The redhead's cry on top of the mercenary echoed around the room a bit as her huge mounds got slapped before being played with by Rahs. Her bouncing breasts were stopped from moving too much by his hands that kneaded them to only increase Ryu's pleasure dramatically. The tendril at her exposed lips also worked to drive her to the climax quickly and soon Ryu let out a cry that announced her orgasm just like her trembling body and wavering pace did as well. After she recovered from her orgasm and felt her slightly weakened body, the redhead didn't stop with the moderate pace she used to please the mercenary. That's how slowly but surely his own pleasure was rising, reaching even to greater heights due to that very pace. His large cock was almost on flames, throbbing again inside of Ryu as another load of his semen traveled through his loins to the muscles of his cock. As his orgasm hit him, his hands closed around Ryu's breasts, squeezing them as jets of cum shot into her ass again, only filling her rectum with even more of his sticky and hot liquid.

The pressure inside her rose even higher than it already was with the stuck liquids and the thick cock spreading her walls. The new amount of semen only worked to please her lust, the cum still not able to leave her anus and accumulating inside her. At the same time, Ishtar had to deal with an orgasm of her own as all of her holes were being fucked by the tendrils around her body. Her muffled moan was strong enough to even rival her lover's and her back arched considerably as her body was overwhelmed with pleasure. After her orgasm died down and she was left with its aftershocks, however, the tendrils didn't quite stop thrusting into her, only kept a steady, and slightly slower, pace to keep her high as much as they could.

Ryu spent a moment to watch Ishtar and the incredible way she orgasmed again while the red head herself got filled up with another load of his hot and sticky cum, his pulsating rod still buried in the passage between her buttocks. She whimpered in pleasure as he squeezed her sensitive and huge breasts with such firmness and as the pain spread through her, the high pressure felt amazingly pleasant as the warmth stayed there as long as his cum would be trapped within her. The tentacles kept thrusting into the body of her lover, filling each of her holes which would only mean the mercanery wasn't done yet.

As the red head began to recover from her climax she set up a comfortable rhythm again, at least for him while her body rose until nothing but his tip remained inside and simply dropped down again to increase the pressure within her to let the pain spread. Ryu appeared to be in a state of pure bliss while she performed such actions though she would likely protest if he wouldn't trigger her this way. Her palms rested on the floor to support her stance as she cried out in agony again though this meant it satisfied her, her eyes investigated her lover all the time as her body got penetrated on the floor like a love doll.

Ishtar 's body writhed a bit as the orgasm died down. She still had tendrils in all every location though they were moving in an out of her a bit slower. There was little she could do to resist the tentacles that entwined around and in her. More importantly she didn't want to resist. The blue hair student could only sit there and moan as she felt the thrusts into her body.

She looked up as she heard a cry of agony from her lover. However, the expression on the red head face was total different. She had the look of total bliss as she continued to please the alien that had taken both of them. Still when the the two lover's eyes met, they simply couldn't take their eyes off each other despite what was going on to each of them.

She had came twice with the abuse against her rectum and it seemed that Ryu enjoyed the feeling so much that she didn't doubt in staying impaled on top of Rahs as more of his hot semen was shot into her. She had stayed in the aftershocks of her climax, whimpering with bliss and her mounds being kneaded and as she came down from the high, the redhead resumed a steady rhythm. With the increased amount of cum within her, it only brought her more pain and pleasure, a technically endless cycle of pleasure for her. As she left only his tip inside her ass, the white liquid slid down her rectum and as she let her weight do the rest, the sudden thrust of his cock not only spread her walls apart but the liquid as well increased the pressure against her passage as it rose higher into her. The pain increased but so did her bliss as her red eyes could only keep staring at her lover.

If she had no reasons to get down from where she was, then Rahs would have to come up with a way to once again make Ryu's brain putty with another climax. However, her own lover would help him once more. Ishtar, who remained with all of her holes penetrated, was slowly moved to a sitting position thanks to the tentacles around her. The tendril in her mouth withdrew, only to be gripped by her own hand which was manipulated to some extent by other appendage. Her boy was positioned between Rahs' and Ryu's legs with the tendril in her hand increasing in size. It was no doubt that her intended target was the exposed flower of her lover as the tendril that massaged her folds moved away to let Ishtar play with her. However, the tentacles inside Ishtar's sex and ass were still thrusting swiftly into her, Ryu would feel an increased pain in her rectum as well. Rahs had started to use his feet to push his hips in accordance to Ryu's and increased the strength with which she was impaling herself.

