***Disclaimer for Mature Audiences (18 Years+)***

This Story contains sexual content not suitable for those who don’t like fun. Which is a shame. And if you are one of the people under the age to read this, you know the drill. You have to close this file down, replace your retinas and erase the memory of reading this from your brain… Hey, I don’t make the rules. But other than that, enjoy the smut, my Fellow Connoisseur of Culture!

(And if you enjoy my work please become a patreon at patreon.com/PaulMichaels)

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Story by Paul Michaels

A Cosmic Change

Chapter Two: Ms. Conway

During the time when Arya and Justin left the classroom. Word around the school was that weird things were going on the Ms. Halsey's English class. And before chaos spread throughout the student body the classroom next to the English class was the math class. It was led by the trigonometry teacher, Ms. Conway, and she was in the middle of teaching when she heard a strange noise coming from the next room. She looked in that direction and saw Ms. Halsey's class in an uproar. Something was most definitely wrong with them.

"What is going on?" She asked her students. "Is everything okay?"

One of them pointed at the door. "Ms. Conway! Look!" He said while pointing at the door.

She did as he suggested and looked through the window. What she saw made her jump out of her seat. The students in Ms. Halsey's class were all making out and some were having sex on desks. Others had their legs spread open and were fingering themselves or each other.

"What the hell are they doing?" She exclaimed.

"I have no idea." One of the students replied.

Ms. Conway is a 51-year-old woman who was recently divorced after a long marriage. She has two children from her previous husband but they were both grown up by now. She was still very attractive for someone her age but father time wasn't kind to her. Her breasts weren't as big anymore. Her ass was saggy and she had stretch marks on her tummy. Plus she never got any work done because she didn't want anyone seeing her without makeup. So she had bags under her eyes and she had blemishes on her face. But today was different. She was wearing the same outfit she wore on the first day of school. It was a purple shirt with a white blazer and black pants. Her gray hair was tied up in a bun.

"I've got to get into there and see what is happening." She thought to herself.

She turned to her students. "Hey, guys! If you don't mind I'm gonna go check it out!"

The students gave her odd looks. They felt like this was a bad idea but they also knew if anything happened to Ms. Conway they would be in trouble.

"Alright!" One of them said.

They all followed Ms. Conway down the hallway.

***

Arya and Justin walked out of the classroom and left before Ms. Conway got to the English class.

Ms. Conway was stunned by what she saw inside the room. There were about 20 students affected by cosmic radiation and slowly started getting horny as they stand around watching everyone else in the class. It didn't take long for her to notice that the guys and girls were touching each other. Some were even having sex right there in the middle of the room. The students kept looking towards the door until one of the boys pulled his cock out and began masturbating.

"What the fuck is going on here?" She exclaimed.

Ms. Conway walked into the room trying to get control of the situation. She noticed that the students were already horny and wanted more. The students were staring at her and she could feel their eyes on her skin. A couple of the male students began stroking their cocks as they watched her walk past them.

'Tch! These brats have no shame! What's gotten into these students?' she thought.

"Where is Ms. Halsey? Where is she?!" She yelled while looking for the teacher.

It took only a moment to find her giving one of her male students a tit job on top of the desk. She was also sucking his dick with her mouth.

"Oh shit!" Ms. Coney said as she saw the teacher performing oral sex on the boy.

She quickly ran over to the two of them.

"Ms. Halsey! What are you doing!? Have you lost your damn mind!?" She demanded.

"Relax Ms. Conway. This is just part of our lesson." She replied.

"This isn't part of any fucking lesson! Get off him now!" She ordered.

Ms. Halsey didn't move. She looked up at Ms. Conway and smiled when she saw two of her students sneaking up on Ms. Conway.

"Don't worry Ms. Conway. We're going to give you something to remember us by." One of the students said.

As soon as he said it both of the students grabbed Ms. Conway from behind and started groping her tits and grabbing her ass.

'These brats! Do they think they can make me horny!? Good luck I haven't felt sexual since my menopause! Ah! There strong? Damn!' She thought.

The student continued to grab her tits as he stared directly into her eyes.

"Hmm... Ms. Conway. You look so hot standing there. You know you want to let us touch you. Don't deny it." He said while continuing to squeeze her breasts.

"You're wrong young man. I have not been sexually active for years. So you two should stop before you get in more trouble!" She said.

The students didn't stop. Both of them continued to fondle her body as she was bent over.

'Damn! These kids are too strong! I can't break free.' She thought while continuing to watch the students grope her body. Unknown to them all the cosmic energy was entering Ms. Coney's system and was slowly reversing her age as she started getting younger again.

"Ms. Conway's breasts feel firmer than usual." One of the students said while squeezing her boob.

The student was correct. As she was being fondled by the students, her body began to feel better and stronger. The students continued to do whatever they wanted to her as she stood there helpless.

