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Red All Over	By : GeorgeGlass Category: +S through Z > Turning Red Views: 7395 -:- Recommendations : 1 -:- Currently Reading : 1
Disclaimer: I do not own Turning Red or its characters. I earned no money from writing this story. If pandas were really this interested in sex, they'd be safe from extinction.

Chapter List
- 1-Abby
- 2-Miriam
- 3-Priya
- 4-Ming
- 3
- 4
Chapter 4: Ming
Mei was having another lovely dream—a variation on the one she'd had before about her and the girls on the deserted island. Abby, Miriam, and Priya were all lying naked on towels on the sunny beach, and Mei, who had unlimited sexual endurance, was fucking them one at a time, leaving each girl to bask in both the sun and the afterglow as Mei moved on to the next.
Unsurprisingly, Mei awoke in panda form, with both a smile and an erection. But this time, when she opened her eyes, she saw her mother, Ming, standing in the doorway, staring agape at Mei's huge, red, erect cock.
“Mei…” she gasped.
Horrified, Mei flipped over on the bed as fast as she could to hide her big red rocket.
“Mom, what are you doing?” she shouted. “Get out of here!”
Ming stayed put as if frozen.
“Mei…” she breathed again. “I didn't know…”
“I didn't want you to know!” Mei cried. “This is private!”
Ming shook her head as though clearing it, then said, “No, Mei, what I mean is…I didn't know this could really happen.”
Mei's wish for her mom to leave the room suddenly became less fervent. She felt a sense of deja vu as she realized that her mother had been holding something back.
“What do you mean, 'really happen'?”
“I've heard stories about this,” Ming replied. “Just rumors, really, whispered among the women of our family but never discussed openly.”
Mei would have asked why not, but the answer was obvious: Her family had always been too prudish to discuss such things.
“I honestly thought it was just a myth,” her mother continued. “A story one of the girls made up for fun and tried to get the others to believe.
“But you, Mei, are the first girl in our family in at least a hundred years not to seal her panda spirit away in a jewel. So no living member of our family knew what might happen if they held onto their spirit for more than a month or two. Maybe I, or my sisters, or my mother would have experienced this, too, if we'd kept our panda spirits for as long as you have.”
Mei relaxed a little. She supposed she couldn't blame her mother for not telling her that her panda-form might one day develop a penis—not if her mom didn't know that it could actually happen..
“May I…” Ming said, “May I please see it?”
Mei's erection had gone down quickly when Mei first saw her mom in the doorway. But for whatever reason, the woman's request to see Mei's cock was bringing it back with a vengeance. So when Mei slowly rolled over, Ming saw it at its full length and girth.
“Ohhhh, Mei-Mei…” she breathed, leaning in to look closer. “It's so…beautiful…”
Mei didn't know what reaction she'd expected from her mother, but it had definitely involved more shock and less awe. And Mei definitely didn't expect what her mother did next—which was to take hold of Mei's member in her soft hand and begin slowly jacking it.
“M- Mom…” Mei breathed. “I…I…”
“It's all right, Mei,” her mother said, looking from Mei's cock to her face but still moving her hand up and down Mei's cock.
“Mei, tell me something,” her mother said after a moment. “When you reach your climax in this form, do you…ejaculate?”
“Y- Yes,” Mei breathed. “A, a lot.”
“Good,” her mother breathed.
Before Mei could even think to ask why that was good, her mother plunged her face down into Mei’s lap and licked Mei's erect cock from the base to the head, making Mei moan. And then Ming ran her tongue back down again, until she was tonguing Mei's black balls. After several seconds of that, she looked back up at Mei’s face.
“Your father and I,” the woman said breathily, “always wanted another child. But the doctors said your father's sperm count was too low.”
She let go of Mei's cock, straightened up, and shrugged off her suit jacket. Then she began to unbutton her blouse.
“They said we were lucky to have even one baby. But now,” Ming went on, pulling the blouse off, “you can help us. You can give us a second child.”
Mei gasped again, louder this time. Then she found herself beginning to tremble all over. Even her voice was tremulous as she spoke.
“Mom,” she said, “are…are you asking me to get you pregnant?” Then she thought about all the utterly unsafe sex she'd had with her friends and gasped, “Are you saying I CAN get you pregnant?”
