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Elena stayed pressed to his back, hands still gently pressing his breasts, pinching and pulling the nipples in time with every thrust.
Alex's hips snapped forward, his heavy breasts bounced with every movement. Elena's mouth found the side of his neck, as she sucked hard enough to leave a mark.
"Look at yourself, Ally," Elena spoke with a seductive voice, turning his face toward the mirror. "Watch how your tits bounce while you fuck her."
"Watch how wet she is for you."
The mirror showed everything, Alex's flushed face, the black lace of the discarded bra on the floor, his cock disappearing into Vara's pussy,
Elena's hands mauling his soft breasts from behind, as she stuck very close to him, moving her hips as he moved his hips into Vara.
Vara reached up and pulled Elena towards her down for another deep kiss.
Their tongues tangled while Alex kept thrusting. Then Vara's hand slid between her own legs and rubbed her clit in fast circles.
"I'm close, that's it…" She gasped against Elena's mouth. "Don't stop… Fuck me!! Harder!!"
Alex's control was slipping. Every thrust sent sparks up his spine. His hands moved towards Elena's breasts as she kissed Vara.
The Empress's voice purred louder. "Yes… Flood her… absorb all that energy…Become fully mine."
The sharp pleasure-pain pushed him over the edge, without even having time to think what might happen.
Alex came hard, cock pulsing deep inside Vara, thick ropes of cum flooding her insides.
The force of it made his knees buckle.
Vara cried out and clenched around him, her own orgasm ripping through her.
Her pussy milled his shaft, milking every drop. Elena didn't give him time to recover.
She pulled him out of Vara, spun him around, and pushed him down onto the sofa on his back.
His cock was still hard, shiny with cum and Vara's juices. Elena straddled his face, lowering her wet pussy onto his mouth.
"Lick me, nhhh!!" she moaned. "Clean me while Vara rides you."
Vara climbed on top, sinking back down onto his still-sensitive cock with a long moan.
She started bouncing, her large breasts swaying.
Elena ground against Alex's tongue, reaching forward to grab Vara's breasts, squeezing and sucking one nipple into her mouth.
The three of them moved together… Followed by wet sounds, gasps, the slap of skin.
Alex's hands found Elena's ass, holding her against his face while his tongue worked her clit.
Vara leaned forward so the two women could kiss again, messy and deep, while she kept riding him.
It was overwhelming for all three of them.
Elena came first, thighs shaking around Alex's head, a flood of her cum coating his chin.
Vara followed seconds later, slamming down hard and grinding as she climaxed again around his cock.
Alex's second orgasm hit like a wave.
His back arched. He spilled inside Vara again, less volume this time but just as intense.
The blue system panel at the edge of his vision flashed hard.
[ Feminization Progress: Phase 2/9 (Ecdysis) - 94.32% ]
He barely registered it. Elena slid off his face and leaned down to kiss him, tasting herself on his tongue.
Vara stayed seated on his cock, gently rocking, both of them soft and spent and still touching.
"We're not done," she whispered against his lips. "It's my turn to get fucked… This time I want you to come inside me!!"
Vara laughed softly, leaning down to lick a stray drop of cum from Alex's chest.
Alex's cock twitched inside her, already starting to harden again under the influence of his own leaking pheromones and the Empress's quiet, satisfied laughter in the back of his mind.
There was no going back now.
Alex's cock slipped free of Vara with a wet sound, and a few drops of his cum flashed out.
Thick strands of cum stretched between them before breaking. His chest heaved. The soft weight of his breasts rose and fell with every breath.
Elena didn't give him time to think.
She swung one leg over the sofa and dropped onto her hands and knees on the sofa, ass high, back arched.
Her heavy breasts hung down, full and soft, nipples still stiff from everything they had already done.
She looked over her shoulder at him, blue eyes dark with urgent need to be filled.
"Come on, get behind me," she begged, voice rough. "I want that cock inside me. Now."
Vara crawled underneath her without being told. The Half-Elf lay on her back, head between Elena's open thighs, face turned up so her mouth could reach Elena's wet pussy.
Her own legs spread wide, pink folds already glistening again.
Alex moved on shaky legs. His cock was still hard, shiny with their mixed juices, the head flushed dark.
He stepped up behind Elena, hands settling on the soft curve of her hips. The tip of his cock dragged along her soaked slit, up and down, teasing the entrance.
