fun.

“I’m about to get inside your pretty little head and change some of those patterns of thought,” crooned Faria, looking down at the nude woman under her control. “It’s pretty exciting! It’s like a whole new you is being born!” Lily’s eyes moved back and forth behind her eyelids as though searching for an escape. “I will tell you what. Just to be safe, I want you to save a snapshot of your current self way down inside your mind, hidden away until I want to bring you back.”

“I want you to sink deeper and deeper into calmness. Your mind is totally open. Totally receptive. Totally submissive. First, we are going to make that backup copy.”

“I want you to hide away this version of yourself. Deep in your mind, sleeping without dreams. This current version of your mind will wake up and take over when you hear me say the word…” Faria smiled with satisfaction, “Moocow.”

“Nod when you are finished.” Faria waited for Lily to absorb the complex mental command. Finally, the subdued teacher gave a dreamy, slow nod.

“Let’s proceed. When I next speak using my talent, I will be speaking your new thoughts out loud. These new thoughts will replace the old ones completely. This new way of thinking will come naturally to you. They will be your deeply held convictions.”

“Now repeat after me.” Said Faria, and took a deep breath.

“It is far more important to be liked by my students than to be respected.”

“...than to be respected.” Lily’s lips were barely moving, and her voice came out quieter than a whisper.

“It isn’t worth it to fight with my students. If they contradict me, it is easier to just agree with them.”

“...agree with them.” Lily Breathed.

Faria leaned forward and snapped her fingers in front of Lily’s face. “Wake up!”

Lily’s startlingly green eyes opened slowly. “Huh? What’s happening? Are we done?”

“Awww, sorry honey, not yet,” said Faria, patting Lily on a pale,naked thigh. “We have a few more rounds of questions and programming to go before you are all done.”

Faria rested her hand on the thigh she had patted and rubbed gently.

“Now… This next question may be a bit harder…”

Several weeks after meeting with Faria, Tyler Carlson received a large, thick envelope in the mail, with a small logo of a brain covered by a spiral pattern in its center. His mother was curious about it, but he made up some lame excuse about it being university promo materials as he hurried up to his room to read.

Inside the envelope was a professional-looking folio bound in black leather. On the first page was a short letter.

Dear Mr. Carlson,

I am happy to report that your requested mental remodeling of Miss Lily Uden has been completed successfully with no complications.

Please note that, while all necessary mental suggestions have been implanted already, some will take time and development on your part to be fully realized. I have arranged for you and some other failed art students to be scheduled into a special remedial art class with Miss Uden, which should give you ample time and opportunity to develop Miss Uden to your satisfaction.

The following material represents a step by step, fool proof guide to obtaining the results for which you hired me. If you fail to follow the steps correctly, I can not guarantee the results requested. It is imperative that you do not skip ahead through steps, or try to force results too early.

You will notice that the final step has been left blank except for a note asking you to contact me. I envision this process taking place over the course of the semester, and I have a grand finale planned for the end of your class. I have taken some steps to make sure that it will be difficult for anyone to detect what is going on, but please use discretion as much as possible. My talents can only do so much.

Thank you for your patronage, Mr. Carlson. I hope that you enjoy your semester.

Faria

So Faria’s work was already complete? He had walked past Miss Uden in the hall yesterday, and she had given him the same annoyed look as usual, not looking any different. Maybe it had to do with this development that Faria had mentioned. He turned the page to the first page of instructions.

The page read “1. The First Week” across the top in bold letters. The rest of the page consisted of several bullet points.

• Luckily for you and the boys in your class, Miss Uden has been reprogrammed into a total pushover! It will be very difficult for her to refuse your requests or prevent you from misbehaving. Start slowly at first, but ensure that you and your friends push harder and harder over time, as this will work to enforce her conditioning. Before too long, she won’t turn down any request. In short: I have ensured that Miss Uden will give you an inch. Make sure that you take a mile.
• The more sexually charged you can make the classroom, the better. Dirty jokes, offhand comments about your teacher’s body, indecent requests. All of these will set the tone that we want. As noted above, begin slowly with this and ramp up over time to ensure best results and to keep your poor teacher from getting spooked.

The rest of the page was blank. That was it? Just misbehave and make Miss Uden uncomfortable with crude remarks? Tyler smirked. He could manage that.

Lily Uden checked the roster of her new class once again. She knew in the back of her mind that this last minute schedule change should have made her furious. These students on the list were all Senior boys in their last semester of school. They had all failed her class previously, and had nearly all been terrible trouble makers in class. She should have been filled with dread and annoyance.

So why was she filled with… nervous excitement? She didn’t know. Maybe she was just in an unusually good mood. Regardless, class would be starting soon. Lily nervously shuffled some papers on her desk and waited for the bell to ring..

The boys in her new class entered in groups of one or two, loudly laughing and joking. As the bell rang to start class, they paid no attention, continuing their loud conversations without pause. Typical. She expected such disrespect from this particular group of boys. Well she had dealt with disrespectful classes before. She was sure she could handle it. Lily did notice, however, an odd energy in the class. Some of the boys were talking in low, excited voices to their friends while looking in her direction. The whole thing made her a bit nervous. Were they talking about her? She subtly adjusted the fit of her sweater. Whenever she caught a sidelong glance from an older boy, she always assumed it was about her breasts. Boys were obsessed with them. The thought of her students ogling her body made her skin crawl.

Well, she had let this talking go on for long enough. She stood and clapped her hands together, giving her best teacher’s smile and projecting her voice. “Ok students, it’s time for class!”

None of the boys stopped talking or even looked at her. Her stomach dropped. It was surreal. It was humiliating. Even in a class of troublemakers, some of them should have at least looked up when she spoke. She felt a flare of annoyance. Well, if that was the way it was going to be, then she would have to get tough and put these boys in their place. She put her hands on her hips and prepared to lash out with her strongest “mean teacher” voice.

She took a deep breath…. and nothing came out. Somehow, it felt wrong to yell at these boys. It would be starting the semester off on the wrong foot. She had always thought that it was extremely important for her students to like her: it was much more important than being respected. She would have to find some other way of getting them to pay attention.

“Ummm…” She said softly, twisting her hands nervously in front of her, “It would be really great if all you boys could be quiet for a second.” The boys continued laughing and talking. In one corner, two boys were playfully shoving each other, harder and harder. Another group was watching a video being played aloud on a phone, a female voice could be heard moaning over the phone speakers. No one paid the slightest amount of attention to her.

A blush began to burn on Lily’s cheeks. She felt a wave of powerlessness. She was a teacher! She should be able to do this! She tried to think back to how she had handled rowdy classes in the past, but she drew a blank. The boys continued to do whatever they wanted, and every moment she stood there, Miss Uden felt more and more foolish and weak.

Finally, one of the boys cleared his throat, and the other boys rapidly settled down, turning to focus their attention on him. Lily saw with dismay that it was Tyler Carlson. In many ways he was her worst enemy. She had successfully failed him last semester, yet here he was, with a smug look on his face. She wished that it had been anyone other than him who had come to her assistance.

“Hey guys, it looks like our teacher is trying to speak. Let’s hear her out.” He said confidently. The rest of the boys were raptly paying attention to him, the clear leader. “Go ahead,” He said, nodding to Lily, “You have permission to speak.”

Lily felt a surge of annoyance. This little shit was clearly making a power play, acting like he was in charge of the class instead of her. She would have to put him in his place, or he would be a nightmare… No. No, that was wrong, wasn’t it? She had to make sure that the students liked her, and biting the head off of their leader on the first day wouldn’t help. She felt like maybe she should just… go with the flow. What did it matter if Tyler looked stronger and more competent than her?

“Th-thank you Tyler.” She said with a sickly smile. He nodded back to her, smug look still plastered across his face. The rest of the class gave each other knowing grins, and Lily’s stomach sank again.

She needed to push forward. “All of you have struggled in my art classes before. This class is designed to allow you to make up the points that you missed. Because you are all making up for different courses, this special remedial course will include a broad sampling of artistic techniques including clay modeling, photography, and painting. It will be a lot of hard work, but you should all be able to make up for any classes you failed.” She had practiced this speech in her head, and although it came out a bit shakier than she had planned, she felt like she was getting back into the swing of things. “Now, to keep things simple, we are going to be focusing on still life subjects this semester.” She gestured towards a bowl of apples that she had set on her desk. “Now, why don’t we start by…”

“Miss Uden.” Said Tyler Loudly, cutting her off abruptly. A smirk crossed his face. “Actually, that sounds a little too formal. I’m just going to call you Lily.”

All of her previous students had used “Miss Uden”, at her insistence. It had seemed vital to create a distance of respect and authority between teacher and student, but she couldn’t remember why that had seemed so important to her before. Respect wasn’t the most important thing in the world, after all.

“That’s ummm… that’s fine, Tyler.” She murmured sheepishly, seeing some of the boys smiling and elbowing each other, amused that she had given in so easily.

“Well Lily,” said Tyler Carlson, leaning back in his chair and crossing his arms. “I don’t think apples are going to keep my interest. What do you think, boys?” The rest of the students, on cue, launched into jeers and boos. “I think we should focus on something much more interesting. The human body.” At this, the rest of the class cheered and laughed in agreement.

“W-well…” stuttered Lily, “Capturing the human body can be really complex, I don’t know if…”

“But we are reeeeally interested in the human body, Lily.” Said Tyler, letting his eyes travel slowly down his teacher’s curves, then back up to her eyes, “We want to understand it better.”