"I-I said l-let go! Stop this!" She said as she tried to fight back.

She wasn't able to get away because she had to keep holding onto the desk to stay upright.

'They are unrelenting! I can't believe they like this old body of mine!' She thought.

The students didn't stop. As they kept groping her, their hands diligently rubbed against her. Their palms easily slid across her firm boobs and buns. Her black pants felt tighter as they rubbed against her buttocks. The students kept rubbing and pinching her body as they squeezed her softness.

'J-Just stay calm! You can outlast them, Rebecca!' Ms. Conway told herself as her body kept getting younger which causes her nipples to become erect.

Her breathing became heavier and harder as she kept standing there in silence. She took deep breaths while she tried to control her breathing. The students continued to rub her body as they found her nipples poking through her purple shirt.

'Is this how it feels to be touched by a man again?' She thought. 'No! No! It can't be!'

She started getting aroused as she felt the students continue to touch her body.

"Ah! Y-Yeah!" She moaned as she felt her pussy begin to moisten. "Stop! Please stop!" She begged.

The students ignored her pleas as they kept fondling her body.

"Hah! Ha! Hah! Hah! Hahahaha!" The students laughed as they felt her breasts growing bigger under her bra.

"Ah! S-stop! Let go! Ohhh! T-This is too much!" She yelled.

The students didn't stop. They kept playing with her body as they continued to squeeze her boobs and play with her ass which started to firm up nicely.

"Aa! Aaa! Ah! Ah! Ah!" She moaned as she felt her nipples grow bigger.

Her body was reacting to the students touching her. Her body was becoming more energetic and alive as she felt her body changing.

'This is impossible! I'm an old woman! How am I turning younger!?' She thought as she felt her body getting younger.

Her breasts grew in size which caused her bra to stretch out some more. Her ass got rounder as well and looked fabulous in her now tight black pants. Her skin color changed from white to light brown as her body slowly turned back into a 30-year-old woman. Her gray hair that was in a bun earlier was now blonde as her body became younger. The thing that started to worry her was her uterus was returned to its former glory which caused her pussy to feel pleasurable again. This was something she thought she would never get back.

'No!? I'm losing control! How is this happening!? Mmmmmmhhhh!' Ms. Conway tried wiggling free from the three boys but their grip on her was too much for her.

"Ah! Haha! Hah! Hah! Haha! That's what you get for trying to resist!" One of the students said as he pinched her nipples through the fabric of her shirt.

The student's hands started to rub her boobs while pinching her nipples even further. Her nipples grew hard and erect as they were being stimulated by the students. She couldn't take any more of this as she de-aged more and felt her vagina start to moisten up.

"S-Stop! Please don't do this! Let me go!" She pleaded.

The students ignored her pleas as they continued fondling her body that is no longer wrinkled as she begins to look youthful again. Their hands seemed to know exactly where to touch her body. The students continued to pinch her nipples as they massaged her breasts.

'Oh, my god! Am I just going to let this happen? Am I going to cum?' She thought as she tried to hold back her urges but her boobs kept growing in her bra that was under her purple shirt causing a new pleasure to radiate from them.

She couldn't help it anymore as her body began to react to the students touching her. She could feel herself getting wetter as she moaned louder.

'They keep going for my breasts! This can't be happening! I'm not doing this!' She thought.

As she held onto the desk and tried to avoid the students as they kept touching her, she felt her nipples stiffen as they threatened to poke through her purple shirt.

"Mm! Mmm! Mmm!" She moaned as she felt her pussy getting wetter. "N-No! Stop! Please! Something's not right! Aunh!? My body's changing! Why!?" She cried, failing to keep control.

'I can't stop it! Oh god! I need to stop this! I can't lose control! I can't let these students see me like this! I can't let them know about the other side of me!' She thought as she felt her body becoming more energized.

Her body started to become younger like she was in her early 20s again. Her skin tone darkened to a tan and her hair turned blonde from its original gray color. Her face was starting to change as well as her breasts were still growing in her bra. She felt her panties getting wet as she tried to escape but the students took advantage of this moment and grabbed her hand and forced her down onto the desk.

"H-Hey! I told you to stop!" She said.

"That's why we're going to keep touching your body until you cum." One of the students said as he pinched her nipple through the fabric of her shirt which caused her to rub her thighs together.

'Not here! Not now!' She thought.

Her body started to relax as she felt her legs spread open as she tried to fight off the students that are fondling her body.

"Oww! Ugh! No! Stop! Ahh! No! Ooh! Oh god! Don't do this! Please don't do this!" She said as she felt her body becoming younger. As she becomes a 19-year-old again.

She didn't want to go down in history as the oldest teacher ever to have sex with a student so she decided to make a run for it but it was useless as she found herself pinned against the wall.

