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Zack didn't have a problem with teaching Millie in the classroom, and they were able to keep their affections for each other quiet enough that they weren't at risk of getting caught in the middle of anything. If they were truly worried, all he had to do was pull out a key, lock the room, and keep the lights near the back off so that no one would ask any questions.

He wouldn't be so protective of a pet, normally, but after she'd transformed in such a permanent way, he was worried about the questions that others might ask, and he was already getting plenty of questions about why the quiet girl near the back of the class was always wearing a hoodie when she came in, anymore.

"I'm starting to think that the public lessons just aren't cutting it for you anymore, honestly."

At the heart of the matter, Zack was taking advantage of his position as a teacher to find more sophisticated people to share his time with, having grown tired of taking home drunks from the tavern he managed. His short tenure as a professor had only produced a few results, but his time with Millie was creating a genuine bond between them, even if he was having trouble putting his finger on why that was the case.

Right then, his fingers were stroking through her fur as he plowed into her body from behind, keeping her trapped over the edge of his desk.

"If you only come in here because you think you're going to get fucked for attending my class, there's no real incentive for you to learn anything," he pointed out. "And if you don't have that incentive, you won't retain any information. Believe it or not, I do have to give you a letter grade for this course, and it looks worse on me if you fail than it does on you...being a new professor and all."

His tone was conversational, bordering on nonchalant, even when Millie found the desk scraping the ground beneath their bodies. "You...y-you'd actually fail me? After everything I've done for you?"

"You say that as if you don't think I've done a lot of covering for you, kitten. Most professors would have convinced a student to drop the course by now, if their grades were slipping as much as yours have. I've only let you stay because of the entertainment you provide me after class, but it would be irresponsible of me, as an educator, to let you keep carrying on this way. You need to prove that you've learned something."

His paw hiked up the underside of her thigh and lifted it around his hip as he drove into her with a firmer gait, making it that much harder for her to keep up in conversation.

"And h-how am I supposed to..._nnf...right there..._how am I supposed to d-do that?"

"For starters, you actually have to start paying attention in class, instead of daydreaming about my cock the entire time; I've actually caught you drooling back there," Zack muttered. "But your test scores tell me that studying a little harder isn't going to be enough...not if we use traditional methods. We need to try something new to make sure the material sticks."

Millie was panting over the middle of the desk, rolling her cheek against the soothing wood as the throes of orgasm stole her voice away.

"Since you're too busy cumming to ask me what I've got in mind...let's just say that you'll be getting some private tutelage from yours truly," Zack informed her. "But my personal methods are untested, as far as traditional schooling is concerned; I'm going off previous results that have less to do with academia, and more to do with simply obeying me. Hopefully nothing gets lost in translation."

Messy trails of arousal soaked the side of the desk as Millie trembled beneath her favorite professor, eager to find out what he had in mind: as long as she was allowed to stay in his class, she was up for just about anything.

**

Most of Zack's captures were taken back to the small, crappy apartment that he kept on the far side of town, away from the bar that he worked at and even further away from the comforting lights of the university plaza.

He didn't like to specify why he preferred that locale to the one that he whisked Millie away to, but she could see the discomfort in his step as they walked up the front stairs of a mansion that was tucked away in the reaches of suburbia. The lights were all off until he activated them externally from his smartphone, and the doors, seemingly on his arrival, opened in anticipation of him getting there.

Despite that, there was no one inside, and somehow, the place was kept in immaculate shape, sparkling so clean in the front entryway that it looked as though no one had touched the floor in days.

"You...you live here?"

"I grew up here," Zack admitted. "I moved out of this shithole as early on as I could, but now, my sister and I split the place. It's large enough that she could be here right now...and we'd probably never notice, which is for the best, considering what we're about to do."

Millie was still taking in the marvel of the limestone floors and tall, oak staircases that rose to meet the exposed walkways of the second floor, when she noticed Zack walking straight ahead and through the grand entrance. He had no concerns for the grandeur of the home, and his expression was already impatient as he reached the door to the basement.

Of all the doors she could see from the front of the house, it was the smallest and most unremarkable; something about the presence of it gave off a sense of foreboding that made her nervous to follow him through.

