Chapter 1

Kelly flopped down on the couch in Todd's studio. It had been a long ride home from the Regan shoot and even though Todd had driven all the way, she was bone tired. Of course, part of that could have been from the fantastic sex she had enjoyed in the past two days.

Todd came in the back door after having unhitched and secured the trailer behind the studio and putting his Hummer to bed. The Hummer was his pride and joy, the first real purchase he had made for himself when the agency he and Kelly had opened started earning some real profits.

"Wanna beer Kell?" he asked, passing her as he headed to the fridge in the studio.

"Sounds good to me," she hollered at his back.

Todd put the unused film left from the two-day shoot in the fridge. He had a small icebox in the trailer where he stored it when they were on a location shoot.

"You got any of the good Canadian beer left?" Kelly asked.

"Only about half a case," replied Todd. "You'll have to get your friend in Niagara Falls to bring some more down."

"I'll give her a call. I was thinking of calling her anyways cause I'm running out of smokes."

"I thought you were quitting," said Todd.

"I am," said Kelly, as she took a cold bottle of Molson Extra Dry from his outstretched hand, "Just not today."

"Speaking of smoke..." said Todd, twisting the top off his bottle.

"Yeah, I was just thinking the same thing," said Kelly.

Todd reached for his display of antique cameras and lifted a Kodak Brownie. Popping the back off he pulled out a small plastic bag and some rolling papers. While Kelly sipped on her beer, he quickly rolled two fat joints. He put the makings back in the camera and replaced the camera on the shelf.

"You want me to grab a couple more cold ones before I sit down?" he asked.

"Might as well," Kelly said.

A few minutes later they were both slouched back on the couch and Todd lit the first of the two spliffs. Inhaling deeply he passed the joint to Kelly.

Coughing from the pot, Todd said, "That was some intense shoot. I thought old man Regan was going to have a heart attack when the group from the Marina started messing with his boats. I was pushed to the limit with the delays, and I didn't want him coming down on me."

Kelly held the smoke in her lungs as long as she could and handed the joint back to Todd. "I know what you mean," she said, "but they were right and in the end he seemed pretty pleased. I heard he hired them on as consultants."

Todd took another hit and passed the joint back. "They're a strange group. I mean, I like them and all, but they're so... different."

Kelly grabbed the remote off the coffee table and flipped through Todd's current selection of mood music for his studio models.

"Jesus, Todd, when did you get this Gregorian chant crap?" she asked. Finally settling on Enya's latest release, she opened her second beer and they finished the joint in silence. Kelly was starting to feel a slight buzz, nudged Todd, and pointed to the other joint. Laughing, Todd lit it up, took a deep hit and passed it to her.

After a minute, Kelly said, "I'm not so sure that they're so much different as they are highly motivated."

Todd nodded in agreement.

"But they still take time to enjoy everything around them," Kelly added. "And Jesus, do they like their sex."

Todd looked at her with a quizzical look in his eyes and Kelly started to blush.

"Did you fuck him?" he asked.

Her blush increased. "Hell no," she finally responded. "He's got all that young stuff around him and they're pretty possessive."

"But you got laid didn't you?" he persisted.

Kelly took a deep hit and her eyes drifted off in memories of two incredible days.

"It's not that way Todd," she finally said. "It was something different. Something all together different." She sighed, "It was almost spiritual."

"That stands to reason," Todd said. "Something different from a very different bunch of people."

An hour later, another beer and Kelly was snooping through the fridge for something to eat. It's hard to eat sensibly when you're stoned, which is why they kept the fridge loaded only with high protein snacks. Munching down on some cold smoked trout, a bit of cheese, some spicy beef jerky and a bottle of mineral water Kelly was finally, officially unwound.

"When are you going to work on the prints?" Kelly asked him.

Todd was equally relaxed. "Hell if I know," he said. "It's already Friday," he said looking at his watch. "I've got a portrait coming in at two, and I thought I would hang loose for the weekend. It can wait until next week. Besides, we need a model release from Sherri."

