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                                 Fantasy/shorelv
                                          Adventures of the Phoenix
                                                    Part I - Shoreleave
                                             Chapter 1
                      The three starcruisers slowed as they entered the Orion star
                system.  Long, sleek, and triangular in shape, they cut an imposing
                 figure; for these were representatives of the Imperial Fleet.  The
                  small private ships, merchant vessels, and scows, gave them wide
                 berth.  This was more than just a group of warships--this was the
                                First Wing, the pride of the Fleet.
                       Lord Shardin sat in the command chair of the flagship, the
                Phoenix II.   "Stay alert, men," he rumbled.  "This is the roughest
                                     sector in explored space."
                    "Aye, my Lord," several officers replied as they concentrated on
                                       their control panels.
                    Lord Shardin was one of the more unusual members of the Galactic
                   Empire.  He was a seven foot tall, bipedal cat--complete with
                whiskers, a tawny mane, and a long black tail that twitched when he
                 was nervous or excited.  His face was somewhat human, and somewhat
               lion-like.  His green eyes had a cat's slit-like pupils, and his ears
               were furry and black.  His mouth was the most human part of him, with
                a tongue and musculature that made complicated speech possible.  But
                his teeth were sharp like a lion's.  His hands were also human-like,
               except for the fur and sharp claws.  (As a favor to his lady-friends,
                        he kept his claws filed down very short and blunt.)
                      Our description of Lord Shardin would be woefully incomplete
                 without mentioning a very special talent unique to natives of his
                 planet, Zvingai.  He, and most Zvingaians, had a strongly empathic
                 mind.  He could sense the emotions of those around him.  And if he
                touched their foreheads with his fingertips, he could 'see' with his
               mind what they were thinking, and could also send images from his mind
                                            into theirs.
                    In addition, Lord Shardin had one more very special talent--rare
               even among his own kind.  When in physical contact with human females,
                 he could send bursts of neural energy from his brain directly into
               that portion of a female's brain which causes an orgasm.  Needless to
               say, word of such an unusual talent spreads quickly: Lord Shardin was
               the most popular male in the whole ship--perhaps in the entire fleet.
                                             				*	*	*	*	*
                    "My Lord, the planet Orionis bids us welcome," an ensign at the
               communications console announced.  "They also invite us to spend a few
                               days of shore leave on their planet."
                     Shardin chuckled.  "They would!  The worst pack of pirates and
                slave-traders in the galaxy wants us for guests!  They just want to
                 see what they can steal from us.  Oh well, it may not be Dalton's
                   Dream Planet, but it will have to do, I guess.  Shore leave is
               authorized.  But our female crewmembers will each have to be escorted
                              by at least one armed male for safety."
                      "Aye, sir!" Then,  "Attention all hands.  Shore leave is in
                effect.  Sign in with central computer to reserve your planet-time. 
                  Females must have a male crewmember along for protection--sorry
               ladies--and all crewmembers must be armed.  "Have fun, gang!   Bridge
                                               out."
                     Lord Shardin stool up, stretched, and looked over at his First
                 Officer, Sha'teem, who was a handsome, olive-skinned, black-haired
                 humanoid.  "Number One, you have the bridge," Shardin purred as he
                                 straightened his long black cape.
                       "Aye, sir!" Sha'teem replied with a knowing grin.  His own
                shore-leave would be slightly delayed, but he didn't mind giving his
                             captain first shot at a little debauchery.
                                             				*	*	*	*	*
                     Lord Shardin got off the turbolift at deck G-3 and soon found
               himself buzzing a doorbell.  An attractive woman opened the door, and
                   her eyes lit with excitement as she saw him towering over her.
                       "My Lord, come in! Make yourself at home.  My quarters are
                                        yours," she beamed.
                       Shardin chuckled and wrapped an arm around the woman as he
                 entered.  "Hello, Sharon.  I suppose you heard about shore-leave. 
               Would you care to accompany me?"  He stroked her long blond hair, and
                  rubbed his cheek against it as he spoke.  Sharon was one of his
                                    favorite women on the ship.
                    "Oh yes!  Thank you my Lord!" she exclaimed, impulsively hugging
                him.  Just the thought of what this insatiable, affectionate man-cat
                              could to to her already had her excited.
                       Shardin accepted the embrace graciously, and countered by
                  leaning down and kissing those soft lips that were begging to be
               plundered.  He felt her pelvis press close against his, and then felt
                arousal stiffening him, readying him for action.  His fingers itched
               to make contact with her forehead--to drive her wild with ecstasy and
                          to enter that pulsing body right then and there.
                      But no, he thought as he gently disengaged her arms from his
                waist.  "Not yet, sweetheart.  Wait till we get to the planet.  The
                pleasures that await us are too precious to be blunted by going down
                                there already tired and satisfied."
                       "What is there on this planet that's so special, my Lord?"
                                   Sharon asked, already aroused.
                         "I know a place that is so...well, it's almost beyond
                   description.  But it's like a dinner theatre, except the live
               entertainment is very sexual and erotic.  And the tables are secluded,
                 where you have a great deal of privace while you eat...or do other
                things...."  He playfully stroked her breasts as he spoke, watching
                                  the nipples grow taut and hard.
                     "That's unbelievable!" Sharon said breathlessly.  "You mean we
               get to watch people on a stage making love, while we eat and make love
                                     ourselves?  Oh, let's go!"
                    "Well, hurry and change into something seductive, dear.  Oh, and
               don't wear underwear.  I want you easily accessible," he purred as he
               gave her nipples one last gentle pinch.  Then he sat down and enjoyed
                    his own private show as he watched Sharon changing clothes.
                                             				*	*	*	*	*
                     The shuttle deposited Lord Shardin, Sharon, and about a dozen
                  other crewmembers in the heart of Zeirpahl, the capital city of
                Orionis.  The whole city had a carnival atmosphere, with very frank
                            displays of sexuality among its inhabitants.
                      "These people are very uninhibited," remarked Sharon as they
                 walked arm-in-arm past a park.  On the grass, under the trees, and
                behind bushes she could see couples locked in passionate embraces--
                 clothes pushed up out of the way, pelvises arching and squirming--
                        totally oblivious to the stares of the outworlders.
                    Shardin grinned with pleasure as the emotions of the copulating
                  natives flowed into his empathic mind.  He had been here before,
                  unlike Sharon, and he was well aware of the amazing varieties of
                pleasure waiting on every corner.  He was also aware of the dangers.
                     "Sharon, these people believe in enjoying themselves mightily,
                but they also believe in capturing anyone they can--male or female--
                and selling them as sex-slaves.  That's why we're all armed, and why
                  you have to stay close by me.  Don't even go to the bathroom by
               yourself on this world, love!"  Sharon locked her arm a little tighter
                around her captain's, as they walked toward the nightclub where they
                                             would eat.
                                             Chapter 2
                       "Table for two, front row, first class.  Come this way, my
                 Lord," the head waiter said as he bowed to Lord Shardin.  Shardin
               smiled down at Sharon, who was fairly dancing on air with anticipation
                                            beside him.
                      "Sharon, you can call me Zarth, instead of 'my Lord', while
                we're on shore leave," he murmured as they walked behind the waiter.
                           "Thank you my...I mean, Zarth." she replied shyly.
                      They now entered a screened cubicle with a low table.  There
                were many cushions on the floor, and the back wall had a low padded
                cushion to lean back against.  They sat down  and leaned against the
                 soft padding.  In front of them was their table, and beyond was a
                               circular stage which was brightly lit.
                     As Sharon looked across the stage, she could just barely make
               out other tables and other couples being seated.  They were part of a
               circle of tables, with each table screened on the sides by partitions
               for privacy.  The waiters would come through the door just behind and
                                   to the left of where they sat.
                    "Zarth, won't the servers interrupt some rather private goings-
                                on to bring the food?" Sharon asked.
                       "No, love.  The food and drinks are all brought in at the
                beginning, on a large tray, and the servers don't return unless you
                                           ring for one."
                    "How convienient!" she murmured, settling back against his chest
               and turning her face up to nuzzle his furry neck.  She was pleased to
               hear his purr of contentment as he drew her onto his lap and encircled
                                         her with his arms.
                      The food quickly arrived, and was set out by a nearly naked
                  young man of sixteen or seventeen, whose small loincloth had an
                 unmistakeable bulge in the front.  He obviously enjoyed his job. 
                Shardin grinned at Sharon, as she eyed the bulge, and then addressed
                the boy.  "I bet you get some interesting tips in this place, don't
                                             you, boy?"
                    "Yes, master, very nice tips," the young slave murmured, smiling
                 as he set out the food.  Shardin placed a monetary tip in a pouch
                 hanging from the side of the loincloth, then asked the boy, "What
                 other kind of tip is your very favorite to receive?"  He winked at
                             Sharon, who was by now grinning wolfishly.
                    "I like most anything you can think of master, but mostly I like
               it when a strong man gives the tip.  They are so firm, and their hands
                 are so nice."  He glanced shyly up at Shardin, who looked a little
                                             surprised.
                       "I've...uh, never tried anything with a male before; but I
                   suppose just this once..." Shardin said with a wry expression.
                    Sharon giggled at his discomfort.  "Why don't you use your mind-
                                    meld on him?" she whispered.
                    "I don't know if it works on males.  But...I guess it might be a
               fun experiment." Shardin grinned sheepishly.  "Kneel down here, boy!"
                      The boy went down onto both knees, legs wide apart, with his
                hands on top of his thighs.  The bulge in front of of his loincloth
                                     pulsated with excitement.
                    "Take that loincloth off first, boy.  I want to see what I have
                to grab!" Shardin growled in mock anger.  The boy hurriedly obeyed,
                then kneeled down again, knees even further apart, with his exposed
                          shaft painfully erect and begging for attention.
                      Shardin winked at Sharon, reached down and grabbed the boy's
               phallus in one hand, and began gently squeezing it rhythmically.  His
                other hand went to the boy's forehead.  The little pulses of energy
                  began to slide from his powerful mind into the boy's brain as he
               searched for the right location to home in on.  Shardin felt the boy's
                pelvis suddenly arch.  "Ah! Found it!" he thought, smiling.  He then
                 flooded that small spot on the boy's brain with energy, pulsing in
                 rhythm with the squeezing of his hand on the throbbing penis. The
                    slave moaned with pleasure and began pumping energetically.
                    At this point, Sharon got in on the fun by reaching between the
                    boy's parted thighs and tickling his balls lightly with her
                fingertips.  A few seconds of these combined sensory onslaughts was
               more than the boy could stand.  With a strangled groan of ecstasy, he
                                      ejaculated into the air.
                      Shardin released the boy's forehead, but held the throbbing
               penis a few moments longer, watching with amusement as little squirts
                    still pulsed out of it.  Finally it stopped, and he let go.
                    "Ohhh! Thank you master!  You have amazing powers in your mind,"
                           the boy panted.  "Do you come from the gods?"
