“AHHH!!! UHHH!!!!” She moaned out. The teasing of her clit continued as she felt the throbbing of those tendrils all along her body. Downward her hips worked spearing herself on the tentacle there unable to hold back.

While there was no aphrodisiac coursing through her veins this time around the sensation had been just as intense pressing her into this. The tendril pressed into her ass shifted and shaped though having a similar length she could feel it bulging in areas.

It had waited until she could stand it no longer, more of that cool gel was spurted over her chest and tits some of it dripping from her as other tentacles rubbed and massaged it against her skin creating that warmth against her. More of it's body pressed against her back as she felt as if she was being pulled into a maw full of tentacles each licking against her flesh as she was fucked at both ends.

Her mind had been unable to comprehend just what this thing was. Her mental image constructing one image then the next. It swept her back again and again. “Oh God! C-C-Cumming!!!” She cried out, evidently not concerned about that security guard finding them. And if he did it wasn't as if he could prevent what was going on. Maybe part of her didn't want that interruption.

Once more she came hard. The feeling intense causing her to stop moving fully impaled on this thing as she coated it in her juices once more. Her entire body shivered in response. It felt as if she were going to explode with the way she pulsed around it.

“I … I … need to catch my breath ...” She managed to gasp out though there was no way of telling if he understood or cared to. With the way she felt some of those tentacles throbbing against her skin massaging her in an odd way it may have other plans in store for her.

Humans make the cutest noises. I'm sure glad I'm recording this.

Not that he really was worried about locals finding his pet in such a perilous position - his heightened senses allowed him to track footsteps in a notable majority of the school building, and he found that the building was quite empty. And besides, if a human did show up, it would be an easy matter to sneak around them by utilizing the vents, then delivering a point-blank blast to the central torso with the Vortex Rifle while they were busy trying to push through the barricade his student had so thoughtfully built for him, then administer some amnesiac drugs for good measure.

As she eagerly thrust her body against him, her earlier reservations forgotten in the throes of a sexual frenzy, her sex rippled as the orgasms she was experiencing ran together until she went stiff for a moment, drooling her delicious juices all over his lower body. As her breathing slowed after, he looked her over once - making sure she hadn't knocked herself out or something. Satisfied that she was just exhausted from having her fun, he slowly slid the dual shafts from out of her nethers and ass, shifting his body upwards to let her legs rest on them while he gently tugged her arms backwards and studied her up close as she lay there breathing.

Oh. I almost missed that. She said something like 'I need to catch my breath'. What. Why would she want me to- oh, wait, I remember. It's an idiom, a figure of speech. Right, that mean she's exhausted and wants to rest. Phew, almost made a faux pass there. Huh, so humans tire out a lot faster than I thought.

While he could just keep using her like an onahole, it wasn't exactly good practice when it came to domesticating humans. The trick was to make them come willingly to serve, and for that - he needed to use a form of diplomacy. Giving them what they want in exchange for giving you what you wanted was negotiations 101, and since she had made no effort to struggle after he had given her the release she was so desperately craving, it looked like he had gotten off on the right foot-equivalent with her. Quietly inhaling her scent, he let her sit next to his body as he supported her with the twisting lengths on her arms and ankles.

I'll let you rest for a bit, but there's something I'd like to test once you're done.

She was still reeling from the recent ordeal too caught up in recovering to do much thinking. Part of her had realized that it understood in some fashion allowing her to calm down as she rested there before it, on it even. Unaware what it had been thinking a stray thought had occurred to her.

Maybe it was emphatic, maybe it had sensed her limits. She was unsure. A shiver traced over her as the last shock waves of her release traveled through her starting outward in both directions from the center of her burning body. She had not tried to escape or move outside of drawing in breath until her body had reset excluding the tingling in her chest which was likely to remain for hours afterwards.

“Thank you ...” Her voice barely louder than a whisper unaware that she had even uttered the words. “I'm ready now.”

She shifted standing up higher on her knees as some energy returned to her but waiting for it to take the lead unsure of where those tendrils were outside of the tentacles that had been holding her that was.