Just being around him kept her nerves on edge, knowing the rumors of what he was really capable of...but this was the first time that she hesitated to follow him, as he began walking down the stairs without her. She felt as though someone was watching her as she stood in the grand entrance, and as the sensation made her skin crawl, she skittered across the hall and hurriedly followed Zack down the tall, spiral staircase into the basement.

"It's chilling up there, isn't it?" he asked, snickering to feel her warmth so close to his back. "That's why I spend most of my time here in the basement. It's...warmer, somehow."

Millie was glad she didn't have to hide her sheepish grin. "And here I thought that was just the heat coming off of you!"

"Everyone used to say that I was the coldest thing in this house," Zack recounted, "But this is no time for a walk down memory lane...at least, not my memory lane. We're here to see if my methods in bondage can actually teach a person to retain concepts, kitten."

As they reached the landing of the basement, overhead lights flickered into life and illuminated the delicately appointed area: around a conversation pit that was dug into the floor, lifted couches and assortments of pillows became the focal point of the massive, open area, but to the side was what Zack often considered his workshop, now that the rest of the basement went unused more often than not.

The assortment of ropes, straps, leather, toys, chains and paddles would have been a buffet for even the most discerning dominatrix, and on seeing how many things she could be subjected to, Millie trembled with an alchemic blend of nerves and arousal.

"The baseline of my theory is simple: information passed to the mind under average duress is processed, and once used, it fades away...but information passed under extreme duress is burned into the memory of the person, so long as they're experiencing similar conditions to when they learned that information. It's rather similar to state-dependent memory, as observed in troubled alcoholics."

For having the reputation of being a mindless sex machine, Zack was quite the educated man, and his access to a mansion left Millie questioning what she really knew about him; he was doing plenty to reinforce the stereotypes, however, as he turned around and gripped her by the front of her top.

"I've rigged up a few experimental tests that will allow me to gauge the effectiveness of this kind of teaching method on you," he told her, as he pulled her body over to the corner of the basement with a single paw. She knew better than to resist him by that point, but even if she'd dragged her feet, she could feel strength enough in his grasp to yank her along by the shirt, if necessary.

"I'll put you in a number of different rigs, and each time, as your body comes under physical and sexual duress, I'll feed you information about upcoming subjects in class. Come Monday, when class meets again, a simple vibrator in your panties will be more than enough to trigger the memories of what happened here, giving you an unfair advantage over the other students."

"And...if this doesn't work?"

"Then we'll try it again, with more painful methods of duress...until you get it right, or we prove that my methods just aren't up to snuff."

She didn't dare to suggest that his teaching wasn't up to par, assuming that even the first of his rigs was going to push her to the limits of what she could handle.

"You'll want to strip out of those clothes; the last girl I tested on this particular rig came so hard that she peed herself."

Millie gulped and immediately nodded, pulling her t-shirt up over her head and letting the fabric go limp in his grasp.

**

The elements all came together quite well, despite Millie's concern about seeing all of them separately.

A vibrating wand was sitting between her legs, already pressed to the bare flesh of her mound, but it wasn't buzzing just yet. Overhead, her arms were tugged up and bound together at the wrist, before that rope met with another, letting her effectively dangle from the ceiling.

Her feet could just reach the floor and stand flat, but even that was proving difficult, and adjusting would be even harder, given the metal bar that forced her legs to stay apart.

"We're going to start with something easy," Zack explained. "I'm going to tell you the year of an event: that year being 1632...the year that John Locke was born, in the eighth month. We'll be talking about him a lot next week, and I want to see how well you can retain information about him."

It was by far the kinkiest lesson that Millie had ever endured, and to that point, she'd only been stripped of her clothes and bound. "What's the test, exactly?"

She heard the buzz and immediately squirmed, but she couldn't bring her legs together to push the toy away from her petals: the spreader bar refused to move.

"Multiple choice: was John Locke born in 1362, 1263, 1632, or 1633?"

Millie didn't think her mind would lose the information that easily, but she was losing focus from the feel of the vibrator. If she moved up onto her tiptoes, she could just put her body out of reach of the wand, but the air near the end of it was still tickled by the rapid vibrations, forcing her to feel something no matter how tall she stood.