Ryu was eagerly anticipating the things he could do with her blue haired beauty as the tentacles forced her to move in a better position, at least for the red head to boost her lust once more as the desired view came closer. In her partly hypnotic trance created by such intense pleasure she barely noticed that the tentacle in the student's mouth withdrew and would have to replace the one rubbing her own folds, the first time she managed to wake up again occured when the tentacle retracted from her lower lips. Another passionate cry escaped her as the thrusts became stronger thanks to the person she rode at that point.

Her upper body leaned a bit forward thus working on him would be easier, but he kept the constant kneading an molding of her sensitive breasts which would lead to another inevitable climax sooner or later. With no idea what Ishtar would do while being so close to her she kept impaling herself on his shaft, every thrust let her cry and gasp in agony and bliss. She wasn't even ashamed of being so close to Ishtar and the fact she enjoyed it, the blue haired student seemingly gave up her resistance a while back and enjoyed the sheer pleasure those tentacles spent. Her hand wanted to reach up but failed to do so and supported her stance while she performed her painful ride with passion.

Ishtar could feel her body being lifted as she was made to sit up and move forward to Rahs and Ryu. As the tentacles pushed the blue haired closer to the two bodies, a tentacle pulled away from her mouth. Ishtar gasped for a second and let out a moan as she felt the tendrils in her flower and rear continue to do their work. Soon she felt a tendril pull her hand in front of her as the tentacle that was in her mouth, moved into her hand and increased in size. Subconsciously, she began to rub the tendril to stimulate it. As she did so she realized she was placed between her lover and the mercenaries legs.

The tentacle on her lover's nether lips, inviting the blue haired student to do something. Slowly Ishtar moved her hand up to the Ryu's flower and pushed the tendril slowly inside. Once she was sure it was going on its own, Ishtar moved her hand to flower's lovely button and began to rub it. Ishtar let a soft moan as she felt the thrusts inside continue their fast their pace. Still the blue hair student wanted to move her face a bit closer to her lover's flower.

Rahs could almost feel the anticipation of the redhead as she looked how Ishtar was moved closer to them. She probably thought that she would get a great view while impaling herself on the hard cock spreading her ass to its limits, but soon she would notice that her lover would assist her in reaching another one of her orgasms since she seemed so eager to enjoy the moment. But even as Ishtar was positioned between them, Ryu could only moan as the thrusts inside her rear increased since the mercenary began to meet his own hips with hers with strength.

Once Rahs knew that the tendril has been pushed inside of the luscious redhead, the appendage started to move on its own inside her. Instead of fucking her cunt with the increased size all the time, once Ryu got used to it, the tentacle grew smaller, almost like a small wire, and coiled around, wriggling inside her and with its more careful nature it would send shocks after shocks directly to nerves in her walls, including her g-spot and the area near her cervix. After that, it would increase again and thrust into her normally before repeating the transformation. His hands then caressed and bounced her huge orbs before Ishtar just before the blue haired beauty was let to go down towards Ryu's flower.

Ryu let out a deep and low moan as the tentacle had been pushed inside her by Ishtar, the action partly stopped her movements as the sensations where overwhelming and the blue haired student began to rub her erect nub. Her current state however made the pleasure rise to its limit, the sudden surprise of having the tentacle inside her at such a small size while it sent currents through her sensitive nerves. The red head cried out with glee as a row of shocks hit her before the tentacle transformed again and thrust into her velvet tunnel. Sheer pleasure and the inevitable result made her mind turn almost blank and desire nothing else but pleasure, and at this point she began to move again though he had thrusted into her all the time.

Other moans accompanied the ones of her lover as he let her breasts move almost freely and caressed them every now and then, but surprisingly he allowed Ishtar to approach her flower once more. She glanced down at her secret place as the beauty would be able to do everything to her she wanted to, likely to her benefit. One hand reached out for the student and brushed against her hair once before her own thrusts forced her to use it as a support for her stance again. As aroused as she was her love juice would cover the area and the tentacle simply helped to make her lower lips much more appealing as it spread them just to reduce in size and let them relax. "Nhn... Go ahead, Ishtar... Ahnn... try some..."

Ishtar watched for a moment as her lover began to react to the tentacle inside her. Ryu looked absolute beautiful as she froze in place as she feel all situations. As the red head cried out, Ishtar was aware of the thrusts of the tentacles inside her as she struggled to hold back to pleasure threatening to her you.