                    "Not at all, boy!" Shardin laughed as he washed his hands in the
                tiny sink built into the side of the table.  "Now, get back to your
                    work, before your owner comes looking for you with a belt."
                   "Yes, master.  If you need anything at all, just ring the bell." 
               Then the grinning, satisfied slave left--putting his loincloth back on
                                            as he went.
                      Sharon got back in Shardin's lap, still chuckling.  "Did you
                              enjoy yourself, Zarth?" she teased him.
                      "Well, it was a totally new experience for me, I'll say that
                much!" he laughed.  "But young boys just aren't my 'cup of tea'.  I
                 prefer females squirming in my grasp."  He tickled Sharon, and was
                  promptly rewarded by frantic squirming and giggling.  Then they
                         settled back and began sampling the food and wine.
                    "Oh look, the show is starting," Sharon whispered as she leaned
               back against Shardin's chest.  She hiked her skirt up slightly as she
                 sat between his legs, so that she could feel the cool satin of the
                  pillows against her already-moist groin.  She lovingly put a few
                  morsels of the exotic food into Zarth's mouth, then leaned back
                                   against him to watch the show.
                    A man and woman--basically humanoid--began dancing in an erotic
                 fashion to music that had a Middle Eastern flavor to it.  As they
                 sidled back and forth around each other, they fondled each other's
               genitals, all the while moving rhythmically to the beat of the music. 
                And piece by piece, their clothes came off, also in rhythm with the
                                               music.
                    Sharon watched in growing excitement as this sexual performance
                 very slowly unfolded before her.  As she put a succulent piece of
                seafood into her mouth, she felt Zarth's hand slide down between her
                legs.  "Mmm..." she sighed, spreading her legs as she relaxed in his
                                               arms.
                    The dancers were almost ready to engage sexually, and Sharon was
                moving her pelvis up and down to the rhythm of Zarth's fingers as he
               rubbed her clitoris.  The female dancer was kneeling often during her
                    performance, and giving her partner's erect shaft some slow,
                  languorous licks with her tongue.  The man on stage moaned with
                 pleasure, and stood spraddle-legged, thrusting his pelvis back and
                forth.  Each time, the woman would coyly hop up and dance away from
                him.  As the man finally kneeled down, face up, the woman approached
               and presented her loins to his tongue while standing stiffly, legs far
               apart.  As her pelvis began to arch, the man jumped up, grinning, and
                grabbed the woman.  He carried her, struggling, over to a pallet on
                             the stage floor, as the music intensified.
                    Sharon, in the meantime, was groaning and throbbing on her own. 
                Finally, she turned around facing Zarth and straddled his loins.  He
                quickly unfastened his pants, and she mounted the large phallus that
                  now protruded from his lion-like sheath.  "Ooh, that feels good,
                Zarth," she murmured as she ground her pelvis back and forth against
                                                him.
                    Zarth encircled the young woman with his arms and rose onto his
               knees, carrying her with him, impaled on his rigid organ.  Turning to
                 the side so Sharon could still see the show, he began pumping his
                                        pelvis up and down.
                     Sharon wrapped her legs around Zarth's body and wriggled with
                pleasure as he thrust her up and down effortlessly.  She stroked his
                 muscular back with her fingers, feeling the muscles twitch as she
                tickled him a little.  The dancers were coupling now--with the woman
                 on her hands and knees, her back arched, rear end up, knees spread
                wide.  The man, on his knees behind her, was thrusting in and out of
                her while he reached around her and caressed her breasts.  The woman
               moaned and dropped to her elbows, laying her forehead on the pallet as
                they pumped with the rhythm of the music.  The man's hands slid down
                 her belly  and began to rub her clitoris as he lustily pounded his
                                   penis in and out of her loins.
                     Zarth laid Sharon down on her back on the soft cushions, still
                thrusting within her.  His own passions began mounting in time with
                 those of the performers.  The tips of his fingers touched Sharon's
                forehead, and she sighed, "Oh yes, Zarth!  Please...do that to me. 
                                   Fuck me with your mind, too!"
                    His mind pulsed the energy into that special spot in her brain,
                in rhythm with his own thrusts, in rhythm with the man and woman on
                  stage.  Sharon felt the electricity, not in her mind but in her
                 pelvis...spreading, pulsing, aching.  She held Zarth tighter, and
                ground her loins against him, smothering her moans in the fur of his
               chest.  The waves of pleasure rode higher and higher, finally cresting
                   as she shuddered, cried out, and arched her pelvis against her
                                         marvelous captain.
                     Zarth felt the spasms in Sharon's vagina as she climaxed, and
                   poured more energy into her--bringing her orgasm to an almost
               unbearable height of clenching, shuddering frenzy.  Then he eased back
               out of her mind and concentrated on his own orgasm, which was not far
                                              behind.
                    Zarth and Sharon were now way ahead of the couple on the stage. 
                He pounded hard and fast in and out of her tight, wet sheath.  As he
                 felt his own climax rising, he pushed his face into the cushion to
                    smother the loud lion's roar which always came forth when he
                ejaculated.  Even muffled, it was audible, and he wondered how many
               heads might have turned to look for the pet lion someone had brought. 
                      As his orgasm--and Sharon's--subsided, he shuddered a little
                 with the aftershocks and collapsed on top of her.  "Ouch!  Zarth,
                         you're too heavy!" her voice squeaked beneath him.
                     "Sorry love," he panted, and rolled over, putting her on top. 
               "That better, baby?" he whispered, pulling her even closer and kissing
               her passionately.  Thoroughly exhausted, they lay quietly and watched
                                             the show.
                     The performers had now changed positions, and the man was bent
                 over the woman's parted thighs.  His tongue teased and enticed her
                 throbbing clitoris, and she arched and moaned, trying to push hard
                 against his tongue and gain the blessed relief of orgasm.  But he
                                  wouldn't let her off so easily.
                    He then rose and straddled her face, making her work on him for
                       a while, still in rhythm to the pulsing, erotic music.
                     "Zarth, are they really doing all this, or is it just acting?"
                  Sharon whispered as she squirmed luxuriously on top of his body.
                     Zarth chuckled and also squirmed a bit, still feeling pleasure
                 in that part of him still embedded in her loins.  "They're really
                 doing it, honey.  He'll eventually ejaculate, possibly in some way
                 that will allow the audience to see it.  But not before some more
                diversions and actions.  I've seen this act once, and there will be
               another man to come in rather soon, and it gets a little kinky then. 
                                you might find it a bit disturbing."
                       "What will they do that's so bad?" she murmured sleepily.
                        "Just wait and see for yourself, sweetheart," he smiled.
                                     "Do they get paid to do this?"
                    "No, I doubt it.  Those are two slaves out there, probably owned
               by the same master.  And the third one to come probably is, too.  They
                  have to perform well, or their master will take a strap to them
                                              later."
                              "Doesn't sound like a very nice man, to me."
                     "Actually, the owner may be a woman just as easily as a man. 
               But you're right.  Not a nice person to have to obey.  This is a very
               barbaric planet."  He then yawned.  "I think we'd better sit up before
                                       we fall asleep, dear."
                     They got up and settled back against the wall again, drinking
               some wine and sampling more delicacies on the table while waiting for
                              the third member of the act to show up.
                                                    
                                             Chapter 3
                    Sharon and Zarth watched in peaceful contentment as the man and
                  woman began copulating in earnest--all foreplay over.  Suddenly
                 another man rushed onto the stage, shouting and gesturing angrily.
                     "That's the angry husband, discovering his wife fooling around
               with his best slave," Zarth whispered to Sharon between sips of wine.
                    The angry man took his belt off and started whipping the still-
                 entwined couple with it.  Sharon gasped.  "Are they really getting
                                           hurt by that?"
                    "Probably not much," Shardin said, shaking his head.  "Those are
                only light blows he's giving--more noise than impact.  So that part,
                 at least, is just acting.  But it gets wild from this point.  The
               restaurant tries to cater to all kinds of tastes, I suppose, but they
                                leave mine behind about this point.
                     The scene continued for a few moments, as the man's wide belt
                 smacked whatever target the struggling couple provided.  Then they
                                  rolled apart, cowering in fear.
                      The angry husband--and master--pointed a finger at his male
                 slave, who tremblingly assumed an obedient position of submission:
               down on his knees, legs far apart, head down, and arms at his sides. 
                His master then pushed on the young man's chest, forcing him to lean
                  backwards until his hands had to reach back to the floor to hold
                                            himself up.
                     The naked slave was now leaning back, knees still spread, feet
                  tucked under him, with his still-erect cock and balls helplessly
               exposed to the master's belt.  Sharon gasped as she saw the belt begin
                                 smacking it's target mercilessly.
                      "He's not hitting him hard, Sharon.  It's only an act, now,"
                Shardin whispered, though he himself had his doubts.  He pulled her
                 back into her lap and stroked her body soothingly, to distract her
                                     from the disturbing scene.
                     Then the woman, who had been cowering on the pallet, rushed to
              the aid of her lover.  She threw herself on top of him to protect him. 
               Her husband continued using the belt, only now on her bare, wriggling
                bottom.  Somehow during the course of the whipping, her loins again
               found the slave's throbbing penis, and the two joined once more.  The
               husband/master dropped his belt, dumbfounded at the spectacle.  As he
               watched, he discovered a new feeling growing within him: arousal.  He
                  loosened his pants and brought out his own erect shaft.  By this
                point, the rutting couple had turned over, so his male slave was on
               top, knees drawn up, backside temptingly exposed to his angry master's
                                               lust.
                     The master dropped to his knees behind his slave, and mounted
                   him quickly and brutally.  The slave winced and looked back in
               surprise at the sudden penetration, but then continued satisfying his
                lusts on his master's wife.  The master began pumping energetically
               against his slave's wide-open rear, satisfying both his anger and his
                new-found lust.  The music set the pace for the trio as they thrust
                      against each other, with the two males reaching a climax
                                          simultaneously.
                     But just as the slave  was beginning to ejaculate, the master
               pulled him backwards, hard and suddenly, so that he was jerked out of
                 the woman.  He fell over backwards, still impaled on his thrusting
               master, and his semen spurted out of his exposed shaft in view of the
                  whole audience.  He groaned and pumped at the air as his orgasm
                  continued without the aid of a vagina, while his master grinned
               vengefully and pumped his semen into the comfortable tightness of his
                                               slave.
                     The woman lay spread open, still throbbing, denied the climax
               that she was so close to attaining.  The master dismounted, dismissed
               his now-obedient slave, and walked over to the woman as he tucked his
               satisfied organ back into his pants.  He picked up the belt again, and
               the woman cowered, clutching her groin with both hands.  He barked an
               order at her, and she turned over, face down.  Another order, and her
                 knees pulled up under her, hiking her butt up in the air, with her
                legs spread wide apart.  Another order, and one of her hands reached
                         under her own body and found her swollen clitoris.