"Grr! You're not going anywhere!" Another student said as he slapped her butt.

"AUNGH!?!" She screamed as her body was being pushed to the edge of climax.

'Why does this feel so good? Why is my body responding to them?' She thought as she felt herself getting close to cumming. 'Please no! I don't want to give myself away! Oh god! It feels so good! I can't stop it! It's so hard to fight back!'

She felt her pussy starting to quiver as they grabbed the wet spot on her dress pants and rubbed it between their fingers.

"Oh fuck! Fuuuck! AHH! Mmm! Uhhh! Arrrgghhh!" She screamed as she felt her orgasm begin to build up.

The next thing she noticed was her belt came unbuckled by one of the boys as she felt his cock rubbing against her wetness.

'This is wrong! I should be able to control this! But I can't! I can't stop this!' She thought as her body reacted to the student's hand between her thighs. Another boy pulled off her white blazer as her arms were pinned down.

"No! Please! I won't tell anyone! I'll do anything! Just don't do this!" She cried.

"We want to make Ms. Conway feel young again. And we won't stop until you do." He replied.

The students picked up the pace as her body tensed up. She started to moan as she felt one of the students slipping his fingers into her wet pussy while another one groped her tits.

It only took two minutes before she felt her body tensing up as she felt her body start to twitch.

"Ahhhhh! Aaaaaah! MMMM! AH! AAAHHHH!!!" She screamed as she felt her body spasm like never before. Her body shook violently as she felt her climax hit her hard.

All five of the students watched in amazement as they watched Mrs. Conway's body shaking while she came harder than ever in her entire life. It almost looked like she wet herself as the wet spot on her dress pants grew bigger as her legs buckled.

After a few moments, she finally calmed down and felt like she was in a daze. Her body had changed from an older mature woman to a young innocent teenager.

"L-Look what you've done! I hope you're happy with yourselves!" Ms. Conway was trying to guilt the boys for what they had done, but it had the opposite effect.

"Ms. Conway, enjoyed it didn't ya?" One of the girls asked her.

"What!? What did you say!?" She yelled at the girl.

"You heard us. We know you liked it because your pants are soaked. Look." The girl said as she pointed to her dripping-wet crotch.

"No! That's not true! I didn't do anything!" She protested.

"And you were screaming like a little bitch. You didn't deny it either." Another girl added.

"You pervert! How dare you call me a liar!" She shouted.

"Well, seeing how you can't lie in front of us, we have proof that you enjoyed it. And you're taking all the boys for yourself. Like a hot sexy slut that you are." The same girl said.

They just kept taunting her and she noticed all the eyes of the students were on her.

"No! This isn't happening!" She pleaded as her breast was being fondled.

"Come on Ms. Conway. You're such a naughty little teen!" One of the boys said as he reached around her and squeezed her tit.

"Ugh! Stop! I'm not like that! I just wanted to help you!" She struggled to get out of the situation.

"No! You're not helping us but we are helping you. You have no idea how much fun this has been. And we're just getting started." The same boy said as he continued to fondle her tit.

One of the other boys stood up and unzipped his pants while the rest of the students moved aside. His hard cock sprung out while it bounced on his thigh.

"Oh my god! What are you doing!?" She screamed as she tried to push him away.

He grabbed her hands and forced her to grab his cock. "Now hold it tight or I'll take you right here in front of everyone."

She couldn't believe what she was hearing, but her body responded to his words. She wrapped her hand around his dick and felt how big it was.

"Ooh! His cock must be so warm and hard! I know you're excited!" The other girls joined in and said.

'This is insane! How is his dick so huge! And it feels even bigger than when I touched it earlier.' She thought as she felt his dick throbbing in her palm. 'I can't stop this! Why am I holding his cock? Oh my god! I'm actually touching it!'

"Aagh! Mm! Ooooh!" She moaned as she felt his cock grow harder and longer while her boobs and hips were growing.

"Wow! Your pussy is getting nice and wet. Maybe we should give it a try. What do you think?" Another boy said while he was watching her breasts grow and her ass expand under her clothes. Her dress pants started to come undone by the side zipper as her purple blouse strained to contain her newly found curves.

"Nnnn! No! You can't do this!" She cried out.

The students laughed at her as they took off their shirts and pants. They all looked like teenagers. Their cocks were hard and throbbing.

"Have a look, Ms. Conway. See if any of these guys would be interested in fucking you." Another student said as he pulled his pants down and showed his fully erect penis.

'They are all staring at me! Each one of them is looking at my body as if I was some kind of sex object for them to play with! How could I let this happen?' She was so embarrassed and horny? At the same time.

"Stop! Please! I can't believe this! I don't want anyone to touch my body! Especially not those things...those dicks!" She cried out.

Her boobs had grown large while her nipples were hard and long. Her pussy was getting wetter with every passing second.

