"Nooo~!"

In the middle of the night, the voice was heard throughout the hallway. The night was when monsters were free to roam and attack helpless students. No one could hear the girl's cry- except for a crimson-haired knight. The knight was a male, but instead a girl with a strong sense of justice. Her name was Vanessa. She ran down the hallway after hearing the cry for help. Judging from where the voice called out, it seemed like the girl being attacked was in the gymnasium. "Hold on!" She yelled back, and turned a corner until she arrived where the cry originated from.

Vanessa pried the double-doors open. Basketball hoops hung from the ceiling. Gymnastics mats messily covered the room, while some gymnastics apparatus was set up. A balance beam was on one side of the room, and uneven bars on the other side. A row of windows running against the top of the wall allowed blue moonlight to illuminate the area. A brunette was being tied up by a strange monster with multiple arms, pulling apart the girl's leotard. "Stop!" The crimson-haired girl yelled out. She reached for a basketball idly rolling on the side of the gym and chucked it at the monster, hitting it square in the face. The monster shot out a projectile at Vanessa. She didn't have time to find out what it shot it her, but she dived to the side to avoid it nonetheless. When she regained her footing, Vanessa pulled up a mat and used it as a temporarily shield.

The monster angrily fired something against the mat in hopes of breaking through it. Meanwhile, Vanessa found a javelin that was not placed away. "I'm a bit lucky today..." The redhead muttered to herself. She grabbed onto the javelin with her right hand. In one quick moment, Vanessa lowered the mat and tossed the javelin right at the monster. It bellowed as the javelin pierced through one of its arms. The monster let go of the girl to remove the javelin. Then, the monster retreated back into the shadows.

The girl approached Vanessa and embraced her tightly. "Thank you! Thank you!" The brunette seemed to be on the verge of crying. Vanessa gently ruffled her hair. "You should go back to your dorm... before something else comes." Vanessa advised her. The brunette shook her head and ran off.

The crimson-haired girl walked over to the javelin and picked it up. She lightly tapped the side of the javelin against her shoulder and looked around the gymnasium. "Something... still doesn't feel right..."

It had been of nights the most perfect, even the stars so brightly shone in their silent and wide field. A fruitful day for reaping the vulnerable girls, separated from each other in the ever winding corridors as the darkness' veil fell upon them. This school was home to the preying inhabitants of the island, seeking these students and Arachne had visited this land once more. She danced among the shadows, stalking the noiseless halls where every corner promised success.

Alas the moment came near the gymnasium, a pretty ignorant girl, her hair brown as hazel. A gymnast she was, and she practiced with great effort her routine, oblivious to the creeping spider. Her swirling and beautiful motions, her toned curves were too much for Ira, and silently she descended from the ceiling. The bluish moonlight let her eight-legged silhouette slide down the white wall, yet the girl noticed it too late. Her gasp had not ended when Arachne already secured her target with her hands.

Her form mutated to her beautiful black and red haired shape, her eyes sparkling with lust as her hands took no time in tearing the leotard apart. The yell came too sudden, the spider had been so focused on her prey she did not sense the intruder. "Aagh!!", a female's groan. The baskbetball hurt. A lot. She shot her web too quickly in reaction, finding her target elusive.

But no time was wasted by the spider. After the gymnast left her web caught the javelin from the redhead's hand and yanked it with great force. The web originated from the deep shadows of the ceiling, a shot so far yet executed with precision. The weapon landed near the exit, so far from the intruder. How had she made it there so quickly?

"You are what's not right here, miss... Did they not teach you to knock before walking in?" From there now walked forth a woman tall, naked but with strange black features covering her bosom and crotch, legs and arms. Her red eyes pierced the intruder with uncanny analysis. If the new girl studied the female monster, she would find no injury from the javelin. But she had hit her mark moments before, she would surely think. Would the redhead look back and where the monster had the gymnast held, light traces of blood painted the floor. They led to a bleeding large spider that on sight fled the student's vision into the dark corners.

"Yes, a ruse" she confirmed. "You should learn to not underestimate highly skilled predators. My spiders were shooting at you while I moved away to a better position. Even now..." Forty long legs attacked the redhead from behind, the spiders had crept near while Arachne had the student's attention. Their objective was to wrap her limbs in a web so strong she could barely move. She should fight them back, but if she did where... No, the monster had moved again.