As he finished checking the feeds for any abnormalities and making sure he hadn't broken any bones on his impromptu research partner, he felt her shift slightly, then get back on her knees - raising her petite rear towards his general direction.

Eh? You want to play some more? he thought to himself as he finished mentally translating her spoken words, then had to use every inch of self-control to stop jumping around yelling Eureka! like a scientist who had made a breakthrough. Opening all his breathing holes, he took another deep breath and looked her over. Not one muscular jolt, not even a nerve firing to give away the tension of a planned move. She had asked for more with what he could sense was complete sincerity.

As much as I'd love to take you in, rules are rules. I can't have the humans here get panicky because of a missing persons rumor. Still, what I can do is give you a good time here. Alright, lets have fun aaaaaaall night.

Shifting the grip on her neck to allow her to breathe easily in her new position, he slightly tightened the grip over her eyes while he ran a slick tentacle down her neck, teasing between her cleavage for a moment before working across her navel and finally coming to a halt and playfully prodding at her mound. Finding it slick with renewed lubrication, he leaned back to allow his cock to unfold from its leathery innards, the three-headed weapon coiled together to form a warm, throbbing shaft as it began to slowly work its way into the depths of her cunt.

I've got more where that came from.

The secondary set of tentacles zeroed in on her rear, and the intruder that had thrust away at her sodden box now slowly lined up against her twitching anal hole, then began to slowly slide into her. The sucker-tipped shafts that had previously groped her tits now lay quiet, as if watching the show being played out above. Finally, a fresh set of throbbing shafts were nudged into the palms of her hands.

High up on her knees there was a slight pause behind her. Etolie could hear that breathing, inhuman in nature yet it was so hard to shattered what her mind had envisioned thus far. Sightless all she could think about was a mass of worms and tentacles.

One loosely grasped her neck while another teased down her chest. It felt like a long tongue sweeping over her, vanishing between those tender breasts and farther as it pressed back against her. “Ah!” A sudden gasp escapes her lips as she feels it press up against her wet quivering sex that gladly excepts that intruder back into her folds.

She contracts around it, every inch that sinks into her with that agonizing slowness that has her caught up on edge. A part of her is afraid that if she tried to move that she would have been denied that sweet pleasure that is delivered upon her.

Then another presses against her backside. This time she does not complain as other tentacles find their way back into her lubricated hands. Hands that travel around their lengths pumping against them.

The one in her ass was different than before, there were no bumps along it's length and it took her a moment to work out that they were lined with suckers like an arm of an octopus. It had to be a different tentacle, there were so many tentacles.

Again she gasped as it slowly pressed into her, both holes filled she rocks back and forth while on her knees pressed one way then the other. She speeds up her hands against the tentacles in her grasp noting that the ones on her chest went quiet at least for now.

“Ah! Uh! So … So full! Yes!!!” She couldn't help in moving back and forth between those the two as she moved a little faster on her knees.

The smaller lengths hanging below her breasts quickly worked their way onto her chest as she began to get into it, while the shafts coiled around her upper arms let them go completely so as to provide her with complete freedom to service the lengths in her hands. Instead, they looped around her stomach, holding her steady as he fucked her cunt and ass at the same time. Sensing how her breasts seemed to flush again, he began to tease and grope them hard while the sucker-tipped tentacles found her erect nipples seemed to sniff around on her tits for a bit before latching onto her erect nubs.

I've taken note of your preferred spots. Lets try this...

The length in her nethers began to unravel, teasing at the cervix as it branched out in three ways. Homing into her favorite spots, he began to firmly thrust in a way that each powerful thrust struck all her favorite spots at once. The shaft in her ass was a lot more forgiving, though - a slow, smooth thrust with the 'suckers' and 'nodules' gently massaging her insides compared to the rough fucking her cunt was getting.

The lengths on her stomach and neck twitched a bit, slowly tightening their grip on her while she continued to service his tentacles with her free hands. Her mouth had been left free to make those delightful vocalizations - but now, a softer - almost smooth tentacle lowered itself onto her face, softly touching her open mouth as she groaned in delight at being fucked.