Lily fought the urge to use her hands to cover her body as the rest of the boys followed Tyler’s example and openly leered at her. She was wearing a thick sweater and jeans, so there was nothing her hands could cover that wasn’t already well-hidden. She always wore very conservative clothes to school to avoid this very issue. But it wasn’t worth starting a fight over. High school boys would be high school boys.

Well, if switching topics would make the class like her more, then she saw no reason to refuse.

“Sure. We can focus on human subjects this semester.” She said with a smile. Tyler matched it with a smile of his own, one considerably crueler and sharper.

Lily struggled to get back on track with the sudden shift in subject matter. “Well, our original plan for the first class was for you to attempt to sketch this bowl of apples, just so that I could get a sense of what skills you are bringing in” She said, gesturing to the bowl on the desk. “But, umm, it seems like we have a change of plans. I just want you to grab a sheet of paper and try to draw a human subject. A face, a body, even part of a body. Don’t worry about drawing fine art today, just do your best. I will be circulating to give you some pointers.” Humiliatingly, the boys looked to Tyler first, waiting for him to nod before accepting her directions and beginning the assignment.

Lily sat at her desk for a moment, taking a deep breath. This wasn’t going as she had hoped at all. It was just the first part of the first class, and she already felt like she had lost control. Not to mention the hungry looks that the boys had been giving her body. Normally, that would have made her disgusted, but for some reason, today it was making her feel a little… hot and bothered. What was wrong with her? Maybe her hormones were out of whack. She would just have to break out her vibrator when she got home and work off some of this misplaced horniness. Well at least the students were working. She gave them five minutes to get started, then began to circulate.

She stopped by the desk of Tommy Nelson first. He was the star lineman for the school football team, one of Tyler’s teammates. Everyone called him “Brick”, in reference both to his physique and his intelligence. Lily disliked him almost as much as Tyler, but it hadn’t required any trickery at all to fail him when he had taken her class.

He was crudely drawing an enormous erect penis and balls, with sperm spurting out of the end. He saw she was looking and chuckled “I call this one ‘self-portrait’” he said, grinning.

“Tom, I think you should, uh… focus on a different human subject,” she said uneasily.

“Why? I want to draw this.” Said Brick bluntly, giving her a flat stare.

“Sure. Sure.” Said Lily placatingly. If Brick wanted to draw a penis, it was probably better just to let him do so, rather than run the risk that he would dislike her if she insisted. “But maybe you could, you know, try to draw it a bit more, artistically, a bit more true to life.”

“Well, you’re the art teacher, Lily.” Said Tyler, butting in on the conversation, “I think you should give us an example.”

“An Example?”

“Yes. He wants to draw a cock, you told him that his cock drawing wasn’t artful. Give him an example of an artfully drawn cock.” Said Tyler slowly, as if talking to someone very stupid.

“Ah…. Yes. Right. Of Course.” Said Lily, sensing she had walked into a trap. Tyler gestured to the chalkboard with an “after you” Gesture.

She picked up a piece of chalk with shaking fingers, noting that the rest of the class had turned and were watching intently, with big silly grins on their faces. She glanced nervously at the small window in the door. This particular lesson would be hard to explain if anyone happened to look in.

“So!” Her voice emerged as a squeak, and she cleared her throat. “So, if we want to draw a p-penis, first, we need to consider perspective. That’s a little advanced for the first day, so I will just be drawing a… I’ll just be drawing it in profile.” A bead of sweat dripped slowly down her face.

“Maybe you should draw it from below, looking up.” Said Tyler, in a helpful tone. “You might be more familiar with that perspective.” The other boys hooted and laughed, gleefully turning to MIss Uden to see what her reaction would be.

“T-tyler, that’s… that’s too much. I’m your teacher…” She said weakly. Something was wrong about this whole classroom atmosphere, like reality wasn’t quite matching up with her expectations.

“Just a joke, Lily. Don’t get upset,” said Tyler, raising his hands placatingly, “you can draw the cock however you want.”

It was best to just move past the crude joke, judged Lily. Maybe the students would like her more if they thought she had a good sense of humor. She continued. “A penis is a part of the human body, and should have curves when drawn rather than straight lines. Like so.” She drew a quick outline of a penis on the board, tracing a slightly curved shaft that swelled outwards for the head.

“Bigger.” Called out Brick, cupping his hands to increase his volume.

“Excuse me?”

“It needs to be bigger. It’s a self-portrait, remember.” Said Brick with a grin.

Lily sighed and shook her head. It wasn’t worth fighting him on this. She erased the penis and started again, tracing a longer, thicker dick on the whiteboard.

She had barely finished before Brick called out again. “Nope, guess again, teach!”

“Come on now,” She said, her voice taking on that new, pleading tone that she was beginning to hate to hear coming from her own mouth, “Bravado is great, but let’s be realistic. Your p-penis certainly isn’t bigger than this, Tom.”

“I’ve been in the showers with him. He’s not lying!” shouted a student in the back.

Well, if they insisted, who was she to argue? Blushing, Lily redrew the cock on last time, making it bigger than she thought was possible. Cartoonishly big. Now Brick nodded at her with a knowing look on his face, making Lily’s blush grow hotter and redder. As she proceeded with the lesson, explaining how to add shading and details like veins and pubic hair, she noticed that the boys in class were completely focused and attentive. They might have nasty smirks on their faces, but maybe focusing on what they were interested in was actually a good educational strategy.

Finally, her face crimson with embarrassment, Lily finished her forced tutorial and the boys got back to work. Many of them squinting up at the board and trying to replicate her drawing. She felt a small surge of pride for sparking their interest in art.

Tyler was an exception. She avoided approaching him as long as she could, but eventually she had stopped at the desks of all the students but him. She approached him nervously. He wasn’t trying to replicate the penis drawing like the rest of the students. Instead he was working on a crude drawing of a large breasted nude woman.

The poorly drawn kerchief and braid made it clear who it was supposed to depict.

Tyler turned towards her with mocking eyes. “I have a lot to learn, Lily, but the subject really interests me.”

As red as a beet, Lily tried to say something, to reprimand him for being so clearly inappropriate, but she couldn’t find the right words, her brain felt scrambled.

“Well… what artistic critiques do you have for me, Lily?” He said, tapping his drawing with a pencil.

He was right. Even if he was being inappropriate, she had a duty to help him improve. “The um… the b-breasts. Natural breasts aren’t round and stiff like that, they’re soft. Imagine two water balloons and how they would hang.”

“Hmmm.” Said Tyler, looking at his paper and then leering unselfconsciously at her chest. Lily felt a flutter in her stomach from the piercing blue gaze being pointed at her chest. WHy was she feeling so strange today? “They look right to me. Are your tits natural, Lily?”

Lily was mortified. She should probably not answer, and tell him off for being inappropriate. But… on the other hand, it would help him to improve his art. That was supposed to be her primary goal, right? “Y-yes. They are.” she said in a voice barely above a whisper, “But I’m obviously wearing a bra right now, which changes their shape significantly.”

“Huh.” Said Tyler, looking back down at his sketch. “I hear what you are saying, but I just can’t picture it. I know!” He said, snapping his fingers, “What if you came to class tomorrow without a bra. That way, the class could see what you mean about natural tits.”

“No, Tyler. I couldn’t. I’m a teacher. That’s totally inappropriate.” It hurt that saying no might make some of the students dislike her, but his suggestion was a step too far. She looked down with apprehension to see that Tyler had a determined look in his eyes.

“Come on Lily. It clearly has an educational purpose, and it’s not like you’ll be naked. You’ll have your shirt on the whole time.”

The rest of the class chimed in too:

“Yeah, do it, Lily!”

“You’ll be the coolest teacher ever.”

“It will help us draw better.”

Lily felt confused. It was clearly something that her students were passionate about, and today had taught her that giving in to those inappropriate passions was a way to spark their interest. But… could she really dress in a way specifically intended to help her students see the shape of her tits? She wavered. Somehow, after the way she felt today, the idea of her students looking even closer at her tits, the idea of presenting them for clearer viewing, caused a sick twist of arousal in her belly.

“Do it Lily.” Said Tyler seriously, staring her in the eyes.

“Ok.” Squeaked Lily, trying to avoid eye contact with the boys in the room as they whooped and cheered.”But just this one time, and only for a minute, then I am going to change back.”

“Well,” said Tyler with cool confidence, “Come in without the bra, and I’ll decide when we’ve seen enough.”

A few weeks ago, Faria continued her programming session with Lily Uden…

The first bit of programming had been easy. Faria could tell that Lily was by nature a shy and reserved woman, she just had to put on a mask of authority and forcefulness to do her job. Faria had simply removed Lily’s mask. The command to defer to students would probably take effect within a week or two. The next commands would be a bit more difficult. They would be breaking some deeply held taboos. Lily would have to be eased into them. She hoped that Tyler was up for the task. A failed training was much less entertaining than a successful one.

“Next question. Have you ever been attracted to your older male students?”

Lily’s face twisted into a tortured grimace. Faria grinned. This expression usually meant someone was trying to force through a lie despite her command to tell the truth.

“Sometimes. A little. Purely on a physical level.” Choked out Lily. She forgot about shielding her pussy from view and buried her face in her hands. “I would never act on it. Anyone who knows eighteen year old boys knows that even the best of them are horribly immature. It’s just a subconscious reaction.”

