Lily blushed at the feeling. She shed her armor and began undressing, figuring sex was imminent, and very warrented. She saw the smokey spirit begin to take a solid, female form and smiled. Talk about lesbian fantasy.

What was this thing? A spirit? Mist? She had to say that this was not what she had envisioned. The monster became solid or semi solid, she didn't know as she didn't make contact with it.

Seeing Lily disrobe she does the same. It is easier for her after all as she has less to worry about.

The woman had been solid now. Able to become mist seemingly at will she watches with those amber eyes as tentacles reach out to their nude forms, sweeping about their wastes and bringing them together, chest to chest as she draws closer to the pair.

A hand strokes down Izumi's cheek and the other sweeps against Lily's hip. Her touch is more pleasing then they would have guessed as a warmth sweeps over them where it touches them.

She presses her large breasts to them then drinks of Lily's mouth then Izumi's.

Lily blushed hotly as she felt tentacles wrap around her and bring her closer to Izumi, pressing their chests together. She watched as the figure walked over to them, looking quite sexy, before kissing Lily. Her cheeks turned bright red as she kissed back for a moment before the woman pulled away and kissed Izumi. She could feel her body heating up, reacting to the spirit woman's touch, becoming aroused quickly.

Her heart rapidly flutters in her chest and feels as if it is climbing out of her throat. Changing it up passed on her preferences causes a greater thrill to rush through her as she is guided towards Lily, that mist sweeping over her and becoming solid.

This close to Lily her fingers sweep against her shoulders, the nipples on her small breasts were prominent and the creature interposes itself so that she only sees the back of the creature's head as she drinks of Lily's lips then seizes her own in response her tongue moving against “Amber's” as her own eyes press closed and sweep over it until she pulls back, that need that want still plastered over her features as she looks back towards Lily, at first it seems to before guidance but she takes the back of her head guiding her so that their mouths connect so that they can share a heated kiss.

Amber grins as she licks her lips. More tendrils peeling off her body as they become semi solid and coil around the drunks of their legs, the very tips if each brushing against the slit of their sex, her eyes studying them both in turn, their constant glow near mesmerizing as she brings fingers against the curves of each of their breasts locking over each before pressing the very tip of that tentacle against them, into them, those tentacles like plugs that draw forth the sexual energies of each girl as the sweeps into those folds feeding on the two of them even as she brings pleasure to each.

“So tasty my dears.”

Lily moaned softly as she felt the tentacle press into her. She gave Izumi a passionate, lustful kiss and groped her ass.

Held close, she shudders in Lily's grasp, her tongue sweeping out into her mouth as her ass gets gripped firmly in those fingers as she widens her stance a little to give that tentacle greater access to her cores as she moans, her eyes pressing closed as her hands settle on Lily's breasts while she melts into that kiss.

“UHHHH!”

Sheer bliss seems to radiate from the whip-like tendrils that plunge into the girls as she parts their passages, the flow going either way as she feeds off of their sexual energy but delivers sheer bliss at the same time, those tendrils bringing pleasure to them all the while.

Izumi makes additional contact with the back of her hand as she rubs her palms over their tits, each girl a pale comparison for her voluptuous figure though Amber does not seem to care as she feeds their arousal, those tendrils growing deeper, throbbing against such heated passages, dipping in further still as she finds both their erroneous zones and plugs into those immediately as barbed extend from those tips and pierce the velvety walls their flooding both girls with a chemical to increase their pleasure with each throb or pulse made inside her.

Lily moaned out in bliss, her legs threatening to give out from such intense pleasure. She reached over to Amber, attempting to grope one of her large tits while keeping her other hand groping Izumi's ass. Of course the tits were so big she couldn't quite cup them with one hand so she settled with massaging it and teasing her nipple.

She melts into that kiss making a muffled sound of delight against the press of Lily's lips that sends a shiver through her body. These feels so real that she had to remind herself that this was in fact a dream though a shiver washes up and down her spine at that close contact, even if she had wanted to there had been no fighting that pleasure that laced through her, her passage closing against that tentacle that infuses this delicious warmth through her, the insertion of that barb inside her sends a warmth spiraling though her there.

Her eyes rolling into her skull as that pleasure course over her, the warmth of fingers trace over her breast sending a delicious warmth that spirals through her as she sweeps her tongue against Lily's deepening that kiss.

Amber chuckles softly as she moves the tentacles inside the two girls as she continues to shoot pleasure through their bodies. Those barbs begin secreting a fluid that makes it easier to transfer that intense feeling as arousal and pleasure begins to bloom.

For the time being she lets the two kiss as Lily's hand roams against her chest.

”It looks like you're volunteering my dear to be first," she forms more tentacles coiling about the waist's of the girls as she draws them apart, Lily into the air as she drives into her quicker with a tentacle.

For Izumi she has another tentacle press beyond Lily's lips, a clear substance already oozing from the tip, an arousing honey-like taste emitting from it as she begins to thrusts into her throat at a steady pace.

Lily moaned and sucked on the tentacle, the familiar sensation of being fucked by tentacles while suspended in air building up even more lust inside her. It was a fetish that she had taken advantage of numerous times since arriving at Shokushu, and this time was no different.

Lily is drawn away from her but there is no denying that she feels so damn good, that tentacle within her gets a moan to pool out of her lips, it is in a sense plugged into the core of her body, the tentacle like a live wire inside her, those moans spilling from her lips as as her body feels electrified as the sensations that spiral throw her, clit and nipples achingly hard as the creature continues to stimulate her effortlessly.

Amber lifts Lily. Of course Aegir is aware of these secret desires as he moves her closer. Izumi is already a mess given the sexual energies that flow both ways, into her and are gathered as even more tentacles are formed from mist as they become solid after a moment.

One stabs a barb into her clit injecting it with the pleasure enhancing chemical as it rolls in sensual circles against her. Others coil around both Lily's and Izumi's breasts and drawing something from Lily's mind Aegir directs Amber to sweep a tentacle over her rear entrance as the tentacle already inside her keeps “plugged in” as it thrashes and whips around inside her.

”Now cum,” she commands Lily as she floods her senses with the pleasure enhancing drug.