Satisfied that he had a firm grip on her body, he began to lift her up, off her knees and pulled her upright letting him penetrate her harder. He let her bounce a little on his body before focusing on her breasts again, clamping down hard on her nipples and slowly settling on a pattern of massaging and tugging on her tits as another slick length worked its way inbetween her breasts.

Ready for a little play? I'm sure you can handle this.

Those tentacles shifted, those smooth members trailing against her oiled body. The ones on her arms drew back giving her free reign while others secured her stomach. As her hands moved over the ones she was grasping she found it's renewed interest on her chest. Hardened nubs capped by them.

“Oh fuck!” She gasped out as tentacles continued to make a mess of her insides. Her eyes going wide when the tentacle inside her pussy seemed to split slicing against three portions of her body at the same time. “OH MY FUCKING GOD!!!”

The one pressing into her rump contrasted the wild frenzy of the other moving with more care. Air was easily robbed from her lungs with each of those thrusts but it was far from over.

Another tentacle, smaller than the last found her face slithering toward her mouth while she was shifted and lifted upward to a standing position, both tendrils continued to press inside her and her mouth opened with ease by the prompting of the slender one.

She could feel another snaking it's way between her breasts which it began to fondle rougher. She was cumming again, she couldn't stop it. Those cries growing muffled when she took that smaller tendril into her mouth sucking on it with zeal as she trembled in the grasp of this thing, this worm demon.

A tremor rushed through her breasts flowing straight down to her clenching body that saturated him with even more of her juices as she let out those muffled cries.

As he eagerly continued to thrust against her with his actual cock, he felt a slight change work its way across her vagina and womb.

Hm... seems like her natural juices are being strained to her limit. I should help her with that.

Adjusting his grip on her stomach, he pulled her back some more - then opened the lateral channels on his erect shaft, flooding her insides with a thick, warm lubricant that worked into her body like a rapidly spreading stain. The pressures she put on his nodules forced this gel to shoot out in spurts, working its way all over her cervix, and even into her womb as it filled her up. The slick gel worked wonders as the raised nodules and dexterous tips continued to pleasure both her holes respectively.

Without missing a beat, he eased off on her breasts - followed closely by the large tentacle that had been playing in the cleavage to hit her chest and neck with another spurt of that thick, warm gel that worked to ease her tensions. As he sensed her next orgasm rushing in, he kept up with her as he segued into his next plan.

The human mind is said to be the most open to hypnotic and mental suggestion in times of absolute pleasure. I would like to test this hypothesis to see if its true.

Lying on his back, he began to focus on a simple mental exercise. First, a set of 'diagnostic contacts' to make sure the mental contact would not damage his test subject's mental integrity, followed by a deep intake of air as he opened his sensory organs situated nearest to his brain stem. He would first try sending a simple set of mental 'suggestions', keeping it simple at first and see how she would respond.

Imagine how it'd be like if you were in a classroom filled with your fellow humans right now, and they're none the wiser about what you were doing right now.

How would that make you feel, I wonder?

She felt a bulging inside her mere seconds before it burst like a damn inside her, gushing in that release that filled her as she let out a cry from beneath the hood of her robe which had been muffled against the smaller tentacle that had found it's way inside her mouth.

Standing upright she trembled and would have fallen back to her knees if she wasn't being held upright. Filled she could feel the excess of seed pouring out around that tentacle some of which made it's way down her upper thighs though the bulk of that release had been trapped inside her.

Her tender breasts peaked by stinging nipples had been ignored for the time being as the tentacle there slide up higher. Even the one around her neck slithered about and while she had been aware of their movement she had been caught off guard when she was blasted in the face unable to see much with that hood pressed around her in such a way that her vision was obstructed.

This time she could see the hint of movement from one of the tentacles before a cool spray masked her features. Live wires in her hands exploded at the same time with that coolness that soon turned into more warmth with the friction and movement of her hands and the tentacles within them.