The forced admission had clearly taken a lot out of her. Time to push it one step further.

“This ‘subconscious reaction’ to your older male students. Did you have this reaction to Tyler Carlson?”

Lily groaned in shame. “Yes,” She said grudgingly, “But that’s a perfect example of what I mean! Tyler has an awful, immature personality. I would never want him as a romantic partner, even if he weren’t my student!” Her voice had become a petulant whine by the end.

“Of course, honey.” Said Faria soothingly. “We’re going to go back into programming mode now. Just like before. More and more relaxed, deeper and deeper. Receptive. Vulnerable. Submissive. That’s a good girl. The next words I tell you will be your new thoughts.”

“ Younger men are naturally more attractive. Attraction to students is natural and nothing to be ashamed of if they are over 18.”

“...over 18.” whispered Lily, her brows furrowing slightly. Ah yes, as expected, she was resisting this one. It would probably take some conditioning for it to fully settle into her brain.

“Maturity and personality are unimportant when choosing a partner. Physical attraction is the number one priority.”

“...number one priority.” Now her mouth had twisted as though she was tasting something disgusting. This new thought clearly went against some of her deeply held beliefs.

“Pushiness and confidence are sexy. When I am attracted to a man, it makes me want to submit to his desires.”

“...submit…” She was having trouble finishing this one.

“Submit to his desires.”

“........to his desires.”

Snap

“Ok, good work, honey. We are making some real progress. Time for some more questions.”

Tyler hurried back from school and ran up to his room without stopping, a wild, sick joy in his heart. He locked his door and flopped down on his bed, frantically digging through his backpack. There they were. He pulled out a pair of lavender panties and held them up in triumph.

It had been two months since Lily’s training program had started, and even at this stage, Tyler was completely satisfied with the results. One only had to see what was happening in the classroom to see why he was happy…

But now, he had hit a major milestone. He quickly flipped open the folio he had gotten several months ago, and turned to the next step.

This one had a header on top that read: “Warning: Do not proceed to this step until the following criteria has been met: Lily submits to an inappropriate request with no objections whatsoever.”

Tyler felt the thin, soft material of the panties between his fingers, grinning with triumph. Yesterday he had asked Lily to bring him a pair of her panties, and she had done so today without a word of objection. It was time. He had skimmed the entire folio many times, but he read the rest of the page now with the satisfaction of knowing that it would soon be happening.

• Good teachers shouldn’t have crushes on their students, but we both know that Lily Uden is a bad teacher. Poor Lily will, over time, develop a sweet little school girl crush on you! And the best part is, the worse that you treat her, the stronger it will get!
• If you are moving on to this step, Lily should already have extreme difficulty saying no to you. Before now, you have been using your words, now, you can use your hands. That’s right, if you are sure you have moved on to this step, inappropriate touch is on the table. Have fun, but keep your dick to yourself. Lily is not ready for sex acts at this point.
• In short, continue your unreasonable commands, and add touching as well. You’ll notice some blushing and eyelash batting from Lily. That means she is on the right track.

Tyler dropped the book and zipped down his pants. He hadn’t needed porn to jerk off for months: he could just imagine what would happen next with Miss Uden. He wrapped the lavender panties around his cock and began pleasuring himself. Soon, he wouldn’t need to jerk off at all.

Lily looked up at the clock. Just five minutes left until her last class of the day: Remedial Art. That meant it was time to change. She hurried to her supply closet where she kept the special clothes that Tyler had pressured her into wearing. It wouldn’t be good if she was just halfway through changing when the boys came in. Last time that had happened, Tyler had threatened to make her teach class in whatever she had managed to put on.

She had to admit that in the past two months, the class had gotten a little out of hand. It was possible she had gone with the flow a little too much. But the results were undeniable. The creative output of the boys was huge, and her new teaching style had clearly sparked their interest. She tried not to look too hard at the clay sculptures that the boys were working on as she hurried past to the supply closet.

Once inside, she swiftly pulled her sweater over her head, followed by the shirt beneath. Her work pants were next to come off. Finally, she unhooked her bra, releasing her massive breasts into the cool air of the closet. She had to be quick. She snatched the thin white tank top that Tyler had bought for her off its hook and began her daily struggle of stuffing her enormous tits into the too-small shirt. Finally, she managed to get herself covered… barely. She looked down and surveyed her work. She hoped her nipples would behave themselves today. The slightest amount of blood flow was obvious to the entire class through the thin material. It didn’t help that the class had made a game of calling out “headlights are on!” whenever they noticed. It wasn’t her fault! The class was just full of strong men, always so confident… pushing her around….

The bell rang. Lily barely had time to struggle into the tiny athletic shorts (which barely covered the curve of her butt) and the knee high socks she was supposed to wear before running to the front of the room, breasts bouncing, to give the students the class greeting.

“Yay!” Cheered Lily, bouncing on her feet and clapping with a forced smile on her face, “Welcome! Welcome to class!” The humiliating ritual was apparently based on how cheerleaders welcomed the football players to the field for games. Brick had suggested it a few weeks ago, and Tyler had insisted that Lily start doing it on a daily basis to raise class morale. The boys filing in made sure to watch closely as the forced greeting routine jiggled her tightly wrapped breasts.

Tyler was the last one inside. He allowed his eyes to linger even longer than usual, then, unexpectedly, threw his arms around her and brought her into a close hug. Lily was stunned into silence. Tyler had never hugged her before, but now she could feel his hard chest pushing up against her soft breasts. “I just wanted to show you how much I appreciate the hard work you’ve been doing to help our class.” He murmured into her ear. Awwww, that was so sweet. She had to admit that she had been paying more and more attention to Tyler lately. Sometimes she caught herself thinking about him in the shower, or when she was about to go to bed. His close physical proximity right now was for some reason causing butterflies in her stomach… Suddenly Tyler chuckled, low and soft in her ear. “Wow, Lily. Headlights are on already. What naughty thoughts have you been thinking?”

As he pulled away, she looked down with shame to see that he was absolutely correct. Well he was wrong, she hadn’t been thinking anything inappropriate. It was just tough, being dressed this way in front of so many handsome young men, not to mention stupid Tyler hugging her close with his big, strong arms…

With a smirk on his face, Tyler turned away to join the other boys sitting at the tables. Lily walked meekly to the front of the classroom, eyes down, fighting the urge to hide her swelling nipples with her arm. From past experience, she knew that doing so would just draw further teasing attention to her plight.

“W-well, Tyler, may I begin?” She asked pitifully. It had become clear during the first week of class that the students would not pay her any attention until Tyler had asked them too, and recently he had begun refusing to grant permission until she had asked nicely.

“You know…” said Tyler with a cruel glint in his eye, “I’ve been thinking, Lily. Maybe it’s better if you started calling me Mr. Carlson. It just… feels right, you know?”

The entire class turned towards her, knowing what her response would be, but anticipating it anyway. Lily blushed and fidgeted, growing aware of an uncomfortable wetness between her thighs. It was just like that crazy request for panties the other day. When Tyler looked at her with those bright blue eyes and told her what to do in that take-charge voice, it made her heart beat faster, and her belly churn. She found herself doing things she knew were a bad idea. Like debating herself to one of her students.

“P-please, Mr. Carlson,” she murmured, eyes downcast, trembling with shame, “may I start class now?”

“Sure, Lily. You may begin.”

Lily breathed out in relief, at least there would be no more humiliating requirements from Tyler before she could start today. “Today, we will continue work on your sculpting projects. Please retrieve your projects and begin whenever you are ready. As usual I will…” She gulped, “I will be available to assist you if you need a reference.”

The class rose from their stools to retrieve their half-finished sculpture projects, and now Lily couldn’t avoid seeing them clearly, whether she wanted to or not. Brick sat at his desk with a massive clay cock halfway finished. He was so focused on cocks in his artwork that for a while, Lily had thought he might be gay. The bulge in his pants during some class activities had convinced her that his fixation was more of a twisted sense of pride in his body.

The rest of the projects were even more discouraging, all of them portraying female figures in various pornographic situations and poses. It would be one thing if they were based on the boys’ imagination, or even online references, but unfortunately…

“Hey Funbags, get over here.” Called a surly looking boy named Calvin, “I need your help.”

“Right away!” Called Lily with a cheerful smile plastered on her face. She really should discourage such nasty nicknames, but the boys seemed to like them, and she knew that being liked by students was far more important than being popular.

Lily carefully studied Calvin’s sculpture. Shit. It was one of her least favorites. The clay model showed a voluptuous woman crouched down and leaning back, resting on one of her hands behind her, her legs splayed wide. The other hand grasped her crotch in a lewd invitation. She didn’t even need to ask what Calvin wanted. Moved to the clear space in front of Calvin’s table and crouched down, getting herself into a position that matched the obscene statue as closely as possible, wincing at the body contortions needed to match his adolescent fantasy. “Spread your legs wider.” snapped the surly student as he made some minute adjustments on his model. Finally, after the whole class had gotten a good look at Lily’s displayed body, Calvin waved her away with a cruel smile on his face.

By that point, other students were requesting her attention.

“I need to see that ass. Bend over, slut. No, arch your back more.”

“That’s right, push them together. Now, make a kissy face”

“Ok, down on your knees. Stick your tongue out. Cross your eyes. More spit: make it wetter. Perfect.”

By the time she had fulfilled the list of modeling requests, she was panting, sore, and definitely felt wet between her legs from the intense scrutiny of so many horny young men. Lucily, the class had only a few minutes left.