"1632," she replied, looking confident.

"Like I said...an easy start," Zack reminded her. "Now...what month was he born?"

He'd intentionally softened his voice when he mentioned the birth month at the end of one statement, making it seem less important than the rest of his words.

Millie was sure the deck was stacked against her, but she didn't realize that he was able to see such flaws in the way that she listened in class: he'd taken all the notes he needed.

"M...May?"

Pushing the other end of a lever, Zack lifted the end of the buzzing wand into Millie's petals, forcing her to contest with the pleasure of the act, even when her legs were fully extended. She bit her lower lip and stifled a gasp the best that she could, but she knew she wouldn't be able to stay that upright for long.

Lowering herself at all would force her to scream, and Zack was grinning at the idea of his eventual victory.

"Off by three months...that's three full seconds on the toy," he explained, as he slowly eased the lever away. As soon as she could, Millie relaxed her legs and stood still, but that was just as much of a mistake as she hit the toy once more, meeting its original position. "If you pursued knowledge as much as you pursued that toy, you'd probably know the answer already!"

Millie would have complained that the rig was unfair and imbalanced, if she weren't trying to bite a hole in her own lip. She couldn't allow her calves to rest for even a moment, lest she risk her womanhood settling against the toy once more.

Looking down between her thighs for a moment and seeing how much moisture she'd already spilled on the end of the wand, she began to believe Zack's story about the last test subject.

"Okay, t-then it was February!"

"Three months in the wrong direction," Zack dashed her hopes at relief as he pushed the end of the lever once more, forcing the vibrator into her crotch. Even when she went as high as she could reach on her tiptoes, she couldn't escape the violent buzzing against her slit.

Her knees turned in, but couldn't get close enough to each other to knock, as much as they wanted to.

"August! August!" she cried out, but even when she finally provided the right answer, she felt the pressure of the vibrator against her body, forcing her thighs to quiver around the head. "It h-has to be!"

Applying real pressure to the end of the toy for the first time, Zack forced the end of the wand up hard enough that it threatened to _penetrate_the tortured feline; she'd finally gotten the right answer, and Zack wanted to make sure that the height of her sensations would coincide with the memory of the right month.

For being such a cruel and unforgiving master, he was doing a wonderful job of sticking to his guns when it came to his new teaching method.

"Took you three tries to get it right, but you finally figured it out...for your sake, I hope it doesn't take you that many tries every time," Zack warned her. "I don't keep any cleaning supplies down here, and you're already threatening to make a puddle down there...not that I'd let you get away with leaving behind such a mess."

There was only one proper tool that Millie could use to clean up such a lewd puddle, and though she trusted the place was as sparkling clean as it appeared, she didn't relish the idea of dragging her tongue across the tiles.

"I'll...k-keep trying to improve," she offered, as the toy was slowly lowered away from her body again. Just the few strikes that it made against her flesh had already weakened her legs, and as her tiptoes gave out, she found herself sitting on it once more, even when it was dropped to the lowest position.

As much as her mind was being worked, her body was being exhausted in equal, if not greater measures.

"You say that, and yet, you seem to think that you're on vacation," Zack accused her. "You're not even trying to move your body off of that toy!"

Squirming, writhing and doing anything she could to push the wand away from the bottom of her clit, Millie understood the meaning of being helpless when her greatest efforts ended in her settling on the toy in such a way that she wanted to drop to her knees; the rig wouldn't allow her that kind of mercy.

"I...c-can't get h-high enough!" she tried to explain, feeling a cramp in the base of her toes that was only tolerable by virtue of the pleasure running through her body.

"I can see that," Zack replied dryly. "I didn't realize that just a few minutes of standing on your tiptoes would be enough to break you...at least you have better bladder control than the last one."

The greatest surprise of all was when Zack reached above her head and unclasped her bound arms from the ceiling, allowing her to stand flat on her feet once more. He didn't remove the spreader bar, but the sudden drop onto the toy brought her right to the verge of climax; she knew better than to expect such mercy from the Doberman, however, and wasn't at all surprised when she was tugged back from the spot.