                    The woman began stroking her aroused organ as the man stood over
               her, one foot on each side of her body, with his back to her head.  He
               was facing her squirming backside--stuck so high above the rest of her
                      body--and suddenly, he came down with the belt...smack!
                     Sharon jumped with surprise--even as the woman on stage jumped
                when the leather belt arched straight down between her 'cheeks' and
               slapped against the lips of her vagina.  The woman doubled her efforts
               with her fingers, trying to bring herself to climax quickly.  She knew
                   the belt would smack her again, and again, until she climaxed.
                     Somehow Sharon figured that subtle bit of information out, and
               watched in suspense as the woman strived to ignore the pain (or was it
               arousing her?), and build up the pleasure in her loins.  Sharon found
                Zarth's hand massaging her own aching groin gently, and realized she
               was becoming aroused again.  His fingertips touched her forehead, and
                she leaned back against him to enjoy the pleasure he wanted to give
                  her, and closed her eyes to the debased spectacle on the stage.
                     As the woman on stage became more and more aroused, her pelvis
                instinctively began thrusting up and down, as if she were rutting on
               an imaginary lover. These thrusts also made her rear push rhythmically
                up higher into the air to meet the belt that invariably came down at
                 just the right moment.  The thrusting and the whipping achieved a
                harmony with the ever-pulsing music, and the woman climaxed, crying
                  out and grinding her pelvis into her fingers as the belt stopped
                                             smacking.
                      At the same time, Sharon ground her clitoris against Zarth's
               hand and moaned with her own orgasm.  The lights on the stage began to
               dim.  The show was over.  Sharon lay back against her captain, totally
                 exhausted and happy.  Zarth grinned and stroked the young woman's
                              hair, kissing her with gentle affection.
                     "Did you enjoy yourself, sweetheart?"  he whispered in her ear
                                    as she snuggled in his arms.
                        "This place is totally...absolutely...unbelievable!" she
               murmured with a chuckle, and opened her mouth for the grape he held to
                  her lips.  She rested and enjoyed passively being fed tidbits of
                   exotic food by her captain, while she dreamed about what other
                     exciting pleasures might be found on this decadent planet.
                                             Chapter 4
                     Sharon and Lord Shardin stood together as they waited for the
               shuttle back to the ship.  "Can't I stay on the planet with you for a
               while longer, Zarth?  It would be lots of fun," Sharon pleaded, as she
                               kissed him and nibbled his furry ear.
                    "Sorry, honey, but this planet is just too risky for a beautiful
                 woman like you.  I want to know you're safe on the ship while I do
                           some scouting around on the bad side of town."
                      She snuggled under his long cape, and stroked his cheek and
                 neck.  "Oh, all right.  But you be careful, too.  I'll be worried
                 about you while you're down here.  What are you looking for here?"
                      "I thought I would check out the slave auctions in the west
               quarter.  See if I can't rescue one or two promising young ladies and
               bring them back to the ship, as trainees.  Deck G-3 is still a little
                                       empty, in my opinion."
                    "Ah, I should have known you'd be thinking of that, you old tom-
               cat!" she snickered as she playfully ran her hand caressingly down the
                                  ever-present bulge in his pants.
                    "Mmm...why is it I can never get enough of that?" he sighed with
                  pleasure, wrapping his cape more snugly around them to give more
                   privacy to her actions.  A few other crewmembers looked in the
                opposite direction, smiling slyly at one another as they heard their
                               captain purr softly with contentment.
                      "Here's the shuttle, my girl!  Don't worry...I'll be back up
                there in a few more hours."  He kissed her passionately, holding her
                 tightly and moaning softly as she caressed the bulge in his snug-
                                        fitting pants again.
                       "Zarth, be careful; and thank you for a most unforgettable
                evening.  It was wonderful--and so were you!"  She kissed him, gave
                   his crotch one more playful pat, then hopped onto the shuttle.
                    As Sharon relaxed in the shuttle, she thought about her life on
                the ship.  She had been a hooker on an obscure planet called Earth,
               before she was spirited away and found herself on Lord Shardin's star
                cruiser.  Several other prostitutes had been taken from Earth, too,
                and now they were all her friends and fellow trainees for careers in
                                             the fleet.
                    The Fleet liked to keep a good male/female ratio on their ships,
                 for morale.  But not many women with the Empired enlisted, so they
                 solved the problem in another way.  Every inhabited planet in the
               galaxy had prostitutes.  It was also a known fact that those women led
               lives of misery, abuse, and hopelessness.  So the ships of the fleet,
                at their own discretion, would abduct a few prostitutes from time to
               time.  Their societies would never miss them, and their lives would be
               so radically improved that the girls would feel they had been rescued,
                                           not abducted.
                      They were educated, trained to be useful crewmembers on the
               ships, and treated with affection, compassion, and respect by the male
                crewmembers.  No 'official' demands were made of them sexually--they
                 were no longer prostitutes--but they were usually so grateful for
                their improved lives that they reciprocated of their own free will. 
                          They were happy, and they kept the males happy.
                     These trainees always lived on deck G-3 on the Phoenix II, and
               the deck had acquired the nickname of 'P-deck', in honor of the former
                prostitutes quartered there.  Sharon smiled a little as she thought
                about Zarth 'rescuing' a couple of sex-slaves from the auction.  The
                ratio between males and females was pretty good already, but with an
                insatiable, sex-hungry lion aboard, they could always use a few more
                                               girls!
                                             				*	*	*	*	*
                     Lord Shardin strolled through the marketplaces, soaking in the
               atmosphere of this disreputable city.  The slave-auction building was
                 just ahead.  He had pulled this stunt once before, and it was such
               fun!  Buy a female slave, lead her away, then tell her that she is to
               be a crewmember in the Imperial Fleet--that she is no longer a slave. 
                It was such fun to watch the fearful cringing change into hope, then
                finally into exuberant gratitude as the woman realized she had been
                rescued from a life of degradation.  He might even buy two women, if
               his money held out.  Two naked women expressing their gratitude to him
                                      would be even more fun!
                     Lord Shardin reached the auction and moved up toward the front
               of the crowd so he could see the 'merchandise' better.  Aliens of all
                varieties made ample room for this tall, regally dressed officer of
                  the Fleet.  The auctioneers also saw him and bowed respectfully,
                increased profits shining in their eyes.  They would bring out some
                 special prizes to tempt this powerful aristocrat from the Empire.
                    Shardin leaned against a post and watched passively for quite a
                while without bidding.  He needed to get a feel for how much to bid
               first, so he wouldn't make a fool of himself.  But as each young woman
               or man was brought out, and he sensed the fear emanating from the poor
                 victim, he found it hard to resist the urge to bid.  He wished he
                                  could liberate the whole bunch.
                     There was a standard routine to this business of selling sex-
                 slaves.  First of all, they were always naked, and had their arms
                bound behind them.  This position showed the females off especially
               well, since it caused their breasts to stand out proudly.  If a slave
                tried to cower or slump, a soft leather strap was applied to various
                    parts of their bodies, to the delight of the raucous crowd.
                    Many of these people had no intentions of buying--they only came
                 to watch the show.  And it was often quite a show!  As the bidding
                began on each slave, the handler would always fondle the slave--male
               or female--to get them aroused.  If they resisted, he would sometimes
               whip them.  But in the case of females, this particular handler would
               simply throw the woman to the deck on her back, pin her legs far apart
                   with his own legs, and continue arousing her against her will.
                        Of course, the bids would always sky-rocket during this
               'procedure', and the crowd would yell suggestions and 'helpful' hints
               to the busy handler.  Shardin chuckled as he watched yet another woman
               squirm and shiver with involuntary pleasure under the relentless hands
                                       of this professional.
                     This handler used a much different tactic when the slave was a
                  young male.  He would force the slave to stand with his legs far
                apart, pelvis thrust forward, facing the audience, while the handler
                 stood behind him.  He would then reach around the young man's neck
                with one arm, pinioning him, while his other hand reached around to
                stroke, slap, and pump life into the man's often flaccid organ.  If
               the slave dared to move his legs or struggle, the handler would reach
                for the strap hanging on his belt-hook, and use it on the helplessly
               exposed genitals, while still pinioning the young man's neck with his
                                             other arm.
                     The application of a soft leather strap always had the amazing
                  effect of arousing, rather than deflating, the slave's throbbing
               shaft.  In addition, it drove the crowd wild, and the prices shot up,
                especially among the wealthier ladies in the crowd.  If one of these
                ladies bought a young male slave, you could be sure she would have a
                 leather strap hanging conveniently on a wall, and that it would be
                                            used often.
                      However, the handler also had more ejoyable tactics which he
               employed to titillate the crowd.  With one particular male slave, the
                handler invited several of the female bidders to come to the edge of
               the stage, while he had the boy kneel on the stage's front edge, knees
               wide apart, pelvis thrust forward.  This slave was not struggling, and
                  was already very aroused and willing to obey anyone.  The women
                  snickered as they stroked and played with the boy's large, rigid
                shaft, and he bucked and thrust against their hands and moaned as he
                 leaned back against the handler with his eyes closed. All his most
                wonderful adolescent fantasies came to life as the women took turns
                 squeezing and pumping his engorged penis. After a few minutes, the
               slave-boy ejaculated wildly into the air, to the delight of the women
                and the entire crowd.  Needless to say, he brought a good price, and
                was led away by the middle-aged woman who had been pumping the boy's
                                  cock at the time he ejaculated.
                     "Well, I guess a few slaves enjoy their lot in life," Shardin
                  mused with a grin as he watched the satisfied, happy boy leave.
                      Then a strikingly beautiful young woman was brought onto the
                  stage, and Shardin stepped forward with interest written vividly
                  across his face.  She had red hair--long and wavy--a porcelain-
               delicate complexion, and a slender, aristocratic face.  Her eyes were
                as green as his, and more importantly, she had a look of smoldering
               anger, rather than fear, in those eyes.  She squared her shoulders and
                stood proudly, defiantly, and stared her audience down.  "She'd make
                  one hell of a security guard!" Shardin mused, impressed with the
               girl's dignity and bearing.  This was the one he had to save, even if
                                    it took every credit he had.
                                             Chapter 5
                    "Ladies and Gents, I have a rare treasure to offer you now," the
               auctioneer spoke with pride, glancing at Shardin hopefully.  "This is
                a young woman captured by a raiding party on a remote planet beyond
                 sector 10.  She has never been a slave before now, and this is her
                 first sale.  She's not a virgin, but she's not what you would call
                                       'experienced' either."
                      Shardin looked at the young woman.  "Beyond sector 10..." he
                silently mused.  "I wonder if she's from Earth?"  Then he heard the
                                           bidding start.
                     "Five thousand credits," a voice piped up to Shardin's right. 
                 "Ten thousand," Shardin countered, hoping the sudden jump in price
                would make the sale short and sweet, for the girl's sake.  He could
               already see the handler's hand sliding onto her groin, and her cheeks
                            were flushing with anger and embarrassment.