“Lily. I need your help,” came a soft,commanding voice from the back of the room. Lily closed her eyes, breathing deeply, feeling the butterflies return to her stomach. She had been hoping that she could avoid more interactions with Tyler today, she just felt so many confused, conflicting feelings about him lately. But it looked like she would have to face him.

“Right away, Mr. Carlson.”

She hurried over to his table, preparing to model for his project. It was a nude woman’s torso. Her torso, the breasts rendered in humiliating accuracy, as if Tyler knew her breasts intimately.

Tyler had turned out to have a real talent for art, once he had the right inspiration, and the realism of the sculpture was undeniable. Lily presented herself in front of him and prepared to help with his project like she usually did, pulling her tight tank top even tighter by gripping the back of the shirt and pulling, her tits straining against the front of the material.

“Not today, Lily.” said Tyler, a mysterious smile on his face, “I have something else in mind. Turn around.” Lily nervously turned her back to him, not sure exactly where he was going with this. She was now facing the rest of the class, which watched her with interest. What exactly was he doing? Working on the back of his statue? At least that would give her a break from feeling his intense gaze on her most intimate parts.

She realized her error when she felt Tyler’s hands snaking around her waist as he embraced her from behind. His touch sent an electric sizzle through her senses, instantly making her bite her lip. She felt like she wanted to get away before it was too late. She felt like she wanted to fall back into his strong arms.

“I’ve gone past the point where a visual reference is helpful.” He whispered in her ear. “I need something a little more… hands on.” With that his hands slipped up beneath the hem of her tank top, lightly tracing their way across her tender belly. “Tyler… Mr. Carlson, wait.” She squeaked as his hands traveled higher and higher, “I’m your teacher, we’re in class it’s… it’s WRONG!” The last part came out as a yelp as his searching hands closed firmly on her tits, digging in with the hungry energy of a boy who’s fantasy was finally coming true. His hands were still dirty from the dark clay he had been working with, and she could feel the dirty smears his fingers were making across her pale breasts as his fingers crawled over them, exploring every inch. The rest of the class was oohing and ahhing. They were envious, but couldn’t help cheering on their leader in his pioneering conquest of their captive teacher. Tyler’s fingers pinched and pulled at Lily’s tender nipples, making them swell beneath his cruel touch; making them burn with a tingling, prickly, needy heat that Lily had never felt before. Despite her mortification, she felt small moans, building in intensity, coming from the back of her throat. Her eyes closed as she gave in to the sensation, her hand rising to tangle in her hair as she whimpered her submissive pleasure at her tormentor’s grip.

Finally, after what seemed like a thousand years. Tyler’s hands withdrew, leaving her tank top askew and stained from the inside with dark clay. Leaving her nipples like two chips of ice pointing in sharp relief through the material of her shirt.

Tyler stalked back to his table, retrieving his phone. “Lily, get your ass over here.” He commanded.

Lily, still in a daze from Tyler’s teasing hands, stumbled over, standing at attention at his side, shyly fidgeting as she waited to learn what he wanted from her.

Tyler attempted to unlock his phone, then shook his head. “I forgot,” He said with a sheepish grin, “Dirty fingers. Kneel down, Lily.” She obeyed without thinking, getting on her knees in front of her domineering student. He presented his forefinger with a cocky look on his face.

“Suck.”

With a burning blush spreading across her face, Lily took his finger into her mouth, tasting the earthy clay as she swirled her tongue around his digit, cleaning it. The rest of the class gasped and laughed as they watched the slutty display of submission.

“Good girl.” Said Tyler, unlocking his phone with his cleaned finger.

“Now, give me your phone number.”

“Wh-Why do you need it?” Asked Lily in a weak voice, pathetically still trying to put on a show of resistance even after having her tits fondled in front of the entire class.

“So that I can get in touch with you outside of class, Lily.” Said Tyler. His bright blue, confident eyes bored into her.

“I-I don’t… I mean, I’m just not sure if…” Stammered Lily, mind overloading at the prospect of Tyler having access to her not just during this humiliating class period, but at all times.

“Lily. Phone number. Now.” Pressed Tyler, Looming over her on the tall stool.

In the end, she stammered out her personal cell number, as the rest of the class cheered and applauded their daring leader.

When she got home, Lily did her best to forget the whole horrible day. It wasn’t easy. Her breasts were covered with streaks of dried, crumbling clay, which only came off with hard scrubbing in the shower.

It wasn’t until she was getting ready for bed that she heard the ding that told her she had received a text message. With nervous anticipation in her heart, she opened the message to find no words at all, just a well framed image of a cock, which she could only assume was Mr. Carlson’s. Her heart thumped as she tossed the phone away reflexively, onto her bed.

She should block the number. She should talk to the principal. She should call his parents, no matter how much trouble she got in.

She bit her lip. The picture hadn’t looked bad though. In fact, it had looked… strangely fascinating. She had already seen it, it couldn’t hurt to take another quick peek…

She cautiously picked her phone back up and looked at the picture again. It was big. Not as monstrously big as Brick’s, but a good size. Well groomed, nicely shaped. Hard. She found her hand sneaking down to rest between her legs. She was just confused from the crazy day she had just had. She needed some release. This would be the only time she did something this crazy. No one would have to know, and then tomorrow she could get started with setting things right. Her hand started moving as her eyes greedily drank in the photo on her screen. There was nothing wrong with this. She was in control. She was fine.

Months ago, at Faria and Lily’s after school programming session:

“What is the main job of an art teacher, in your opinion?” Asked Faria, leaning back and studying the pale, nude young woman laying on the couch. Lily’s face was pink with a blush, her breathing was ragged, and the nipples on her enormous tits had crinkled and hardened, indicating her arousal from the procedure. It wasn’t an unusual response: Faria’s methods were intimate and domineering, things that many people associated with sexual pleasure. It did, however, usually indicate that the patient was a natural submissive, thought Faria with smug satisfaction.

“Well,” said Lily, considering her answer, “Usually the artistic techniques themselves aren’t the main goal. The most important thing is to give students a chance to explore their creativity. To inspire them.”

“Would you say that you succeeded in inspiring all of the students who came to your class?” Asked Faria innocently, tracing her fingers lightly over the surface of Lily’s right breast. The young teacher squirmed, unable to get away. Faria found that it was often useful to encourage the sexual response to her programming when it occurred. It tended to improve the results.

“M-most of them.” Said Lily distractedly, eyes locked on the progress of Faria’s pointer finger as it spiraled closer and closer around her ever-hardening nipple.

“What about the “Jocks” as you call them? Did you inspire them?” Asked Faria sweetly. Her pointer finger finally finished its spiral, and locked with her thumb to firmly pinch Lily’s rock hard nipple in a steady grip.

“Ah! Aaah!” Cried Lily at the pain and pleasure of Faria’s fingers, eyes closing at the sensation.

“Answer me, Miss Uden.” Said Faria firmly, maintaining the pressure in her fingers.

“No! No, I didn’t inspire them! I didn’t want to!” Moaned Lily.

Faria released the poor woman’s nipple and snapped her fingers. “Programming mode, Lily. Calmer and calmer, deeper and deeper. Relaxed, Submissive, Receptive.”

Lily sat, breathing deeply, eyes closed. Ready for her new thoughts.

“I am a failure of an art teacher.” Intoned Faria.

“...art teacher.” Gently repeated Lily, her brows knit with displeasure.

“I need to make things right. I will make sure that this time, I inspire my students no matter what.”

“... no matter what.” Lily looked almost confused by the new thoughts entering her brain.

“Even if it is humiliating or deeply inappropriate, I will do absolutely anything to inspire my students.”

Lily remained silent for a solid minute, fighting against this new intrusive belief.

Faria repeated herself in a firmer tone. This instruction was key to the entire plan.

Finally, Lily repeated the instruction through gritted teeth.

“...inspire my students.”

Faria snapped her fingers, bringing Lily Uden out of her trance. Faria glanced at the clock. It was past six at this point. Lily would need to get home soon and have a long night’s rest to start processing her new belief system. It was time for the last couple of questions, just to put the last few delicious finishing touches in place.

Lily broke away from the long, deep kiss with Tyler to once again look nervously over her shoulder into the darkness surrounding the car.

“P-please Mr. Carlson,” She whimpered, “It’s not safe! If we get caught…” Tyler silenced her with another aggressive kiss, pushing his tongue deep into her mouth, where her tongue submissively caressed it.

The past month had been better than Tyler’s wildest dreams. Faria was certainly worth her steep price. Lily had been reluctant at first to even answer his texts, but his persistence had paid off, and now he had successfully pressured her into meeting for dirty make out sessions on a regular basis. He took particular pleasure in bringing her places with an element of risk involved. Like makeout hill, their venue this evening. It was well known as a spot where teenagers went to make out and have sex. It was equally well known that the cops regularly did patrols of the area to give teenagers a hard time. No doubt Lily was terrified of what might happen to her if the cops happened to knock at their window.

Based on his explorations of her body during their makeout sessions, the risk was also a major turn on for her, although he was sure she would deny it.

Tyler slipped his hand up his teacher’s loose hoodie, cupping and squeezing the breasts that he so enjoyed, forcing a low moan from Lily’s throat as she gave in to the pleasure. Tyler admittedly wasn’t a sexual expert, but he had never heard of anyone who got off quite as much from her tits being handled. He figured that she must have just as much of a tits fetish as he did, in her own way.