"You're twitching so much that I fear any further contact will get you off," he observed. "And with an emphasis on your orgasm being mind-blowing...you probably won't retain anything if I allow you that kind of pleasure. We're going to have to switch gears a little bit..."

**

Every rig in the basement was the kind of machine that could easily bring someone untold pleasure, if it were modified in the slightest.

Instead, they'd all been modified in the opposite direction, finding new and unique ways to keep the bodies of the entrapped on the verge of a climax...or, in the more sinister machinations, on the verge of crying out in the most blissful kind of pain.

"The very peak of your sensations is what we're after. Information delivered to you at those moments in time is more likely to be retained...at least, that's what my theory would suggest."

"You couldn't have found another student to practice these theories on?"

"Go ahead and pretend that you're not enjoying this, kitten. We both know you'd love nothing more than to be strapped back up to the ceiling and held against a wand until you squirted all over my nice, clean floor..."

Millie thinned her lips; she knew she'd been called on her act.

"Unfortunately, I maintain that bringing you to orgasm would have started us back over at square one, so...let's move onto the next machine and the next portion of the test."

"I can hardly wait," she whispered, her eyes rolling.

Her arms remained bound behind her back, but this time, an extra strap went between her wrists and the spreader bar between her ankles. She was forced into a squatting pose, with only one rope involved in the whole arrangement: it held the tip of her tail and kept it lifted out of the way of her backside and her mound.

She found the pads on her shoulders to be a little concerning, but they were no worse than the long, thick plug that was lined up perfectly with her exposed tailhole, sitting perfectly in the gap between the spreader bar and her own body.

"If the situation was a little different, I could have moved the plug just slightly and turned this into something rather pleasurable for you, but...instead, you'll just be getting an excellent thigh workout while you learn a little bit more about ancient philosophers."

"I'm sure one of them has a serious, philosophical problem with the way you're teaching me."

"And if they were here to judge me, that would be my concern," Zack claimed. "Since they're not, your concern is keeping yourself elevated above that plug, so it doesn't get any closer to your ass. All you have to do is maintain that squatting pose; you can't get out of it, as you may have noticed, so I hope you've got practice with a squat rack. You've certainly got the ass to suggest it."

"And how is this supposed to help me learn anything?"

"Oh! I almost forgot," Zack joked. "See this switch in my hand? We're going to do a little true or false trivia about some ancient figures that we'll be studying next week. You answer correctly, and nothing happens...answer wrong, and the plug moves a little bit closer to you...while the pads add a little more pressure to your shoulders. Take longer than five seconds to answer, and I'll push the button anyway."

There was no way Millie could wriggle free of the machine: she could barely move to begin with. Getting speared on the toy seemed inevitable, but she was determined to prove she was up to Zack's level of dominant flair.

She wasn't the first, and wouldn't be the last to make such a foolhardy crusade against him.

"And the way to connect this to an in-class sensation would be...?"

"A butt plug, of course."

"So you expect me to fail?"

Zack tapped the red button, and the entire machine pushed her a little closer to the plug, as it moved toward her in turn.

"Failure is nothing more than a speed bump on the road of success, kitten."

She gulped, and downright panicked when he didn't stop the advancing toy.

"First question: Aristotle learned directly from Socrates...true or false?"

The process was already working; Millie even had a flash of confidence on her face as she shook her head. "False. He only learned using the Socratic method!"

The green button brought the entire rig to a halt, but it didn't take away the slow, rising burn in Millie's thighs, as she was forced to maintain a deep, hard squat.

"Glad you finally retained something," her instructor muttered. "Now, for something a little harder...Alexander the great learned directly from Plato. True or false?"

That information was a bit more obscure, and Millie allowed herself to be distracted: she could see Zack's finger dancing around on the switch even before her five seconds were up.

Just as she became sure of the answer, the machine began compressing on her, forcing her closer and closer to the plug. Even with the lubricant drizzled over the toy and the little bit that Zack had pressed into her pucker, Millie was fearful of that first moment of penetration; her composure was coming undone.