"So, how old is the 'portrait' coming in?" Kelly asked with a smirk on her face.

Todd attempted to put a hurt expression on but was too buzzed to make it. Laughing he said, "She's 18."

"Todd," Kelly said. "We've known each other what, 7 years now?"

"Yeah, about that." He said.

"How come you never tried to score with me?"

"Shit Kell, you know how I feel about professional models."

"Yeah, but I'm not a model anymore," she retorted.

"No," he agreed, "but now we're business partners."

"Fuck!" she said. "A girl can't win for losing around here."

"So," said Todd finally. "You want to come upstairs and crash or do you want to crash down here?"

"Thanks sweetie, but I've got things to do in the morning and I wouldn't want to wake you up. I'll just grab a few hours down here and let myself out in the morning and head home."

Todd gave her a kiss on the forehead and said goodnight and headed up the stairs to his apartment.

Kelly pulled off her clothes, grabbed a blanket and sprawled out on the couch and fell into a deep sleep filled with dreams of wild sexual experiences.

Sunlight streamed through the blinds of Todd's bedroom window. Glancing at the clock beside his bed he saw it was nearly noon. "Damn," he thought, "I must have been really tired."

Stumbling down the stairs in just his boxers, he unlocked the studio door and checked around for traces of Kelly. She was gone, but the sweetheart had picked up the empties, straightened the couch, wiped down the coffee table and had washed the ashtray as well.

Back upstairs he took time for a shower. Alternating between hot and cold, he washed himself down completely. Standing for a few minutes under an icy blast of cold water ensured him that everything was intact and that he was fully awake.

He stepped out of the shower and dried himself off. He carefully shaved with a new razor and splashed on some aftershave that stung like hell on his sensitive skin. Todd hated shaving, and only did it when he wanted to impress a girl or when dealing with a client. His fair complexion and blond hair allowed him to get away with skipping a few days. While brushing his teeth he took time to review his reflection in the mirror. At 29 he was in great physical shape. At 5'10", Todd weighed around 140 pounds. Not an ounce of fat on him. Regular workouts at the gym made sure he was in peak condition and his extra curricular activities kept his stamina up.

As he walked nude into his kitchen, Todd thought back to a time just a few years ago when his weight and his complexion were starting to show signs of wear and tear. He and Kelly had just started their agency and she had insisted he stop eating fast food and had put him on a regimen of herbal supplements. He had complained and argued but Kelly was headstrong and now he was eternally grateful. He had no idea what he was taking, but Kelly had assured him it was all-natural. Every week Kelly would lay out a supply of what he should take and he popped about 12 pills into his mouth and swallowed them down with mineral water. Out of the fridge he took one of the premixed containers of prune juice, shook it rapidly to dissolve whatever it was she mixed in there and drank down the concoction. She had told him, but he had forgotten. Finally two chewable tablets and his health was taken care of for the day.

Todd still had to laugh at his initial reluctance to try Kelly's recommendations, but in a period of less than six months his face had totally cleared up, his hair had a natural shine and looking down at his best friend, realized his orgasms had never been better. He owed her big time he thought to himself.

The phone rang. It was Kelly according to the call display.

"Hi gorgeous," he said.

"Hi yourself," was her reply. "I just wanted to make sure you were awake and ready for your 'portrait, '" she laughed.

Stroking his cock to a full erection, Todd laughed and said, "I think I'm ready to skip the preliminaries!"

"Okay," said Kelly. "That's all I was calling for. You have a good time and I'll talk to you on Monday."

"Hey Kell," said Todd, "did I ever thank you for starting me on these vitamins?"

"Yes Todd," said Kelly, "lots of times, now quit playing with your dick and get dressed."

Todd blushed and looked around guiltily, his cock deflating.

"What makes you think I'm doing anything like that?" he asked defiantly.

"Cause you always thank me for the vitamins when you have a boner," she laughed. "Think of me when you put it to use." She laughed one more time and hung up.