Elena pushed back against him. "Please don't tease. Just put it in."
He thrust forward.
The tight, hot squeeze of her pussy swallowed him in one smooth stroke.
Both of them groaned. Elena's walls clenched around him, wet and greedy.
Alex's hands slid up her sides and under her body, cupping her heavy breasts from behind. His fingers sank into the soft flesh, thumbs brushing over the stiff nipples.
"Fuck… you're so tight," he breathed, voice high and shaky. "Your tits feel so heavy in my hands."
Elena rocked back to meet every thrust. "Harder. Squeeze them while you fuck me."
Alex's grip tightened. He kneaded her breasts with slow, firm pressure, rolling the nipples between his fingers as his hips moved back and forth.
His own soft breasts bounced with every movement, the sensitive tips brushing against Elena's back.
Underneath them, Vara lifted her head and dragged her tongue along Elena's stretched folds, right where Alex's cock stretched her open.
She licked around the base of his shaft, tasting both of them, then sealed her mouth over Elena's clit and sucked.
Elena cried out, arms trembling. "Oh god, Vara, right there…!!"
Vara hummed against her, the vibration making Elena's pussy flutter around Alex's cock.
One of Vara's hands reached up and found Elena's hanging breast, squeezing and pinching the nipple while Alex worked the other.
Their fingers brushed, both of them fondling Elena's soft flesh together.
Alex leaned over Elena's back, his own breasts pressed to her spine, still thrusting deep.
His mouth found the side of her neck. He kissed behind her ears and back of her neck, while his hands kept pressing her breasts.
"El, why do you feel so fucking good," he muttered against her skin. "So tight… every time I push in, your pussy squeezes me."
Elena's reply came out broken. "Don't stop. Keep fucking me. Play with my tits harder."
Vara pulled her mouth away just long enough to speak, lips shiny. "She's dripping all over my face. Keep going, sweetie. I want to feel you pound her while I eat her out."
She dove back in, tongue working Elena's clit in fast circles. At the same time she reached between her own legs and rubbed herself, two fingers sliding in and out of her wet pussy with soft, wet sounds.
Alex's thrusts grew deeper, harder. The soft weight of Elena's breasts filled his palms completely.
He lifted them, squeezed, let them drop, then caught them again, thumbs circling the tight peaks.
Every time he pinched, Elena's pussy clenched harder around him.
The Empress's voice slid through his mind, pleased and lazy. "Look at you. Fucking your cousin like a beast while another woman licks her open."
"Your body was made for this… Stop denying your true nature!!"
Alex's hips stuttered. The sudden voice sent a spike of fear through him, but the pleasure was too strong.
His own breasts ached, nipples rubbing against Elena's skin with every thrust.
Pre-cum leaked from him in steady pulses, mixing with Elena's wetness and dripping down onto Vara's waiting tongue.
Elena reached back with one hand and grabbed his hip, pulling him deeper. "Harder. I want to feel every inch. Squeeze my nipples when you come."
Vara's free hand slid up and found Alex's hanging balls, gently rolling them while she kept sucking Elena's clit.
The extra touch made Alex's cock twitch hard inside Elena.
"I'm close," he gasped. "Elena… I'm.. I'm cumming!!"
"Come inside me," Elena ordered. "Fill me up while Vara tastes it."
Alex's rhythm broke. He slammed forward one last time, burying himself to the hilt.
His cock pulsed hard, thick ropes of cum flooding Elena's pussy. The force of it made his knees weaken.
He kept squeezing her breasts, fingers digging into the soft flesh as the orgasm ripped through him.
Elena came right after him, walls clamping down in tight waves.
A rush of wetness spilled around his cock and onto Vara's waiting mouth.
"Mhnnn!!" Vara licked it up greedily, moaning as she swallowed their mixed juices, her own fingers still working between her legs until she shuddered through her own climax.
Alex stayed buried deep, chest heaving against Elena's back, hands still full of her soft breasts.
His thumbs kept stroking the stiff nipples even as the aftershocks faded. Vara's tongue slowed, gently cleaning Elena's swollen folds and the base of Alex's cock where they were still joined.
Elena's arms finally gave out. She lowered herself onto her forearms, ass still high, keeping him inside her. Her voice came out soft and satisfied.
"Don't pull out yet. Stay right there."
Alex's cock twitched inside Elena at the words. The system panel flashed once more at the edge of his vision.