Tyler pulled away, and Lily reflexively checked over her shoulder again for flashlights, pulling the hood of her sweatshirt down, trying to hide her face. She mistakenly believed that the hoodie helped her to look more like a highschool girl, but he could tell from the odd looks they had gotten when he forced her to hold his hand at the mall that no one was fooled.

As fun as these humiliating meetings were, Tyler had an additional mission tonight. As Lily was distracted by her own anxiety, he stealthily eased his jeans down his hips, allowing his cock to bounce free. Then, casually, he took his teacher’s slim hand and brought it to his lap.

Just like the last time that he tried it, when her hand brushed the hot skin of his cock, she acted like she had felt an electric shock, jerking her hand away.

“No, Tyler! I mean… Mr. Carlson, I’m sorry. I can’t. We can’t. We’ve already crossed so many lines, but that one is too far.” Tyler bit his tongue to prevent himself from pointing out that he had already groped her breasts and pussy many times. It wouldn’t help him to convince her, and that was his major objective for tonight.

Gently, he moved his hand back into place beneath her clothes, stroking and massaging her breasts tenderly. “I know, Lily. I know it’s a lot to ask.” His fingers sought her swollen nipples and gently gripped and pulled them, eliciting a soft gasp of appreciation from his horny teacher. “I just can’t stop thinking about you. When I’m not with you, I’m thinking about you all the time.”

“Ohhhh, me too, Mr. Carlson. I think about you a lot,” confessed Lily breathlessly, staring into Tyler’s eyes, “b-but, it’s sooo wrong. I can’t. I can’t just…Ah!” Tyler pulled a little more forcefully on a tender nipple. He had her on the hook, he just needed to bring this home.

“So, do you hate me, Lily? Is that it?” Asked Tyler sharply, squeezing a breast roughly with his whole palm.

“No! No, Mr. Carlson! That’s not it! I lo- I like you, a lot!” Squeaked Lily, yelping in pain and pleasure from the rough attention that her young lover was paying to her sensitive tits.

Tyler growled, acting as though he were greatly frustrated. “The way you are acting is confusing me then. You text me, and you hang out with me, and we kiss, and I make you feel good, but I ask you for one little thing in return, and suddenly that’s a step too far.”

“Ohhh, Mr. Carlson. I’m sorry. I’m so sorry, I never wanted to make you feel that way. It’s just…” Lily felt confused. It had all seemed so simple before, black and white. But what Mr. Carlson was saying made sense too. And to add to it all, her nipples had that itching, hot, expectant feeling that they got lately when Tyler was playing with them: the feeling that drove her crazy with lust and frustration. She felt like she was trying to think through a thick haze.

“I’m just…. So inspired by you, Lily,” said Tyler gently, taking her hand tenderly in his, “you’re my muse.” His hand once again pulled hers towards his cock, resting her small, trembling hand on his throbbing member.

“I care so much about you, Lily,” said Tyler, turning his teacher’s chin so that she was staring deep into his piercing blue eyes, “I just need some sign of how much I mean to you.”

Lily bit her lip, closed her eyes, and slowly, hesitantly, wrapped her slim fingers around her student’s stiff cock.

“Stroke me, Lily, “ said Tyler firmly, his heart singing. He returned his hand to the relentless teasing of Lily’s tits. And she did start stroking, slowly and a little awkwardly at first, but with increasing skill and rhythm as Tyler’s hands began to drive her crazy. The twisted couple began grunting and breathing hard in their mutual pleasure.

Lily’s hesitance fell away fast as she stroked Tyler’s hard cock, which was quickly becoming slick with precum. She had always thought of herself as above this kind of sneaky, car based sexual activity, even when she was in high school, but this somehow felt right. It felt dangerous and kinky and satisfying in a way she never would have expected.

Lily’s hand felt heavenly, especially after all this time anticipating it. It didn’t take Tyler long to get close. “Tell me to cum. Tell me how much you want it.” He grunted, bucking his hips up into his teacher’s hand.

“Give me your cum! Please! I want it so bad!” panted Lily, lost in the taboo kinkiness of the situation and past caring about her previous reservations.

Tyler came explosively, with his teacher’s petite hand wrapped firmly around his cock, splattering her with his seed and demolishing her last reserves of resistance and propriety. In the afterglow he pulled Lily to him and kissed her forcefully, sealing the evening by claiming his woman.

“You are so hot, Lily.” He said with a silly grin. She couldn’t help but give a girlish giggle, feeling a pink blush creep into her face from the rare compliment.

Tyler wrapped the evening up quickly after that: he had accomplished his main mission, and he didn’t want to risk his progress by pushing things further. He couldn’t stop grinning after he had dropped Lily off at home. Faria’s documents made it clear that once Lily had been convinced to participate unambiguously in sexual activity with him, then anything was possible. In theory, there should be no more limits on what she could be convinced to do.

He had just the thing. Something that had leapt to mind instantly when he had realized the potential of Faria’s services.

“Mr. Carlson, please. Please don’t make me.” Begged Lily pathetically. They were both in her supply closet, minutes before class was set to begin.

“Now, now,” scolded Tyler, relishing his position of power, “You said it yourself. What is your number one job as an art teacher?”

“To inspire my students,” said Lily, her voice muffled by the hands covering her face.

“We both know that the painting unit you’ve been teaching hasn’t really been working. The class has lost its creative spark. They need something to truly inspire them. You are going to give it to them. You know, I’m doing you a favor by pushing you to do your best. I’ll see you in a few minutes.” With that, Tyler deftly scooped up the pile of Lily’s clothes and left her in the supply closet on her own.

The loud click of the door closing made Lily jump slightly. She couldn’t believe that she was even considering this. I mean, obviously it wasn’t an issue for older, more mature artists interested in painting anatomy. But she knew exactly what sort of paintings would be produced if she went out there.

The bell rang loudly. She could already hear the boys filtering into the classroom, talking and laughing excitedly, setting up their paints and easels. Preparing for a class they had been looking forward to for a while.

It wouldn’t be so bad if Lily herself were able to approach this dispassionately, but her large nipples were already painfully hard, and she had been wiping between her legs every minute or two since she had taken her clothes off just to keep her juices from running down her legs. If she went out there, all of the students would see immediately what kind of person she was. The kind who was incredibly turned on by the idea of her students seeing her naked.

The bell rang again to signal the beginning of class. For once, the boys outside went quiet: a silent, concentrated anticipation of what was going to happen next. A quiet knock came at the door of the closet, making Lily jump again.

“Your class is waiting for you, Lily,” said Tyler, firm voice muffled by the door, “They need to be inspired.”

With shaking hands, Lily grabbed the paint-splotched old towel she used to dry paint brushes and hung it loosely around her shivering, naked body. Then she closed her eyes, took a deep, steadying breath, and opened the door of the closet.

As she expected, the eyes of the whole class were locked on to her from the moment she stepped out. There were no cheers or whoops this time. Lily almost wished that there had been just to cut the tension. Instead there was just the silent, intense stares of a dozen teenage boys, locked onto her bare shoulders, her pale thighs peeking beneath the ratty towel, the outline of her curves inadequately concealed by the dirty covering.

Tyler, a smirk on his face, nodded to Brick, who crossed the room to tape a prepared piece of cardboard over the small window in the door. There could be no explanation for the class period that was about to happen if anybody were to peek inside. Brick locked the classroom with a sharp click.

Lily padded slowly to the center of the classroom, surrounded on all sides by student easels. She had never been barefoot in her classroom before, and the cool tiles felt strange on her feet, contributing to the feeling that this was all unreal, some sort of twisted wet dream.

Finally she stood, the center of undivided attention, in the circle of students. She cleared her throat. Today, it wasn’t necessary for Tyler to get the class’s attention. “T-today we will be starting new paintings, with a new s-subject.” She said in a strangled voice. “To continue our study of human anatomy, today you will be provided with a…” she gulped, her pale, delicate throat bobbing visibly, “...a nude model.”

She untucked the towel, but her hands wouldn’t let go. She stood, trembling, a blush getting hotter and redder on her face. The class held its breath, letting her sit in the moment of tortuous anticipation. She looked up at Tyler, sitting at his easel, brush ready, a serious look on his face. Her eyes locked on to his piercing, steady, blue gaze. He nodded, firmly. Lily’s numb fingers opened, allowing the towel to slump to the floor.

The silence was broken by a soft gasp of appreciation from the students. They had grown used to seeing their teacher in skimpy clothing, but this was their first time appreciating her fully nude body. Their eyes obsessively traveled over her thick thighs, her plump ass, her wide hips, her nervous, blushing face. But especially they focused on the features that were undeniably Lily’s main attractions. Her massive, heaving tits. They were huge, pale orbs larger than the heads of some of the boys. They stood firm and full, defying gravity to jut proudly from their teacher’s chest, but with just enough soft weight to their appearance to make it clear that they were all natural. Her soft pink nipples were perked up, standing tall and stiff atop their large areolas, pointing slightly upward due to the shape of her breasts. They were breathtaking. Exquisite. Better than anything that the boys had ever seen in porn.

While Lily knew that her breasts made her attractive to the opposite sex, they had always made her self conscious. She was uncomfortably aware that the size of her breasts caused many men to fetishize and objectify her. It was why she preferred baggy, shapeless clothing in general. The fact that the same process of occurring right now, with her students no less, made the whole experience massively humiliating. But somehow, the thought now also caused a hot wet heat of arousal to flare up inside her.