Todd finally laughed as well and went to get dressed. Think of Kelly when having sex? No way. She was too good a friend to screw with. They had a good thing going both as friends and as business partners and he wasn't going to take a chance on blowing that. Besides, as he had told her last night, he had stopped screwing professional models years ago. They were so full of themselves they thought they were doing you a favor and were constantly bitching for him to be careful not to bruise them and they nagged and complained never putting forth any effort to make the experience mutually satisfactory.

He loved Kelly, but he was determined to keep it a non-physical love.

Todd looked at the clock and realized he was cutting it a bit close. Pulling on a set of light cotton scrub pants, opting to go without underwear, he scrounged for the right T-shirt.

Todd didn't have much time for watching television, but there was one show he never missed, even if he had to tape it. Todd was a real "Trekkie." He hated the PC term "Trekker" believing it took something away from the real fans of the series. "Trekkie" was as sacred a term as "Hippy" or "Yuppie" was to those people.

He had just managed to pull on a "Klingon" T when he heard the bell announcing his two o'clock appointment.

Barefoot, he bounded down the stairs.

Laura stood at the door nervously clutching her bag. A cute brunette, she stood about 5'8", weighing perhaps 120 pounds. The portrait was a gift from her friends and parents in an attempt to help her overcome her despondency since her break up with her high school sweetheart and fiancé of three years. She had spent nearly six months in a state of depression and her friends decided she needed an ego boost and Todd, the famous model/magazine photographer, had been convinced to show her how beautiful she was.

Todd had a bit of a reputation amongst his clients, which Laura's parents weren't aware of. But then again, they weren't aware of a lot of things regarding Laura's personal life either. They were just as pleased that maybe she would revert back to her vibrant self as they were about Todd's unusually low fee.

Laura had been introduced to Todd only two weeks earlier when one of her friends, who had been photographed by Todd, introduced them. As a favor to the friend, who knew that Todd could put the sparkle back in Laura's eyes, Todd had waived any sitting fee on the basis that if she looked as good in print, he would have the right to sign her on as a model for his agency. It was the first time Laura had smiled in months, and had been rewarded with a sugar-melting smile from the handsome photographer.

She was ill prepared though when Todd opened the door. He was such a hunk! She felt an old familiar feeling in her groin. With a big smile he invited her in and closed the door behind her.

"How are you doing today Laura?" Todd asked.

She was surprised he remembered her name and was secretly pleased. She smiled and responded that she was fine.

"Well, come on in and make yourself comfortable," he said. "Care for a drink?"

Nodding instead of speaking, Todd was forced to make all the small talk. "Soft drink? Beer? Wine? Or mineral water?" he asked.

"Maybe a glass of wine if you don't mind?" she asked timidly.

Todd gave her one of his piercing glances. "Red or white?" he asked.

"White please," she replied, hoping it would calm the nerves in her stomach.

Todd went off to fetch her drink and brought back a bottle of mineral water for himself. Motioning her to the couch, she sat down and he sat across from her in a leather swivel rocker. He made small talk as she sipped on her drink. "Just give her time," Todd thought to himself. She was actually quite a looker and sexy in a 'girl next door' kind of way.

They managed to get through some typical small talk about the weather and current events in Charlotte as she sipped her wine. She was growing a bit calmer with every passing minute. She told him she worked at the Arby's right next to the big Arco Truck Stop on the state line. Todd said he knew it well and was surprised he hadn't noticed her before. He was rewarded with a smile and a blush.

"So, you've never posed for a real photographer before?" he finally asked.

She said no and said she really had no idea of what to expect. She had brought some outfits to wear so he could decide what looked best on her, but after looking at her selection he waived them off and explained that his partner kept an entire suite of top designer outfits at the studio from the various shoots they went on. He looked at her with an appraising eye and finally said, "I figure you to be about a 34 B. Is that close?"

Laura blushed furiously with embarrassment. He had hit it right on the mark and she nodded.

"Let's take a look and see what will fit you then," Todd said, and led her to the large wardrobe area off to the side.

Laura gasped when she saw all the clothes, categorized by size, in every type of fashion she had ever seen in all of the magazines she had ever looked at. She recognized the names of many designers.

