Well, that seemed to be that, then. A pity, but at least the girl's body was still an enjoyable prize. The tentacles crept higher across her form, effectively covering her in a blanket of tentacles. The squirming tendrils continued to play with and penetrate her body, pounding her pussy hard and fast. The tentacle in her mouth began to push deeper and deeper into her throat with each thrust, causing her neck to bulge with the girth inside her.

Of course it would be heard for her to make much noise with a tentacle shoved down her throat now. While she was enveloped in the tentacles her body being pleasured and plundered by this monsters gripping tentacles. Her poor pussy being pounded hard and fast but the tentacle in her mouth was the problem as it was making her hard to breath as she wasn't breathing in with her nose if air could even reach her lungs.

The lack of air was causing the brain to react and unfortunately the girls eyes were regaining colours..a weak groan rumbles her throat muscles against the tentacle inside her throat.

With the tentacle shoved so far down her throat, 263 can easily hear even her faint groan. The tentacles jostled her body at the signs of life returning to her. Keeping her air supply cut off seemed to be forcing the girl to come around, although 263 knew from experience that suffocating her for too long would only result in her losing consciousness again. The tentacle kept thrusting down her throat, occasionally pulling back far enough for the girl to suck in another gulp of air before filling her again. Meanwhile, the tentacle in her sex went to town, in the hopes that its quick and rough stimulation would force the girl to come around.

Poor Lucy's eyes fluttered awake trying to say something only to come out as a muffled noise as she widened her eyes at the state of herself her mouth being violated by a tentacle as she screamed though muffled. Her body trying to move or do something to stop this but nothing was working at all. Groaning as her poor sex was being thrusted into quick and rough as she cried out and squirmed though any noises were muffled.

The tentacle in her mouth withdrew enough for the poor girl to at least breathe, although it continued thrusting into her mouth. Even though she'd finally woken up, the tentacle inside her didn't relent, still pounding hard and fast, stretching her walls like nothing had ever stretched her before. Her pussy had become wet in her mind's absence, and fucking it hard and fast was all the sweeter for it. Her cocoon of tentacles wrapped tighter around her, caressing and molesting her body as they bound her in place to be fucked wildly.

"You're. Awake," 263 said with a hint of approval. "Don't. Sleep. Again," it warned with a malicious undertone.

Lucy shook her head as she felt the tentacle thrust into her mouth and in some form of defiance bite down onto the tentacle as best she could. Shuddering at the words in her mind. "S-stay out of my head!" She screamed mentally as she squirmed and struggled more. But the cocoon had her tightly bound and helpless to stop this monster.

The tentacle in her mouth slowed as her jaw clamped down, but didn't make any movement indicating it was in pain. Instead, after a few seconds, it twisted in her mouth. The strong muscles of the tentacle quickly forced her jaw apart, and it resumed its thrusting. The girl's defiance did not go unnoticed, though. Within seconds, the tentacle began thrusting deep into her throat. It pounded away at her mouth eagerly, diving deep down her esophagus. Finally, it pushed itself deep and held firm, squirming slightly in her throat. After a moment, she could feel liquid, heavy and hot, splashing into her stomach as the tentacle came into her throat.

Lucy could only scream though muffled as she tried to bite down on the tentacle in her mouth but it kept thrusting down her throat her eyes streaming tears as she could only barely breath even with her nose still working her windpipe was downright blocked off as her skin was turning a unique shade of red.

But soon her stomach felt something filling it up and she retched and struggled and squirmed as violently as she could in her position...but the lack of air was slowly lessening her movements as she was starting to black out again. Her mind weakly trying to speak.

"Air...air..." Her mind gasped out mentally.

"So. You. Do. Wish. To. Speak," the voice taunted. It was reluctant to leave her throat as it continued to spill its cum into the girl's stomach. But it knew form experience what would happen if it deprived her of oxygen for too long. Relenting, the tentacle pulled from her throat back into her mouth. It unleashed one more full burst of bitter, thick spunk into her mouth, before it pulled back. The remainder of its release shot over her face and into her hair, coating her in its smell and its warmth.

What didn't relent was the tentacle in her sex. If anything, it only began to thrust harder and faster as the tentacle in her mouth was forced to surrender its ground. It was reaching deep, piercing her inexperienced folds with its thick, unyielding mass again and again. The force of its impacts sent shocks through her whole body, although she wasn't allowed to twist or turn with them thanks to the tentacles that encapsulated her. She could only lay in bondage and take the hits as they came to her abused sex.

Lucy panted and gasped taking deep long breaths of air despite smelling the cum and coughed heavily her throat wretching like she was about to throw up. But despite this the tentacle in her sex thrusted inside her abused sex as she cried out as her insides finally clamped down as an orgasm flooded her being.

The time 263 had spent ravaging Lucy's body while she was unconscious began to catch up to its tentacle, and the tightness of her climaxing walls pushed it over the top. The tentacle thrust deep into her slit, spasming slightly as it came inside her. Hot, thick liquid oozed into her young body, filling her uterus as the thick head of the tentacle sealed its release inside her. The tentacle remained deep inside her, even as its release finally began to slow as she reached complete fullness.

Lucy gasped weakly taking deep breaths to try and regain some air while she weakly laid in the tentacles grip...to spent to struggle anymore her form filled up fully with the tentacles fluids as she groaned weakly. Her body caked in sweat and she smelled ripe if the being could smell the sweat and smell of sex on the poor girl.

The tentacles gripping her body basked in the scent of her arousal and sexual fluids as the one inside her continued to fill her. As her uterus grew so full that it was starting to swell, the tentacle withdrew quickly. Her softy pussy was left open in its sudden wake, and some of the fluid was allowed to leak out of her body. The tentacle continued to release its cum as it pulled out, splashing her crotch and hips with the hot, thick liquid.

Lucy whimpered weakly as she laid in the tentacles grasp her belly almost swelled from the cum inside before the tentacle drew back and splashed cum onto her crotch and hips with the hot thick liquid. The poor girl too tired to struggle or try and escape at the moment.

Finally, the tentacles began to withdraw from her body. They unbound her arms and legs, and uncoiled from her waist. They slid out from under her, leaving her to slump onto the ground beneath. Content with leaving her body defiled and still filled with its unknown liquid, 263 began to depart. As its tentacles slid back into the brush, its voice rang in Lucy's mind once more. "Welcome. To. The. School." And then the beast was gone.