“Yes, Mei,” Ming replied. “If the stories are true, then yes, you can. Will you do it? For me, and for your father?”
It took all of Mei's willpower merely to stammer, “I…I don't…”
She took a deep breath to calm herself. Then she forced herself to put aside the question of whether she had knocked up any—or all—of her friends and concentrate fully on the question her mother was asking.
Quickly, Mei blurted, “I don't wanna do it unless Dad says he's okay with it.”
Just then, the bedroom door opened, and Mei’s father, Jin, walked in. Apparently, he'd been listening.
“It’s fine with me, Mei-Mei,” Jin said. “More than fine—it would fill me with joy. But,” he added, “it is your decision. This has to be about what you want, too.”
He kissed her on her furry cheek. Then he left and quietly closed the door behind him.
Mei looked down at her mother. She was still kneeling on the floor with Mei's cock in her hand. Now, she resumed stroking it gently.
Mei’s voice grew shaky as she said, “In that case, Mom, I think you'd better hurry up and undress. Because if you don't take your clothes off very soon, I think I'm gonna rip them off.”
“Oh, my,” Ming breathed, and unzipped her skirt.
Mei could tell that her mom was acting out of excitement, not fear. She'd seen lust on her friends' faces enough times now to know what it looked like. And she sure as hell knew what it felt like. Mei stood up from the bed.
“Mom,” she panted raggedly as her self-control slipped away, “show me your body. Give me your body.”
With a lack of grace and precision that Mei hadn't even known her mother was capable of, Ming flung her skirt into a corner, then hastily took off her bra and flung it away, as well.
Mei gasped at the sight of her mother’s rather nice breasts. They were perfectly round and seemed surprisingly perky given her mom’s age. Not to mention that their tan skin was flawless, and the dark-brown nipples looked perfectly circular. And the way they now protruded proudly from the curving outline of the breasts beneath made them look very inviting.
Before Mei could even think, she found herself pulling her mother close and then squeezing those perfect breasts with her big paws. She continued fondling them roughly as she bent her head down, pressed her lips hard against her mother's, and thrust her tongue into the woman's mouth. Ming threw her arms around Mei’s neck and eagerly reciprocated.
As soon as the kiss ended and they were both gasping for breath, Mei seized the waistband of Ming's panties with both paws and tore the garment off her mother's body as though it were made of nothing sturdier than newspaper. She tossed the ruined panties away.
“Oh yes,” the now-nude Ming gasped. “Yes, Mei, this is exactly what I want.”
“It is?” Mei panted.
“Mei,” Ming gasped, “I don't just want you to have sex with me; I want you to take control of me. To breed me like, like a wild animal. I want you to fuck me so hard that I'll feel it for a week.”
Wow, Mei thought, I guess Mom's found her inner Abby. And I can't believe she actually just said “fuck” to me, even though we're about to do it.
But these were fleeting thoughts. The only real effect her mother's words were having on Mei was to make her even more savagely horny. Although Mei was also excited that she would get to use some phrases she'd learned from Abby.
“Mom,” the girl replied, “get your ass on the bed and get on all fours. You're gonna get fucked like a bitch in heat.”
Ming's whole body flushed as red as if she'd drunk a gallon of cheap wine. Then Ming practically leapt onto the bed and got up on her hands and knees, facing away from Mei so as to present her hot, wet pussy to her daughter.
“Fuck me, Mei,” she gasped. “Put your child in me.”
Then, seemingly having an idea, the woman looked back at her daughter and said, “I've been very hard on you, Mei. For years. For your whole life.” Her voice was deeply raspy with lust as she finished, “This is your chance to punish me.”
Mei had already been burning with lust. But now, as her mother's words brought to mind the many times the woman had talked down to her, demeaned her friends, and publicly humiliated her, she felt anger rise up from within her and mix with her feral need to rut.
With a snarl, Mei got behind her mother and gripped the woman's ass in her big paws. Instead of positioning her cock at Ming's entrance, Mei picked her mother's ass up and pulled her cunt against the tip of Mei's thick member, which was now dark-red and hard as hell.
“Here it comes, bitch.”
She yanked her mother's ass back, thrusting her massive member all the way in so hard that the head slammed into Ming's cervix.