"I hope you're not uncomfortable going braless," Todd said. "Most of these outfits are made to enhance the figure, not to confine it."

Another furious blush while she pretended to be nonchalant about leaving her bra off. Todd pulled a number of items from the racks holding them next to her cheek.

"I think that with your complexion these colors will work out the best," he said. "Why don't you try a few of them on and see what you like. I'll wait in the other room and give you some privacy."

Laura took the first outfit, a dark cream silk number. Holding it up to herself she looked at the wall-sized mirror. It was sheer, but she loved it. Of all the things he had selected this was exactly what she envisioned herself wearing. A combination of dress pants with a halter type top that left her shoulders bare. She started to remove the blouse she had put on this morning and realized that the K-Mart fashion styles she had brought with her would never begin to compare with what was in this room. It was then that she realized Todd had left the door open. Trying to be 'professional' about it, she made no move to close it.

A little bit of her nervousness returned as she continued to undo her blouse and finally chastised herself for being so foolish. Todd was a well-known runway photographer according to what she had read in the magazines. She certainly had nothing that he had not seen at least a thousand times, but also realized that aside from her closest friend and her former fiancé, no one had seen her nude since her days in junior high.

Throwing caution to the wind she pulled off the blouse and her slacks but still a bit of modesty forced her to turn her back to the doorway when she removed her bra. She was surprised to find her nipples erect. She slipped on the outfit and realized she could just make out her nipples through the material. The thought strangely excited her.

She left her clothes on the floor and walked back into the main studio.

Todd looked her up and down, tilting his head before finally smiling his approval of her choice. He finished mounting the lens he had chosen for the camera that was already mounted on a tripod and led her to a makeup counter. There was a hydraulic stylist's chair in front of a large mirror holding a large array of assorted creams, lotions and all sorts of things she didn't recognize.

Grabbing a can of mousse he filled first one hand to overflowing wiping it in her hair and then filled the other hand. Then, Todd ran his hands through her hair time after time until Laura herself was amazed at the growing transformation. Ringlets had formed in her long hair and instead of laying flat her hair now had body. She realized he had used a mousse with color in it as highlights appeared in her hair. She loved the feel of his fingers as he ran them through her hair and over her scalp. A light moan escaped her lips.

Cleaning his hands with some waterless lotion he wiped them on a towel as he gave her an approving smile.

"Okay," Todd said. "Now for something to enhance your natural beauty since I can't keep you blushing all afternoon."

Laura laughed nervously as she realized that during his manipulation of her hair and scalp her nipples had hardened and were quite extended, making very definite dents in the silk. Her nipples were just dark enough to be visible through the cream color and she was sure that Todd could see them, but he appeared to be more concerned with highlighting her cheekbones and adding liner and shadow to her eyes. As a final touch he dipped his finger into what appeared to be a small container of tinted Vaseline and with just the tip of his finger slowly drew it over her lips. Laura went limp and nearly sucked his finger into her mouth. His touch was so soft and gentle.

Todd drew her attention once more to the mirror. She was amazed by the transformation and it didn't help that she felt herself growing moist below.

Todd led her to a tall stool in front of a bone colored backdrop. Adjusting the key lights and the fill lights, Todd hovered around her for several minutes.

Finally he got behind the camera and started to give her verbal cues on how to turn to emphasize her build and face. Todd told her to relax since he had a lot more to do yet and the first shot would basically just be a test run to see how things would work out.

Turning his attention to the remote lighting panel beside him, he pre-warmed the fill lights and turned on the synchronized flashes. He had several A-12 magazines loaded with 120 high-grade film next to his Hasselblad 503CW. He plugged the flash cords in, checked the focus then attached a Polaplus Polaroid magazine to the back of the camera.

Turning off the auto winder, Todd cranked up the lights to full and with his infrared remote shutter release in hand, took a final walk around her adjusting her pose.

Todd took a test shot and told her to relax for a minute. It only took a few minutes before the print developed and he handed it to her for her reaction. Laura was both shocked and amazed at the picture.