Swept up in another climax Etolie froze other than the movements of her hands and soft sucks with her mouth leaving it up to this demon to thrust or not against her.

An image forms in her mind as she recovers slightly. A full classroom, being taken like this … she envisions a storeroom at the back of the class that wasn't too large that contained a few things; extra text books, a box of paper, pencils, erasers and chalk. Maybe some maps of this country or that, a banner with all the presidents on it. She was unsure all the props that a history class would have or which sort of history it taught. American history had been the first thing to spring to mind though it wouldn't have mattered. Etolie wouldn't have paid much attention to it, even if she had taken the elective herself since it had not been an interest of hers.

She saw herself there, in that closet with a class going on outside the door. She could hear the professor saying something that was unclear, which was good, the sound was muffled at least. She tried to keep her own moans to a minimum afraid of being discovered her movements ceased afraid that she might knock something over or collide with a wall not being able to see.

Being such a control freak it filled her with dread that she'd be discovered. The hood above her head being a small blessing if she were no one was likely to know who she was initially. Oh dear God … I-I c-can't hold back ... She attempted to keep it altogether as she was taken in that place.

Due to just how differently their brain stems were wired, his full focus had been on injecting this thought in a form that would be understandable to humans into her stream of consciousness while avoiding either going mad with lust or fainting. It was by no means a perfect hypnotic system, nor something he could use to puppeteer his victims with complex instructions; but through incredible training and the help of a massive scientific research effort; he had for the first time, subtly suggested something to a human being via limited telepathy and she had picked up on it. Taking another deep breath that hummed through his muscles, he kept his mind from wandering too deeply into hers by his still-erect shaft pounding away at her wet snatch.

Too much and her mind couldn't take it. Too little and she'd want more. If I am to practice, I need to make sure the balance of power isn't shifted too much.

Her mind was rather pliant and open to psychic suggestions, eagerly taking in his subtle pushes and fleshing out the scenarios in her head, judging by the way her body spasmed at the alien thought blooming in her mind and how her cunt renewed its secretions. The 'echo' of her own thoughts left a flickering mental image in his mind - far more feeble than his own, but incredibly useful, regardless.

Fascinating... I had an inkling, but I never thought that you could utilize the school facility like that. I'm impressed.

This up close and personal to her, he could see that the little fantasy he had suggested to her was causing her to hyperventilate. So, just in case, he slid two more of the well-muscled shafts into her hood, placing the warm fleshy nodules right over her eyes and slightly tightened his grip on her head and neck, then eased the hood clean off her to let her breathe more, leaving her completely nude. Rewarding her for the information she had indirectly relayed to him, he shifted his thrusting into her in a slightly harder pitch, working her in a way she can really enjoy her little tryst.

Wonderful.

Taking another deep breath as he continued to play with her perky tits to mentally prepare himself for the next subtle push, he began to carefully transmit the next subtle suggestion. He kept to the theme, though - this way she would have an easier time building a better mental image for him to peruse.

You can hear them, the voices of your classmates discussing something as they sit just up ahead - so close you could reach out and touch them. You are seated in one of the chairs in class. The voice of that particular teacher droning on, all the students in this class facing away from you as you are having the time of your life like this.

Breathing heavily she felt her eyes being covered. The hood is drawn back farther and she feels the fabric of the robe skim over her upper back and a shoulder as it falls away leaving her quit exposed to the shafts that continue to press into her, that essence being stirred up within her adding to the moisture within and having more than enough lubrication to spear into her.

It is easier to breath even with another tentacle in her mouth though now she is fighting to hold back the tidal wave of sounds that wish to explode from her. Her mind has no defense against the mental prodding though the scene that she has painted changes slightly.

Like one waking from a dream she finds it impossible to connect one moment to the next, everything being hazy. She doesn't realize how she transitioned from the closet to the back of the classroom but she doesn't question it. The impulse is to remain quit as possible.