“AAAAAAH!” the woman screamed.
“Shut up and take it!” Mei roared.
She fucked her mother brutally hard, her cockhead punching the woman's cervix like a fist again and again. Ming screamed and whined but did not do anything to try to stop Mei.
Sex had never felt like this before. When Mei had fucked her friends, she'd sought gratification for herself but had wanted them to enjoy it, too. Now, Mei couldn't care less whether her mom enjoyed it. In fact, all Mei wanted to do was punish her mom—punish her deep inside, like she deserved.
“Fucking bitch,” Mei grunted, pounding her mother even harder. “Fucking, fucking BITCH! Take it, take it, TAKE IT!”
She thrust in one more time, so deep and so hard that the impact shoved her mother forward onto her face as Mei roared and shot massive spurts of cum up into her womb. She held her mom's ass tight against her hips as she came and came, making sure the woman felt every gout of hot seed go straight into her deepest place.
Yet forcing her seed into her mother's depths did little to tamp down Mei's lust and rage. She pulled her cock roughly out of her mother's now gaping pussy and stood up, then seized the woman by the waist and flipped her onto her back as she dragged Ming to the edge of the bed.
“Mei,” Ming gasped, looking a little scared, “what are you-”
“SHUT UP!” Mei screamed, unable to bear the thought of her mother questioning her or telling her what to do even one more time.
Roughly, Mei yanked her mother's pelvis up off the bed, bowing the woman's back and leaving her head and shoulders on the bed. Then Mei thrust back into Ming's pussy and fucked her savagely as the woman cried out in surprise and then in both pain and pleasure.
Mei gasped and panted and snarled as she pounded her mom's pussy. It felt so darkly good to be in total control of her for once, to use her body, to make her do what Mei wanted.
She fucked her mother brutally for minutes, the woman crying out again and again as the big red panda-cock punched her cervix over and over. It gratified Mei to be hurting her on the inside, much as her mother had so often hurt Mei on the inside.
Mei sped up even more, until her cockhead was pounding her mother's cervix like it was a boxer’s speed bag. Then Mei roared “RRRRAAAAAH!” and fired another thick, hot, voluminous load of cum straight up into her mother's womb.
This time, as Mei came down from her orgasm, she grew calm enough to take a breath and look down at her mother's face. The woman was panting and gasping through gritted teeth, and tear-tracks led from the corners of her eyes down the sides of her face. Mei felt a stab of horror and quickly laid her mother down on the bed.
“Mom,” Mei gasped, “are you okay?”
“I…I'm fine…Mei-Mei…” her mother breathed.
“But…But I just…Mom, I raped you.”
“No, no, no,” Ming said, sitting up and stroking the fur on Mei's belly as she looked up into her daughter's eyes. “You didn't do anything I didn't want you to do. I'm the one who did wrong: I should have just told you what I wanted instead of goading you into doing it. I'm sorry, Mei-Mei.”
Mei came down onto her knees, putting herself close to eye level with her mother, and put her arms around the woman. Ming threw her arms around Mei, and they held each other for a long moment.
“Oh, my goodness,” Ming murmured in Mei's ear. “I didn't know you could do that.”
“Do what?” Mei asked.
Before her mother could answer, Mei realized that her arms no longer reached half so far around her mother's shoulders. Mei stood up and turned around to look in her bedroom mirror to find that she had changed into her intermediate form: Her body was mostly human again, but she had her panda-ears and her bushy red tail. More astonishingly, she still had her panda-cock, which was flaccid but still looked huge hanging between her normal-size legs.
“What the…?” Mei murmured. Then she looked up at her mom. “It's never happened this way before.”
“Maybe…” her mother began, “maybe expressing your feelings helped you get more control over the panda…over yourself.” She gave Mei a wan smile as she added, “Perhaps, if I had learned to do the same, the Sky Dome would still be in one piece.”
She moved closer to her daughter and said, “Can we do it again, Mei?”
“I…I…okay,” Mei replied.
“Let me get you ready.”
Ming dropped to her knees at Mei's feet. Then she took the first few inches of Mei's heavy-hanging pink cock into her mouth and began to suck gently.
