Category Three

By fantasticfic.

“Good morning, David,” said the computer as it did every day.

But this was no ordinary day; this was the first day of transition. David and his classmates had all turned eighteen and completed their General Certificate of Education. However, they would remain in Sector 7G State School for another month as they completed their transition to adult society.

He woke in the same 2x3m compartment he’d lived in for thirteen years since he left the creche. Bunk, desk, toilet, and shower all squeezed together, the large screen across from the bunk his constant companion. David had never been outside – the school and much of society was underground – but everyone said the screen was just like a window.

“Please perform your ablutions and calisthenics and then shower as usual,” said the computer from the screen, displaying a sunrise over rolling fields. It was a view from before the Collapse and the radical changes it had wrought on society. “Florence will then join you to start your transition lessons.”

David opened his eyes wide. Joined by Flo? Florence was his class partner and had shared a desk with him for those thirteen years. She was also very, very cute. She had wavy blonde hair, a wide, smiling mouth, big blue eyes, and dimpled cheeks. David often found himself daydreaming about her. The unisex school uniform revealed little of the body underneath, but Flo’s bulged out tantalizingly at the chest and rear. David sometimes felt his daydreams deepen into something else as he drifted asleep. And perhaps this was the start of something else. Speculation about the exact nature of transition was rife in the class. Some of the speculations tended towards the lurid…

“David, your ablutions,” interrupted the computer.

He shrugged off that thought, got out of bed, folded his nightshirt, and placed it under his pillow. He went to the toilet and then followed the exercises on the screen. Calisthenics complete, he quickly showered and brushed his teeth. As he started to dress as usual, the computer interrupted him again.

“There is no need to wear your uniform yet, David.”

David stopped in confusion and looked down at the towel wrapped around his waist. “But why?”

“Florence will be here shortly, and I will explain then.”

Florence was indeed there shortly; her compartment was just across the corridor from David’s, and she knocked on the door only minutes after the computer’s strange announcement.

“Hi,” said David. He felt very uncomfortable standing there in just a towel. Flo was dressed as normal in her coveralls.

“Hi,” she echoed, sounding equally uncomfortable. She was holding a pack of some sort in her hand. “Can I come in?”

“Oh, right. Yeah, sure. Um, come in.”

There was nowhere to sit apart from the bed, so they sat side-by-side facing the screen. A few awkward moments of silence stretched between them until the computer filled the void.

“Welcome, David and Florence, to the start of the transition. You will shortly proceed to Miss Colchester’s classroom as normal. However, before that, you must complete an initial assignment.”

Flo blushed and fiddled with the pack in her lap. It seemed like she had more idea what was going on than David.

“Florence, did you bring the pack?” She nodded. “And you have been briefed on how to measure David’s penis?” She nodded again as David felt his jaw drop. “Good. I will now place myself into privacy mode for 10 minutes to allow you to complete the assignment.”

Flo unzipped her pack and pulled out a pad, a pen, a ruler, and what looked like a blank name badge. She did all of this without saying a word or making eye contact. She took her time, but there was only so long she could string out the task. She swallowed and finally spoke.

“So, like the computer said, I will measure you. Then I need to write it on the badge, and you need to wear it to class.”

David was gobsmacked. The idea of having his penis measured by Flo was overwhelming enough. Still, he’d assumed that would be entirely between them. He’d thought this might be the prelude to a further assignment between them that might develop into he wasn’t quite sure.

But would he have to wear his penis size on his chest? Why?

He realized Flo was now looking expectantly at him. “Um, okay,” he said.

Flo rolled her eyes slightly. It was the same quick, affectionate gesture of despair as when he hadn’t been paying attention in lessons.

“So you need to get undressed. Or, like, completely undressed,” she corrected herself as she looked at his half-naked body.

Swallowing, David undid his towel and stood naked before someone else for the first time since he’d been in the creche as a child. He stood there momentarily, unsure what to do next, and then sat down.

“Is that it then?” Flo asked, pointing toward his crotch. “Your, you know?”

“Yes,” said David, looking down. His penis seemed so small and defenseless as it lay in his pubic hair.

“It needs to be…” Flo paused and blushed harder, staring at the strange third thumb between his legs. “I need to measure your penis in its erect state.”

“Oh,” was all that David could think to say.

“Can you do that? Make it go hard?” Flo sounded confused but curious.

“Not exactly. Not like, I dunno, clicking my fingers.”

“So what do we do?”

Flo stared at his penis as she said this, and David wondered if it looked like she had expected. He knew that she didn’t have a penis but had only the vaguest grasp of what she might have instead. But perhaps, he suddenly realized, this was his chance to find out.

“Perhaps you could get undressed too?” asked David tentatively. Just the idea of it caused him to swell slightly.

“What? Of course not! The briefing didn’t say anything about that.” Flo had reacted in complete horror to the idea, which David thought a bit rich given how completely exposed he was. Her emphatic response quickly dampened down any emerging arousal.

“So what did the briefing say?” David asked, slightly put out.

“Well…” Flo turned her head away, breaking eye contact with his penis for the first time since he’d removed the towel. “It said manual stimulation might be required.”

Manual stimulation was usually frowned upon. The computer would intervene if it believed David was spending too much time washing certain areas in the shower. And David knew from furtive discussions with his peers that this was not unique to him. The computer had turned itself off, though, and David could touch his penis as much as he wanted. But he was struck by the sneaky way Flo disclosed this briefing element. It begged the question…

“Manual stimulation by whom?”

Flo didn’t say anything for a second. “It said I might need to hold it to take the measurement and that manual stimulation had the bonus of promoting erection.”

“Well, that sounds very sensible,” said David, desperate to keep any note of excitement out of his voice. “I think you should follow those instructions to complete the assignment.”