Ishtar wanted to take part in pleasuring her lover, she leaned foward as she tried to get close to Ryu as possible. As she leaned forward, Ishtar could feel her lover's caress as her hand before the redhead was forced to use it to support her from Rahs thrusts. Ishtar let out a soft moan as one of tentacles thrusts was more than she could hold out against. Then she leaned forward to taste of her lover.

The kneading of her huge, soft and tender breasts, the thrusts into her ass, and the tentacle inside her cunt fucking her hard only to reduce in size and fill her nerves directly with electricity along with Ishtar's rubbing of her sensitive nub seemed to be finally cause the luscious redhead to be paralyzed with pleasure. She had lifted and impaled herself all the time but once her lover got involved, it suddenly was too much for her and her body froze temporarily before she started to move once more in accordance to the mercenary's thrusts.

Ishtar seemed to admire the beauty of her lover too and before leaning forward to taste her juices, she just looked at that amazing view she had just inches away from her face. Ryu had encouraged her to go ahead and taste her juices, and just when Ishtar was about to, Rahs then made the tendril keep its thin and small form, letting the blue haired beauty have most of her flower's lips for herself. The appendage just stuck to the lower part of her slit, and just like before it extended and coiled inside her to touch her most sensitive places in her walls and started to release the current into them, also allowing Ishtar to use her tongue on her freely so she wouldn't be disturbed with the tentacle either.

Ryu straightened her back and leaned backward as Ishtar was about to touch her, then her arms followed this lazy movement to prevent her from falling backwards onto the mercanery's torso. She moaned out as the tentacle touched her sensitive places, some subtle nerve nodes where it summoned shocks, as a result waves of pleasure fluctuated through her for satisfaction begging form. Yet the pleasure began to well up inside her, not enough to reach her peak at all, but the student could lead her body to another inviting climax.

Her lust driven heave had been interrupted once again as Ishtar came awfully close to her lower lips, she was quite amazed by the anticipation that built up in her as the blue haired beauty was about to do whatever she wanted to do to the willing red head, the girl's attention as welcome as the thrusts of the mercanery and the work of his tendril. Then she realized that this may end up with her receiving punishment for such behaviour, thus her body began to rise and fall on his again, likely in the earlier rhythm but her thrusts not as strong as before so Ishtar could perform her actions on her body with ease.

Ishtar leaned forward close to Ryu's lower lips, as the red head was quite ready to receive what ever the blue haired girl had to offer. Ishtar made sure she didn't disappoint. She began to lick her redheaded lover's flower. First she began slowly and then she began to pick up the pace slowly her tongue settled on the Ryu's sensitive nub. She wanted to drive the red head crazy with pleasure, she could only watch her reaction to see if she was doing a good job.

"Uhn... A-amazing... Ahhnn..." Ryu panted out her fondness to the student's work as her tongue teasingly brushed against her lips, the sheer pleasure was overwhelming in her state of pure bliss. But next to her blissful moans and gasps there was little she could do, perhaps praise Ishtar for giving her such stimulation that got her closer and closer to the edge, once again her moans became a bit more frantic with every thrust. "Your tongue is so stunning, Ishtar. Ahhh... It feels so good..."

Ishtar felt absolutely amazing from hearing her lover comments. She wanted to drive her lover over the edge. The blue haired student's lips began to wrap around the little nub in the red head flower. Slowly, gently she began to suck on the clit, Ishtar could feel Rahs' tendrils thrusting in her still, but she tried to fight off the sensations as tried to solely on her lover.

Now that the blue haired beauty was focusing on bringing pleasure to her lovers slit with her mouth, Rahs could freely work on Ryu's mounds like he did before. He took one of those huge breasts in each hand and opened his palms as much as he could, squeezing the whole orbs and letting the soft flesh slide and rub his hands as they moved to her nipples until they got pinched by his fingers and then released her bosom. He went back to do the same motion a few more times while focusing on the intensity of his own thrusts into her to allow Ishtar a more comfortable steady position to please her lover.

The tendril inside Ryu was not the only one that was releasing an electric current, since the other two inside of Ishtar's flower and rear were doing it too, but that one had more intensity than the other two. That was not only to make the blue haired lover focus more easily but also to bring the luscious redhead to a more intense orgasm quicker. Since Ishtar was the one that had the control between the two, the tendrils were also a bit more calmly in their thrusts, but were dealing the same amount of pleasure with their exotic movements inside her holes, twirling and pulling and twisting around themselves.