"Yes! I mean t-true!" she corrected herself, but as her eyes grew wider at Zack, he pressed the red button once more...and the speed of the advancing toy increased.

"Actually, Aristotle was the one who directly tutored Alexander the great," Zack told her. "Though Aristotle did learn directly from Plato, creating a lineage between them...the same lineage that goes back to Socrates, in fact."

She felt that he was just wasting her time with his explanation, but he had a theory that she'd retain those details a whole lot better, given the intensity of her stare. "Got it, thank you, next question please!"

The Doberman smirked. "I've never given into the demands of a single submissive...especially not a student of mine. That's a five second penalty for speaking out of line."

Seeing the plug so far away to start, Millie had a feeling she'd get at least one more chance to stop the machine, but her thighs were _ablaze_with tender pain, thanks to her forced squat. She quivered against the horrible spreader bar and shook with such force that even her breasts began to quake upon her chest, but she found no weakness in the machine: she was going to meet with the plug sooner or later.

She just refused to make it easy on the sadistic Doberman.

"I think it's probably been about five seconds," Zack claimed, knowing it had been closer to ten. "So, for your last true or false question...just like his teacher, Plato, Aristotle died of natural causes...true, or false?"

Millie wasn't sure that they'd covered the causes of their deaths in class. Her eyes were shrinking down to shaking dots as she watched Zack's unwavering composure: his grin refused to widen or given any inclination that he knew how close she was to receiving her next punishment.

Her maw just had a chance to open before the tip pressed against her tailhole and began easing it open...she'd never been so grateful for the natural taper of a toy.

"I...I don't...d-don't know," she began breathing heavily, panicked about her ability to relax when she was struggling with just the first inch of the invading toy. "Teacher, can I...c-can I ask a question?"

In his time, Zack had put so many submissive creatures through the proverbial ringer that he was genuinely sure he'd seen and heard every possible reaction they had to offer.

Right when things were starting to pick up the pace, Millie threw him such a hard curveball that he couldn't help a wider grin crossing his muzzle.

"...Very well," he muttered, pressing the green button on the switch. With just a couple of inches of the toy buried inside of his favorite student, the whole rig crawled to a stop, forcing her to contest with the toy while she tried to focus.

If his theory was true, he needed to give her the opportunity to actually learn something, and that meant the opportunity for a question every now and then.

"If I get this right, will y-you move the toy out of me?"

"No," he replied sharply. "First of all, you wouldn't actually retain the answer: the fact that you're asking tells me that you don't know it. Second, the sensation of relief doesn't carry the same kind of mental callous as the sensation of fear...so...give it your best guess, and we'll see how much more of the toy you have to contest with."

"Can I ask one more question?"

"Sure," Zack offered, even as he pressed the red button. More of the large, full plug began filling the poor feline, forcing her to gasp out a crying breath. "But this one is on the clock."

"What d-defines natural causes?!"

"Old age, and only old age," Zack calmly explained. "So...that's the basis for your answer."

Pushing down as hard as she could with her footpaws, Millie found her straining efforts were no good, but the struggle kept her from noticing the pressure of the toy as much as she had before.

It allowed her to focus just enough to squeak out her answer. "F...fuck... false!" she cried, unable to get her voice away from the most fitting curse she could think of.

Zack stood and watched as the toy continued stretching out her tailhole, forcing her to take more and more of the plug, until she was getting near the widest point of the taper.

Just then, he pressed the green button, granting her the mercy of knowing the full stretch of the plug; knowing him as well as she'd come to, she couldn't imagine such an unprecedented act of grace without a bigger punishment waiting in the wings.

"It was definitely a guess, but you guessed right...and while your ass is being stretched, you may be interested to know that he died of stomach disease," Zack explained to her, teaching her even as she continued to squirm and whimper upon her new throne. "Do your best to retain that knowledge, okay? That exact cause of death will be on the upcoming test at the end of next week...you might be able to sit properly by then."

She thought the plug was torture enough, and she wouldn't deny worrying about how sore she'd be in the morning, but she hadn't expected the firm, powerful SMACK of a palm against the underside of her ass, forcing her to clench up tighter than ever around the invading toy.