Flo frowned slightly but didn’t disagree. Her eyes flickered up to his briefly and then back down to his penis. She reached out a finger and touched the head of his penis. “It’s warm,” she murmured to herself. David kept quiet but mentally urged her on. She stretched her hand out and grasped him, almost like shaking hands. David was ecstatic – a fact that soon became clear to Flo.

“I felt it move! I think… I think it is growing!” Despite her discomfort with the situation, the excitement in her voice was clear.

It was growing. Flo’s hand on his penis was a heavenly delight. David watched with pride as it lengthened and thickened until it was bigger than his index finger. He felt immensely male and mature; childhood was behind him, and he and his penis were on their way to adult society. We wondered what other assignments he and Flo would have over the next month.

“That’s it, right?” His speculation was interrupted by Flo’s voice. “Like, that’s as big as it gets?”

“Yeah,” agreed David, a slight hitch in his voice. His penis was as big and stiff as it had ever been. It felt huge as it throbbed between his thighs in her warm little hand.

Still holding firmly onto his member, Flo put down the ruler and diligently jotted the number on the card she’d be provided: 4.1. Her tongue poked out of the corner endearingly, her pretty face in deep concentration. David realized with a sudden horror that her touch and sexy studiousness had initiated a chain reaction in his testicles.

“Flo…” he began to say, but he was too late to complete his warning.

A thin rope of jism spurted from the eye of his penis and splattered against her wrist. A few weak aftershocks then dribbled down onto Flo’s palm.

“Ew, David! Gross!” Flo squeaked, letting go of his penis in alarm.

“I’m so sorry. I didn’t mean to. It just happened.” David was mortified.

“Yes, well, try and have a bit more self-control.” Flo stood up abruptly. “I’ve completed the assignment, so I’m going to go. I need to wash before class starts,” she added pointedly.

Before David could say anything, she had left him to sit alone, looking down at his shriveled, sticky penis.


David sat in the same seat at the same double desk as he did daily. Flo soon joined him as usual. He smiled at her as he did every morning, and she smiled back, although their smiles were slightly strained. The morning had been very far from ordinary. Still, surely, the accident at the end of their assignment had just been a little blip in their rapidly evolving relationship.

As the class was settling down, Miss Colchester came into the room. While the girls’ shapeless uniforms seemed almost designed to conceal, their teacher left the class in no doubt about the shape of a woman’s body. She stood in black high heels at the front of the class in a grey pencil skirt that clung tightly to the flare of her rump and a white blouse projected out from her considerable bosom. Her dark brown hair was in its usual bun above her black-framed glasses, and her shapely legs were encased in their usual stockings.

“Good morning, class.”

“Good morning, Miss Colchester,” they all chorused back.

“Of course, you are still my class but no longer my pupils. You are all citizens now, ladies and gentlemen, rather than boys and girls. I’m so proud of you all and sad that this will be our last month together as a class.”

Her pride was echoed in the smiles of the class.

“Now,” she continued briskly, scanning the room, “I can see all the gentlemen are wearing their badges as requested. This is an essential element of transition, so my thanks for complying so promptly and to the ladies for their assistance.”

Her innocuous words generated a low hum of embarrassment and anticipation in the room. What had been the purpose of this morning’s task? They knew they would not have to wait long to find out.

“I’d like all the boys – sorry, gentlemen; it will take me a while to get used to that! – to come to the front of the class.”

Miss Colchester’s slip-up was greeted by polite laughter from the female half of the class, but the male half was preoccupied with the rest of her request. David looked around and saw others glancing around nervously, too. After a slight delay, the fourteen boys all rose and made their way to the front.

“Excellent. Now arrange yourselves along the front, please. Low numbers to my right and then up to my left. Well, chop chop!” she added as the boys continued to mill around uncertainly.

David had seen the others wearing badges but had not looked closely at them. Now, the boys all started to peer at the badges on each other’s coveralls. Danny was nearest with 5.8 written on his. Standing nearby, David saw another five, two sixes, a seven. He shuffled to the side. Another five, so he moved along a bit more. As he moved further from the center, he noticed most of the boys who had started to the right of the room were moving in the opposite direction. Eventually, the bunched male mass spread into a single line along the front of the class. David realized, heat rising in his cheeks, that no one was to the right of him. What did it mean? Was it important?

“Very good, gentlemen,” said Miss Colchester, strolling up and down the line as if inspecting the troops. “Yes, all nicely in order.” She stopped at the left-hand side in front of Luke and turned to address the girls still sitting at their desks.

“The first lesson of transition – and one of the most important tenets of our society – is that citizens are divided into three categories. One of the purposes of transition is to separate new citizens into these categories. For ladies, this happens at the end of the process; for young men, the beginning. Now, as it turns out, we are lucky enough to have examples from all three categories of males in front of us, which will benefit your collective education.”

There were whispers from the seated girls, and the boys were glancing at each other. None of them knew exactly what was going on. Still, it was clear that the boys had all been arranged by penis size, which would help determine their citizenship category. David felt his blush deepen, and a strange feeling started in his stomach. To his growing disgrace, his penis – which he’d always thought respectable, even impressive – was the smallest of all his peers, and this was much more important to his future than he had ever imagined. He swallowed as Miss Colchester continued.

“The vast majority of citizens are in category two, which is reflected here. The primary determinant for a category two male is an erect penis length of between five and seven inches. So…” She walked down the line and stopped beside David. “From Tony here – just! – over to…” She walked back up to Luke. “Jack,” she finished, placing her hand on the shoulder of the penultimate boy.

“Category two males are entitled – and expected! – to procreate once a week. This process will commence from today. After lessons, class partners will return to the gentleman’s compartment. There, they will receive instructions and advice by computer on how to engage in sexual intercourse. The aim, of course, is impregnation and the conception of a new generation of citizens. Following today’s initial partnership, a rota will be circulated for the following weeks. So, by the end of the transition period, you will all have had a chance to procreate with four different partners.”