It had been of nights the most perfect, even the stars so brightly shone in their silent and wide field. A fruitful day for reaping the vulnerable girls, separated from each other in the ever winding corridors as the darkness' veil fell upon them. This school was home to the preying inhabitants of the island, seeking these students and the golden deity Elizia had visited this land once more. She became one with the shadows, stalking the noiseless halls where every corner promised success.

Alas the moment came in a fated hallway, a proud standing girl, her hair burning like fire. A knight she seemed, and she darted forth with great diligence when the scream echoed near them. A black hand had already extended from the shadowed hall like a drowning man's signal for help. This limb recovered its human-like color and the watery shadow produced a beautiful face with mane of gold. How curious, she thought. I have never had the opportunity to see one run off to help a fellow student. But this courageous girl I will not let go. I see her fiery red strings of bravery. I'd like to see them turn to lust.

Both hand and face submerged back into the wall. Moments later the ghostly presence saw the brunette, half-naked gymnast run back to the dorms. She ignored her and followed the knight.

Vanessa looked towards the direction of the monster. She had faced many monsters before and surely would have the experience to take down this one. "I could say the same thing to you, brute. You obviously don't belong in this school." She reached and grabbed a nearby javelin as her weapon of choice. She held it so it would be between her and the arachne. When the knight noticed blood, it gave her a spark of hope. This could perhaps be her first ever victory against these wretched monsters. This monster spilled blood, which meant that she could be killed. She could hear the clattering of many feet in the background. Using her right foot as her pivot foot, Vanessa spun gracefully and used the long side of javelin to reflect the leg attacks. Meanwhile, as she swung the javelin she was able to make sure that none of the spider webs would stick to her javelin and pull away her only weapon. The athletic girl turned her attention back to where the arachne last was at. "You'll have to try better than-" The monster was gone! "-than... that..." The girl bit her lip and looked frantically around. Spiders loved hiding in dark corners, right? That spider-girl must be somewhere in one of these corners. Slowly, Vanessa tip-toed to the center of the gymnasium. It made her a sitting duck from all angles of the gym, but that would also lure the spider-girl out of her dark corner.

"What's wrong, Mrs. Monster? Are you scared of being beat by a human?~" Vanessa sang boastfully.

"No, little human," Ira replied from somewhere. Her voice carried itself across the entire gym. "But you should be the one afraid."

Suddenly, a large string of thick web shot out from above and latched itself to the javelin. It was yanked off with extreme force to the ceiling, only for moments later to have Arachne fall graciously with the weapon in hand. "Oh, correct. You are a brave knight. Knights have no fear... Or so they say. Well, no one feels fear when they deal with an unarmed enemy if they already have a weapon, right? I thought fairness was in a knight's code." The spider woman broke the javelin in two with her leg, throwing the shattered remains away to a random corner in the shadows.

"If you're so intent on fighting me, why don't you try it barehanded? Come on, I'll show you I need no weapons either." The alien taunted the redhead girl. She stuck her chest out, crossing her arms behind her back. She walked cautiously around the student, keeping her eyes always on her.

However, once the brave knight got close to Arachne, she would fail to see a large web just before the spider, invisible thanks to the dim light in the dark gymnasium. It would stick itself strongly to whatever touched it, and eventually it would make the student seem like an innocent fly in the spider's web. She just hoped that all brave people were just as stupid to fall for it.

"H-huh?" Vanessa reached out with her hands, greedily trying to recapture the javelin from the spider woman's grips. She then turned back to the spider girl and stared at her. Her piercing glare focused on Arachne's anatomy, searching for some vital spot. The redhead scoffed. "Fairness? You're wrong if you think a fight between any human and monster is fair!" However, the thing that provoked the fiery-haired girl was the fact that Arachne believed that she could beat her with her hands tied behind her back. How dare she! The girl leaned all of her weight on her toes, ready to explode forward at her enemy. "You'll regret not fighting me at your fullest..." Vanessa ran towards the spider woman. She was fully aware of the spider woman's ability to shoot webs, as well as the potency of having eight legs to fight with. She would have to utilize her agility and reflexes to her best ability.

As she closed the distance between her and the spider, Vanessa found herself pressed against an invisible wall. She urged on, but it was as if the wall were sucking her in. The crimson-haired girl tried to pull away, but remained suspending in mid-motion. Her eyes widened. "A spider web!" She declared obviously. When did the arachne set this up? The knight had neither seen nor hear her enemy set the defenses up. The redhead tried to pry herself free, but it was no use. "You cheater!" She growled.