"Please! Don't make me do this! I'll do anything! Just let me go!" She begged.

"We need to decide who gets to fuck you first Ms. Conway."

Ms. Conway's hips stretch her dress pants so much that they undid themselves. Her panties started to slip in her butt crack.

'My pants!?' She thought as she grabbed her dress pants by the waist and tried to pull them back up. But they wouldn't move. Instead, they ripped open where her legs met.

'No! My underwear! This can't be real! I'm going to expose myself in front of everyone!' She cried out.

*POP! POP! POP!*

While trying to hold her pants together, Her dress shirt popped open as her breasts expanded under it.

"Oooh! Look at her growing tits!" A few boys said as she tried to cover herself with her hands.

"Yea! She's got big ones!" Another added.

"Mmmphh! Uhh! Hahaha!" She moaned as she continued to feel the young boys' hands groping her body.

Ms. Conway's hands slipped from her dress pants and fell to the floor. Now only her black lace thong was keeping her pussy covered and her blouse was completely open exposing her chest.

"Hahaha! That's a nice pair of tits Ms. Conway. We've never seen something like that before. It looks so good!" One of the boys said as he grabbed one of her nipples.

"Guh! No! Don't! Please! Stop!" She screamed out in pain as the boy began to pinch her nipple between his fingers.

"Agh! Yea! Those are some great tits. Nice and round," another said while grabbing her other nipple.

She didn't know what to do. She felt helpless until.

"What the hell are you doing!" Yelled a boy from the hallway.

All the students turned towards the door where they saw Jimmy Banks, the math genius of Ms. Conway's class. He was running to help her.

"Jim! Help me!" She cried out.

He tried to walk over to stop the four boys from molesting her. But he was too late. All the boys laughed as they kept pinching her nipples and pulling on her tits.

"Hey! Let go of her!" Jim yelled as he stopped in front of the group.

One of the boys was an athlete named Blaze who was about 6 feet tall with a lean and muscular build and towered over Jim.

"Don't mess with us, man. You just don't understand what we're doing here. We're having fun! Isn't that why you came to our party?" The boy said as he squeezed Ms. Conway's tit even tighter.

"N-No! Augh! Jim, run away! Run! Please!" She cried out.

But Jim didn't leave when he saw the boys didn't listen to him as they continued to grope her tits and squeeze her nipples.

"Blaze! You're all raping her! Get off of her!" Jim yelled.

He was about to attack him when the boy looked at his friends and smiled.

"You better get out of here before I teach you how to have fun!" Blaze said while he punched Jim in the stomach.

*Swing! Thump!*

"Gah!" Jim said as he bent over the floor holding his stomach.

The boys laughed at him while they kept squeezing Ms. Conway's tits and pinching her nipples.

'Jim! No! I-I can't help him. I have to stop these boys from hurting him.' Ms. Conway thought.

She reached for her clothes on the ground but she couldn't pick them up. Her arms trembled from the fear of being raped.

"RRAAHH! NNNOOO!" Jim yelled as he tried to tackle the boys.

His eyes were full of rage as he ran towards them but they easily dodged him and threw him against the wall. Ms. Conway gasped as she saw Jim fall to the floor.

'This is madness!' She thought.

But to her surprise, Jim got back up and charged toward the boys again. He was bigger than before and his once skinny frame now had muscles.

"Get off of her!" Jim yelled.

The boys didn't care as they laughed at him and continued to grab her tits and pinch her nipples.

"The nerd thinks he can stop us? He's not strong enough!" One of the boys said.

"Oh! He's still got it in him! Watch this!" The boy said as he picked up a chair and threw it at Jim.

Ms. Conway was afraid that Jim would get killed. But to her surprise, Jim caught the chair and threw it back at the boy.

*Crash!*

"Ahhhh!" The boy screamed as he hit the floor with a loud thud.

"Whoa! What the fuck! Are you crazy?!" Another said as he tripped over himself as he ran out of the room.

"Rah! Jim, you're really pissing me off! Ms. Conway is ours you little shit!" Blaze said as he charged at Jim.

*Swing! Catch!*

"Huh!? Let go of my hand!" Blaze said as his fist was stopped by Jim.

"Blaze! Everyone is tired of your bullshit! You're a fucking rapist and you deserve what's coming to you!" Jim said with fury in his eyes.

The cosmic energy was making Jim stronger and taller as he stood up to face Blaze.

"Bastard! I'm gonna kill you!" Blaze said as he lunged at Jim again.

*THUD!*

When Jim blocked his punch, a small sound could be heard as both fists made contact.

"Ahh! My hand!" Baze yelled in pain.

*BOOM! BOOM!*

Jim swung his arms around and punched him in the face knocking out a few of Blaze's teeth as he was sent flying across the classroom.

"Agh! GOD! I think you broke my jaw!" Blaze moaned.