The whispers had grown as she’d been speaking, and now the girls were openly talking to each other in tones of hushed excitement. Miss Colchester smiled indulgently and allowed the conversations to continue for a few moments, something she certainly wouldn’t have allowed when they had been pupils.

Meanwhile, the boys were grinning. The queasy feeling in David’s stomach started to ease. His class partner was going to be his sex partner! All his fantasies about Florence would be coming true!

“That’s enough now, ladies,” Miss Colchester said as the unrest continued. Everyone immediately quieted down. “Category two males, you can take your seats now. Thank you.”

As they returned to their seats, the boys took their opportunity to gossip with each other quickly. But as they filed away, David realized it was now just Miss Colchester, himself, and Luke at the front of the class. And the feeling in his tummy started to come back.

David had never particularly liked Luke. He never tried hard in lessons or seemed to care about the outcome. In the refectory, he was noisy, and in the gymnasium, he was rough, a fact amplified by the fact he was one of the biggest and bulkiest boys. David has always assumed he was destined for a fairly ignominious societal role, probably involving manual labor. But it now seemed that David’s academic and polite life had not been as important for the transition to society as he had assumed and that other factors – those he had no control over – were more important.

“Bunch up, bunch up!” said Miss Colchester impatiently. Lost in reflection, it took David a moment to realize this was directed at him and Luke. Reluctantly, he moved into the center of the room. As Luke approached, he couldn’t help focusing on the badge pinned to the other boy’s chest. It read: 8.3. David’s stomach lurched. Even Luke could have solved this maths problem; his penis was more than twice the size of David’s. Looking up from the badge, David found Luke grinning at him cockily.

“As I said, we are lucky enough to have both a category one and a category three male in the class. Please get undressed, gentlemen.”

There was total silence in the room.

“Well, what are you waiting for?” Miss Colchester asked as if her request had been no more controversial than asking them to get out their books and pens. “We haven’t got all day.”

Luke went first, kicking off his shoes and unzipping his coveralls. David followed more slowly. They stood side by side in their briefs, David conscious that his classmate was considerably taller and more muscular than him. And – his stomach started to clench again – considerably better endowed as proclaimed by both the badge he had discarded and the bulge in his briefs. David’s only briefs seemed virtually flat, and it felt like his penis was burrowing up into his body to hide.

“I asked you to get undressed. Why have you stopped?” asked Miss Colchester. “Hurry up so we can continue the lesson.”

Both boys looked at Miss Colchester and pulled down their briefs simultaneously, conditioned by a lifetime of obedience to her.

There was uproar from the class.

Not whispering. Not even chattering. No, gasps and exclamations of surprise. Yesterday, the boys in the class had seen precisely one penis and the girls zero. This morning, the girls had drawn even with the boys. Now the whole class was staring at two penises of extreme contrasts and understood the diversity of the male member for the first time.

“Settle down, settle down,” said Miss Colchester as if presenting a pair of naked men to a classroom of people was an everyday occurrence for her.

From the perspective of the class, it was as if they were being presented with two entirely different pieces of anatomy. Or even different species. David’s penis cowered like a baby mouse in his nest of pubic hair, hardly visible. Luke’s weighty member, on the other hand, dangled proudly on display like an elephant’s trunk. His erect penis might have been twice David’s penis but flaccid. He was four times the size of the other boy. At least. The contrast was almost humorous – although not to David, of course.

“I said settle down! And stop giggling, ladies; you are citizens, not schoolgirls.”

The class immediately came to order as Miss Colchester began to lecture them.

“As you can surmise, David here is a category three male. While not erect currently, he comes up short of the minimum manhood standard for category two. Well, more than a bit. But not to worry! David will still be able to become a happy and productive member of society. However, some career paths will be prohibited, and obviously, he will not have a full vote. And, of course, he is ineligible for procreation.”

There were whispers from the seated class, and Tony – sporting a 5.1 badge – looked like he’d had a heart attack. David’s mouth dropped. He was shocked and appalled. Why “obviously” and “of course”? Why had none of this been mentioned at any point in their schooling? His fantasies of a naked Flo in his arms suddenly evaporated. Ineligible for procreation? Forever?

Miss Colchester seemed entirely oblivious that his world had been turned upside down.

“In contrast, Luke exceeds – quite significantly – the standard. It is an impressive example of manhood and may qualify him for category one, even in its flaccid state. Regardless of that, there can be no doubt he is a category one male. That means he is entitled to procreate daily. So after beginning with Mindy today, he will have sexual intercourse with all the ladies in this room over the next couple of weeks.”

Luke was grinning enormously. Mindy – his class partner still sat at their half-empty desk – looked dazed, and the rest of the class was hardly less stunned.

“Recognizing their great contribution to society, they are entitled to enhanced accommodation. Luke will move into the alpha suite tonight to ensure he has the space and facilities he needs. They also have other privileges. This includes the right to request oral intercourse from any woman of category two or below, which she must accept, provided it does not cause a safety risk or inhibit her ability to breed.”

Luke’s grin stretched wider, and it was clear to everyone in the first row that additional blood was pumping into his prodigious penis. Hanging thickly between his thighs, it became fatter and more threatening by the minute. It had become the focal point for the entire room, and Mindy’s face had gone pale.

“Ladies, could you join us?”

The class was shaken from their collective reverie by Miss Colchester’s question. The girls looked at each other, but no one moved. Were they going to be made to line up like the boys? Or to…?

“Florence? Mindy?”

Twelve girls breathed a silent sigh of relief as Flo and Mindy slowly stood and walked toward the front of the class.

“Well, that took long enough! Now undress please,” continued Miss Colchester, a slight note of impatience entering her voice.

The girls looked at each other and then back at Miss Colchester. “Undress?” echoed Mindy in a tiny voice.

“Goodness me! Yes, undress! Luke and David are standing here as naked as the day they were born, and you don’t see them complaining. Now, quickly, off with your clothes so we can continue the lesson.”