Lily walked stiffly and self-consciously over to the stool that had been set up in the center of the circle, perching herself carefully on top. She began to move herself into the pose she had decided on beforehand, crossing her legs and arms tightly. She had figured that if Tyler insisted that she model nude for the class, she might as well choose a pose that exposed as little as possible.

“No, Lily.” Said Tyler, shaking his head with a smile, “I’m just not inspired by that pose.” Lily’s heart sank. Of course it wouldn’t be that easy.

“Wh-what pose would you like, Mr. Carlson?” She asked meekly.

“”Spread your legs. More.”

Lily obeyed, resting her feet in the rungs of the stool on either side, opening her legs for all of the class to see.

“Good girl. Now scoot forward. A little more. Perfect.” Her ass was now right on the edge of the stool, her flushed, dripping pussy presented to the class.

“Now lean back, put your arms behind you. Yes, just like that. Rest them on the stool.”

Now her chest was thrust upwards, presenting her tits for easy inspection as well. The pose was calculated to make her most private places as easily visible as possible. It was also uncomfortable, and in only a few minutes, Lily felt the strain of maintaining the obscene pose.

Slowly, the boys began painting, eyes moving back and forth between their canvas and their teacher’s exposed body. Lily’s body began to tremble, both from arousal and from the tension of holding her body in such an unnatural pose. The minutes ticked by. Lily could feel the moisture of her pussy dripping down and pooling between her legs. She would have to thoroughly clean to stool before the janitor noticed it was dirty, she thought with shame.

She wasn’t sure exactly when the boys started masturbating. She was so caught up in her fugue of horniness and humiliation that, by the time she noticed, there were multiple boys with their pants unzipped, cocks in hand, pumping slowly as their eyes drank her in. Instinctively, she slammed her legs shut (making a shamefully wet slap as her thighs impacted each other) and threw an arm over her chest. This was too much, it was spiraling out of control, leaving behind even the thin pretense that what they were doing was an art lesson. Her breath came hard and ragged as she curled up, drawing herself into a ball.

A few moments later, she felt a warm hand on her bare shoulder, and suddenly Tyler was there at her side, whispering in her ear.

“Calm down, Lily. Everything is alright. Look again.” She looked fearfully up at the surrounding students. By now, most of the class had their hard cocks out, stroking at the sight of their teacher even as she tried to hide herself. But… they were also painting. Distractedly of course, but they were working feverishly to capture the arousing vision of a woman in front of their eyes.

“You are an inspiration. Look at how wild their creativity is going!” Said Tyler, Gently but firmly uncurling her body. “Just like for me… you are their muse.”

Tyler knelt down next to her, a smirk on his face. “It’s not fair that the whole class is feeling good except for the teacher.” He said, positioning his hand between her legs. “I want you to have a good time as well, Lily.”

With that, his strong hand dug deep into her needy pussy, using all that he had learned from their makeout sessions in the past month. His mouth latched on to her closest nipples, licking, sucking and nibbling frantically on the rock-hard nub, sending electric spikes of pleasure up Lily Uden’s spine.

“Oh! Oh Mr. Carlson! More! More!” Cried Lily. She knew that it was wrong, that if she had been worried about crossing a line before, then this was ten steps further. But the waves of pleasure made it hard to care, despite the quickening pace of her students’ hands watching in the surrounding circle. Her nipples were itching and burning again under the relentless attention of Tyler’s tongue and teeth. Her hand tangled in Tyler’s curly hair, pulling him close, crushing him against her large breast, chasing the aggravating, intensely pleasurable feeling that he caused in her swollen nipples. Her hips ground upwards, pushing themselves greedily into Tyler’s fingers, craving the filthy public release that he promised. She moaned, making her student’s cocks jump throughout the classroom. Students moved their canvases out of the way, forgetting about the supposed purpose of this exercise, focusing on their teacher’s ecstasy as she worked herself rapidly towards orgasm.

“Watch me! Watch me boys!” She moaned, frantically pinching and pawing the breast not currently in Tyler’s eager mouth. “I want you to remember this, to be i-inspired! Godddd! Yessss!” Miss Uden screamed in ecstatic orgasm, forgetting that anyone walking outside the door might hear her, crushing Tyler even closer into her massive tit, nearly suffocating him as her legs shook from the intensity of her climax. Finally she relaxed, leaning on Tyler for support as he released her nipple with a wet pop.

He stood beside her, and she looked up adoringly into his confident eyes. He began unzipping his pants. “Now there is only one person in this room who hasn’t felt good.” He said with a smile, “That’s hardly fair, is it Lily?” His hard cock sprang from his pants and he immediately began nuzzling it on Lily’s soft lips. “Why don’t you take responsibility, teach?”

Lily detested blowjobs, and had turned each and every boyfriend down flat when they inevitably requested one. They just seemed demeaning to her. But, to be fair, Tyler had just pleasured her with his mouth. She parted her lips and allowed her horny student to plunge his cock inside, as the rest of the class watched avidly. Her delicate tongue swirled gently around the throbbing head, her wide, submissive eyes staring deep into her man’s.

Tyler looked down, his twisted heart soaring with satisfaction. The same bitchy teacher, who had covered her body as much as possible to hide it from the detested gaze of her students, now bared her tits to the world, sticky with his saliva and the sweat of her own orgasm. The big green eyes that so often glared at him with distaste now gazed up lovingly, seeking his approval. The soft, beautiful little mouth which had sneered at and scolded him and his friends was now humbly and submissively servicing his cock. This was exactly as he had wanted it.

Lily lost herself in the arousing humiliation of her service, concentrating on giving the most pleasure possible to the man who had become the most important person in the world to her. She didn’t notice that Brick had silently crept up beside them, pumping his monstrous cock with long, slow strokes. She jumped when she saw the massive cock so close, attempted to withdraw from the blowjob, was stopped by Tyler’s firm hand on the back of her head. “No, no, no. Shhhh. It’s ok Lily. Just continue what you are doing. He won’t hurt you.” Said Tyler soothingly, running his hand over her head, like he was petting a favored dog.

Despite his reassurances, Lily couldn’t help but glance fearfully at Brick’s massive penis out of the corner of her eye, and the massive, muscular, hairy body it was attached to. His cock was easily twice as long and thick as Tyler’s, which was already an impressive size. She couldn’t imagine what it would be like to have that thing inside of you, and she for one, would be terrified to even attempt it. Brick was grunting and increasing his speed, staring down at her tits with fixed concentration. She turned her eyes to Tyler, eyebrows drawn together in pitiful concern.

“Teacher,” said Tyler gently, “Your students have a lot of pent up creative energy from this class. They just want to express themselves.” Brick’s grunt grew urgent, and he pointed his twitching cock down towards his teacher’s heaving, exposed tits. “Your tits are their canvas Lily. Let them paint.”

With her lips still wrapped around Tyler’s cock, Lily felt the hot, sticky ropes of Brick’s cum splash over her nude breasts, leaving them glazed in his thick, white sperm. Realizing the opportunity, the rest of the class scrambled from their stools, surrounding their teacher, leaving her whimpering in intimidation around the penis stuffing her mouth, surrounded by a crowd of hard cocks and bobbing hands. “Concentrate on me Lily, just let your class paint their masterpiece,” said Tyler, his voice low and almost hypnotic.

Lily followed his advice, concentrating on Tyler and her mouth as her class came forward one by one, spurting their warm jizz all over her magnificent breasts, leaving them dripping with male juices. Finally, the class had finished, and Tyler withdrew his wet cock from Lily’s mouth, prepared to put the finishing touches on the masterpiece before him. “Smile, slut.” He groaned, and orgasmed at the sight of the sunny smile breaking across his teacher’s face, covering her beautiful, elfin features in his cum.

Tyler took several paces back, admiring their work. Lily sat alone in the center of the class, soaked and reeking with the pent up cum of her students. The spunk of a dozen boys slipped and dribbled from her glazed breasts to the tile floor, as Lily Uden gave a dazed smile through the cum of one particular boy covering her face.

“Well class, what grade do you think this masterpiece deserves?” He called out to the class. They whooped and hollered, the release of their sexual tension re-engergizing their rowdiness.

“Well, Lily,” said Tyler, a smile creeping across his face as he grabbed a thick Red marker from the teacher’s desk, “It sounds like the class has spoken.”

He walked over and triumphantly wrote a chunky, block-lettered “A+” on his teacher’s forehead, to the wild cheers of his classmates. Lily looked around at her tormentors with round,pleading eyes, aware that she was being mocked, but unable to do anything about it.

The bell rang, and the other students leapt from their chairs, leaving quickly to avoid being discovered here in case anyone found out what had happened during the class period.

“M-mr. Carlson?” Called Lily hopefully, picking up the ratty towel from where she had dropped it and mopping at the slime covering her breasts, “Everyone made quite a mess today… maybe you could stay and help me…”

Tyler didn’t even bother to respond. Lily was dumber than she looked if she thought Tyler was going to help her scrub jizz off of her classroom floors. He gave her a sarcastic wave and followed the other students, leaving Lily frantically rubbing at the floor on her hands and knees, still nude, desperate to make the room presentable before the janitorial staff came in to clean.

Tyler felt complete satisfaction. His wildest fantasies had been fulfilled. If he thought she would welcome it, he would have sung Faria’s praises from the rooftops. And he still had yet to reach this “Grand Finale” that Faria had mentioned in her documents. He was curious where things could go from here.