                       The young woman, who's name happened to be Caitlin, looked
               quickly at the owner of that deep, mellow voice which had just doubled
                 the bid on her.  She locked her eyes on the green eyes of a well-
               dressed, strangely handsome creature with the features of both a human
                 and a lion.  As another bid quickly came, she saw him bid again in
                                that quiet, dignified manner of his.
                    While she stared at him, she realized that the handler's fingers
                  were now on her clitoris.  She had been warned beforehand about
               resisting, but without hesitation, she spun her body violently around
               to face the startled handler, breaking free from his grasp.  Her knee
               came up, but missed his groin and only bumped his leg.  "You keep your
                    dirty hands off me!" she snarled, backing away a few paces.
                       The handler's face darkened with anger, and his hand went
                 instantly to the strap hanging at his side, and Caitlin felt fear
               beginning to rise in her.  She had no chance against that strap, with
              her hands tied behind her and not a stitch of clothing for protection. 
               The strap was now in his hand, and he was slowly walking toward her. 
                 Then both she and the handler heard Shardin's low, menacing growl.
                       The handler stopped short, looked uneasily at Shardin, and
                realized that if he used the strap on this girl, he would be putting
                his life on the line.  He hung it back on his belt, and Shardin gave
                him a brief nod of approval.  Then Shardin looked at the frightened,
               uncertain girl, and silently motioned with his eyes for her to return
                                          to the handler.
                    Caitlin stared at the green-eyed man-cat, who nodded briefly at
               her, then smiled and winked as he motioned again for her to return to
                the handler.  She hesitantly moved toward the handler, all the while
               keeping her eyes on Shardin's.  Then the handler had his hands firmly
                              on her again, and the bidding continued.
                       Caitlin once more felt afraid as the man behind her began
                  caressing her again.  She looked desperately at the man-cat, who
               shrugged slightly, smiled and winked again at her, as if to say, "It's
                no big deal.  Just enjoy it."  He had just doubled the latest bid on
                               her, so she knew he meant to have her.
                    The handler had pushed her feet far apart with his feet, and as
                she stood spread out and exposed, she felt the first waves of aching
                 pleasure growing in her loins.  She could not stop her pelvis from
               pushing against the expert hand that rubbed and aroused her throbbing
                  groin.  These feelings were new to her, and she tried in vain to
                ignore them while she watched the man-cat calmly and quickly outbid
                     anyone who dared to bid against him.  She felt her pelvis
                 instinctively thrust up and down in cooperation with the hand that
               stroked her so expertly, not realizing that she was moving ever closer
                to orgasm.  She barely heard the auctioneer announce, "Sold, to the
                  officer of the Fleet, for 50,000 credits!"  But she did hear the
                thundering growl that addressed the handler as he continued rubbing
                                         her throbbing sex.
                     "Take your hands off of her!  Now!" Shardin quickly growled as
                  the sale was announced as final.  He could see that the girl was
                getting close to orgasm, and he did not want her humiliated publicly
                in that way.  The handler hastily released her--so quickly, in fact,
                  that she dropped to her knees, flushed and panting and a little
                  disoriented.  He reached up and put his hand on her shoulder and
               squeezed it gently, bringing her back to reality.  "Don't be afraid. 
                         You're safe now," he said as he smiled up at her.
                      There were a few boo's from the disappointed crowd; they had
               wanted to see the girl climax.  Shardin stared ominously at them, and
               they quickly shut their mouths in fear.  It was not wise to cross the
                 path of an officer so high up in the Fleet.  Shardin then paid the
                auctioneer, had the handler untie the girl, who was still sitting on
                her knees at the edge of the stage, then lifted her off the stage to
               stand beside him.  As she looked up at him in mingled fear and relief,
                  Shardin took his cape off, and wrapped it around her shoulders.
                      "Thank you," she whispered, still a little dumbstruck by the
               events of the past several minutes.  She gladly leaned against him as
                he led her away from the crude, side-show atmosphere of the auction
                                               block.
                    Once they reached the street, Shardin hailed a taxi, so the girl
               could rest in privacy.  He helped her in and ordered the driver to go
               to a clothing store in a better district.  Then he addressed the now-
                shaking young woman.  "What is your name, dear?" he asked gently, as
                                        he stroked her hair.
                     "Caitlin," she said in a voice that barely held back the sound
               of tears.  "What are you going to do with me now that you own me?" she
                              asked with tears glistening in her eyes.
                    Shardin held her closely, comfortingly, as he replied.  "I don't
               own you, Caitlin.  I just bought you to get you away from that damned
               place.  I am not your master.  I'm only your friend.  My name is Zarth
                      Shardin, and for now, at least, you can call me Zarth."
                    Caitlin was crying too hard by now to reply with words, but she
                slipped both arms around the shoulders of her benefactor and hugged
               him tightly in gratitude.  As she continued to hold onto him and press
                her face against his warm, furry chest, she felt him gently ease her
                 onto his lap and cradle her like a child.  She closed her eyes and
               gradually drifted into sleep as she let him stroke her, rock her, and
               purr softly in her ear.  All the fear and tension slid from her during
                the brief nap, and later when Shardin gently woke her, she smiled at
                                  him and kissed him on the cheek.
                     He bought her some clothes in the store while the taxi waited,
               then rode to the shuttle-landing pads.  She had quickly recovered from
               the shock of this day, and relaxed calmly in Shardin's warm embrace as
                                     they waited for a shuttle.
                      "What planet are you from, Caitlin?" he asked as he ran his
                                 fingertips up and down her spine.
                             "Earth," she replied.  "Have you heard of it?"
                       "Been there once.  Beautiful place--from orbit, at least. 
               That's as close as I got.  But it worries me to think that Orion space
                    pirates have found it.  I think the Fleet will have to start
                        patrolling that sector now, to protect your people."
                    "That sounds like a good idea.  Do you think I'll get to go home
                                     to Earth soon?" she asked.
                     "No, sweetheart, I'm sorry.  Earth doesn't know about us yet,
               and you've seen too much.  Besides, do you really think you'd be happy
                stuck on a primitive planet in the hind end of the galaxy, now that
                          you know what wonders and excitement await you?"
                      "I guess I wouldn't.  But still, it's my home, and I'll miss
                 it..."  Her voice broke slightly, and Zarth once again wrapped his
               arms around her comfortingly.  But this time there were no tears.  She
                just relaxed against him, totally open to whatever he might want to
               do.  She was finding herself more and more attracted to this handsome
                                               alien.
                                             Chapter 6
                      As the shuttle cleared the atmosphere, racing to the trio of
               space cruisers in high orbit, Caitlin gasped in awe at the glittering
                 stars.  "It's so beautiful up here!  And so many more stars than I
               ever saw from Earth."  She leaned contentedly against her rescuer, and
               was pleased when one of his hands crept across her breast.  She liked
               the feel of those strange, but kind, hands as they gently stroked her
               breasts, hidden under the velvet cape draped across her.  She began to
               feel the same throbbing in her loins that she had felt on the auction
               block, and wondered why she had never felt that way with boys on Earth
                                 when they had made love with her.
                    The shuttle arrived within minutes, and Shardin escorted her to
                 her quarters.  These quarters were not on P-deck, but were instead
               very close to Shardin's quarters.  Caitlin tried to listen as Shardin
               explained how to work the various appliances in the quarters, but her
               mind was on him.  Of course, he sensed her attraction, and after a few
                 more explanations, he gathered her in his arms.  "I know I may be
                  rushing this a bit, Caitlin," he purred in her ear, "but I would
               really like to give you a proper welcome to my ship, in a very special
               way."  He kissed her with warm affection, and said, "Would you like to
                      make love with a creature from another planet, darling?"
                        "Mmm, yes Zarth," she mumbled as she returned his kiss,
                 marvelling at the velvety softness of the fur around his nose and
                  mouth.  "Just like a horse's nose--so soft!" she silently mused.
                     They melted into a languorous embrace, and their clothes began
                dropping to the floor, piece by piece.  Finally they stood naked in
                     front of each other, and Caitlin was awed by what she saw.
                      Shardin's body was incredibly muscular, and was covered with
               short fur--black on his back, ears, eyebrows, and tail; but fading to
                   tawny brown as it approached his hands, feet, belly, face and
                 genitals.  And there Caitlin was even more awestruck!  She ran her
                 hands lightly down his belly to the soft, velvety-short fur of the
               sheath that held his phallus close to his body.  "Just like a lion's!"
                  she murmured as she stroked the smooth sheath and felt the shaft
                 within throbbing, hardening, beginning to emerge from the opening.
                      She also stroked his large balls, amazed at both the size of
                them and the lack of curly pubic hair.  Instead, there was the same
               'horse-nose-soft' fur, too short to see against the tawny-gray skin. 
                 He moaned softly, purred, and stood with his legs apart and stiff,
                                      while she caressed him.
                     "Ohhh...Caitlin!  If only you knew how good it feels when you
               stroke me there," he murmured, almost in a trance with the pleasure. 
                He shuddered a little, and grinned as she playfully tickled the firm
                           balls and velvety sheath with her fingertips.
                    "Why don't you lie down on the bed, my big tomcat, so I can see
               what I'm doing better?" she suggested, and Zarth obeyed, already stiff
                 with desire.  As he lay on his back, legs spread wide, Caitlin sat
                down between his muscular thighs, and rubbed her cheeks against the
                 smooth, velvety fur of his sheath.  Then with her hands she began
                 stroking, massaging, and sometimes tickling him, in this sensitive
                                              region.
                    Shardin moaned, almost incapacitated with ecstasy.  His swollen
               penis had now emerged fully from the sheath, and throbbed with intense
                desire.  He chuckled as he saw Caitlin staring at it in wonder.  "Do
                          you think it'll fit??" she whispered, wide-eyed.
                               "It always has before, love!" he laughed.
                     Caitlin continued caressing him with her fingertips, but also
              leaned over and gave the head of his engorged  shaft a tentative lick. 
                 She was rewarded by his groan of intense pleasure, and tickled the
                                     head more with her tongue.
                    Zarth arched his pelvis and shuddered, his breathing becoming a
                 little ragged as Caitlin's tongue teased his cock mercilessly.  He
                gasped when she wrapped her soft lips around the sensitive head and
                swirled her tongue on it voluptuously.  She then began sucking on it
                as her tongue caressed it, and Zarth clenched the bedsheets with his
                    clawed hands, almost mindless with desire.  His pelvis began
               instinctively pumping, beyond his control.  Only with great difficulty
                did he manage to regain his senses and gently pull her away from his
                                 pulsing loins and up to his mouth.
                     Zarth kissed those wonderful lips, and caressed Caitlin's body
                lovingly as she lay on top of him with her legs spread and entwined
               with his.  The tip of his phallus touched the lips of her vagina, and
               throbbed with desire to enter.  But he waited, now in control again. 
                 "Now, let me make you feel as wonderful as you're making me feel,
               Caitlin," he purred, as he gently laid her on her back.  He knelt over
                 her beautifully pale body and began kissing her breasts, neck, and
                          abdomen, as his hands gently massaged her groin.