The girls stood frozen for a second, a shininess to Mindy’s eyes suggesting the petite girl was holding back tears. Then Flo succumbed to the inevitable and started to undo the zip of her coveralls. Sniffling, Mindy followed suit.

The girls might have just seen a naked boy, but the boys had never seen a naked girl. They knew women’s bodies were different – the enticing bulges of Miss Colchester’s chest and rear attested to that – but their female schoolmates were almost totally hidden by the shapeless uniform coveralls they always wore. That was about to change.

As the coveralls of the two girls pooled around their ankles, fourteen boys gasped at their first real glimpse of female flesh. Flo and Mindy still wore underwear, but the boys drank them. Flo’s soft, lush figure made a pleasing contrast to Mindy’s petite but athletic body.

They wore a pair of white briefs similar to the boys, though David and Luke, in particular, could see that they were cut higher, exposing more of their hips and bums. Up top, they wore tight little vests to support their breasts – and every boy in the class could see that Flo needed considerably more support than Mindy.

“Girls! Come on now, please!”

Flo didn’t hesitate now; she had decided ‘in for a penny, in for a pound.’ She reached under her vest and pulled it off overhead. Released, her plump breasts swung loose and free on her chest. As she tugged down her knickers, Mindy was only – and with considerable reluctance – removing her top. The breasts that were exposed were just as captivating to the boys as Flo’s fat puppies: two small, delicious scoops tilted proudly to the sky. Despite their smaller size, they were capped by nipples much bigger and darker than Flo’s. Mindy was kicked out of her pants and stood as fully naked as Flo, their eighteen-year-old bodies totally on display for the first time in their lives.

Fourteen pairs of male eyes stared intently, trying to discern the shape of their sex through Flo’s thick blonde bush and Mindy’s sparser dark one. Twelve pairs of female eyes could not divert their gaze as they gave thanks that they were not so utterly exposed in front of the class.

“Miss, David’s thingy is all hard,” said Olivia from the front of the class, interrupting the collective reverie. Olivia was Jack’s partner and always the first to put her hand up to answer a question. All eyes shifted from Flo and Mindy to David, whose face was crimson with embarrassment.

Miss Colchester sighed. “It’s not a ‘thingy,’ Olivia; it’s a penis. You are a citizen now, not a schoolgirl.” Olivia blushed slightly and pushed her glasses up her nose to cover this. “Yes, David has an erection now. His penis has hardened and risen and increased in length and girth. Although not a great deal,” she added.

David couldn’t help but look down at his hard little penis. Looking at Flo and Mindy naked had made him harder than ever. Still, it was impossible not to notice that his painfully erect penis had not reached the dimensions of the fat shaft dangling between Luke’s legs.

“This lack of control is typical of a category three male,” went on Miss Colchester, “but is quite helpful. Florence and Mindy are here to assist David and Luke as they did this morning.” Furtive glances around the room as the class immediately discerned their teacher’s meaning. “But that won’t be necessary for David, so Florence, please just stand by his side.” Flo did as she was bid, sparing a glance at David’s stubby stiffy. David cursed his traitorous erection for denying him her touch again.

“Excellent. Now, Mindy, please take hold of Luke’s penis and manipulate it to an erection. To give the class the best view, why don’t you turn sideways and kneel in front of Luke.”

“Miss?” She wanted the ground to open up and swallow her.

Miss Colchester frowned. “Was my instruction unclear? Your competence is not in doubt as you were able to take an impressive reading this morning.”

“But, Miss, that… that was just the two of us.”

Miss Colchester’s expression softened slightly. “I know transition can be a bit overwhelming, but you are a citizen now, and this is your duty. Besides, you are a very attractive young lady and have already demonstrated your proficiency with a penis.” She turned. “Luke, do you think you will have difficulty gaining an erection with Mindy’s help?”

“Not at all,” he replied with a smile. A smirk, David thought. “Get down on your knees, baby, and give it a stroke.”

“Very good, Luke!” said Miss Colchester, beaming. “Endearments such as ‘baby’ can motivate and arouse a lady, supporting both procreation and recreational sexual intercourse. This dominance comes naturally to a category one male, so we are lucky to have Luke in the class.”

Mindy got down on her knees and tentatively grasped Luke’s penis. She gripped him behind the head and raised it, the heft of Luke’s penis and the contrast with Mindy’s small hand readily apparent to the class.

“You might need two hands, dear. It is rather large.”

Mindy dutiful added another hand. There was plenty of room to spare, and the space expanded as Luke’s penis grew.

“Good, good. No, firm strokes up and down, using both your hands. Very nice! That was very quick! Visual stimulation can help, of course. Luke, are you enjoying looking at Mindy’s naked body?”

“Oh yeah,” he grunted as Mindy continued to massage his member in front of the class.

“What is your favorite part of her body?”

“Her tits,” said Luke bluntly.

“Luke, that’s not very gentlemanly!” Miss Colchester chided, but her tone was indulgent, almost amused. “Her breasts are your favorite part of her body. And I can see why! Mindy, you have an exquisite bosom. Who could have guessed? Florence’s breasts are much larger but also much less shapely, almost saggy.”

It was hard to tell who was most embarrassed: Mindy for the extravagant praise for her breasts or Flo for her casual criticism. At least Mindy was occupied. Flo looked down at the floor, and David’s heart went to her.

“Well, between Mindy’s handiwork and her delightful young body, I think she has accomplished her task. Luke, do you think you could get any harder?”

“Worth a go, Miss,” said Luke as he luxuriated in the double-fisted handjob.

Miss Colchester snorted. “Yes, well, nice try, Luke, but I think we should give Mindy a rest. We don’t want to wear her out just yet. Step back, Mindy, and let everyone have a good look. Feast your eyes on this class; over eight inches of category one manhood. I think you will agree it is rather impressive.”

David found himself unable to look away.

“Move together, would you, boys? Sorry, gentlemen!”

Luke immediately strode to the middle of the room and stood with his hands on his hips, his penis projecting like a prow toward the class. David shuffled over to join him.