"The final portion of the test will be the essay section...and I had to get very creative to come up with a rig to help you train for that."

**

Every other machine, to that point, started with the ­threat of a method of penetration or physical contact. As much as she hated to admit it, Millie couldn't deny that each one of them showed a level of ingenuity that she simply hadn't expected from her favorite professor.

This one was more to the point, and though she had some hesitance about it, she knew better than to reject Zack when he aided her in sitting directly on the girthy, stout toy in the middle of a rounded, black cushion.

"Feel like it's in there firmly?" he asked, even when he could only see the tender nub of her clit, standing stiff and eager for the final test. "Need to make any adjustments?"

"Like you'd let me, even if I said so..."

"So you can be taught," Zack teased. "Since it sounds like you're starting to catch on, I'll let you in on a little secret about the essay test: to make sure that people aren't plagiarizing work, everyone is going to have to stand up before the class and deliver a speech, no less than five minutes, on a topic related to one specific philosopher."

In the face of everything else she'd already endured that evening, Millie gulped harder than ever at the idea of having to deliver such a pressured speech.

"You'll still have to turn in a written essay, of course, but the speech you give will have to be sourced directly from what you wrote. If your words don't line up well enough with what's on the paper...well, that's an easy way for me to know if you memorized your own work, or a Wikipedia page about whoever I assign to you."

"Will I be able to use the notes at the podium?"

"Was that a real question?"

Millie thinned her lips. Against the toy, she was already almost uncomfortably full, but she hadn't figured out what the trick of the current rig was, and her anxiety was starting to bubble over as she wondered about it.

Her arms stayed bound behind her back, clasped to a small hook on the back end of the cushion, and her ankles were strapped into the same place, leaving her utterly bound; she couldn't imagine any further consequences.

"Listen, p...professor-

"I'd prefer 'sir' or 'master,' but in this instance, I guess that term works..."

" Professor ," she remained defiant, "How is this supposed to help me practice for the essay?"

"Excellent question!" Zack addressed her from the front. The cushion was low enough to the ground that she was kneeling just at eye level with his crotch, and after being hidden from her all day, the bulge of his cock was finally just in her view...but far out of her reach. "Just start telling me everything you know about Socrates, and you'll understand soon enough."

Juices trickled down over the toy as Millie's submissive nature was given another order, but she was already struggling to focus. "Ancient philosopher, Greek, teacher of Plato, who went on to teach Aristotle...uh...uhm..."

Millie was familiar with the concept of sybian machines, but not with the actual force they were capable of producing. The toy buried within her began vibrating at such a high frequency that she went the distance from a bothersome tease to an overwhelming climax in the blink of an eye, and her entire body shifted as much as her straps would allow; she needed to suck in a deep gasp.

"It's auditory," Zack explained. "And very sensitive, at that. As long as you keep rattling off facts about Socrates, the vibrations will stop...but every 'uhm,' 'like' or pause will trigger the machine...and moaning will not get it to stop."

Revealing the trigger to Millie didn't do anything to keep a warm, gushing orgasm from leaking out of her body. She soaked the smooth, rubbery surface of the cushion as she continued writhing against it, unable to describe her pleasure through anything more than a squealing whimper.

For that being the case, the intensity of the vibrations was growing.

"The longer you stay silent, the worse this is going to get for you," Zack warned her. "You'd better come up with some more facts...unless this is your way of admitting that you've got nothing left to give?"

Her eyes were rolling back, her breasts were heaving as she tried to bounce with her limited range of motion, and tiny strands of drool began spilling from the corner of her lips as a whole evening of teasing finally reached the peak of the action.

Millie's mind was completely blank, so much that she didn't even notice the warm, drooling tip of a canine cock against her parted, quivering lips.

"There might be hope for you, after all...but even the best students need a break every now and then, don't they?"

His length slipped past her open mouth and into the back of her maw with ease. She gulped around the flesh, if only so she could keep breathing; she was controlled by her own pleasure just as much as she was by the sadistic Doberman above her.

As her entire body went stiff on the toy, she finally found the words to moan her praises for her favorite professor...but could manage nothing more than a gagging, muffled groan around the base of his cock as he invaded her helpless throat.