"Is that really me?" she asked, carefully avoiding looking at the pronounced nipples in the picture.

"You saw me take the picture," Todd said with satisfaction. "You have good features and a great body. However, we'll have to trim the shots a bit to hide your little missiles unless you want to advertise to your friends and family," he added jokingly.

Laura thought about it for a few minutes and said, "Screw it. I look good. I feel good." Secretly she was pleased he had noticed them.

For the next half hour Todd took a number of pictures of Laura in various poses and then suggested she try another outfit.

"Can we take a short break?" Laura asked. "I need to use the bathroom and if you don't mind, I'd sure like a bottle of that water you're drinking."

Todd laughed and said that working under the lights did dehydrate a person pretty quickly. He pointed out where the bathroom was and told her to take her time. Laura stopped first to take off the outfit and just pulled her blouse on for modesty's sake but left it unbuttoned out of a new found pride.

It wasn't so much that she needed to pee, as it was to dry the copious juices that had been building up inside her. God, she was so turned on!

Minutes later she was sitting on the couch again sucking back on the mineral water. Looking quizzically at Todd she asked what she was drinking as it had a slightly strange taste.

Todd explained the mineral water came from a natural spring and contained some natural salts that helped prevent dehydration and counter any effects from heat exposure.

As she sat back her blouse fell partially open but Laura no longer cared. She was alone with a real hunk and she was horny.

Todd nodded towards one of her exposed nipples and said, "I'd love to get a shot of you relaxed like that."

Laura laughed feeling totally at ease. "Can I ask you something personal Todd?"

"Fire away" he replied.

"Why are you doing this?"

"Doing what?" he asked.

"Wasting time and obviously money on this," she said bluntly.

"Truth?" he asked.

"Truth," she replied.

"I love women," he said, leaning back. "But I see them differently than other people because I look for their potential. It's a challenge to me to take a natural beauty and bring out the best in her. What I charge for this is just to cover the cost of the film and a few prints. I don't do portraits as a rule anymore. I can make more in an afternoon of model shoots than I can in a month of working my ass off doing portrait work. That's why it was important that I met you first. I saw your potential right off the bat. I won't lie to you; you won't get rich modeling, though you can make a decent dollar at it if you decide to go that route. My partner will be happy to sign you up with our agency and you can pick and choose from any number of catalog shoots, and I'm quite sure you will be able to earn a very nice living. But when you hear about the super models that make thousands of dollars per hour, remember that they represent only one in every ten million girls."

"Besides that," he continued, "I saw sadness in your eyes. I don't like to see a beautiful girl sad."

"Thanks Todd," Laura said. "You make me feel very special." With that she got up and went back to the wardrobe to pick something else out.

Laura went through a number of delicious outfits before deciding to be a bit braver. Todd saw her as a beauty and she wanted to show him one. She held up a near sheer mini dress that was more gauze than material, nearly white in color. It made her skin look tanned. It was lacy, frilly and very risqué, reaching just below her butt. Having already decided to go for broke, she pulled off her panties and slipped the outfit on.

When she came out, Todd whistled appreciatively. Laura noticed the front of his pants start to rise and got a warm feeling inside.

"That looks fantastic on you," Todd said. He took her back to the makeup table and made a few adjustments to her make up and suggested she might want to put a bit of dark eye shadow on her nipples to accent them more.

"Obviously these aren't going to be pictures to be shared with family," he said. "So why not go for the real sexy look?"

Without hesitation, Laura opened up the front of the daring dress and with a small sponge applied a dark color to her very erect and puckered nipples.

Todd watched, nodding with satisfaction. Turning her chair to face him he said, "now for a real trade secret..."

Taking a wide makeup brush he dusted it in a charcoal powder and brushed back and forth underneath her breasts creating an illusion of very pronounced breasts that seemed to cast a shadow by their size.

The feel of the soft brush grazing underneath her breasts just made her nipples protrude even more, much to Todd's delight. She was sighing with this attention.