“Luke, you complimented Mindy’s breasts earlier. Who would you say is most attractive: Mindy or Florence?”

“Mindy,” he said without hesitation, staring hungrily at her body. “Flo’s alright, too.”

“Well, that’s wonderful; it’s so nice when class partners are compatible. But so courteous, too!”

David wasn’t too sure that was the definition of courteous.

“What about you, David?”

David hadn’t expected to be called upon again. “Florence,” he blurted out. Flo’s eyes darted over to him.

“Oh, how sweet! Ladies, what about you? Mindy?”

“Luke, Miss.”

“And you, Florence? Who do you find most attractive?”

Flo looked at David, anguish in her eyes. She looked away. “Luke,” she whispered.

“Speak up, dear!”

Flo swallowed. “Luke, Miss,” she repeated.

“Of course!” exclaimed Miss Colchester as if Flo had just answered a basic arithmetic question. David tried not to let the hurt show on his face. “Luke is a fine figure of a category one male. The definition of his musculature is most pleasing to the eye. Why, look at those abdominal muscles! And that is before we even mention the elephant in the room. If you know what I mean, ladies?”

She gave a pantomime wink, and the girls in the class dutifully tittered, though, in truth, the whirlwind of emotions and hormones flooding their bodies was significantly more complex.

“When I look at Luke’s body, I feel aroused. This is the natural and healthy response of the female body in the presence of a category one male. My nipples are hardening.” She cupped her hands to her breasts over her crisp white blouse. “Though not as hard as Mindy’s, I dare say!” All eyes flitted to the dark, hard buds that capped Mindy’s breasts as she tried to make herself invisible. David saw Jack in the front row reach down and reposition his crotch with a quick tug. “My vagina is becoming warm and starting to moisten.”

“Miss! Miss, I feel my vagina moistening too!” interrupted Olivia. David noticed that, under the desk, Jack’s hand was lying possessively on her thigh.

“Yes, very good, Olivia,” said Miss Colchester, unable to restrain an almost subliminal eye-roll. “And then,” she continued, “we have David: soft, flabby, and sporting a pathetic penis. The sight of his body would arouse no woman. Which is, luckily, an entirely moot point.”

David couldn’t believe her casual cruelness. For thirteen years, he had respected her, tried his hardest to please her, and even slightly worshipped her. But it now became clear that this counted for nothing. The rest of the class sympathized with his plight, but Miss Colchester’s repulsion was infectious. Of course, it wasn’t David’s fault, but that didn’t mean anyone wanted to get too close to the leper.

Literally, in Flo’s case. For so many years, his partner – the object of his desire – shifted slightly away from him.

Miss Colchester remained oblivious and continued with her lecture. “Now, procreation is a sacred event, and the losing of one’s virginity even more so, which is why this will take place privately this evening. Rest assured, the computer will provide some advice before turning itself off. And we will have a debrief tomorrow and an opportunity to share our experiences.”

Their teacher benevolently allows a short spattering of whispers at this point. David noticed Jack’s hand creeping higher.

“But procreation is not the only reason to engage in intercourse. It is a natural, zesty enterprise that can pleasure both parties greatly. As I mentioned earlier, oral intercourse is the right of category one males but not their exclusive right. It can be a pleasing pastime for all, and intercourse is considerably aided when a wet penis meets a wet vagina. Ladies, I recommend you begin this evening’s procreation by taking your partner’s penis in your mouth.”

This suggestion gained the obvious approval of the male population of the room, and David could see more and more bulging crotches being adjusted. Flo and Mindy seemed rather skittish, clearly fearing the lecture’s direction.

“Luke’s penis does look rather mouthwatering, so this seems too good an opportunity to pass up. Mindy – I’m sure you’d like to get your mouth around that, wouldn’t you?”

“I dunno, Miss,” Mindy stuttered. She did not look like she wanted to get her mouth around that.

Miss Colchester tutted. “All my lessons and you are still saying ‘dunno.’ Really! I appreciate that this is your first time, but that is all the more reason to practice and to share your progress with the class for their education. Touching a penis with your mouth is no different from touching a penis with your hand, and you have demonstrated admirably how you can do that.”

“But what do I do, Miss?”

“Why don’t you start with a little kiss?”

Taking a deep breath, Mindy started to bend over but was quickly interrupted.

“No, Mindy, on your knees, please. Just like before.”

She got onto her knees and gave the head of Luke’s penis a quick peck.

“Heavens, you call that a kiss! Give it a proper kiss; it won’t bite you.”

Mindy did as she was commanded.

“Now a lick.” Again, Mindy followed orders. “Not just the head. Give the whole penis a lick, starting with the root.” Perhaps Miss Colchester had anticipated that Mindy would hold Luke’s penis to achieve this. Still, the inexperienced eighteen-year-old ducked her head down low and licked her way up, the penis bobbling and bouncing against her face. This allowed the class to observe that Luke’s penis was longer than her face.

“And now that you’ve made friends suckle on the head of the penis.”

Mindy – now almost on autopilot in response to Miss Colchester’s orders – opened her mouth, realized she had miscalculated, opened her mouth wider, and attempted to suck the head of Luke’s penis into her mouth. She did so with trepidation and limited success but did not seem to dare cease her noisy ministrations.

Flo looked back and forth between Luke and David.

“Should I do the same, Miss?” she asked tentatively. David’s heart skipped a beat. Would the exceptional nature of his category finally be in his favor?

“Hmm? Oh, goodness me, no!” laughed Miss Colchester. “No, what would be the point of that? But you raise a good point. It is rather a waste for you to be stood there. Perhaps you could come and join Mindy? I’m sure Mindy would be glad of your assistance, and Luke has more than enough to go around, as it were.”

“Erm, okay.”

“Why don’t you get down on your knees and crawl over here? Category one males always appreciate a bit of submission from their females.”