With a bursting laugh the spider woman filled the gymnasium with her voice, tilting her head back and bringing a hand to her face as she started walking around the caught knight. She had indeed fallen for such a trap! There was nothing better than guessing at an opponent's actions. It was vital for someone like Arachne and she had succeeded almost with perfection.

"Me? Oh yes, of course!" the alien female replied almost with glee. "You were a fool to believe in my words, little knight. A spider doesn't get by without luring her foes into her webs. You were quite annoying for interrupting me minutes ago but now... Now I was able to catch you. You will pay for your intrusion, I will use you just like I would have used your fellow student before."

Arachne was now behind Vanessa, seeing her well-endowed body struggle against the web that made her stuck to it like a common fly. She would never be released until the monster did something directly. And she would not just yet. She pressed her own voluptuous body against her, her swift hands going straight for the pair of globes at the student's chest, pressing her fingers against the soft flesh, molding them even through her clothes. "No use complaining now. You have made your point with your strong defiance but you lost either way. If you don't make it any harder, I promise, for real now, to make it real good for you. So just relax, now; relax..." Arachne's voice was cooing just next to Vanessa's ear, her nose and face caressing her silky red hair, similar to her own.

In an instant her fangs bit the student's neck, a strong aphrodisiac poison going directly to her bloodstream, capable of even altering her body with more than just immense waves of arousal and lust, making changes for an increased production of juices and swelling her breasts to a larger size, making them even begin to lactate. It was a poison designed specifically for the spider to benefit from her partners' fluids, which would enhance her own silk afterwards. The spider was quickly getting to work on her newest prey, starting to lick the young girl's neck over where she had bitten her.

The action that transpired between the spider and the student was not secret only for them. Unbeknownst to them, another single entity watched them curiously from beyond the mere cloak of shadows, from the veil itself that separated the material world from the ethereal one.

It had been an interesting fight, and a weird situation at that. Elizia witnessed how the redhead she had caught a glimpse of first entered the gymnasium and effectively saved the girl the spider woman had trapped before. It was the first time she would have got a girl so close to another monster having its time with a fellow student. Now it was also the first time that this situation occurred to her. She had seen the first girl run away and did nothing to catch her even she was already tired and with destroyed clothes. And the reason was simple.

"Greetings, fellow... predator." Her silken voice now filled the gymnasium, a voice so unusual and yet so toxic in its beauty that it gave the feeling of being out of this world. From what seemed like a pool of shadows rose a woman of unbelievable beauty, with long golden hair, amber eyes and hugged by a black dress that detailed her curvaceous silhouette. Her two pairs of black wings were bent but followed their owner as she walked towards monster and student.

"I am sorry to intrude on you, after being interrupted by this very same girl. Normally this doesn't happen between guests of this island and I don't like to disturb other inhabitants either... But it so happens that you are holding in your hands my prey."

The alien spider had almost jumped at the sound of the deity's voice. She turned with wide open eyes but narrowed them suspiciously as she approached. In an instant she was almost bedazzled by her beauty and perfect figure. Without a doubt, if she were a student she would have raped her right on the spot. But the set of four wings and her radiant visage was also intimidating. The wings reminded her of the giant birds of prey that attacked beings like her on her homeplanet, and it was also strange to meet another monster of such caliber in Shokushu. The meaning of her words, however, struck her out of the trance.

"What? You are terribly wrong, bird woman. The girl interrupted my dinner, and I caught her. That means she is mine now. I would appreciate it if you left us alone..." Her voice was cold and with clear hostility. No matter how beautiful she was, she would not be robbed a second time in a row.

"I saw her first, spider! I chased her down here and unfortunately for you, you had to catch her for someone else. I do thank you profoundly for that. And I am not a bird, for your information. You are standing before Elizia Val Rausten, goddess of fertility, sex, beauty and magic. Do know your place!"

The alien woman's face was filled with bewilderment and anger. "A goddess, is that it?" Now she was starting to feel out of place in front of this woman who claimed she was a divine being. It was not even possible for a deity to meddle in a place like Shokushu, correct? The confusion started to take place now in her eyes. "Whatever you are, so-called goddess, if you're here in this school then respect the rules and leave! I refuse to let an opportunist like you take what I caught!"