With an eyeliner pencil he slowly drew soft delicate lines between her breasts to emphasize cleavage. As he drew, she closed her eyes in pleasure, trying her best to keep her legs clamped closed so as not to leave a wet spot on the chair.

"Take a look," he said as he spun her chair back.

"Wow!" said Laura. "It looks like I'm a natural D cup now!"

Todd went and changed the background to an earth tone colored pattern that would make her stand out and added an extra back light to light up her hair from underneath at the back and separate her further from the background. A few more adjustments to the floodlights and he was ready to take some serious pictures.

He replaced the tall stool with a specially built "pew" as he liked to call it. It had no back but a slanted seat and a combination foot or knee rest depending on how he wanted someone to pose. He covered the "pew" with rich brown cloth to help create a contrast. Taking Laura's hand he helped her to get adjusted to the stand placing her knees on the slanted and padded bottom platform and showed her how to rest her butt against the padded seat. This placed about 60 percent of her weight on her very shapely ass. Todd had placed the "pew" at an angle of about 45 degrees off center and then helped her to adjust her legs so they showed as if she were kneeling. To start with he placed her hands beside her palm down on the bench seat and grasping her shoulders twisted her upper torso so as to straighten her back and accent her chest and chin.

As Todd took his position behind the camera he gave her instructions on how to breathe and to keep her eyes closed between exposures. "This will add more moisture to your eyes," he explained, and looking down he realized for the first time she was without panties. Her curly brown pubic hairs quite visible from his vantage point.

"Laura" Todd said as he focused the camera, "I think right now you look beautiful, but did you know that when you changed you forgot something?"

Laura giggled. "I didn't forget," she said. "I wanted to look like I felt."

"And do you know how delicious you look right now?" Todd asked.

Laura giggled again. It came so easy now and after six months of abstinence she felt not only like her old self again but damn horny as well!

Todd attached the Polaroid magazine he had used earlier so she could see for herself, right now, just how good she looked. Just before he took the picture she closed her eyes tightly and realized she was also clamping her pussy muscles together. The realization made her giggle even harder but she kept her eyes closed until Todd told her to open them. The synchronized flashes went off at the same time and two minutes later she was looking at a picture of herself as a beautiful, sensual, sexual being with laughter on her lips and a sparkle in her eyes.

"Do you like?" Todd asked her.

"Mmm... Very much!" she said. "What do you think?" she asked him.

"I think it's a wonderful and beautiful person in a picture," he replied.

Laura was beginning to notice her own feminine musk in the air and blushed slightly. She was visibly aroused and sneaking a glance at Todd's pants was relieved to see that he was as well.

As Todd headed back to his camera he tried to adjust his growing hard-on in his pants. Damn but she had transformed quickly. From the sad, morose girl he had met just two weeks ago to the nervous one who had arrived at his doorstep just a few hours ago, she had changed like the proverbial ugly duckling. She was now a radiant beautiful swan, and though he knew Kelly could really do wonders with the make-up, Laura was a natural beauty.

As per Kelly's suggestion of the night before, Todd had selected a CD more appropriate for his young model. As he exchanged the magazine on the "Blad," Todd pressed play and Cyndi Lauper's voice blasted out of the speakers with the Reggae influenced version of her hit tune "Girls Just Want To Have Fun." He was glad to see Laura start to move to the rhythm. Todd started to snap away glad that he had loaded the magazines with ultra fine grain film. The auto winder was on and the IR shutter release was in his hand. "Damn," thought Todd. "These are going to be great photos!"

Closing her eyes between shots and opening them on some basic instinctual level Todd found her to be a natural poser. She moved with the music, slightly changing positions every time right to the point to where she moved her torso away from him and looked back over her shoulder at him. Todd could see the moments when she would open her eyes in her body language.

Todd could switch an A-12 magazine in mere seconds and was glad he still had four loaded magazines ready. He had used two magazines on her in the first outfit and he knew he could crop head and shoulder shots from this sexual animal now posing for him.

Chapter 2 »