So far there were no eyes upon her, at least she doesn't feel any. The professor keeps going on and on not even aware. Why? Their back had to be turned writing on the blackboard or something had to have obstructed her, that made the most sense. Other students had not noticed, if they had she expected one to scream or cry out or something …

”Ahhh!” She couldn't bite down on the inside of her cheek with the tentacle preventing her from baring down. Still the sound is muted. Her mind constructing things, piecing together this element and that as best as she could.

She was stranding now and the thing was behind her, thrusting into her with such speed that it must have been trying to make her cry out. Her grip tightened on the tentacles in her grasp in a feeble effort to keep some sort of control as those tremors scaled up.

The classroom changed. What once was American history morphed into Biology. She was standing at the back of the room obscured by an anatomically correct bust of a figure displaying the organs of a body. The mannequin only partially obscured her from view so she had to keep quiet. At least her mind began to fill in these blanks effortlessly making sense out of things.

Easing the shaft that had been giving giving her throat an eager fucking, he slowly drew it out of her throat, the nodules gently kissing her soft lips as it passed out, hanging in the air for a moment, waiting for her eager tongue to call it back in. Accepting her unspoken plea, he began to slide the well-lubricated shaft into her throat, her posture allowing him to penetrate with almost no snags.

As she arched back, he adjusted his grip on her waist and ankles to balance her body in a way that even if she fell due to a particularly powerful orgasm, he'd be able to catch her instantly.

You're having lots of fun, aren't you. Tell me what you think of that guidance.

As she groaned and let out an adorable 'ahhh', he began to work the shaft buried in her ass slightly faster, rewarding her insides with a slow lathering of his oils and massaging her depths, while his cock began to protrude its fleshy nodules as it finished flooding her cunt with a viscous, almost gel-like lubricant that served to relax her muscles and ease any pain she would be experiencing due to the rough fucking he was giving her.

You're so incredible, human. I'm almost there...

As he caressed her body again, he began to sense her own thoughts working to flesh out the subtle suggestions he was feeding into her mind. This deep into her psyche, he was aware of the fact that she was fantasizing about being in a Biology class, hidden behind what looked like a medical training dummy. Relaxing his mind, he began to catch bits and pieces of the fantasy she was working into completing a splendid picture for him. This mental exchange was somewhat draining, but he kept at it - spurred on by curiosity, and eagerness to see his partner satisfied to the end.

This is great, human. Just a little more and I'll be able to effect some interesting hallucinations for you. Usually, I wouldn't be able to pull this off, but our back and forth has some incredible synergy. Thanks.

The bits and pieces, flashes of scenery eventually molded into a scene where he stood just behind her as she hid behind a large medical model with its organs marked. Despite the intense double penetration she was receiving, she had made so little noise aside from some well-muffled gasps and groans that she had let slip as she experienced the fantasy. Using what he had learned from his second contact experiment, he worked the next set of mental images in a way that would sync with what she was experiencing at the moment. Using her own mental images, he finished and linked this completed thought into her mind as she tightened her grip on his tentacles.

"Next, we'll be studying the effects of homeostasis-based systems in the human body." the professor continued, then paused, adjusting her glasses as she looked over her nude form. "Hey, you in the back, behind the mannequin. I was going do the honors myself, but it seems you've beaten me to the punch. Alright, come on up and stand in front of the class and I'll give you some extra credit for your trouble."

The sounds of several students complaining goes up, but the professor shushes them.

"Your fault for not being as proactive as the young lady over there. Next time, try and pay attention to the lecture, and you just might get me to give you something special." she smiles.

The students all look disappointed, one pretty girl to the side even has her hands on her school uniform top. The professor looks on expectantly, quite pleased.

She could feel it shifting around her though her mind didn't have a clear sense of where he had been nor did it attempt to make much sense out of it. She was caught up in a dream state and nothing made total sense. Still her mind painted a broad enough picture of what was happening. Her sense of sight had been robbed of her and whatever this thing was her mind only held on things she had already envisioned it to be.

The tentacle in her mouth pulled free, the nodules on it being felt against her lips. The tentacle's removal had been like a cork being popped from a campaign bottle, she gasped though clearly not as loud even as it sped up with the other tentacles that rocked her back and forth while she stood on uneasy feet.