Despite having cum twice and then having an emotional epiphany, Mei could feel her cock getting harder. Which, perhaps, shouldn't have surprised her, because the way her mother was using her lips and tongue on Mei's member was delicate and precise and so very stimulating. Mei had the fleeting thought that maybe this had something to do with why her patient, soft-spoken father had stuck with his angry, neurotic wife all these years.
“Mei,” she said, “please…make me swallow it.”
Mei's eyes widened.
“Mom, I, I don't-”
“It's all right, Mei-Mei. You won't hurt me. And it would make me so excited to feel your big cock go down my throat.”
“Well…okay.”
Ming smiled lustily up at her. “Hold my head and push your cock into my mouth. Then just keep pushing until-” she looked eagerly at Mei's large testes “-your big, black balls are on my chin. But try not to cum in my mouth; we need you to shoot your seed where it counts.”
Mei felt her hesitation melt away, and she looked down at her mother with a feral smile as she replied, “Got it.”
Mei put her hands on either side of Ming's head. The woman opened her mouth wide, and Mei pushed her big cockhead between and past her mother's lips. Then she kept pushing until the thick head reached the back of Ming's throat.
At that point, Ming began to swallow repeatedly. Nonetheless, Ming's throat was tight enough that Mei had to use more force to get her cock started down it. Fortunately, although Mei wasn’t nearly as strong in her hybrid form as she was in full-on panda mode, she was still a little stronger than she was in her regular human form.
So Mei was able to force her cock through that first ring of muscle at the top of her mother's throat and then through the next one, and the next, and the next. Her mother gagged but made no indication that she wanted Mei to stop; in fact, the look in Ming's eyes seemed to beg Mei to keep going.
So Mei kept on pushing her hips forward until her cock was all the way down her mother's throat. Now, Ming's nose was buried in Mei's red pubic hair, and her chin was touching Mei's black ballsack.
Mei couldn't deny that her mother's throat felt absolutely divine around her cock. Not only was it tight and slick all the way down, but her mom was swallowing at what seemed like the exact right moments to maximize Mei's pleasure.
It was tempting to tighten her hold on her mother's head and fuck the woman's mouth and throat until Mei came and shot her load straight down into her mom's stomach. But she still remembered what all this was for, so after a couple of minutes, she slowly pulled her long, pink cock out of Ming's mouth. The woman took some deep, panting breaths.
“Fuck me…again…Mei…” Ming panted. “Please…”
Mei was horny enough now that she easily assumed her full panda form again. Then Mei reached down and lifted her mother up. This time, Mei was much gentler, and instead of simply letting her mother's top half hang down to the bed, Mei turned around and braced Ming's back against the bedroom wall.
“Here we go,” Mei said.
She pushed her cock back into her mother's pussy. The woman moaned but did not close her eyes; instead, she looked up at Mei's face.
“Take me, Mei,” she breathed as her daughter began to pump her. “I'm not your mother right now…I'm just a cunt for you to fuck…a womb for you to fill…”
Given what had just happened between her and her mom, Mei was surprised at how okay she was with that idea. So she looked down at her mom's face and smiled toothily as she said, “Then take it, Cunt.”
Ming moaned, and Mei fucked her a little faster. It was exciting to see that there was a circumstance in which the woman didn't feel compelled to be in charge, and in fact wanted Mei to take charge of her.
Over minutes, they fucked faster and faster until Mei was practically pounding her mother into the wall with every thrust. Ming panted, gasped, moaned, and bucked her hips against her daughter’s until she lost all rhythm and was simply thrashing like a deranged animal in Mei’s grip, and then they were both screaming as Mei shot another big load straight up into her mother’s waiting womb.
Mei put Ming back down on the bed, then poofed back into her human form before lying down beside her. After they both had taken a minute to catch their breath, Ming spoke.
“Mei-Mei,” she said, “what you did tonight was…wonderful. And I don't just mean that you helped me get pregnant. I mean…” she blushed “...that I liked the way you used me. And…I want you to keep using me.”
“I really want to do that, Mom,” Mei replied sincerely. “But…there's something I need from you, too.”
“What's that?”
“You have to let me have my friends over sometimes.”
“Well,” Ming began, “I suppose-”
“Including for sleepovers.”
“Mei, I’m not sure that-“
“And you have to let me have sex with them.”