He was still conscious so Jim grabbed him by the throat and slammed him into the wall leaving an impact mark on it.

Everyone in the classroom was now looking at Jim with wide-eyed shock. But he didn't care about them. His goal was to save Ms Conway who was being held by the last boy.

'Jimmy!? He stopped them?' Ms. Conway's heartbeat was pounding in her ears. She thought it was fear but instead, it was happiness.

Her prized student was coming to the rescue as he put his hands on the boy's shoulders.

"Let go of her! This ends now!" Jim yelled.

"Wh-What are you going to do? Kill me!?" The boy asked as he struggled to escape Jim's grip.

"No, I'm not you. But you need to learn a lesson in respect!" Jim said as he punched the boy in the crotch.

*SMASH!*

The boy screamed in agony as he let go of Ms. Conway and fell to the floor.

Jim released him and quickly rushed to Ms. Conway who was trembling in fear and happiness.

"I-Is he gone?" She said.

"Yes. Now we can get out of here." Jim said while picking Ms. Conway up in a princess bride-like manner.

'Jim!? How did he get so strong?' Ms. Conway thought.

"U-Uh! Y-You don't have to carry me!" She said nervously.

"I know you're scared. But I won't let anyone hurt you ever again. I'll take you to your office. Just hang in there okay." Jim said.

'Okay... I guess that's fine. If he says he will protect me then I'm sure he will,' Ms. Conway thought.

As Jim and Ms. Conway left the English class the students went back to their debauchery.

***

After walking through the halls for a while Jim finally came to his destination: Ms. Conway's office.

'M-My loins won't stop tingling.' Ms. Conway thought as she felt the warmth between her legs.

Before entering the room Jim turned around and looked at Ms. Conway.

"Ms. Conway?" he said.

"Y-Yes?" She replied.

"If you ever need anything just say so. I am always willing to help." Jim said.

"Thank you. I'd appreciate that very much." She answered with red cheeks.

Jim then opened the door and walked in with Ms. Conway in his arms.

'I'm safe! Thank god! I thought I might never make it out of there alive!' Ms. Conway thought.

She had been terrified to death. And to top it off, Jim had saved her from danger. And yet she couldn't help but notice how handsome he has become.

'Why does Jim smell so good? His musky scent makes me all weak in the knees,' She thought.

It wasn't any perfume or anything like that. It was more of a natural odor that only Jim could give off.

But why was she thinking this way? Yes, she may have de-aged to a teenager but that shouldn't change her personality.

'Calm down Rebecca. Jim's your student. I shouldn't jump on him like a horny teenager. Even though he saved me from Blaze and his goons, I should be grateful he didn't take advantage of the situation. I can trust him.' Ms. Conway thought.

However, her thoughts were interrupted by an awkward silence.

"Um... Are you okay?" Jim said.

"Oh! Umm! I'm sorry! I didn't mean to stare at you like that!" Ms. Conway apologized.

"Don't worry about it. I wonder what happened to everyone in Ms. Smith's classroom. It's like a strange energy was changing everyone inside? I don't even know if they will remember what just happened?" Jim said.

'I'm glad I'm not the only one who noticed that. Maybe it's something to do with the weather,' Ms. Conway thought.

"How are you fairing Ms. Conway? I saw most of your transformation. I was worried when Blaze attacked you." Jim said.

'Aw! Jim's so sweet! I wish he was older than I would date him... Huh!? Where did these thoughts come from!?

'No! Don't think like that! You're still a teacher! No matter how hot he is! Nothing else matters!' Ms. Conway screams internally.

"Y-Yes. That was terrifying. But I'm okay now. Thank you." Ms. Conway said as she looked away trying to hide her blush.

Jim took a step forward and gently kissed her forehead.

"I'm glad to see that you're okay," Jim said.

He then placed Ms. Conway down on her feet and backed away.

'I-I can't! I'm too old for him, dammit!' Ms. Conway screamed internally.

"I can't believe I just witnessed something like that happen right in front of my eyes. I've never seen anything like it before!" Jim said.

Rebecca Conway just looked at Jim with wonder in her eyes. Deep inside her she always wanted to be saved by a knight in shining armor and Jim has done just that.

'What!? I'm blushing again?! What is this!? I'm going crazy!!' Ms. Conway thought while feeling her loins getting warmer.

'So why am I acting this way? Is it because of the magic? Or is it something else?' Ms. Conway asked herself.

She tried to cover up her feelings towards Jim which grew stronger every minute.

"Anyway, we probably should get out of the school. I have a feeling that the government will be here soon to investigate. They may not like what happened today." Jim said. "Huh? Ms. Conway, are you okay? Your face is red? Did you get hurt?" Jim asked.

"I-I'm f-fine! And please call me Rebecca instead of Ms. Conway. I feel weird saying it now." She answered.