It was strange for Elizia to get mad at another monster. They usually let the others be and some even decided to have fun among themselves, but this spider alien was starting to destroy her patience. In truth, both Arachne and Elizia were two female predators that hungered for a fresh meal, right now their beautiful bodies were filled with lust, just like any other monster in Shokushu that attacked the girls that studied there. This lust that was filling them would not let them leave without quenching it, and unfortunately for Vanessa she was now the apple of discord between these two women.

However, the kind of relationships between monsters, which Elizia was more familiar with than Arachne, quickly gave her an idea. She was taking deep breaths, not wanting to fight against another monster, especially one beautiful like her, and thought of the correct words that would surely benefit them both.

Vanessa gritted her teeth when she found that the webs were stickier than she expected. How was she going to free herself now? "You'll pay! R-remember this!" The knight taunted back. She noticed that the spider woman had vanished, only to feel her presence reappear behind the girl. "H-huh?!" The crimson-haired girl was caught off by Arachne's embrace. The spider woman's large, soft breasts pressed against her back. Her touch was strangely gentle and loving. The redhead had been put into many situations with monsters before, but none had such a tender embrace like Arachne did. It was almost as if Vanessa would be able to relax and- NO! She wasn't going to fall for it! What Arachne said was true - spiders couldn't be trusted. The girl bit her lip to repress a moan as soon as her breasts were grabbed. Her nipples became erect the more Arachne touched her.

Then, she felt something pierce inside of her neck. Her eyes widened and she tried to let out a scream, but her voice betrayed her. A heated sensation infected her body, soon spreading throughout the rest of her body. Vanessa's breasts became hotter the more Arachne played with them. Her breasts rose with every breath. It was at that moment that she realized even her breasts grew larger, and something was coming out of her nipples. Was it milk?! The knight's sacred area began to burn. Some of her womanly juices immediately trickled down her thigh. "A-aahhh..." Vanessa let out a shy whimper. Her cheeks were flushed red. The knight lowered her head, and allowed Arachne to hear her moans as the spider woman licked her neck.

The Knight was too aroused to put up a conscious effort of the events that unfolded before her. She could make out a blonde-haired woman descending from the gymnasium. Was she one of the Shokushu students with supernatural abilities? Maybe she had come to save Vanessa! As Arachne and Elizia spoke, Vanessa began to lose hope. This woman wasn't a student, but another monster. The knight was caught between a seemingly evil, and holy entity. Two contrasting forces that both desired the human. Vanessa couldn't stand the two speak idly, as the drug continued to work its way through her body. Vanessa's body shuttered and tensed up. "A-ahhhh..." She moaned. Her breast milk had begun to stain her uniform, and her luscious thighs were coated in a light layer of her own juices. No matter how aroused Vanessa was, she couldn't succumb to lust. She had to fight it!

"D-don't m-m-mess with me..." The crimson-haired girl could barely make out a complete sentence between her soft moans. "I... haaa... ahhh... ♥" She continued, "...am not... your plaything!"

"Listen, spider," the deity continued. Her tone was low and spoke slowly, still breathing heavy to control herself. "Let us not fight over this girl. There are surely many others as we know but we are also aware that the hunt of each night is sometimes exhausting and tedious. No one likes to have their prey escape."

"Hence I would like you to just get-"

"Let me finish, damnation! She sighed. Arachne was still leering at her with a defensive stance. "I want to propose you something. Something I'm sure benefits us both and therefore would love to consider it. I want us to share this human girl."

As soon as the last word was spoken a long thread of web was shot at the deity with poisoned words. "No! Divide my time with her with an opportunist like you?"

The web was shot with lightning speed, but even so Elizia's hand went up and caught it just before it hit her face. With anger but surprise the spider woman pulled with all her strength in hopes of bringing the so-called goddess to her reach. But what happened then surprised her beyond words.
The web was pulled and it separated from the blonde's hand like it had never touched it. It fell limp to the floor as Arachne's eyes and mouth were open wide. Never in her life had Ira Tizilsalas seen her web fail to stick to something or someone, and yet this woman rejected it like oil does to water.

The bright purple threads of surprise emanated quick and profusely from the spider woman, this Elizia could see. It was time to assure her of her divinity and abusing her lowered defenses she managed to arouse Arachne in a second to a state that her sex dripped her juices like a mere faucet. The spider-like black features covering her intimate parts were removed automatically in response to her intense arousal and just like that Arachne was left completely exposed before Elizia, her knees shaking and a loud, lovely moan filling the gymnasium for an instant. "Aaahh!"