“Wait, what?”
“But more important than any of that,” Mei continued, her voice becoming strained, “is that you have to respect them. You always act like everything and everyone you don't understand is just, just garbage, and that's not okay!”
“Mei, I-”
“Not everybody is exactly like you, Mom, and they're never going to be!” She took a deep breath and then finished, “I need you to be okay with that. Because if you're not okay with my life, and my friends, then you're not okay with me. With who I am.”
Ming took a deep breath and let it out. Then she put her hand over Mei’s.
“I accept that, Mei. And I accept you. With my whole heart.”
Mei scootched closer, then leaned her head against her mother’s shoulder.
***
It was 3:30 in the afternoon. School had let out half an hour earlier, and Mei and the girls had gone straight to her house and into her bedroom. Now, all four of them were on the bed, whose steel frame Jin had widened enough to hold a king-size mattress.
Priya lay on her back on the bed, her legs bent at the knee and open wide. Mei was in her hybrid human/panda form and was slowly pumping her big, red cock inside the girl.
“Mmmm, yeahhh…” Priya moaned. “I love that you can be on top of me this way…”
“Me too,” Mei breathed in Priya's ear. “Your gorgeous breasts feel so nice against mine…”
It was no lie; Mei had found that fucking her friends while in her mostly-human form had certain advantages. Not only could she lie on top of them without crushing them, but it was nice to feel their bare skin—especially their breasts—against hers without her fur getting in the way. Not that she didn't also still enjoy pounding their pussies while in full panda form.
The girls had chipped in to buy an old loveseat at a garage sale in the neighborhood and had placed it in Mei's bedroom so that they could do what Abby and Miriam were doing now: sitting together naked and watching the action while rubbing their clits.
“This is always so hot,” Abby said. “I want Mei to fuck me the same way when it's my turn.”
“I wanna do doggy,” Miriam replied. “I think I need that big red cock up my ass today.”
“Nice!” Abby replied. “I'll even let you go ahead of me, 'cause I really like watching her push that thing into your cute little butt.”
“You think it's cute?”
With surprising coyness, Abby replied, “Oooh, did I say that part out loud?”
Mei only half heard this dialogue. Most of her attention was on Priya and all the lovely sensations that came with fucking her: the erotic sound of her heavy breathing in Mei's ear, the softness of her skin and especially her breasts against Mei's, and of course the sweet tightness of her pussy around Mei's outsized cock. Then there was the way that Priya undulated her hips fluidly and skillfully, in perfect time with Mei's thrusts.
“You're so good at this now,” Mei murmured in Priya's ear. “Do you…practice?”
Priya was clearly too horny to be embarrassed by the question.
“Yes,” she breathed. “Every night…in my bed…oooooh…while I rub my clit…and imagine you inside me…”
“And can you do it faster than this?” Mei asked teasingly but breathily.
“Try me…”
With a breathless grin, Mei fucked Priya faster. Sure enough, Priya was able to undulate her body skillfully even when she sped up to keep pace with Mei.
“Ooooh…yeah…fuck…” Priya breathed. “You fuck me…so good…Mei…”
“I'm…gonna…shoot it…in you…soon…Priya…” Mei panted.
“Yes!” Priya gasped. “Shoot it in me!”
“AaaaaaAAAAAAAAH!” Mei and Priya shouted together as they came.
Soon, Mei rolled off of Priya, who looked down at her gaping pussy and the substantial amount of cum leaking from it and chuckled goofily. Mei cumming inside her wasn't a problem for Priya; she was already on the pill to regulate her periods. Miriam, whose parents were more liberal than most, now had a diaphragm. Only Abby was still unprotected, and that was by choice; despite all warnings from Miriam and Priya about the many potential downsides of becoming a middle-school mom, Abby was both addicted to the risk and excited by the idea of having a “panda baby,” which she was certain her parents would love so much that they would forgive her for getting knocked up at thirteen.
“Ooooh, my turn now?” Miriam said.
Mei, still panting, looked at Miriam and replied, “I just…need a few…minutes…”
“Don't worry, Mir,” Abby said, hopping up and walking over to the bed. “I can help Mei get her second wind.”