Only now was she able to bite down on the inside of her cheek in order to still a moan that rushed out of her or at least it began to before she swallowed it back down. Nearby someone was eating candy, unwrapping it and munching on something that her mind didn't make out. It was another element that she added to everything that was going on to explain why she hadn't been over heard.

But not unseen. Attention had been shifted to her as a chill ran up and down her spine when the teacher addressed her. She frozen unable to comply even if she had wanted to. She was totally exposed save for the covering over her eyes and the mannequin. Before long additional eyes would turn her way.

Her mind scrambled at what she could do thrashing in it's grasp once more even with the onset of another orgasm. She panicked, her knuckles hitting the mannequin in the back knocking it off the little desk that held the bust up.

The bust, which was a human from the waste up lacked arms and the chest had been opened displaying the various organs that could be removed. Half the face had been exposed showing the brain. The bust hit the floor, organs or rather puzzle pieces shaped like organs spilled out sliding everywhere. From the waist up she was exposed to the class, all the heads spinning back at the sound of the bust colliding with the floor.

Gasps, screams, an assortment of sounds rushed at her. Etolie's face blazed scarlet. She feels the heat in her cheeks. Unaware of what is happening she can hear chairs sliding away from desks, desks and chairs hitting the floor, people backing up but either she missed it or it didn't happen as the door wasn't opened. Maybe it already was but it hadn't sounded as if there had been a rush to the door.

Shame floods her though she is unable to contain the cry that rips out of her mouth as the tentacles hit her in the right way triggering that sweet release.

You're really good at shooting back these mental images. Thanks for letting me train my skills with you. Now then...

"Don't worry, the mannequin has clay and sheets for its innards. There's no glass in there, so calm down" the professor explains as she walks up. "Now then, let's use that as an example. You felt that you were in danger, right?"

The professor gently touches one of her veins on her neck. "Heightened heart rate, shallower breathing and a sensation of a chill running up your spine are the first markers of adrenaline, which is produced by your body when you felt that you would fall along with that mannequin. Speaking of which..."

The professor casually turns away from you and calls one of the students over. "If you want to play assembly with that thing, now's your chance. Tell you what, do a good job before I finish this lecture and I'll give you some extra credits." she winks.

The eyes of most students at full attention now that this lesson is being applied. "Just one more thing. If I do catch you trying to pick on her because she's applying herself in this class, it'll be severe disciplinary action for you." the professor warns the class. "And you don't want to get put on the naughty room in this school."

Obedient nods from the students give the teacher all she needs. Satisfied with their answer, the professor then gently guides the nude girl onto the table.

"Ready to take the next step?"

Like a dream the situation ebbs and flows not making much sense. Things change and appear disjointed at times and her brain scrambles to construct something that makes sense to her. There she was being impaled by this creature in a closet, then at the back of a classroom and now this.

But her brain is pliable adapting to matters quicker than she realizes. In fact she can see the class now at least in her head she does even with her eyes being shielded. This thing is absent from her now, the touch of the professor erasing it as she's pulled into this image.

Turning her head to the side her blush deepens with all those eyes upon her nude form. And yet she feels pleasure swimming over her as her body is still being used in that classroom. A quake ripples through her even as she is lead over to the desk.

Moving though in reality not moving at all she's on shaky legs as if both had fallen asleep and can no longer support her weight. But she manages to get to their destination placed upon the cool marble top of one of the long rectangular desks at the back of the room.

Each row of desks sat numerous students. The marble top was cool against her back as she was laid out upon it. The desks were ideal for when they ran their labs and her own juices would not ruin it at all. Nor any of the chemicals used in this lab or that.

She feels as if she's the lab this time around. So many eyes upon her gives her an uneasy feeling as the class is addressed then she is. Wide eyes peel over the spectators, then the professor. This wasn't happening! And yet it was.

“Don't look ...” Her words meek and meant for the class. Caught up in the moment Etolie didn't even think of what had been happening to her focusing on the present as best as she could.

“What? Wait! What are you going to do?” She stammers out as she attempts to sit up.