The next second that molten feeling abandoned her body, reverting to her original state that, even if filled by lust, was much calmer than during that instance. Arachne tried to cover her breasts and sex as soon as her senses returned; however, only one hand hid her wet cunt while the other pointed at the winged being. She was at a loss for words, however.

Even after that intense lust left, Arachne was still in shock. Her web had failed to stick to her and now, just out of the blue like lightning, her body heated up like a wanton whore. Awe, surprise but also fear filled her mind. Could such a powerful being truly be trusted? She seemed harmless but the extension of her abilities were beyond a mere mortal's imagination.

"No, young spider. Instead of just having her for half the time, I offer you a second partner. Myself." That blonde deity spoke again in her bedazzling tone. Arachne was now sure this woman was of extreme power, a supreme being come to mortal lands to do as she wished. It was still very hard to believe, however.

Then Elizia walked slowly towards both monster and student. Her steps were sensual and alluring. And as she did so her garments turned to black mist and disappeared into thin air completely, her fours wings folding behind her back and then nowhere to be seen. That was the first time Arachne had ever seen such a perfect woman, of a body so magnificent it was impossible to look away. Her full, ripe breasts swaying endlessly from side to side with each step, her amber eyes staring directly at her and the golden mane flowing behind. Her hips and toned legs moved in such a sensual manner that Arachne could not help but feel aroused again by the mere sight; this time without being forced magically to feel it.

"I hope this image of me is to your liking. I am able to change it as I see fit, as well, maybe if there's anything you would like me to change...". The deity now spoke with some shyness in her voice, but in the void left by her words a cunning slyness followed. As Elizia moved her arm across her toned and flat stomach and up across her breasts in a cute manner, Arachne could feel that she was playing the part to be enjoyable for her, seducing her with easiness.

"No. You are... Just perfect. I-I'm Arachne, by the way." She felt so stupid. She had nothing else to say, tried as hard as she did to find more words. But in truth, the goddess was just breathtaking.

"Excellent. Because I find it exciting to have as my partner such a beautiful woman like you, Arachne. The girl is such a treat but it's so rare to find other predators like yourself. I do find you irresistible. I want to..." By now both females were entranced by each other's beauty like it should have been from the beginning. They wanted someone to use to fill their needs but Arachne now realized that indeed an alliance with another monster, and one as wonderful as Elizia, was something that seemed so promising. She had mentioned she was a goddess of sex among other things, correct? The spider woman could only begin to wonder what kind of tricks she had.

So it was that both women started to get close to each other, none blinking nor moving away their eyes. A kiss was so imminent, it was almost a duty. Until Vanessa's voice broke the silence with her passionate tone and cute words. Only then both of them looked at her.

Elizia smiled. "Well, then let us start. I'm sure all three of us will have a time like no other. I am extremely anxious to partake in this with you two." The deity gestured Arachne to come with her as they moved towards the hanging student. Between the two of them they sandwiched the knight, the spider woman hugging her from the front as Elizia wrapped her arms from behind. The web was starting to dissolve with Ira's touch and while it slowly stopped immobilizing the girl, both women held her tight in their grasp. Vanessa would surely feel how both of her voluptuous bodies pressed against her, two pairs of marvelous tits mashing against her; one against her same large breasts and the other heavenly pair against her back.

"Very well then, young knight. Let's resume from where we left off, yes?" Arachne's voice now cooed as her face pressed against Vanessa's. Her lips planted kisses on her cheeks and then hungrily aimed for her own lips as she made out with her passionately. Elizia, on the other hand, moved her hands with eagerness and her own velvet soft lips traveled up and down her neck.

"Yes, young girl. Relax and behave, we'll treat you nicely now. Unless you desire otherwise," the goddess added with a playful giggle, her hands cupping the crimson haired student's ass and squeezing it.