With her growing repertoire of oral pleasuring techniques, Abby “fluffed” Mei back to hardness within minutes. Then Mei went full panda and fucked Miriam and then Abby in the ass, all three of them having powerful orgasms.
Lying on the bed among her friends, and having cum three times now, Mei was as relaxed as she had ever been in her life. And then Abby put her chubby hand on the smooth skin of Mei's stomach and slid that hand up onto Mei's chest to hold one of the girl's little breasts.
Mei gasped. She hadn't even realized that she had changed back—not just to her hybrid form, but to her fully human one. What was more, she had transformed back without her clothes, which had never happened before.
“Abby?” Mei said in surprise. “Wh- What are you doing?”
“I love cock-having panda-you,” Abby replied, “but that doesn't mean I don't like girl-you, too.”
“Oh,” Mei replied, happier than she'd expected to be to hear that. “Um, thanks!”
“Can I suck on your boobies?”
Mei hadn't seen that coming. She'd thought her whole appeal to the girls was her boy-parts. It made her feel warm in her chest, stomach, and crotch to hear that at least one of them liked girl-Mei in the same way.
“Uh, yeah, okay!” Mei replied.
Abby rolled onto her side, then began to gently lick one of Mei's small, brown nipples. Mei felt it stiffen under the girl's tongue.
“Mmmm…” Mei hummed.
It seemed that Mei's nipple was now stiff enough for Abby's purposes, because the girl stopped licking it and put her lips around it to suckle it.
“Mmmm…” Mei hummed again. “I like that…”
It was funny: Mei had been so excited about the new, male aspects of her sexuality that she'd forgotten how strong her female desires were. Until now, anyway.
“Can I do the other one?” Miriam asked.
“Ooooh, yes, please…” Mei breathed.
Miriam lay down next to Mei, opposite Abby, and began gently tonguing Mei’s nipple. Mei sighed with pleasure.
“Um,” Priya said, standing there awkwardly, “if, you, uh, make your dick appear again, I’ll, you know, suck it.”
Mei had never tried making her cock appear without being in full panda form, but practically the moment Priya said it, Mei did it. She supposed it helped that Priya’s request had brought Mei to a higher level of horniness in an instant.
Priya got on the bed, and Mei opened her legs as much was possible with the other girls lying on either side of her. Priya lay down between Mei’s legs, wrapped her hand around the base of Mei’s cock, and started licking the head experimentally. Then the girl closed her eyes, and her licking became more intense.
“Mmmm…” Priya hummed. Then she stopped licking and murmured, “This makes me feel so…animal…” before putting the end of Mei’s cock in her mouth and sucking it.
Once Mei was hard, Priya got on top of her and rode her to orgasm while the other two continued sucking and licking Mei’s breasts. Then the three girls switched places and went at it again, and again.
“You know,” Miriam said afterward as they all lay messily together on the bed, “I don't think I agree anymore that this is good practice for when we have sex with boys.” She chuckled drunkenly and went on, “I mean, when it comes to fucking, how could any boy ever compare with Mei and her panda-cock?”
Abby giggled. “Plus her special bonus human-girl titties.”
“Mei,” Priya said, “I think we're saying we want to keep having sex with you forever, if you're cool with that.”
“Are you kidding?” Mei blurted. “I'm more than cool with it! It's, like, cool plus great times awesome to the power of fantastic!”
She raised her head and looked at the other girls with a naughty smile as she added, “Of course, this means that whenever I see you guys, I'm gonna be thinking about fucking you. Like in class, and when we sit together at lunch, and especially in gym class.”
“I'm surprisingly comfortable with that,” Priya replied flatly.
“Very comfortable,” Miriam purred.
“I'm gonna stand right in front of you when we do toe touches,” Abby said. “And any other exercise that makes you look at my ass.”
“Me too,” Priya said.
“We might have to rush off to the girls' room so you can fuck us before you pop a panda-boner in front of everybody,” said Miriam.
“We should have some kind of emergency on-call system for whenever Mei gets a boner,” Abby said.
Mei put her fist to her mouth and made a crackling radio-static sound before saying, “Code Red in the girl’s locker room, repeat, Code Red in the girl’s locker room.”
They all laughed.
- - -
My thanks to Fairy Slayer for his diligent beta-reading.
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Red All Over