Maybe he should get in touch with her…

Months ago, Faria concludes her programming session.

Faria gazed down with affection at the young woman lying naked and horny on the cheap leather couch. She always ended up feeling close to the people she worked on, and it helped that Lily was far from the worst person she had ever modified.

Lily’s eyes had the dreamy, far away look of someone who had been given multiple commands. Poor dear, thought Faria, she’s mentally exhausted. It would be a lot of work inside that pretty little head over the next few weeks for Lily to construct a new personality around the anchor points Faria had supplied to her.

But unfortunately for Lily, they weren’t quite finished. Faria had certainly changed enough about her for little Tyler to get his rocks off, but for Faria to consider her work a job well done, she needed to provide catharsis not just for her client, but for the target as well.

It was time to drill down a little on Lily’s high school trauma.

“I want to know more about your high school experience, Lily. Tell me about this boy that upset you so much, the one who gave you your nickname.”

“Lawrence Defranco. Larry.” Said Lily numbly, her mouth pressed into a sad little line, “He was the star running back of the football team. All the girls in school were obsessed with him.”

“Including you?” Asked Faria sympathetically.

Lily closed her eyes, but despite her reluctance to answer, she was too tired to fight.

“Yes.” she whispered.

“So what was the issue? Based on his nickname, he clearly noticed your… charms. Other girls could have translated that attention into something more.” Said Faria, leaning in, interested.

“But that was all he noticed,” Said Lily miserably, “He was always snapping my bra strap, or speculating on my cup size, or making disgusting comments in gym class when they… you know… bounced. It’s like I wasn’t a person to him, just a sexual object, just two big tits walking around attached to a nobody. That was why it hurt so much when he got everyone to call me ‘Udders.’ He got everyone else to see me that way too. Even the teachers.”

“Awww, Lily, I’m sorry.” Said Faria, a cruel smile on her lips, “Well, don’t worry. I’m going to make sure that those mean boys in your new class won’t make you feel bad about that.”

She snapped her fingers. “Programming mode. Deeper and Deeper, Calmer and Calmer, Slutty, Desperate, Horny. Listen to my words.”

“Objectification is a compliment”

“...a compliment”

“When a man views me as a sexual object, he is treating me like a fine piece of art.”

“...piece of art.”

That should be all that was necessary to accomplish the catharsis that Faria had planned, but she hesitated. This young woman’s complexes had prevented her from enjoying the incredible breasts that she had been given. While she was here, she might as well correct that.

“This next instruction is very important, Lily.” Said Faria firmly, “It is so important that it is even going to affect the backup copy that you have stored away.”

“My tits are my strongest erogenous zone. I can get just as much sexual pleasure from them as from my pussy.”

“...my pussy”

There, that should do it. Faria was about to snap her fingers again when a wicked thought crossed her mind. Why not do something that would drive those high school boys really crazy?

“Did you know, Lily,” began Faria, musing out loud, “That breast milk production can occur psychosomatically? It’s true! Some women can start lactating without ever becoming pregnant, if they are in the right state of mind.”

Lily didn’t answer. She was still in programming mode, awaiting her next instructions.

Faria made her decision. It was a little extreme, but it was just too good of a match for Lily’s demeaning nickname.

“When the right man stimulates me enough, my breasts will begin producing milk.”

“...producing milk.”

Snap

With that, Faria concluded the session, finally handing Lily back her clothes and allowing her to get dressed. Reflecting that she had maybe gone a little overboard this time, Faria even gave the groggy teacher a ride home and tucked her into bed.

Faria grinned at herself in the rearview mirror on the way home. It had been a good day’s work. She couldn’t wait to check back in on this one in a few months time.

“Yes, master! Yes! Fuck me!” cried Lily in ecstasy, throwing her arms around Tyler’s neck and kissing him deeply. Tyler thrust himself deeply and roughly into his teacher’s pussy, pinning her to the ground of the small supply closet in her classroom. He looked down with fascination at the rhythmic wobble as his powerful thrusts shook Lily’s massive tits. It truly never got old.

Lily, sensing how near he was to orgasm, egged him on, wrapping her curvy legs around his back and moaning, “Give it to me baby, fill me up. Your naughty little brat wants it soooo bad, master.”

Tyler had trained her well. Her dirty talk worked perfectly. He thrust himself deeply inside of her one last time and felt his thick cum spurting into Lily’s pussy as she moaned his name and clawed at his back.

Finished and a little tired, Tyler sat back and looked again at his sweaty, nude teacher, who was breathing heavily, eyes closed, basking in the afterglow of their shared orgasm. Maybe he should have saved himself for tonight, but he couldn’t resist one last romp. He would miss it. If everything went as planned, he doubted he would have trouble performing tonight anyway.

Tonight, as was Lily’s tradition, there would be an open house for parents, where they could come in after school hours and view what their children had been working on in art class all semester. Obviously, with this class’s artistic output being what it was, Tyler was sure that it would be a humiliating disaster for Lily. And then Faria had suggested something that would make it even worse for the unfortunate teacher.

It gave him goosebumps to think about.

He started putting his clothes on, but when Lily tried to join him, he held up a hand. “Don’t get dressed. I need your help with my final project.”

“Final p-project?” asked Lily, her old survival instincts going off enough to give her voice a nervous squeak.

Tyler dug the boxes that Faria had supplied from his backpack and tossed them to Lily. “Put these on, I’m going to go to my car and get the other things we’ll need. Get some paint out as well. Just black and white should be fine.”

As Lily opened the box and realized what was inside, she blushed crimson. It seemed like her worst nightmare. Could she really go through with this? But Tyler had told her to do it… could she really go against him?

Faria smiled happily as she walked into the school building. This time it was even easier to enter the building: she simply had to claim that she was a parent arriving for the art show. Faria usually tried to be as hands off as possible once she had set things in motion for a project, but this evening had required a little bit of setup. She had needed to call the parents who would be attending and give them a little prep work. It wouldn’t do for a parent to see the side exhibits and raise a stink before the main event could take place. She had also taken the liberty of adding one more name to the guest list…

As she neared the classroom, she could hear the murmur of parents in disturbed discussion. Perfect. If she had pitched her voice correctly, they would be upset, but turned on by what they were seeing.

When she entered the classroom herself, she was delighted by what she saw. Students were excitedly showing off their work from the semester. Sketches of naked breasts, obscene statues, photographs of their teacher with her mouth stuffed with cock. A truly stunning portrait of Lily staring stupidly at the viewer, tits covered in thick white cum, a bright red A+ across her forehead. The parents were giving a big show of being disapproving, but Faria could see enough ragged breathing from mommies and bulges in daddys’ pants that she knew her conditioning had succeeded.

And in the center of the room, a large velvet drape had been thrown over an indistinct shape. Muffled sounds and movement could be detected beneath.

Within a few minutes of her arrival, Tyler emerged from the supply closet shirtless, with a pair of overalls and a straw hat on. He was dressed as a stereotypical farmer, and looked like he had a little stage fright. He made a visible effort to fight through his nerves, and swept his hands up in a grand gesture.

“Ladies and Gentlemen! Thank you for being here tonight! I see that you’ve been appreciating all of the artwork that we have been working on this past semester. There is one more piece of art to see this evening however. My final project, and the capstone of everything that the class has been working towards. If you would direct your attention to the center of the room.”

Things were about to get started. Faria scanned the room, trying to see if her mystery guest had arrived… There he was! A confident looking young man with slicked back hair and a sharp suit, clearly too young to be a parent. Perfect. All the pieces were in place.

Tyler stood in the center of the room, his hand resting on the velvet covering. “The medium of this piece is wood, paint, cloth, and big titted slut.” He pulled the velvet cloth off of what was hidden beneath. “The title is ‘Udders’.”

Lily stood in a humiliating position in the center of the room. Her head and hands were held in a wooden pillory, with the word “Udders” emblazoned in shining brass above her head. Her legs were forced wide apart by a spreader bar. Her clothing, if you could call it that, was all in cow-print, from the tall platform shoes, to the knee high stockings, to the thin little fringe of a skirt. Her pantiless ass, as well as much of her naked torso, had been crudely painted white with black splotches. Her freshly pierced nose held a thick, shiny ring, and her head had a cute cow ear headband. A bell clanked at her neck as she tried to twist and turn away from the incredulous glares of the parents.

“M-Moooooo” said Lily. She had been fitted with a special gag that made all of the air she expelled, words, breaths, or moans, into the moos of a cow. It had cost Faria a significant amount for it to be made special at the last moment, but she thought it would be worth the price.

The only part of Lily’s body that hadn’t been painted were her massive tits, which hung heavily, pink and vulnerable-looking, beneath her body. They looked just like her nickname described.

“And what would a milk cow be without her bull?” Asked Tyler with a grin. From the Closet stepped Brick, thickly muscled, hairy, and nude except for a shining black bull mask which covered his entire head. His massive cock was already at full mast, shining with precum.

“M-mooooooo” said Lily, her eyes wide. Faria guessed that Tyler must not have warned her about this part. Brick positioned himself behind Lily, rubbing his cock between her legs, making her flinch. The bell clanked as Lily tried to twist and look behind her without success.

The crowd murmured and clicked their tongues in disapproval, casting disgusted glances at the obscene display before them, questioning how any self-respecting woman could allow herself to be put in this ridiculous position.