How insignificant was Vanessa to be nearly ignored by the two monsters as they exchanged their words? She knew she was tied but the idea of being so inferior had annoyed her. It had heated the girl up to the point of where she didn't know if the heat radiating from her body was the venom or the frustration. Perhaps it was a little of both. The knight weakly wiggled her thighs while still bound by the webs. The redhead desired to rub her thighs together to feel her own softness, yet was prevented from doing so. All she could do was stare at her body as womanly juices trickled down her thigh and some on the ground. "Aaahh... aahhh..." The teen blushed madly. The cold, night air made her moans visible in the form of small puffs of cloud emerging from her mouth. It was only when Vanessa glanced up that she noticed the goddess transform before their eyes. The armored women was replaced with flawless curves, soft skin, and silky smooth hair. Archane wasn't the only one that couldn't peel her eyes off the goddess. Vanessa stared too, and her body became even more wet with anticipation. Her body tensed as she saw it. Her nipples remained rock hard. Sweat trickled down her cheek. With the venom inside of her, the human couldn't take much more pleasure. "I-I'm going to cum..." She grunted, and let loose a powerful orgasm in front of the two monster girls. Her womanly juices sprayed out, leaving the teen breathless for a few seconds. "C-climaxing from just looking at a woman... despicable..." The redhead turned her head in shame. Then, the women had locked lips together. "Despicable! Stop that!" She protested. Vanessa had never seen two monsters pair up, let alone kiss before. It then made her wonder why these monsters even indulged in humans if they had themselves.

Then, both the monsters approached her. She saw Arachne get closer, and shrugged her shoulder to hide her neck. "N-no! Don't bite me again, I'll cum!" She cried out. Expecting a painful bite, Vanessa was instead rewarded by something soft pressing up against her- from both sides. Vanessa's own soft, athletic skin rubbed against the women, and they too could indulge in Vanessa's feminine body. Her warm breasts mashed with Arachne's. Their hard nipples danced with each other for a few moments. Loving this cloudy heaven, the knight weakly raised her legs and embraced Arachne with them. Her soft, luscious thighs pressed against the spider's torso. She leaned into Arachne to feel even more of the spider's body, while expecting the goddess from behind to apply the same force. Despite how loose Vanessa looked at the moment, she would still bite Arachne with her words. "Y-you s-s-stupid spider...!" The girl was then silenced by the spider's kiss. The redhead's warm, soft lips locked perfectly with Arachne's. She slipped her tongue into the spider woman. There, her tongue danced curiously while pressing and rubbing against the other tongue. Her tongue traded hot saliva with the woman. Swirling, their hot tongues danced in perfect sync. When the two had finished their make out session, Vanessa still had her tongue sticking out of her mouth. Her eyes were filled with lust. "Mhmm... ♥"

She flinched a few times when Elizia felt her neck. When her ass was squeezed, Vanessa let out a yelp and accidentally humped Arachne. "N-no. It's not true, I don't want this..." Vanessa said, then leaned forward to kiss Arachne once more.

The golden goddess smiled widely as she admired this lust-driven female, a knight so sure of herself but so eager to fall at the hands of seduction and sex. Elizia almost had her own mouth water with anticipation as she sensed the student cum with only seeing her radiant beauty; a sight too much for a mere mortal indeed.

I'll make you cum in ways you can't even imagine, not just by being seen, she thought as she stood behind her. Her squeeze ending making Vanessa humping the lustful spider, something she was sure Arachne enjoyed. Her hands traveled from her lovely round cheeks up across her hourglass figure until they went around to the front, in between the two pairs of large tits mashed together. Both females could feel that her hands were warm and silk, a touch so perfect unlike any other they had felt before. These hands played with their breasts, and they did not struggle at all to arouse the lewd globes even further.

In each hand Elizia took a nipple from each one, the ones that were mashed together in their position, and rolled them around, making intense waves of pleasure flow directly to their breasts, making all four of them release their precious milk and shower the other's chest with that white elixir.

"I am not often this generous, Arachne. But since you did fight her, I will let you have the honors. She seems very eager, after all, our little plaything." In that instant, both pairs of arms of Arachne and Vanessa were grabbed by shadow tendrils coming from the ceiling, pulling them up and leaving them without use of their hands. "Do not worry, I'm sure you like some spice in the sex, correct? I will do the hard work, you just relax and fuck her."

Now Vanessa was only hanging by her arms while her legs were still hugging the spider woman. Arachne too was standing with her arms pulled up. The deity's job seemed clear enough. Her hands gripped the middle of the student's uniform and ripped it apart from top to bottom with uncanny ease, the clothes not even making a sound. She discarded them before pressing her nude body against Vanessa's now nude one, hugging and grabbing her from behind just below her chest, her arms bulging her lewd tits upward. Elizia smiled slyly for she was going to be impaling the young girl onto Arachne's...

