If possible he would have grinned as Ishtar began pleasuring herself in his presence. He watched and waited for her pleasure to overcome her judgment, at which time she would be his. Clearly she was enjoying their little stroll.

Ahhh!!! I'm so sorry. Ohhhh!!! I don't know what's come over me. Ishtar continued to rub her breast as her legs rolled left and right trying to find any position where they didn't demand attention. Unfortuantely, there was no such position that existed today. Ishtar's free hand slowly reached down and began to unbutton her shorts.

"No worries, my dear Ishtar. I've seen one of our kind in this state of sexual arousal before."

He waited patiently as she slowly began to strip herself. He had no ambition to tear the fabric from her or have her suffer the embarrassment of returning to her school half naked. After all, he did promise to return her there.

Ahhh!!! You know I'm... Ohhhh!!!.... I'm aroused?

Ishtar hand gotten her shorts unbottoned and she reached inside in attempt to comfort her lower lips that absolutely demanded attention. Her hand that was playing with her breast reached downand began to lift her top up to provide her easier access to her needy orbs.

"It is not difficult to tell; your unusual warmth, your lusty moans, your fondling of your erogenous zones, all very clear indicators."

More and more of Ishtar's lovely body was coming into his view and Mezrol's appetite was growing. Before long they would both get what they wanted, and Mezrol, for one, would be most pleased.

Ahhhh!!! This is so embarrassing...Ohhhh!!!...to be doing this infront of you. Uhhhh!!!

Ishtar shorts start to slip down her legs as her hand reached into her rose themed panties. Her legs even restrained by her shorts began to wiggle even more as Ishtar was starting to be overcome by lust. Her other hand reached up and began to play with her now bare breast.

"Don't you worry, my dear. I am enjoying the sight and you are enjoying your touch. There is no need to be embarrassed."

The more he saw, the hungrier he became. Now one of her wonderful breasts was in view and he had trouble keeping his tentacles in check. Soon, he told himself, soon...

Ohhhh!!! You're enjoying....Ahhhh!!! the sight?

Ishtar shorts were now down to her ankles as her hand had moved deep into her panties. She moaned as she struggled to understand what was happening. All she could do is try to satisify her lust as this creature seemed to watch and enjoy what she was doing to herself. It was slowly becoming clear that to her that he was somehow involved.

"Yes I am."

The tentacle left her arm and hovered over her body briefly. Slowly it advanced on her bared breast and prodded the stiff nub of her nipple. Meanwhile he continued to stroke her back as a new tentacle appeared to caress her thigh.

"Would you care for some assistance?"

Ahhh!!! I can't believe this is...Ohhhh!!!...happening to me.

Ishtar moaned as she felt the tentacle brush against her nipple. The strokes against her legs and thigh made writhed in pleasure more as she could no longer her control herself. As more tentacles appeared she began to realize what was about to happen...

Slowly her breast was massaged as the other was exposed by a previously unseen tentacle, which immediately wrapped around the exposed orb. Her belly and legs were continually caressed as the girl moaned with pleasure. Soon enough Mezrol would give Ishtar more pleasure than she could imagine.

"Don't resist your pleasure, my dear. Give into it, and you will enjoy it much more."

Ishtar could feel more tentacles reach and take hold of both of her breasts, as more reached around her belly and legs. She slowly realized that she was losing herself to Mezrol's seduction.

Ahhh, this isn't right...Ohhh!!! Attempts to move were futile as the aroused her more. There would be no escape.

"What isn't right about it? You are clearly enjoying yourself..."

Why did these human girls always complain while they were receiving pleasure? He decided it must be a quirk of the species ad his bulk closed the distance between itself and the writhing girl. From the tentacles wrapped around her breasts emerged thin tendrils that immediately found her nipples and paid them very close attention.

Ishtar could see the Mezrol approach her. She reached up to try to pull the tentacles wrapped around her orbs off. However as she did so, she could see smaller tendrils form from the tentacles and begin to play with her nipples. Ishtar moaned as her hand simply squeezed the tentacles tightly.

Ahhhh....I don't.....Ohhhhh!!!!

"You don't? It appears to me that you do, my dear."

Slowly now he began to remove her clothing, discarding it upon a nearby branch. As inch after inch of her soft skin came into view he caressed it with one of his free tentacles. She was very warm to the touch due to his stimulation.