                      Caitlin sighed and smiled with gentle pleasure, enjoying the
               luxurious treatment she was receiving.  She had absolutely no idea of
               the intense arousal and mind-searing ecstasy this man-cat intended to
                 invoke within her body.  She had made love a few times in her life
                with old boyfriends, but had not been very impressed.  The guys got
              all the pleasure and left her wondering what she was supposed to feel. 
                And when would 'it' happen--this mysterious thing called orgasm she
               had heard about?  Well, the time had arrived: she was now in the hands
                                   of a true master of the game.
                   Zarth's mouth moved down to Caitlin's groin, replacing his hand. 
               He had already guessed that this girl had not yet experienced orgasm. 
                Her familiarity with using her mouth to stimulate him suggested that
                she had been on the giving end a few times, but never the receiving
              end.  She had obviously been with a few rather selfish, immature boys. 
                "Well now it's your turn, my love," he smiled silently.  "Now is the
               time of your sexual awakening."  He settled to work between her legs.
                    Caitlin felt Zarth gently spread her legs open wider, and closed
               her eyes, expecting to be penetrated by that huge, throbbing organ of
               his.  Instead, she felt his tongue on her clitoris, and looked down in
                surprise.  Zarth looked back at her and winked mischievously at her.
                     "Close your eyes and relax, darling, and I will love you like
                you've never been loved before!" he purred, and she obeyed him.  As
                 her alien lover stroked, licked, and tickled her in just the right
               places--and at just the right times--she felt desire begin to throb in
                her loins, and pleasure tingled in her clitoris, spreading outward. 
                 She moaned softly and rolled against the wonderful tongue that was
                               doing things never before done to her.
                     Then Zarth's mouth was on her belly, then kissing her breasts
                 again.  His tongue tickled and teased her nipples, one at a time,
                causing her to giggle and squirm with pleasure.  Finally, his mouth
               met hers again in a passionate, almost savage kiss.  And she felt his
                large phallus begin to enter her slowly, stretching her, making her
                 feel wonderfully full and complete.  She had never been so totally
                      filled by a man before, and it was an exciting feeling.
                    "Grind your pelvis against me, Caitlin.  Build up that feeling I
                 was giving you with my tongue," he whispered lovingly, as she lay
                there uncertainly.  Her instincts would come through soon enough, as
                they had on the auction block, but for now, a few instructions were
                  necessary as he slowly began pumping his eager cock in and out,
                  rolling a bit to give her inexperienced clitoris the pressure it
                                              needed.
                    Her eyes widened in happy surprise as she felt the warm pleasure
                   returning to her pelvis again.  Zarth chuckled and kissed her
                lovingly.  "Caitlin," he purred, "my mind has a special energy that
                yours doesn't have.  Will you allow me to touch your mind, and give
                        you pleasure with my mind as well as with my body?"
                     Caitlin looked puzzled, but nodded.  Zarth gently stroked her
                 face with his fingertips, then touched her forehead and forged the
               link.  She gasped slightly as she felt a strange presence in her mind,
                but relaxed as his mind soothed and reassured her that she was safe
                                             and loved.
                    As Zarth pumped within her loins, he began sending little pulses
                   of energy into the pleasure center of her brain.  The pleasant
               sensations she had been enjoying as she rubbed her pelvis against him
                  suddenly grew stronger.  She could feel the pulse of the aching
                pleasure, and it was timed with his thrusts into her.  "Oooh..." she
                moaned softly as she ground harder against him, also in rhythm with
                                   the throbbing of her clitoris.
                      Zarth increased the energy gradually, relentlessly, and her
                gentle moans became more passionate, more strangled, and her thrusts
               against him became more frantic.  She began grinding harder, clenching
                the fur on his back with her fists.  More energy, and the thrustings
                 fused into one hard, bruising, continuous push against him, and he
                  held his phallus steady within her, pushing firmly as she began
                gasping and shuddering. Another energy jolt, and her legs tightened
               around his, her moans intensified, and her vagina began spasming open
                and shut against his throbbing, aching penis.  She shuddered against
                him, gasping with the almost unbearable ecstasy.  She was in orgasm
                                                now.
                     At the risk of overdoing it, he shot one final burst of energy
               into her as he withdrew his mind and began pumping eagerly again.  She
                cried out, her vagina still spasming, and nearly pulled two handfuls
                                      of fur out of his back.
                      Gradually the unbearable ecstasy subsided, but Caitlin still
              felt tingling jolts from her engorged sex as Zarth pounded against it. 
               It was his turn now, and he moaned and panted with frantic desire, as
                  her deliciously tight sheath drove him quickly to the heights of
                                              ecstasy.
                     Then he climaxed.  His roars echoed through the room, and even
               down the corridor, as he came within this woman.  He had 'bought' her
                with two months' salary, and in this moment of ejaculation, he truly
                 owned her.  Of course, it could also be said that she owned him as
                                               well.
                     They both panted and shuddered with the aftershocks of orgasm,
                as Zarth dropped his head onto the pillow.  He remembered not to let
                his whole, massive body collapse on this delicate creature as he had
               with Sharon earlier in the day, and he carefully rolled over to bring
                 her on top of him.  They were still connected sexually;  he always
                 strove to maintain that connection as long as he could when making
                love, because it instilled a wonderful sense of 'oneness' to the two
                                           tired bodies.
                     Caitlin laughed weakly as she lay limply on Zarth's body.  "I
                     never dreamed...that it could be...like this," she panted.
                      "Welcome to the world of pleasure, sweetheart!" Zarth purred
                with a satisfied smile.  They snuggled against one another, and then
                both drifted off to sleep, still connected in that special 'oneness'
                                        even as they slept.
                                             Chapter 7
                     Caitlin woke to find herself lying on a warm, fur rug--or was
               it?  Then she remembered, and chuckled softly.  The vibrations of her
               laugh caused something to throb slightly within her, and she realized
                Zarth had not withdrawn his shaft from her loins.  He slept soundly
                      now, but his sex-drive apparently had a life if its own.
                    She playfully began squeezing her vaginal muscles rhythmically,
                 and felt the long, soft shaft begin to throb and grow firm again. 
                Zarth moaned slightly in his sleep under her. Caitlin began pumping
                 her body up and down, and reached behind her to stroke his velvety
                balls.  Now Zarth began thrusting his pelvis, and his engorged organ
                moved instinctively in and out of her.  He moaned with desire again,
                   and seemed to be dreaming now,as his closed eyes and long tail
                                         twitched slightly.
                     Caitlin matched his rhythm with her body, and also rubbed her
                clitoris against him, enjoying the flush of arousal.  The pumping of
               his cock increased in speed and intensity, and she once again stroked
                 and tickled his large testicles.  Within a few moments, he gave a
                mighty growl and came within her in shuddering spurts.  He continued
               to thrust, to pant, and to give short, throaty groans with each breath
                   for about half a minute, as the final after shocks died down.
                      Caitlin also moaned with the pleasure she felt as she rubbed
                  against Zarth's body.  She then shuddered a little, and felt her
               vaginal muscles spasm against his embedded penis, and she gasped with
               the pleasure of the small orgasm she had achieved without help.  A few
                    more hard pushes of her pubic mound against him, and she was
                                             satisfied.
                      Zarth's arms enfolded her then.  He had awakened just barely
                enough to realize his climax was not a dream, and had felt Caitlin's
                 quiet spasms of orgasm.  Sleepily he embraced her, kissed her, and
                whispered, "Thank you, love."  Then they both slept soundly in each
                                           other's arms.
                                             				*	*	*	*	*
                      "Number One, I believe you are over©due for a much deserved
                                           shore leave."
                      First Officer Sha'teem turned around and smiled at his well-
                rested captain who had just strolled onto the bridge.  "I trust you
               enjoyed yourself, my Lord?" he grinned at Shardin knowingly. The whole
                ship had heard about the red-haired beauty Shardin had brought back
                                             with him.
                     "Very much so, Number One," Shardin purred.  "A most memorable
                   experience in every way!  And now it's your turn; go ye and do
                                             likewise."
                    "Thank you, sir," Sha'teem exclaimed as he handed bridge control
                 over to his captain.  "Three of our female crewmen have invited me
               along as part of their 'safety' escort.  It seems they've pooled their
                          resources, and want to go to the slave auction!"
                     The two officers chuckled at the thought of the happy-go-lucky
               women of P-deck bidding for a ..."Wait a minute!" Shardin exclaimed. 
                            "Are they going to buy a female or a male?"
                      Sha'teem suddenly looked troubled.  "I had assumed a female,
               just so they could liberate her from slavery, but now that you mention
                   it...they were snickering an awful lot.  You don't suppose..."
                     "I'd be willing to bet on it, Number One.  They want to buy a
                                 boy to fulfill their every whim!"
                    The two officers stared at each other worriedly, but then burst
                 into peals of laughter as the humor of the situation hit them.  Of
               course, the boy would no longer be a slave once he was brought to the
               ship, but as Shardin remembered the compliant boy on the auction block
                allowing the women to jerk him off yesterday, he knew that the women
                of the ship were going to be having some real fun, after all.  There
                 were actually quite a few young men who would be happy to play the
                  game of being a sex-slave, even while training to become a crew
                                              member.
                     "Let them buy a boy, Sha'teem!" he chuckled.  "Just make sure
                 they get a willing one, and see that he's not under 16 years old."
                     "Aye, sir!"  Sha'teem grinned, shaking his head as he left the
                                              bridge.
                                             				*	*	*	*	*
                    "Ladies and gents, step right up.  The auction will now begin,"
               the auctioneer called out, and the crowd in the arena pushed closer to
               the stage.  Sha'teem and two male fighter-pilots stood close to Liezl,
                         Sharon, and Xia, as the girls chattered excitedly.
                      Sha'teem had quietly slipped backstage a few minutes before
                hand, to talk to the auctioneer.  He told him what type of slave the
               women were interested in: compliant, well-adjusted, willing to 'play'
               slave even though he would be free, and about 16 or 17 years old.  The
               auctioneer said he had two or three such boys,and that he could bring
                   them out in a group, so the ladies could make a better choice.
                    Now, back with his group, Sha'teem told the ladies to hold back
                and just watch for a while, because the auctioneer would bring their
                            best choices out together in a little while.
                      "Commander, how did you and Lord Shardin figure out that we
                    intended to buy a boy?" Liezl asked, gleefully embarrassed.
                    "I know," Sharon chuckled.  "Shardin probably told him about the
                 serving boy at the dinner club, yesterday.  And then we have been
                                  giggling and whispering a lot."
                       "Don't worry, Sha'teem," Liezl murmured seductively as she
                 pressed her shapely body close to the First Officer's.  "We're not
                going to neglect any of you big boys, just cause we'll have a boy to
                                 lick our clits any time we want!"