"You do have a mean to fuck her, right Arachne? Can you grow a penis or would you like me to make you one?" she asked curiously.

A smirk was painted on the spider woman's face as she saw Vanessa break the kiss, her tongue hanging out. These lewd faces were such a turn on for her; she could feel her cunt overflowing with her juices in anticipation. She could hardly contain this lust any longer, she wanted to be fucked senseless or fuck someone else senseless. Whichever came first she did not care, but both would be heaven for her right now. Then Vanessa humped her as the goddess squeezed her from behind and Arachne began returning the kiss as soon as the student's soft lips touched her own.

She could feel Elizia moving her hands across Vanessa's body but suddenly she felt the hot hands of hers moving between the mashed tits of both of them. Arachne broke the kiss, letting out a moan as the deity played with their nipples. And then it came without warning. A strong pulse emanated from just behind the nipple, and a massive surge of milk was spurted at the student's tits.

W-what... Milk? But I don't lactate... Unless this goddess, unngh. Elizia's magic touch allowed any female to lactated if she wished and Arachne was taken aback by this new sensation. Her eyes lightly rolled up and she grunted with pleasure for a second. She felt her legs and feet wet, and she knew the reason. It was the first time she lactated and she came as she felt it.

In her daze, her arms were bound by Elizia's tendrils. By now, she could barely feel threatened by this goddess. She reassured both that she was doing this to help their own fun and she quickly caught up to her plans. She nodded as she admired Vanessa's nude body before her, toned legs hugging her abdomen and hips. "Yes, I do have a penis for these situations," she replied as just above the young girl's pubic mound Arachne's clitoris started growing into a throbbing, fully erect cock.

This magnificent piece of meat was long enough to reach Vanessa's belly button. It was perfectly sized in girth and length, a hard mushroom tip at the end pulsing with every beat of her heart. The whole length twitched and throbbed in anticipation. It was in few words a delicious-looking cock very able to ravage her pussy.

Elizia then lifted Vanessa until her pussy rested just above Arachne's tip. "Oh yess. She seems so ready and eager. Let me have her." Then the goddess brought her down, impaling her in a single move until the spider's cock hit her cervix, almost nothing left for it to gain entrance to her deepest and most intimate part, her womb. But for now, her wet passage was filled completely with her cock in a single magnificent thrust.

Vanessa enjoyed the subtle humps against the spider. Her wet pussy lips rubbed against Arachne's stomach, allowing her womanly juices to trickle down the spider girl. Suddenly, she felt hands glide across her soft skin, finding comfort between her mashed breasts. The crimson-haired girl could do little else than to lean forward more, enjoying Arachne's breasts and goddess' hands. "Aaaahhh...!" The knight moaned as she felt milk spilling out from her nipples. Though she knew it wasn't natural, she absolutely loved the feeling. By pressing her breasts harder against those hands, she found that she could make her breasts climax even harder. "I-I'm not your plaything!" She tried to say, but the blush across her cheeks said otherwise. Her body began to heat up. Whether it was because of the venom or simply her arousal was unknown.

She could feel her arms lifted up into the air, while her thighs hugged the spider's frame. "P-Please, be gentle..." She looked at the spider girl with her ember eyes. The girl didn't even notice when her clothes were ripped from her frame. Instead, a comforting warmth came from behind her. It was the goddess! The knight nearly squealed in delight. "Y-Yes, hug me more! ♥" Vanessa looked upwards, nearly moaning into an orgasm once more. As if it wasn't already enough, the girl felt something hard grow between her legs. She looked down, noticing the twitching member between Arachne's legs. Her heart raced. She couldn't take her eyes off the cock, watching as it was slowly adjusted until it was just prodding at her pussy lips. "Aaahh..." Her hips lowered, and the cock slowly disappeared between her pussy lips. As the cock slid inside of her, it was blessed with a warm, and soft inside. The girl's tight pussy squeezed on the cock. It began to warm up the cock, nearly begging for it to drive deeper inside of her. "I-It's deep!" Vanessa cried out as she felt the cock press against her cervix. Her legs shivered from the pleasure. Vanessa looked at Arachne, and leaned in for another kiss. Once her lips locked with the monster, Vanessa began to hungrily suck on Arachne's lower lip. When she broke the kiss, Vanessa let out a resounding: "Pwah!"

"Doing something like this with two monsters... I'm so ashamed...!"