Flo looked like she regretted opening her mouth, but she got down on her knees gamely. There was a muted but audible collective moan from the boys as her large, soft breasts swung heavily below her, tiny nipples almost scraping the floor. Sadly, her back shielded David from this treat but had a front-seat view of her furry sex pouting back between her thick thighs as she crawled over to Luke. In one way, it was a consolation prize that caused his penis to twitch and throb. In another, just a painful reminder of what he was being denied.

As Flo knelt beside Mindy, the other girl ceased suckling on the monstrous member. “Miss… Miss, it’s really big. Like, really, really big. How am I meant to get it in?”

Her words were ambiguous. Was she asking how she could be expected to swallow more of Luke’s swollen shaft now? Or was she worried about her later – and even more intimate – appointment with his massive manhood?

Miss Colchester leaned down. “Yes, it really is a very large penis. Luke, you must be very proud.” Luke grinned. He was. “Why don’t you let Florence have a go while you get to work on Luke’s testicles?”

“Get to work?”

“I’m having to hold your hand, aren’t I?” said Miss Colchester. “Get to work on his testicles with your mouth. Hopefully, you can do a better job than you managed with his penis. Although,” she added appraisingly, “they are scarcely any smaller.”

Awkwardly, though to the silent approval of the male portion of the class, the two naked girls contrived to contort themselves so that they both had access to the relevant part of Luke’s genitalia. Mindy’s step-by-step instruction had proved helpful to Flo, but she also showed greater natural aptitude. Luke soon penetrated deeper into her mouth, which looked less painfully stretched than Mindy’s. Meanwhile, Mindy looked desperately unhappy as she attempted to capture Luke’s hairy eggs as they jounced above her.

David watched as his childhood crush bobbed up and down on Luke’s penis, thick, wet noises gurgling from her throat. David had glimpses of her breasts as they flopped back and forth with her vigorous movement. Her bottom wobbled as she sucked, and the tops of her thighs started to glisten. Luke gave David the thumbs-up sign and a wink.

It was too much. David clenched his fists behind his back and gritted his teeth, but it was useless; it was like trying to hold back an avalanche. He erupted violently, semen arcing from his penis to splatter on the classroom floor. Shaking, his orgasm left his body. But if he’d hoped everyone was distracted by the scene playing out on the other side of the classroom, he was sadly mistaken.

“Miss, David’s thingy spurted everywhere!” shouted Olivia.

All eyes swung to David. All eyes except Flo’s; she seemed to be in a trance and continued to noisy slurp on Luke’s shaft.

“For goodness sake, Olivia, it’s not a ‘thingy!’ You’ve just volunteered for this afternoon’s lesson.” David was momentarily satisfied to see Olivia’s face blanch. But not for long. “As for you, young man, what do you think you are doing? What is the meaning of this appalling behavior? Where are you interfering with yourself?”

“No, Miss!” David protested. “It just sort of came out.”

Miss Colchester slowly shook her head. “Oh, David, you were always such a good pupil. What happened? This is just your essential nature coming out; the category never lies. Clean this up your mess before we continue the lesson.”

“Yes, Miss,” he said, shamefaced. “Er, with what, Miss?”

“With what, Miss?” mimicked Miss Colchester. Her voice was cold and mocking. “You are responsible for this disgusting mess – not to mention a waste of semen – so you must clean it up with what you have available. Get down on the floor and lick it up.”

David couldn’t believe what he was hearing. He started to open his mouth.

“Don’t make me repeat myself!” Miss Colchester bellowed.

Reluctantly, David crouched down in front of the small, sticky puddle he had made. He slowly extended his tongue but found Miss Colchester’s hand on the back of his head, shoving his face into the salty, slimy mess. Desperate to get it over, David lapped vigorously at the floor, tonguing up the viscous fluid and retching as he did so. Eventually, the pressure on his head eased, and he sat back on his heels, unable to make eye contact with anyone.

Miss Colchester stood over him. “You missed a bit.” She jabbed with her toe to indicate the spot. David had to maneuver to reach it, and because of his teacher’s position, this meant turning his back to the class. So he was now on his hands and knees in front of his classmates, giving them an uninterrupted view of his anus.

With one last lick, he was done and clambered to his feet. Mindy looked at him in disgust, and, even more painfully, Flo had ceased her labor to watch disdainfully. Luke looked put out that his mighty member was no longer being worshipped. It couldn’t get any worse…

Miss Colchester started rummaging in her desk drawers. “I know you say you weren’t touching yourself, but after that disgraceful display, I’m afraid I can’t take any chances,” she said. “Now, where is it? I can honestly say that I did not expect to have to use this, but, ah, there it is.” Her hand emerged triumphantly, bearing a small metal device.

“This is a chastity cage. It should not be needed in a civilized society. Still, occasionally, there are deviants or those lacking self-control who need to be taught a lesson.”

“But, Miss…” David began.

“Don’t you ‘but, Miss’ me! You have interrupted this lesson most appallingly! I will not touch your wet little worm, so you must apply the cage yourself. Place your penis and testicles inside, and then close the gate. There should be plenty of room,” she added spitefully.

“But, Miss…” David tried again.

Miss Colchester held up her finger, her lips pinched closed, a look of rage on her face. “I don’t want to hear a single word out of you. Confine yourself to the chastity cage right now, or I will ask Luke to do it for you.”

David took the proffered cage without a word. He sealed the cage with a firm click. The click seemed to reverberate around his skull.

Miss Colchester took a deep breath, puffed out her cheeks, and resettled her composure. “Now, class, with that unpleasant interlude behind us, let’s return to the lesson.”

Luke’s penis had not softened during this commotion, and the two girls now crawled forward on their knees to resume their duty. But they were stopped by an unexpected interruption from the owner of the mammoth penis.


“Yes, Luke.”

“So, am I officially category one now?”

“Yes, that’s right. As a teacher, I can make that assessment. I still need to log today’s results on the system, but you are category one.”