                       Sha'teem wrapped his cape suddenly around Leizl, grinning
                wolfishly.  "I know you're not going to neglect me, little girl!" He
               kissed her and thrust his pelvis against hers, and then moaned as she
              reached down and rubbed his lengthening shaft through the tight pants. 
               With the cape offering privacy, she unzipped the fly, reached in, and
                grabbed his stiffened organ.  She teased the sensitive head with her
               fingertips for an exquisitely long minute, then let go and zipped him
                                              back up.
                      "Wish I could do more, but this isn't the place for it," she
               whispered, then kissed away his frustrated expression.  "Why don't we
                 go to that dinner-and-sex place later?"  Liezl looked at Sha'teem
                                             hopefully.
                     "You've got a date!" Sha'teem grinned as he fondled her large
                 breasts.  Then, the first slave was brought out on stage,and they
                            turned their attention back to the auction.
                      The crew members watched with interest as the male slave was
               brought forward.  He was about 20, and was not at all in a cooperative
                 mood.  Even with his hands bound behind him, he angrily struggled
               against the handler, and almost overpowered him.  Another handler came
               out, and together they threw the slave to the deck on his back.  With
               each handler kneeling and grabbing a leg, they quickly had him spread
                              open, his genitals exposed and helpless.
                       Of course, the audience expected them to use their leather
               straps next, and whip this aggressive young buck into submission; but
                 surprisingly, they did not.  With conspiratorial grins, they both
                began stroking and pumping the man's rising penis, even going so far
                 as to use their tongues just a little.  He was soon groaning with
                 pleasure and desire, and pumping his throbbing loins frantically.
                     Then, winking at one another, the handlers ordered him to obey
               them or they would leave him frustrated and unrelieved, and would whip
               him instead of letting him ejaculate.  Grimly, the slave nodded.  They
                ordered him onto his stomach with his knees pulled up under him and
                spread apart.  One handler then mounted him from the rear, and began
                satisfying himself energetically,while reaching his hands around and
                           pumping the slave's tormented, aroused shaft.
                    The slave moaned and shuddered with ecstasy, but then found his
               mouth being put to other use, as the second handler forced him to give
                   a blow job.  With each end of him plugged by a cock,the slave
               presented a hilarious sight to the crowd.  They hooted with laughter,
                  and urged the handlers into a contest to see which of them could
               climax first.  The bidding paused for a few minutes while the grinning
               handlers pumped enthusiastically.  The slave had already come, and so
                was not in the contest.  He had shot his load of creamy white semen
                      onto the deck within the first minute of being mounted.
                      The handler in back won the contest.  He ejaculated into the
               tightness of the slave's helpless ass, dismounted, and left the stage
                amid applause.  The other handler then urged the slave onto greater
                efforts by applying a strap to the now-unoccupied rear end.  After a
                  minute, he came in the slave's mouth, and stood up. The bidding
                continued, and the thoroughly subdued young man slowly regained his
                 feet.  This time he stood obediently while the handler pumped and
                 teased his flaccid penis back to life.  He was sold for a moderate
                price, to a large, muscular humanoid male from the Aldebaran sector.
                     Sha'teem and his group continued watching as more slaves were
                auctioned.  The next few were females, and the Phoenix's crew women
                  gasped in wide-eyed amazement while the handler expertly rubbed,
               caressed, whipped, and sucked each slave to orgasm right there on the
                 stage.  Xia snickered, "Maybe we should buy the handler, instead. 
               He's perfect!"  The others laughed,and the handler, who had overheard
                                 her, grinned and threw her a wink.
                      Finally, two young men were brought onto the stage, grinning
                  with excitement--their long shafts already beginning to rise to
                 attention.  They both looked about 16, and both were handsome and
                 well-groomed.  Sha'teem chuckled as Liezl and the girls ooh'd and
                  ahh'd over them and edged even closer to the stage.  The handler
                untied their hands and ordered the boys to adopt a '69' position and
                stimulate each other, while the bidding began on the one on top.  He
               was olive-skinned and dark-haired like Sha'teem, who had already begun
                 taking a liking to the boy.  Sha'teem was not as choosy as Shardin
                about the sex of his bed-partners. "Pleasure is pleasure, no matter
               who gives it," he had always said, although he did at least refuse to
                 engage in anal sex. Now, he decided that he might chip in a bit of
               money toward the boy on top, if the girls would let him have his share
               of pleasure from the boy,s hands and mouth.  They agreed with him, and
                                          started bidding.
                     As the top boy pumped his loins up and down, the handler began
                running his hand lightly down between the cheeks of his young butt. 
                   Then slowly, gently, his inserted a finger into the tight anal
                sphincter and began pumping it in and out, while tickling the boy's
                 nipples with his other hand.  The boy shivered with ecstasy.  The
               handler then moved his hand away from the hardened nipples and down to
                the boy's loins.  After a brief word of instruction, the boy pulled
                 his wet penis out of the other boy's mouth, and thrust it into the
                man's hand, which clenched it firmly.  With the handler pumping his
               throbbing cock with one strong hand, and his anus with the other, the
               boy cried out passionately, and wildly ejaculated onto the bare chest
                 of the boy beneath him.  By this time, Sha'teem and the girls had
                         outbid everyone, and the sale was declared final.
                     The other boy had not come yet, and looked very forlorn as the
                handler pulled the sold slave off of him.  But the handler winked at
                him and said, "Don't worry, boy.  You're turn's next, and I'll make
                 you come like you've never come before!"  The boy grinned and lay
                     waiting patiently, cock throbbing in the air expectantly.
                     Sha'teem, the girls, and the two other officers, were about to
                  leave with 'their' boy--whose name was Amri--when the boy asked,
                  "Please may we watch what happens now with my friend, Sikar?  It
                          should be fun to watch, master--and mistresses."
                        "Sounds like a good idea to me," Sha'teem smiled, as he
               absentmindedly stroked Amri's backside with his fingertips.  The girls
               were also handling various parts of the boy's anatomy, and he wriggled
                              with pleasure while watching the stage.
                    The handler had returned to Sikar, and now ordered him onto his
                knees facing the crowd.  The slave-boy obeyed, knees wide apart, and
               grinned at Amri while thrusting his pelvis forward at the crowd.  The
                handler knelt behind him, leaned the boy back against his body, and
                with both hands began fondling the testicles and pumping the aching
                penis with his most tantalizing skills.  The bidding bounced higher
               and higher as Sikar groaned, pumped his loins, and shuddered with the
               mounting pleasure.  His eyes were closed, and his hands were clenching
                the handler's knees, on each side of his body.  He finally cried out
               loudly when he came, and spurts  of white, thick semen shot almost to
                  the edge of the stage.  He continued thrusting and squirting for
                   nearly thirty seconds as the skillful handler milked him dry.
                     Sikar sold for an even higher price than Amri, and left with a
                  wealthy, attractive woman who had a mischievous smile and gentle
                                              manners.
                    "Well, folks," began Sha'teem, "now that we've seen Sikar off to
                   a happy home, Liezl and I are going to the 'eat-n-fuck' dinner
                theatre.  Anyone want to come along?  We could get a larger room and
                                       have an all-out orgy!"
                     Of course, they all wanted to.  And what better place to break
                 in a new slave, than that?  They left the auction, with the girls
               taking turns 'leading' the still-naked Amri by holding onto his erect
                shaft as they walked.  Sha'teem watched the spectacle,and shook his
               head with a grin.  "Ladies, have your fun for now, but this kid can't
                run naked through the corridors of the Phoenix!  He'll have to have
               some clothes before we return. Also, Amri, you are not 'officially' a
               slave any more.  This is just a game now; and you will be trained as a
               crewman on the Phoenix.  But...since we did shell out a fair piece of
                 money to liberate you, I hope you'll find enough gratitude in your
               heart to continue the game, and to 'play' slave for the women--and for
                                me--in the privacy of our quarters."
                     "Oh, certainly master!  And mistresses!  I will lead a double
                life, gladly.  Crew member by day, and slave by night for as long as
                 you desire.  You got a deal!"  The exuberant young man grinned and
                hugged his three ladies.  Then he gave Sha'teem a significant look,
                  and said, "If I ever fail to please any of you in the slightest
                 detail, you should have Lord Sha'teem take a strap to me; I should
                well-whipped when I am bad, don't you think so, master?"  He looked
                hopefully at Sha'teem, who by now was laughing heartily.  'Owning' a
                slave was going to be more of an adventure than he had ever dreamed!
                                             Chapter 8
                     "Dinner for six, plus one slave, first class, front row. This
               way please," the head waiter bowed low.  The Phoenix II and her sister
               ships had provided a great boost in business for this restaurant.  As
               the three officers escorted their ladies, with Amri following behind,
                   the two pilots--Lts. Dargin and Schultz--joked with Sha'teem.
                      "Do you think one of us will be odd-man-out, with Amri here
                   getting into the middle of things, Commander?" Schultz asked.
                      Sha'teem grinned back at the blushing Amri.  "Not unless he
                wants to feel our belts across his ass, gentlemen.  And besides, we
                 can always make him service us as well as the ladies!"    They all
                  laughed as they settled onto the cushions in the private cubicle
                 facing the stage. By silent--but mutual--consent, all six men and
               women decided it was gang-up-on-Amri time.  They playfully forced him
                 onto his hands and knees, and the women tickled him and pumped his
               ever-lusty shaft, while the men took turns giving him light smacks on
               the rear with their belts.  Xia then lay down and pulled Amri's mouth
                  onto her clitoris, while the others continued tormenting him so
                                           exquisitely.  
                       When the food arrived, the server was a nearly naked young
               woman, and it was decided unanimously that Amri would provide the tip
               for her service.  She quickly laid out the food and wine, and then let
               Amri mount her as she laid on her back.  They coupled passionately and
                rapidly, and Amri soon groaned and came within her as she ground her
                pelvis against him with her own orgasm.  Then she gratefully kissed
                  him, thanked the others, and left to continue her work in other
                                             cubicles.
                       "Now, Amri, you'd better grab some food and wine quickly,
               because your mouth is very soon going to be busy servicing all six of
                  us during the show," Sha'teem wolfishly chuckled at the panting,
                                       satisfied young stud.
                    "Yes, master! With pleasure," Amri replied meekly.  The show was
               beginning, and the six crew members stripped each other's clothes off
                 and began feeding each other tidbits of food while caressing each
               other. Amri circulated among the lascivious men and women, licking and
               caressing exposed genitals almost to the point of orgasm, but leaving
                              each one aroused as he went to another. 
                       The performance began with a richly dressed, arrogant woman
               coming onto stage with her naked slave-girl.  The mistress reclined on
               some luxurious cushions, opened her robe--revealing a beautiful body--
                 and spread her legs.  She then ordered her slave girl to come and
               service her sexually.  The unhappy-looking girl crouched down between
                 the parted thighs of her mistress, and began licking the somewhat
                unresponsive clitoris.  The mistress watched the girl rather coldly,
                and occasionally urged her to greater efforts with a leather strap.