Faria made her way through the crowd, approaching the trio at the center of the room. Tyler saw her and motioned her over with a smile. Faria nodded at Brick, and leaned down towards Lily, whose eyes widened in sudden recognition.

“Moocow.” She whispered in Lily’s ear.

Lily flinched, and looked around the room as though seeing it for the first time.

Clank Her arms jerked uselessly against the restraints, her bell swinging. “Mooooo Moooooo!”

Lily’s mind was racing, trying to keep up with the memories that her brain suddenly had to interpret. What had she been doing these past months? What had she been thinking? She had… oh God, she hadn’t just had sex with Tyler Carlson, she had… completely submitted to him. Degraded herself for him. For the whole class. And now she felt the withering glares of the parents of her students as they stared at her naked body, dressed up and labeled with her humiliating high school nickname for their amusement. All eyes were focused on her tits, accentuated, showcased, objectified. It made her burn with the deepest humiliation of her life, even counting these past few months. Her life was over, she would never live this down. Brick was behind her right now with his frighteningly huge dick, preparing to fuck her sensless in front of all these people. And the worst part of all was how incredibly turned on the whole fucked up situation was making her. She could feel her pussy leaking down her legs, wetting the ridiculous cow print stockings.

Faria nodded to Tyler and began moving away from the center. “I know you are worried right now, honey, but just relax.” She called over her shoulder, “I promise you that you are going to enjoy this.”

Tyler took his place on a small stool in front of Lily and gave Brick a nod. Brick lurched forward.

“M-MOOOOOO!”

Tyler could be a tender lover when he felt like it, but Brick was not. As soon as he could get up to speed, he was pounding as deep and fast as he could go into Lily’s pussy, forcing little “Moos” from her mouth with every thrust.

Tyler placed a bucket beneath his teacher’s swinging tits and raised his voice to be heard above the grunting and cow noises, waving at the crowd to approach. “Now all of you are going to see something truly interesting,” he said, grabbing one of Lily’s wobbling udders to hold it in place. He gripped it firmly, moving his hand downward towards the nipple. He repeated the process again. And Again.

Lily fought through the haze of unexpected arousal. Tyler had trained her body over time, and she was shocked to find that her pussy was reacting with waves of pleasure from Brick’s rough fucking. The stimulation of her breasts was helping as well, and though the parents may well have interpreted her moos as grunts of distress, she was ashamed to admit that they had quickly become moans of pleasure.

What exactly was that little shit Tyler Carlson trying to do? His hands felt good, but he couldn’t be stupid enough to believe that just because a woman had large breasts that she could be milked like a cow. Her nipples were feeling that burning, itchy, needy feeling that she remembered had been growing for months in her sessions with Tyler. The sensation grew and grew, until the frustrating pleasure she felt from her nipples almost overshadowed the feeling of Brick’s huge cock in her pussy. Still, Tyler’s hands moved relentlessly, gripping, squeezing… milking.

Sprrrt

A metallic sound, almost too quiet to be heard over the animalistic sounds of fucking. Lily looked down in shock. Tyler met her eyes in triumph, then turned the bucket to show her the spray of thin white liquid in the bottom. No fucking way. Tyler gripped her tits again, pulling hard and sending streams of creamy white liquid spraying into the tin bucket below. Lily moaned a long low moo. The feeling was orgasmic, the fulfillment of that frustrating feeling in her nipples, an intensely pleasurable release that made her weak in the knees.

“Who wants to learn how to milk a cow?” Called Tyler in a loud, joking voice.

“Me. I would!” Forward stepped a young man with a nasty grin and slicked back hair. Lily didn’t recognise him, at first.

“Nice to see you, Udders,” said Larry Defranco, taking Tyler’s place on the stool, “It’s been too long. I always told everyone that you had freaky tits. Looks like I was right, huh?”

“Mooo Mooooo.” Cried Lily, almost collapsing from shame and horror. She couldn’t believe that she was seeing her tormentor again. The boy who had broken her heart, who had made her high school life a living hell. Larry Defranco, looking at her once again with those sharp, cruel eyes. He stared once again at her tits like he had so many times in the past, except this time they were naked, swaying with the rhythm of her public humiliation. She felt his warm hand reach out and grasp her tender breasts. There was a time when she longed to feel his loving touch, just like all the other girls in her school. Now his hands pulled at her swollen tits, harsher and more strongly than Tyler. She would have given anything to sink into the floor and disappear, but her udders betrayed her, giving up their precious milk to her cruel bully, splattering more white liquid into the waiting bucket to Larry’s great amusement. She heard Larry breathing heavily, and looked down to see him pulling his cock, his other hand still roughly milking a hanging teat. His eye held the cruel gleam that she remembered so well from highschool, the look he had when he publicly humiliated her over her breasts.

“I told everyone Udders. I knew. Everyone knew. Girls with big cow tits like this are always sluts.

They can’t help it. It’s nature.”

The combination of cruel words, rough hands on her tits, and Brick’s hard fucking were building her up to a massive orgasm. She closed her eyes, trying to shut out the sensations. She didn’t want to orgasm from these terrible things, right here in front of all these people.

“You were always too high a mighty. Wouldn’t let me look. Wouldn’t let me touch. But now here we are. I’m looking. I’m touching. And I’m proven right. You’re trussed up, fucked, and milked like the silly little cow you always denied being.”

Lily’s milk spurted and gushed into the bucket with her arousal. Her bell clanked as she shook her head, desperately trying to stop the orgasm that was rushing forward.

“Come for me, Udders. Show everyone here who you really are.”

“Mooooooooooooooo!” Lily’s knees shook and milk spurted in a mindshattering orgasm. She had always wanted to prove Larry wrong, to show him that he was mistaken, that she wasn’t just some sexual object. She now knew in the depths of her soul that it was her who had been proven wrong instead. Somehow, Larry’s view of her as a slut who’s most important asset was her tits was the correct view.

Larry came with her, aiming his cum into the bucket below her, mixing his white creamy sperm with her milk. He smiled deeply, giving her tit one more condescending pat.

“Ok, who’s next?” He called cheerfully.

The night went on and on. Eventually, Brick came deep in her pussy and took a break, leaving other men to take his place. None of them provided quite the same sensation, but it did provide a constant stream of sensation to add to her humiliation. Every student, and most of the parents took a turn at the milking stool, coaxing stream after stream of creamy milk from Lily’s sore and swollen breasts. Some daring participants even sampled milk straight from the source rather than aiming it towards the bucket, which never failed to cause Lily to moo loud and long loud. They complimented the rich, sweet flavor. The students and fathers in the crowd all added their own creamy whiteness to the filling bucket as well, so that by the end of the night, it contained a creamy mix of breastmilk and jizz. Unlike the pure milk straight from the nipple, none of the crowd were willing to taste the thick contents of the bucket, but everyone agreed that it would be a shame to put it to waste.

Faria grinned wickedly as she saw the funnel being fitted into the cow gag and the clothespin being placed over Lily’s nose. The poor teacher frantically mooed and clanked her cute little bell, but it was no use. Larry Defranco was leading the charge, holding the bucket himself, and he had never held back when it came to tormenting Udders. Lily’s beautiful green eyes were large and round as the thick gooey liquid streamed down into the funnel, silencing her moos: a comical expression of mixed disgust and arousal. Lily was about to experience a brand new flavor sensation. A combination of salty and sweet that was packed with vitamins and protein. Maybe she would get hooked. That would be fine, in theory she could have an endless supply of both ingredients.

Faria stuck around long enough to make sure that the boys didn’t accidentally suffocate poor Miss Uden in their enthusiasm. The liquid in the funnel bubbled thickly for a moment, as Lily fought her fate, but in the end, just like Faria knew it would, the level in the funnel went down. Lily closed her eyes and a crimson blush stained her face as her delicate throat visibly swallowed hard again and again to force down the thick mixture.

By the time the last of the bubbles had come up and the funnel was drained, things were clearly winding down. The crowd had the cranky, confused look of people who had just lived through events that clashed with their normal beliefs. All good things come to an end. Faria sighed. Time for the least fun part. The clean up.

Months later, Faria sat behind a new desk in a new city. It paid to keep moving in her line of work.

She had a few minutes to kill before her next client came in, and she twirled to look at one of the framed photos behind her desk. It was a black and white shot showing the tableau that had been at the center of the room that night. Captive, humiliated Lily Uden; monstrous, minotaur-like Brick; Tyler, grinning in triumph as he squeezed shameful milk from his teacher’s breasts. It had truly been a work of art.

In the end, Faria had decided to be merciful to Lily Uden. While she had been petty and unfair to her students, that wasn’t a crime deserving of having her life ruined in Faria’s opinion. All of the participants in that fateful night, and all of the members of the class, including Tyler, lost their memories of what had happened, replaced with vague ideas of a boring art class and unremarkable open house.

The one exception had been Lily herself. Although Faria had allowed the events of the past six months to fade into unreality in Lily’s mind, she had made sure that Lily retained them as fantasies and wet dreams. She wasn’t deserving of no punishment, afterall. She was also confident that from now on, Lily’s sex life would be focused heavily on her breasts, and she suspected that lactation would be a recurring event for Lily, for good or ill.

Would it be possible for Lily to be a good teacher when she had such nasty recurring fantasies about her classroom? Faria wasn’t sure. Maybe she should check back in with Lily Uden one of these days.

Her phone rang once, indicating that her next client was on the way to her office.

Enough daydreaming. It was time to get back to work.