“And you are category two?”

“That’s right?” said Miss Colchester, a note of puzzlement in her voice.

“So, could you please suck my penis?”

You could have heard a pin drop. Thoughts moved slowly through Luke’s brain, but he used the interruption to catch up with the implications of his teacher’s words.

“Well,” said Miss Colchester, clearly flustered, “that is a rather unusual request for a transition lesson. But… that is a valid request from a category one male.” She looked down at his powerfully engorged member projecting outwards from his young body, and her tongue darted nervously between her lips. “And perhaps that would benefit Mindy and Florence, as your penis could be intimidating for a young lady with limited experience. Well, for any lady, really,” she continued at a bit of a loss. ” I can safely say it is the largest penis I’ve ever seen.”

Another boy in the class might have been gobsmacked by the idea his teacher for the last 15 years was about to fellate him, but Luke took it as his due. “So, could you strip for me? Like Mindy?”

This time, there were gasps from the class, whether at the request itself or the sheer nerve of their classmate. But Miss Colchester had been able to recover some of her composure.

“No. No, I won’t be doing that, Luke.” She turned to the class. “Luke has made a valid request for oral relief, but such a request does not require nudity from the participating female unless she so wishes. However…”

The whole class waited in anticipation for her to complete this thought.

“However, for purely practical reasons, removing my stockings and blouse may make sense. To avoid any accidents.”

Miss Colchester had scarcely finished speaking before she started unbuttoning said blouse. It was soon completely undone, and she shucked it off her shoulders and draped it over her chair. She then stood in front of the class in her white bra, allowing them to drink in her womanly figure. Her brasserie may have been practical and unornamented. Still, it contained an impressive bosom and could not conceal much milky cleavage.

“That avoids the risk of any… spillages. I’ll take my stocking off as well to avoid any holes. Girls, you will find this is a bit of an occupational hazard, so if you suspect you are likely to need to service a category one male, it might make sense to forgo them. I went through so many pairs as a teenager!”

Miss Colchester placed one foot on her chair, which aided her operation and showcased her leg for the class. Her skirt rose, exposing her smoothie fleshy thigh as she started to roll the stocking down the not-inconsiderable length of her leg. Despite everything, David felt his penis hardening once again.

Or trying to.

Wincing in pain, he realized with sick horror that the cage would not allow him to gain an erection. It was immensely uncomfortable but also completely humiliating. By the time he had collected himself, his teacher had divested herself of her stockings and assumed the same submissive pose as Flo and Mindy, kneeling in front of Luke’s monstrous penis.

“I suggest you all watch very closely,” said Miss Colchester. Her words were superfluous as everyone was already staring intently at the scene. She took hold of his shaft, and the whole class could see that there was easily room for another hand on either side. Then, with no further preamble, she swallowed a third of his length.

There was a collective gasp from the girls and a deep groan from Luke. Their mature teacher was a considerably more experienced fellatrix than their young classmates. Miss Colchester bobbed up and down enthusiastically, drool dripping down Luke’s shaft before removing it from her mouth and lapping at it like a lewd lollipop.

“Luke, remember that you are a category one male and can assist in the process.”

For the first time in a lesson that had seemingly been designed around his sexual gratification, Luke seemed nonplussed. “Er, how?”

“If you push forward with your hips, it will aid me to ingest your member. It is extremely girthy, so any action to assist its passage would be appreciated.”

She started to slurp on the head of his penis again but looked up expectantly at him this time. He looked down and tentatively thrust his hips forward. An extra inch of shaft pushed inside Miss Colchester’s mouth, stretching her lips obscenely wide. Luke groaned; the tight seal and wet mouth sensation were intensely pleasurable. Luke happily seesawed in and out of her contorted face until she finally drew back her head.

“Very good. That is quite a gobstopper you have, young man!” She seemed a little out of breath and more than a little flushed. “Of course, every action has an equal and opposite action.”

She stated this maxim with a raised eyebrow, clearly expecting a response. She was to be disappointed, however.

“Miss?” Luke asked vacuously.

Miss Colchester sighed. Luke might be a category one male with an enormous John Thomas, but he was rather dense.

“Just as you can push into me, you can pull me onto you,” she explained.

“Miss?” repeated Luke.

Miss Colchester gave up. “Place your penis in my mouth. Place your hands on my head. Pull my head onto your penis. Think you can manage that?”

“Yes, Miss.”

Luke followed his teacher’s simple instructions. His penis penetrated deeper than ever, causing Miss Colchester to retch violently. He immediately withdrew, his penis still connected to her lips by a sticky tendril.

“Why have you stopped? You were following my instructions perfectly.”

“Well, you were choking, Miss.”

“‘You were choking,’ Luke. Goodness me! That gentlemanly of you, but a little choking is par for the course. Some of the noises produced during the physical acts of love can seem unladylike – even undignified – but they are natural and, in many cases, arousing. So, back to the lesson, Luke.”

Luke didn’t need to be told twice. With a free license from his teacher, he redoubled his efforts while the class watched, hypnotized. Eventually, Miss Colchester slapped him on his thigh. Unfortunately for her, Luke had the bit between his teeth; it took a few increasingly firm slaps until he released his hold on her head.

She looked slightly dazed and drew a deep breath before she spoke. “Now, we could continue this lesson for some time; such is the stamina of a category one male, ladies.” She massaged her jaw as she said this. “But, in the interests of time, I will have to ask you to ejaculate.”

“Okay,” said Luke, looking around, keen to avoid David’s fate. “Um, where?”

“Why, down my throat, of course!”

“Oh, right!” Luke’s face once again broke into a grin. “Of course, of course.”

“So, if you apply the basic techniques we’ve covered – the push and the pull, as it were – then I am sure you can quickly deposit your seed inside me. In a way, you will be using my mouth as a substitute vagina.”

Luke’s penis twitched happily. It seemed to be like using Miss Colchester’s mouth as a vagina.