                      Unknown to the two women on stage, a handsome male slave was
               watching from a hidden place on the stage.  As he watched the two, he
               pumped his large, stiff phallus with his hands, and looked yearningly
                 at the slave-girl's exposed rear and moist slit.  She was totally
                  exposed to his view as she leaned over her mistress on hands and
                  knees.  He could also see the stinging slaps of the strap on her
                                        squirming backside.
                       As the frustrated girl worked on her frigid mistress, she
               secretly slid one hand down between her own legs, and began to stroke
               her own clitoris.  This delighted the male slave, who strained to see
               better from his hiding place. The girl quickly became very aroused and
                 wet, but then her mistress discovered what the girl was doing, and
                became livid with anger. The girl cowered in fear, knowing that she
                would be whipped for touching herself sexually.  Her mistress never
                   allowed her to do that, and wanted the girl to be as cold and
                                   frustrated as she herself was.
                     The angry mistress jumped up, and dragged the poor girl by the
                 hair to a set of four brackets on the floor by the cushions.  She
                chained the frightened, pleading girl spread-eagled on the floor on
                 her back, and with an evil grin, picked up the leather strap.  The
                young man looked alarmed, but did not dare intervene, and could only
                watch as the cruel mistress began whipping the girl.  The strap fell
               on breasts, thighs, belly, groin, any target that suited her fancy at
                the moment.  The helpless girl writhed and pleaded for mercy, tears
                running down her face.  The more she pleaded, the more the stinging
                slaps seemed to fall between her legs, to punish her for the 'crime'
                of being aroused. As the leather strap continued to do its work, the
                 girl noticed that she was becoming aroused even more, rather than
                less. The mistress finally put down the strap, and knelt between the
                  girl's legs.  She pulled back the folds of tissue to expose the
               throbbing bud of the girl's organ to her view.  Grinning wickedly, she
                 began stroking the sensitive tissue with her fingers.  The girl's
                state of arousal became intense, and she arched against the fingers,
                                      and moaned with desire.
                      The male slave, still watching, was also becoming extremely
                 aroused at the sight of the woman masturbating the helpless young
                 slave girl.  His engorged penis ached with the desire to enter the
               girl.  The mistress continued stroking her slave until the girl was on
                the verge of reaching an orgasm...then stopped abruptly.  She stood
                 up, laughing scornfully while the girl begged for relief from the
                 desire that flamed in her loins.  The mistress then walked off the
                   stage, leaving the girl chained helplessly, suffering from the
                intense, but unrelieved, arousal her mistress had forced upon her. 
                She moaned and squirmed miserably in her helpless state, and pumped
                 her pelvis up and down in a futile effort to relieve her throbbing
                                               loins.
                     It was at this point that the male slave took pity on her, and
               approached.  He motioned her to remain silent as he knelt between her
                legs.  He could not unlock the chains on her hands and feet, so she
               had to remain as she was--with her legs spread uncomfortably wide, and
                 her arms stretched out spread-eagle and chained to the floor.  He
                began licking and teasing her aching organ with his tongue, and she
                  silently shuddered with ecstasy. Her pelvis pressed against his
                   tongue, and he pressed back, giving her the stimulation she so
                                 desperately needed for an orgasm.
                    Her orgasm quickly arrived, and as she heaved and shuddered, he
                 mounted her, filling her spasming vagina with his hard, throbbing
                organ.  He rode her as wave after wave of orgasm rocked her pelvis. 
               He smothered her moans with his mouth, and teased her hardened nipples
                 with his fingertips as he plunged his cock frantically within her.
               Then he clasped her chained hands with his, and twined his legs along
               the outside of hers, so that they both lay spread-eagled and joined in
                                       that state of bondage.
                     They did not see the mistress approaching, as they frantically
               rutted with their eyes closed.  She watched them for a long moment, in
               wide-eyed amazement.  Then, picking up her strap, she brought it down
                as hard as she could on the man's pumping backside.  He jumped with
                surprise, and hopped to his feet instinctively.  The strap landed on
               his belly next, and the mistress ordered him to kneel to be punished.
                      But the male slave was too close to climax to think of doing
               anything except satisfying his lust.  He grabbed the strap out of the
                mistress's hands, then ripped the robe off of her as she stood there
                too shocked to move.  By the time she did think to move, the virile
                   male had her on the floor flat on her back, pumping within her
                enthusiastically.  He smothered her cries of outrage with his mouth,
                and gave one of her nipples a hard pinch. As the horny slave pounded
               his organ harder and harder, she began to feel something new--arousal.
                 She felt her loins start to ache, and began to instinctively press
               them against the lusty male who was 'raping' her with such gusto.  The
               strangely wonderful sensation grew and filled her, and she moaned with
               ecstasy as her loins clamped open and shut on the man's hard phallus,
                               and she bucked against him in orgasm.
                       Then he came too, and filled her with his hot juice, as he
                  groaned and rutted even harder with the ecstasy of ejaculation.
               Finally he stopped, and collapsed on the equally exhausted woman. The
                 slave girl chuckled at the sight.  She had a feeling her mistress
                     would be a much easier person to serve from this point on.
                     The male slave got off of his mistress, too satisfied to even
                care if she punished him.  He kneeled submissively, knees apart, and
                grinned sheepishly at her as she slowly got up.  To his relief, she
                grinned at him with a mischievous twinkle in her eyes.  "I suppose I
                have to punish you for disobeying, but if I promise not to whip you
                hard, will you promise to 'rape' me again sometime soon?" she asked
                                        with a wolfish grin.
                    "With pleasure, mistress!" the lusty young man replied. "And may
                          I 'rape' that slave-girl occasionally as well?"
                    The mistress chuckled.  "Yes.  In fact, every time she makes the
               least mistake, I shall leave her chained like this for your pleasure. 
               You may 'punish' her with that large weapon between your legs as much
                                           as you like."
                       The male chuckled, and the slave-girl squirmed with rising
                desire and happiness.  She watched with amusement as the slave then
               leaned back to expose his satisfied organ more fully to his mistress. 
               The mistress grinned and gave the soft phallus several light, playful
                 smacks with the strap.  The organ responded by beginning to harden
                                   again, ready for action soon.
                       Then the mistress went over to the slave-girl, knelt down
                  between the girl's legs, and began caressing the girl's begging
                clitoris with her tongue.  This time she did not stop too soon, but
                continued relentlessly until the girl cried out and shook helplessly
                                       with waves of orgasm.
                     The mistress smiled at the girl's pleasure, still on her hands
                and knees, and then felt her male slave mounting her once more.  She
                arched her back and thrust back against him, impaling herself on his
               hard cock.  He rode her hard and fast, there between the slave-girl's
                still-chained legs, and as he thrust ever faster, he reached around
                 the mistress's body and rubbed her engorged clitoris.  She thrust
               frantically and arched and moaned, and quickly climaxed again.  Then,
               as the man pumped away in her, the mistress lowered her face once more
                 to the slave-girl's loins and drove her wild with ecstasy again. 
                 Finally, after several minutes more, he came again, and filled his
                mistress with his semen.  They both collapsed on either side of the
                       slave-girl, and the lights dimmed.  The show was over.
                                             				*	*	*	*	*
                     In the large cubicle close by, another show was not quite over
               yet.  Three couples lay closely entwined, all thrusting and moaning as
                 they copulated, coming closer and closer to orgasm. Amri was still
               crawling around the scene of sexual mayhem, stroking, licking, sucking
               whatever arousable parts presented themselves from moment to moment. 
                Almost like a row of dominoes falling, the chain reaction of orgasms
                started going off through the group, amid groans and shudders. Amri
                 smiled gleefully as he sat back and watched.  He had already come
               twice this day, but he was rapidly becoming aroused again, and wished
                  for an opening to present itself to his throbbing cock.  As the
               officers laid back one by one, satisfied and exhausted, Amri began to
                         lose hope of having his own ache satisfied again.
                       Just then Xia noticed Amri's forlorn look as he sat there
               playing absentmindedly with his swollen shaft.  Grinning, she motioned
               him over, got up on her hands and knees, and wiggled her ass at him. 
                  Elated, he rushed over, mounted, and pumped himself to the happy
                oblivion of orgasm within a few minutes.  Just before he ejaculated,
               he felt other hands on him, tickling his nipples, stroking his balls,
                   and even the light, playful smack of a belt on his undulating
                  backside.  They were all getting into the act, and Amri's orgasm
              reached an all-time high level of wild ecstasy, as he came within Xia. 
                He cried out, and pumped stream after stream of semen into her, then
                                  collapsed happily on top of her.
                     Amri rolled over a few minutes later, onto someone who amiably
                 held a wine glass to his lips, and then put a piece of food in his
                mouth.  He finally gathered enough energy to look up and see that it
                 was Sha'teem.  He sighed with contentment and said, "Master, I can
                        tell I'm going to love being in the Imperial Fleet!"
                                             				*	*	*	*	*
                     As the officers relaxed in the shuttle, Sha'teem watched Amri
               chafing in the unaccustomed clothing they had made him put on.  "Don't
               worry, son," he grinned, "you'll get used to them soon.  Just remember
               to keep them on and only act like a slave when we say it's alright to,
                      or Lord Shardin's likely to take a strap to all of us!"
                      "Aye, sir!" Amri responded crisply, falling into the part as
                easily as he could fall into the part of sex-slave extraordinaire. 
               Sha'teem leaned back happily and dreamed of the day's adventures, and
                wondered when he would ever have another shore leave to compare with
                                             this one.
                                                   
                                                   	
                                             Chapter 9.
                     The Phoenix II circled the planet Orionis with her two sister-
                ships.  Shore-leave was progressing nicely, and Lord Shardin relaxed
               in the command chair and watched his satisfied bridge crew.  They had
               obviously engaged in a lot of debauchery on this disreputable planet,
                 and were now happy to settle back into the comfortable routine of
                                               duty.
                       "Number One, how many crew members are still on the planet
               today?" Shardin asked Sha'teem, his second in command.  Sha'teem also
               looked tired, but happy, and Shardin had heard about his group's orgy
                          and their antics with the boy they had 'bought'.
                      "Twenty-four, sir. They have about six more hours before the
                                      shuttles pick them up."
                      "Good.  That's the last batch of happy campers, too.  We've
                 managed to have a fine time without any of our folks being hurt or
                spirited away into slavery.  I'll be relieved when we get those last
                            two shuttle-loads safely back home, though."
                      Lord Shardin had met Amri last night, after Sha'teem and the
              girls had arrived back at the ship looking totally drained, but happy. 
               Sha'teem had brought the boy by Shardin's quarters to introduce him to
                his captain, and Shardin had delivered a stern lecture to Amri about
                 when and where he was allowed to 'play slave-boy', and what would
                happen to him if he broke the rules. The boy meekly vowed to become
               the best crewman he could, and to obey his captain implicitly.  As the
                 boy said these words, however, he gave Shardin a sly smile, as if
                           inviting orders other than duty-related ones.