'A-Are those tears in my eyes? Why am I crying? This isn't like me. I'm not a woman who cries easily...' Ms. Conway thought.

Jim thought Rebecca was having a meltdown. 'Fucking Blaze! You hurt Ms Conway and now she's acting like this? Dammit!' He thought angrily.

'And now I feel bad for her. The poor girl must be scared... What can I do?' Jim walks up to Rebecca and hugs her.

"You're safe now, Ms. Conway. I'm glad I was able to save you. If I could I would have been there sooner," Jim said.

Ms. Conway was overwhelmed by Jim's kindness. 'God! I want to cry! I really do!' She thought.

And with that, Rebecca breaks down into tears. Her shoulders were shaking hard.

"Ah! N-No! I'm s-so embarrassed! I'm such a wuss! I don't usually cry like this... I'm sorry," Rebecca stuttered.

"Hey, I'm here for you no matter what. Cry as much as you want. I'll always be here for you." Jim said.

Rebecca felt warm from head to toe. She didn't know why but she kissed Jim on the lips.

'I don't care that I'm his teacher. I'm just happy to be around him.' She thought.

The kiss lasted only for a few seconds. However, it seemed to last forever.

"Ow! What was that for!?" Jim said.

"I-I'm sorry... I let my emotions get the better of me. My life has been pretty rough lately. And I'm sure you're tired after all that has happened. So I won't bother you anymore" Rebecca said in a soft voice.

But to her surprise, Jim lifts her chin so he can look her straight into her eyes.

"I'm not tired! I want to be there for you. And you can cry if you need to. I'll listen to whatever you want to say. I like you, Rebecca." Jim said.

Rebecca was a bit perplexed by his response. 'Why does he want to keep talking to me? I mean I'm just an average teacher. I don't even have a boyfriend. God, he smells so good! I wanna...' She thought as the cosmic energy in her body got stronger.

"I uhm... I like you too!" Rebecca finally replied.

'Oh god! I'm horny again! It's like my body is possessed!' Ms. Conway thought as her exposed breasts started to feel heavy.

"Good. Because I don't want to just be your student. I want to be more than that. I want to date you." Jim said.

"D-Date me!? As in a romantic relationship!? Have you forgotten that I'm a teacher!? Not to mention I'm over 30 years old!" Ms. Conway said.

"You're not 30 years old anymore, Rebecca," Jim said. "I want to go out with you. You're smart and beautiful. Plus I love how kind you are. All these qualities make you special in my eyes."

"Y-You're making me blush!" Ms. Conway stuttered as her hips widened and her lips started to quiver.

"You look cute when you blush," Jim said as he saw Rebecca's pupils dilate.

"W-Well I think you're handsome yourself. And I like how you smell. I haven't had someone so close to me since I was in college. I want to hold you in my arms and give you the attention you deserve." Rebecca said.

Jim kissed her once again. This time, it was longer and deeper.

"Mmm... Rebecca... Are you sure about this?" Jim asked.

"Yes. I'm ready to start dating. If it's with you." Rebecca answered.

"What about more than dating me? We're both teenagers, right? Would you consider being in a romantic relationship with me?" Jim asked.

"Of course! I would love to date you!" Rebecca said.

'He's so nice and cute... And hot damn he smells amazing!' She thought while struggling to fight these urges.

"Then I will ask you out on a date. Can you guess where we're going to go?" Jim asked.

"Nope! Where are we going?" Rebecca asked.

"To the beach. I want to see your beautiful body in a bikini. But before that." Jim pulls off Rebecca's purple blouse that wasn't doing anything to cover her breasts.

"Wha..." Rebecca said as she covered her bare chest.

"It's alright. I want to see your tits." Jim said as he cups one of her breasts.

'God! He wants me! He really wants me!' Rebecca thought.

"O-Okay..." Rebecca said as she removed her hands.

Jim is amazed by her breasts. They are huge and firm. And they seem to sway slightly as she moves and they seem to be growing bigger.

'My nipples are getting harder! Do I dare touch them?' Rebecca wondered.

"Beautiful." Was all Jim could say.

Rebecca feels herself turning red again.

"E-Excuse me, mister..." Rebecca said as she turned away from Jim.

Jim notices the arousal in her voice and looks at her bare ass.

"Do you like my ass?" Rebecca asked.

Jim nodded.

"So do you have any plans for today?" Rebecca asked.

"Yes... It's to take care of my girlfriend." Jim said as he squeezed her breast.

"Aunh! Your girlfriend? Aungh!" Rebecca asks as she leaned into Jim's chest.

"Yeah, my girlfriend. Unless she has a problem with that?" Jim says as he smacks Rebecca's ass.

"Eeck! S-S-Stop!" Rebecca pleaded.

"Do you want me to stop, Rebecca?" Jim said with a smirk.