“Off you go,” she prompted. This time there was no sucking or licking. She opened her mouth wide.

Luke knew what to do. He plunged into her without restraint, almost bouncing off the barrier of her throat. Miss Colchester made a duck-like choking sound but did not hesitate from her treatment. Embedded in his target, Luke encased her head in his hands and began to thrust. The volume and wetness of the sounds issuing from Miss Colchester increased tenfold. Her face was growing redder and redder. Tears began to flow freely from the corner of her eyes, and a sticky stalactite of saliva dangled and grew from her chin.

“I think you are hurting her,” said Flo, her voice barely above a whisper, unable to look away.

“Nah, this is what she asked for,” said Luke, not even pausing in his domination of her face. He turned his head slightly. “You could swap in though.”

Her beautiful eyes shot wide. “Oh! Um, no, that’s okay. I’m sure Miss Colchester is fine.”

“Sure,” said Luke dismissively. “There is plenty of time for us to try this later.”

Flo looked sick, and David felt the same way. Because this wasn’t a one-off lesson, Luke had the license to piledrive his prick down the throat of every girl in the class whenever he wanted. Of almost every woman in the world…

The same thought seemed to be percolating through the entire female population of the class. They watched, fixated, as their classmate waged an all-out assault on their teacher’s face. Entirely unconsciously, Mindy’s hand crept over her sex, gently cupping it to protect what it was to face tonight.

Miss Colchester’s hands also rose to cup herself, though more wantonly. She fondled her fulsom bosom as Luke maintained his assault, her fingers even going so far as to tweak her nipples through the fabric of her bra.

This was too much for Luke and demonstrated even his stamina was not endless. “Fuuuuuuuuuuck!” he yelled, leaving no doubt that he had finally ejaculated.

Nor was there any doubt that Miss Colchester was trying desperately to swallow a torrent of seed. Her throat worked convulsively as if she was trying to down a pint of milk. Eventually, the spasms subsided… but she still found herself impaled. Her hand slapped weakly at Luke’s thigh, and he finally got the hint that he could release his death grip on her head. Miss Colchester reared off his penis and sucked in a great gout of air. Luke’s immense penis had started to soften and lost some fearsome size, but it was still more than enough to block an esophagus. Head down and hands pressed to her thighs, bra-encased breasts heaving, she took a few more deep breaths to master herself.

Their teacher stood on shaky legs, not bothering with her blouse. Her face and neck were bright red, and her hair had escaped from her bun, sticking in wet tails to her face. But otherwise, she seemed completely unfazed. She wiped her chin with one hand, gathering up the saliva and a few stray dollops of sperm before diligently lapping her palm clean.

“Ladies, it is very important you always swallow a male’s semen. Even if, as you’ve just witnessed, that can be rather challenging with a category one male. Equally, gentlemen, it would be best if you refrained from masturbation. You should only deposit semen in a female’s vagina, mouth, or anus.” A ripple erupted at the word ‘anus,’ which Miss Colchester acknowledged with a raised hand. “Yes, we will come on to anal intercourse later in the transition program. The important point is that wasting semen is a social crime.” She looked sternly at David as she said this, and he looked down to avoid her gaze.

“Now, we will break shortly for lunch, and then this afternoon’s lesson will be on female grooming. Olivia kindly volunteered to assist with the lessons, but we need one more.” The seated girls all concertedly avoided eye contact but shouldn’t have worried. “Florence, you have been an excellent assistant this morning, and you are rather a hairy young lady, so let’s keep you up here for the second half. So no point getting dressed for lunch. You can pop back into your uniform, though, Mindy.”

Mindy didn’t need to be told twice and pulled on her knickers as quickly as possible. Flo, meanwhile, seemed to be sharing some small part of David’s trauma. He wished he could comfort her but didn’t want to risk riling his teacher further.

“Any questions before we break?” asked Miss Colchester.

David tentatively put up his hand.

“Yes, David?”

“I’m very sorry about wasting my semen, Miss. I won’t let it happen again. Please, could you let me out of this cage?”

“Well, I’m very pleased to hear that, David, and that is exactly the sort of subservient attitude that will serve you well as a category three male. I will, of course, release you from the cage… provided you continue to behave properly over the next 24 hours. After lunch, you can return to your room and study the duties of a category three male. After all, this afternoon’s lesson will hardly be relevant to you!”

Miss Colchester laughed lightly at the inherent humor of this last remark. It was meant entirely without malice – a mere reflection of the natural order of things. Still, it drove an icy dagger into David’s heart.

“Anyone else?”

Flo seemed in two minds as to whether to say anything but, in the end, plucked up the courage to raise her hand as well. “Miss, what about me? If David isn’t allowed to procreate, what should I do tonight?”

“Oh yes, silly me! Yes, that does present a problem. I’ll tell you what: Since you’ve formed an effective partnership with Mindy this morning, why don’t you keep that up? Luke, would you object to taking Florence’s virginity and Mindy’s?”

Luke stood in front of the class, hands on hips as if to showcase the immense meat glistening between his legs, drenched in the saliva of his classmates and teacher. He shook his head with a broad grin.

“Excellent, excellent. Why, he might even be able to impregnate you both tonight! Wouldn’t that be something!”

Miss Colchester smiled satisfactorily at the class as David closed his eyes and tried not to cry.


The End.


*This story has been edited to fix spelling, punctuation, formatting errors, & basic grammar, but the narrative and plot have remained the same. Even with the limited editing done here, it doesn’t mean any possible major flaws in this story were fixed (That’s the author’s job). The opinions/views expressed in this story (and in any comments) are those of the author and do not represent this site. We support freedom of speech. This story has been previously published on other free sites and is now public domain, which is why we can publish it here.

One comment

  • jufreyghost

    there should also be a Category Four! I wonder how those poor guys would “fit” into this system and how Miss Colchester would verbally degrade them. However, just an idea….;-)


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