                     Sha'teem caught the look, grinned and got up.  "Zarth, I think
               I'll leave you and your new crew member to get better acquainted."  He
                walked out, leaving Shardin looking rather embarrassed and at a loss
                                            for words.  
                        Amri blushed and said, "Request permission to serve you,
                                             Captain."
                    Shardin looked a little troubled.  "I don't usually do anything
                      with members of the same sex, Amri," he replied gently.
                     "I understand, my Lord...but consider this: a mouth and hands
                 can be very unisexual, and can give pleasure without the recipient
               noticing the sex of the giver.  If you were to sit back and close your
               eyes, you could imagine that any woman of your choosing was caressing
                   you sexually.  And I would be happy to serve you in this way."
                   Shardin crossed his arms and paced for a moment, tail twitching. 
               Then, he looked at the boy and grinned.  It had been a long time since
                 anyone had brought him off that way.  The women on the ship didn't
               often volunteer to do that, because it reminded them too much of their
                 past years as prostitutes. And Shardin never asked them to, out of
               respect for them.  But now, this boy was volunteering, and all he had
               to do was close his eyes and imagine...."All right, Amri.  But if you
                   tell a single living soul about this, I'll have your balls for
                                              dinner!"
                      "Understood, master!" Amri responded, looking appropriately
                concerned, and dropping to his knees submissively.  Shardin loosened
                   his pants, sat back in his favorite chair and closed his eyes,
                  smiling.  In a moment he felt two hands caressing his balls and
                  lightly stroking the velvety-soft sheath that contained his long
                phallus.  He pictured Caitlin, as she had done this very thing a few
               days before, and groaned with desire.  The hands tickled his sensitive
                groin, causing him to shiver with pleasure, and his hardening shaft
               began to rise up out of its protective sheath.  A tongue was there to
                                              meet it.
                    Shardin once again gave a moan as he thought of Caitlin's tongue
               teasing the head of his now-aching organ.  The tongue was swirling on
                   it, and a mouth softly folded around it, sucking slightly.  He
                clenched the arms of the chair, and spread his legs farther apart to
                  experience the pleasure more fully.  The hands still stroked and
                  teased his balls and long shaft mercilessly,and the mouth began
               pumping up and down on his engorged cock. The tongue licked and teased
                 the head with each thrust, and within a minute, Shardin was beyond
                     control, pumping against that wonderful mouth and tongue.
                     One of the hands then clenched his shaft and began pumping up
               and down, while the mouth continued sucking the head.  The other hand
                  kept stroking and massaging his balls, which were throbbing with
               desire.  A few minutes of this treatment brought him past the point of
                        no return, and moved him relentlessly toward climax.
                     Shardin tried to stretch out this growing ecstasy, to prolong
                 the pleasure, but each second brought him closer to that glorious
                 'little death', when his loins would practically explode with the
                 delicious pleasure that was building to an unbearable level.  His
               hands clenched the chair even tighter, his legs stiffened against the
                sensory overload that was just a few seconds away.  His loins thrust
                 desperately within the mouth and the clenched hand, and the moment
                                              arrived.
                     Shardin's roar shook the room as he came within the mouth that
                still sucked and teased, the hand that still pumped and squeezed. He
                  shot his semen again and again into the mouth, and the spasms of
                  ecstasy with each ejaculation rocked him to the very core of his
                being.  The mouth and swirling tongue continued to milk every last,
                 shuddering drop from his jerking penis.  And still the hand firmly
                clenched, and the other hand stroked and tickled.  His roars changed
                    to panting, breathy groans, and his arms and legs went limp.
                       The mouth now remained soothingly still, as it covered his
               softening shaft with warmth.  The hand also remained still, no longer
                pumping, only holding his penis gently, absorbing the small, jerking
               aftershocks.  The other hand very slowly massaged his balls, no longer
               tickling or teasing.  He basked in the warmth emanating from the mouth
                  and hands, as his panting gradually subsided.  His eyes remained
                closed; but gently, his hands reached out and stroked the head with
                 the slightly shaggy hair, acknowledging the boy's presence for the
                 first time since he began.  He gave the boy's head an affectionate
               pat, and caressed the hair back away from his face.  Finally, opening
                   his eyes, he grinned at the boy.  The mouth slipped off of his
               penis,and Amri lowered his eyes modestly and then rested his forehead
                  on the large, soft balls of his captain.  He was a little out of
                 breath as well.  Zarth stroked the boy's hair gently for a minute
                 more, allowing him to rest in that intimate position.  "You know,
                 Amri, I could easily grow addicted to such exquisite pampering as
                                     this," he murmured softly.
                     "So could I, my Lord," Amri replied, and softly kissed the two
                                        pendulous testicles.
                     Shardin slowly pulled the boy up and away from his groin, and
               said, "Would you like me to show you a pleasure that will be even more
                addicting, boy? Would you like me to repay you with my own brand of
                                             ecstasy?"
                     "Oh, yes master!" Amri whispered, wide-eyed with curiosity and
                                            excitement.
                   "Then come, sit here and lean back against my chest, and relax." 
               The boy quickly stripped all his clothes off, leaned back against his
                         captain's chest, and spread his legs lasciviously.
                         Shardin chuckled.  "You do believe in making yourself
               comfortable, don`t you, Amri."  The boy blushed and grinned up at the
                                           large man-cat.
                     "I like to feel like I'm completely at your mercy, master. You
               could make me feel good, or you could punish me, and in this position
                                       I would be helpless."
                    "I understand.  I have no intentions of punishing you, but if I
               ever do, I'll make sure you're in this position!" he grinned wolfishly
                 down at the boy.  Then he put one hand on Amri's forehead, and the
                other on the boy's already erect cock.  Slowly, he began pumping it,
                  as his brain began to send very small spurts of energy into the
                 pleasure center of the boy's brain.  He had decided that he would
                build the pleasure up as slowly as he could manage, so the boy would
               squirm and thrust and moan with ecstasy as long as possible.  When he
                finished with this shaft that lay throbbing in his hand, it would be
                       more thoroughly satiated than it had ever been before.
                    Slowly, relentlessly, he played the boy's mind and cock with the
               virtuosity of a true master.  Minute after minute, he pulsed tiny bits
                 of energy into the boy's mind, and pumped slowly, steadily on the
               engorged organ while Amri moaned and rotated his pelvis, and his hands
                  clutched the muscular legs of his master/captain.  The pulses of
                  energy increased, and the moaning and pelvic thrusts increased. 
               Shardin worked hard to maintain this high level of arousal for as many
               minutes as he could, but finally he could sense that the crest of the
                                  wave was approaching in the boy.
                    He poured energy into the brain at that point, and pumped harder
               on the now-frantic penis.  Amri cried out with the unbearable pleasure
                  that was coursing through his loins and spreading throughout his
               entire body now, in a way that it had never done before.  He stiffened
               into one intense, continuous thrust against the hand, and ejaculated. 
                Shardin continued the energy for one more moment before withdrawing
               his mind, and felt Amri clench and cry out again with the intensity of
                 the orgasm he was enduring.  His penis continued to spurt out the
                white, thick semen in spasms, and his breath came in ragged gasps as
                he continued to try to ejaculate even after the last drops had oozed
                                                out.
                      Shardin held the boy's pulsing shaft until it had exhausted
                 itself, then reached down and gently massaged the balls while his
               other arm reached across Amri's chest, firmly holding the boy against
                   him.  Amri panted hoarsely and let his limp body rest against
                 Shardin's, and reveled in the comforting embrace. Exactly when he
               drifted off to sleep, or how long he slept, he wasn't sure.  But when
               he woke up, he was curled up almost into a fetal position in the arms
                 of this strong, kind man-cat who had given him the most wonderful
                                  orgasm he had ever experienced.
                     Shardin smiled down at Amri as the boy yawned and stretched in
                his lap. "You know something, crewman?  This haircut of yours is not
               at all regulation.  See that you get it cut properly before I see you
                        again, if you want to stay on my good side, mister!"
                       Amri looked up quickly, and saw that Shardin was grinning
                 mischievously at him, and smiled back as he got to his feet. "Aye,
               sir!  I'll have it cut right away, my Lord.  Am I dismissed now, sir?"
                    he asked as he hastily got dressed and his captain stood up.
                     "Any time you're ready, crewman," Shardin said, still grinning
                                    as he towered over the boy.
                     Amri gathered his nerve as he turned to leave, and stammered,
                      "Uh, thank you, sir, for...well, you know what for...."
                      "And thank you, my lad, for a memorable evening."  Shardin's
                  expression softened to one of gentle affection, and Amri felt a
               playful pat on his rear as he turned to go.  He knew he would be back
                                           here again....
                                            Chapter 10.
                    "My Lord, a message is coming in from a crewman on the planet," 
                the communications officer announced to Lord Shardin as he monitored
                                            the bridge.
                        "Put him on," Shardin growled, looking slightly worried.
                    "Captain, this is Lieutenant Stoltz.  We have a problem. One of
                          our female crewmembers has just been kidnapped."
                     Shardin emitted a curse that sounded more like a snarl. "Damn
                it! The very thing I was afraid would happen!  How did this happen,
                                mister, and which woman is missing?"
                       "Sir, it's Merina who was kidnapped.  She and Nichols were
                walking through the park just about dusk, and someone knocked him on
                the head from behind.  He says he woke up just a few minutes later,
                 according to his watch, but that Merina was gone.  He reported it
               immediately, and we've already begun establishing a perimeter, to keep
                             anyone from getting her out of the area."
                      "Good work, Stoltz.  I'm sending a full security squad down
                 immediately, and we'll also do some heavy leaning on the planetary
                         government--such as it is.  Carry on, Lieutenant."
                    Shardin leaned back in his chair for a moment, his eyes flashing
               with anger.  He thought about Merina, one of the most attractive women
               on the ship, with her honey-blond hair falling around her shoulders in
                   ringlets, her warm brown eyes, and her lean, shapely body.  He
                silently vowed to get her safely back, or his ship would circle this
                miserable planet forever.  He would not leave her here.  After this
                       moment of solemn contemplation, he sprang into action.
                    "Lieutenant, get me Admiral Diergov at Fleet Headquarters.  And
                 get Lords Hamoori and Selhim from our sister-ships on-line too, so
                 they can find out what's happened."  Shardin stood, and paced with
               tail twitching as he waited for the Admiral.  Finally, the connection
                                           came through.
                      "Admiral Diergov here.  What is the problem, Lord Shardin?"
                     Shardin filled the Admiral (and the two other captains of his
                Wing) in on the abducted crew-woman, and requested permission to use
                force against the planet if necessary to get the woman safely back.
                    "Absolutely, Captain.  We have to make an example of this planet
               to the rest of the galaxy.  If they get away with stealing one of our
               crewmembers this time, none of our people will be safe on Orionis.  Or
                on many other similarly corrupt worlds.  Your wing will remain over
                Orionis until the woman is returned.  Use whatever methods seem best
                          to you, to get her back.  Admiral Diergov