Rebecca turns around and faces Jim. Her cheeks are flushed and her lustful desire is evident.

"No. I want you to keep touching me. I want you to kiss me." Rebecca said.

Jim kisses Rebecca and his tongue delves into her mouth.

'Yes! Take me! Please...' Rebecca thinks as she opens her legs wide to invite Jim inside her.

Jim has never felt this way before. His senses were heightened as he tasted Rebecca's lips and felt her soft warm body against him.

'I want her so bad! I want to feel her pussy wrapped around my cock!' Jim thought as he kissed Rebecca deeply.

"Rebecca I'll make sure no one dares to touch you against your will ever again," Jim said.

"Mmph! Yes!" Rebecca moaned as Jim deepened their kiss while sliding his hand down into her pussy.

"Guh! Mmm!" Rebecca moans as Jim rubs her clit and finger fucks her.

Jim slides two fingers inside Rebecca and feels her insides squeeze them tight.

'Oh, God! It's been years since I've been touched there! I feel so full.' Rebecca thought as she lost control of her mind.

Her lustful desires took over her body and all she wanted to do was cum.

"J-Jim! Mmph! Ah!" Rebecca moaned loudly as her orgasm hit.

Jim pushes her onto her desk and starts to kiss her neck while groping her breasts and rubbing her clit with his thumb.

"Mm! Oh! Nn! Mmm!" Rebecca moans as Jim's finger fucks her faster.

"Faster, Jim. Faster! I'm gonna cum!" Rebecca moans.

Jim continues to finger fuck Rebecca and her orgasm only intensifies.

"Ah! Nn! Mmm! Uwah! Aaah!" Rebecca moans as her body convulses.

Rebecca cums hard and squirts some juices out of her pussy.

'Holy shit! Did I squirt?' Rebecca wonders as she regains some clarity.

Jim then takes Rebecca's hand and places it on his bulge.

'H-How is he so big!?!' Rebecca thinks.

"You can touch me too," Jim whispers in her ear, making Rebecca nod her head as she starts stroking his shaft.

"Oh! My! Gawd! That's so hot!" Rebecca moans as she struggles to grip Jim's huge cock.

Jim grows harder and harder as Rebecca touches his manhood

'She's so good at this!' Jim thinks.

"Mmph! Mmm! Mmm!" Rebecca moans as she strokes Jim's 14-inch length.

"I'm gonna cum baby. Cum for me." Jim whispers in Rebecca's ear.

'Oh fuck! What do I do! Aunh! His manhood is growing so fast!' Rebecca thinks.

Rebecca wraps her hand around Jim's thickness and starts jerking him off.

"Fuck! Fuck! Fuuuuck!" Jim growls as he comes buckets.

"A-A-A-AHH!" Rebecca cries out as Jim fills her hand with his hot seed.

Rebecca's eyes go wide as she realizes what just happened.

'I just made him cum in my hand! When did I become such a naughty teacher? I've never done that to anyone! But I feel so sexy right now! I've wanted to do this for so long! I've needed to do this!' Rebecca thought.

Jim holds Rebecca and massages her back.

"I want you so bad, Rebecca," Jim said.

"Then take me, Jim," Rebecca whispered.

Jim picks up Rebecca and carries her to the couch where he lays her down on her stomach.

"Nn! Mm! Ah! M-M-MM!" Rebecca moans as Jim begins kissing her back.

"God! Your skin is so soft, Rebecca." Jim whispers in her ear.

Rebecca shivers under Jim's touch as he runs his hands along her sides and down her firm thighs.

Jim's hand then traveled towards her vagina and slipped his finger inside.

"Ah! Mmmmm!" Rebecca moans as Jim touches her pussy.

He gently rubs her slit and rubs her clit with his thumb.

"Ugh! Aaah!" Rebecca moans as Jim's touch becomes more intense.

Rebecca has never experienced such pleasure before. She feels like she's going crazy as Jim's fingers explore every inch of her.

"Mm! Jim! Ah! I-I-I'm about to cum!" Rebecca moans.

Jim pulls out his fingers and makes Rebecca look at him.

"Are you a virgin?" Jim asks.

"Y-Yes... and no..." Rebecca says shyly as she realized her pussy had grown back her hymen.

"Do you trust me?" Jim asks.

"Mmph! Yes." Rebecca whispers.

"Do you want to lose your virginity to me, Rebecca?" Jim asks.

"Mmhhmm!" Rebecca moans.

Jim kisses Rebecca deeply and then rips her shirt open from the bottom.

"Mmph! N-No! Tha-That's not fair!" Rebecca whimpers as Jim grabs her broken bra and slowly peels it off her body.

Jim tosses her bra aside and then goes back to kissing her. He caresses her small breasts while running his hands along her waist and belly.

"Oh! Jim! You're so strong! I love how you touch me!" Rebecca whimpers.

Jim moves down to kiss Rebecca's mound and licks her pubic hair.

"Nnn! Mmmm!" Rebecca moans.

Jim circles his tongue around Rebecca's clit and she immediately climaxes.

"Aaaah! Aaah! Ahhhhhh!" Rebecca screams as she gushes her juice all over Jim's face.

Jim licks her up and cleans her up with his tongue.

"Please... make me yours," Rebecca whispers.

"I already am." Jim replies.

Jim positions himself between Rebecca's legs and spreads her thighs apart.

"Nn! Aaah! Oh! Yesssss!" Rebecca cries out as Jim enters her tight opening.

"Oh! God! It's so big! So deep! Oh! A-A-AH! G-G-Go slow! Slow down! A-Ah! A-Ah! A-A-A-AH!" Rebecca cries.

Jim pushes deeper into Rebecca and kisses her lips.

'Oh fuck! It's so big! There's so much! Ugh! Oh! Yes! More! Harder! Oooooh!' Rebecca thought.

Jim keeps thrusting in and out of Rebecca's wet pussy and she can't help but moan with pleasure. Her entire world is filled with Jim's manhood. She can feel his throbbing shaft deep inside her and she loves the feeling of having her insides stretched out by his large cock.

"Oh! Aung! Ah! Ah! Aaaaaah! A-A-AH! M-Mm! M-Mm! M-M-Mm!" Rebecca cries out.

Jim continues slamming into Rebecca and she climaxes again.

"Fuck, Rebecca! You're so fucking tight! Ah! I can barely keep it in you!" Jim growls in pleasure.

Rebecca gasps and quakes under Jim's brutal onslaught.

"Oh! Yes! Ooo! Ah! Fuuuuck! FUUUCK!" Rebecca screams.

Jim thrusts in and out of Rebecca as fast as he can and she almost passes out from the pleasure.

"Oh! Fuck! I'm gonna cum babe! Cum with me!" Jim yells.

Jim slams into Rebecca and cums inside her.

"Jim!? AUNH! Do it! AUNGH! Make me yours!" Rebecca screamed as she wrapped her legs tighter around Jim's waist.

"Fucking hell! You are so hot and tight!" Jim says. "I love you, Rebecca."

'He loves me! Oh God! It's coming inside me! Jim's cumming inside my pussy! Oh fuck! I'm going to cum too!' Rebecca thought.

She felt her orgasm building up inside her and her muscles contracted around Jim's cock.

"Aaauunngghhh!!! Oh God! AAAAAAHHH!!!" Rebecca screams as her juices gush out all over Jim's long cock.

Jim withdraws his dick from Rebecca's pussy and they both collapse on the desk.

Jim and Rebecca kiss passionately as they both start to come down from their orgasms.

Jim smiles happily and looks into Rebecca's eyes.

"I love you too, Jim. I love you so much." Rebecca says.

They kiss again and Rebecca gets up and starts walking towards the door.

"Where are you going?" Jim asks.

"I just need to go to the bathroom so I don't make a mess in here," Rebecca replies.

"Oh. Okay. Would you like me to come with you? I won't get in the way," Jim offers.

"I think that would be best. Thanks." Rebecca says.

Jim follows Rebecca into the bathroom and closes the door behind them. They look at each other and smile.

Then it occurred to her that she didn't have any clothes that fit her anymore.

"Oh, man!" Rebecca said.

"What's wrong?" Jim asked.

"I don't have anything to wear. I outgrew my clothes. What am I supposed to do now?" Rebecca said.

"You can wear one of my shirts if you want. We'll find some jeans or something later." Jim said.

"Hmm? That might work. Thank you, Jim." Rebecca replied.

"No problem. Now let's get you cleaned up. You're gonna need to take a bath before we can get out of here," Jim said.

Jim takes Rebecca's hand and leads her back to the locker room. He opens the door and walks inside.

"Thank you for everything, Jim. You've made me really happy." Rebecca says.

"My pleasure. I'm glad that you're happy."

And with that, Rebecca and Jim had some more fun before they found out that the school grounds became quarantined by the federal government. Trapping the cosmic chaos in the school.

***

Jim and Rebecca look out the window of her office.

The sun has gone down and there is a full moon in the sky.

Rebecca puts her arms around Jim's neck and hugs him.

"Well, all things considered, I think this was definitely worth getting caught by the feds, if it means I found my man. I wouldn't have traded our time together for anything." Rebecca whispers.

Jim kisses Rebecca and then pulls away.

"I agree. I'll protect you, babe. We'll get out of this I promise." Jim says.

Rebecca smiles at Jim.

"I'd rather die than leave you, Jim. You mean the world to me." Rebecca says.

Jim smiles and gives Rebecca another passionate kiss.

***

Who else has been caught up in the cosmic chaos?