Ah!!! Ohhh!!! She could feel Mezrol removing her top and panties. She did mind seeing them go at this point as they were now just a form of erotic torture. She felt his tentacle rub against her, and she moaned with its touch. By the way he slowly moved up and down her body, it was as if she was a treat to be savored slowly. At this point she just hoped he would start now.

She was indeed a fine model of femininity. It seemed only moments later when she was rendered completely nude. Her most sensitive areas were touched and caressed. Her netheres were prodded teasingly, pressing against her clitoris and between her reddening lips. Similarly her breasts were massaged firmly.

"So, my dear Ishtar, is there anything other than lead you back to your campus that I can do for you?"

Ishtar breathing got heavy as she felt her flower being played with. It was amazing at how quickly it was beginning to bloom for Mezrol as he continued to massage her firm swollen breasts. She moaned loudly as she struggled to get any sort of coherent sentence out.

Ahhh...this is just tooo...Ohhh!!...much. What do you...Uhhhh....want from me.

This was quite a situation that Mezrol had constructed for the pair. He had no intention to bind her in any way, as if it were needed. Ishtar was clearly too aroused to make much use of her legs. The poor girl needed a few orgasms.

"From you? I need nothing from you, my sweet girl. However you may need something from me."

Ishtar writhed on the floor naked as she could feel one of her hand begin to try direct the tentacles near her. She could feel her flower start to become wet with anticipation.

Ahhh...What....Ohhh...What do you think I need. She didn't know how much more she could take before she would try to take Mezrol.

"As any creature in your state of arousal, you need release, of course."

He continued to stimulate her blushing body as they spoke. He did his best to restrain his joy as the girl struggled past her pleasure to speak. Though he had lost his body on account of his curse, his 'magic fingers' were still as good as ever.

"I would be happy to provide it for you."

Ahhh...yes...I need it...Ohhh.

She could believe what she just said; but with him stimulating her, Ishtar needed release. She lay naked infont of her and no possibility of escape especially with her clothes laying on the tree nearby. She just hoped he would take her quickly.

"As you wish, my dear"

The tentacle rubbing her damp flower slowly pressed its way inside. It slid inside as the seconds passed, going deeper and deeper until it filled her completely. He massaged the soft globes of her breasts and toyed with her nipples. Soon enough Ishtar would have her release.

Ahhhh!! Ishtar's head shot back as she felt Mezrol's tentacle dive deep into her flower. Her lifted her head as she watched the tentacle thrust into her body. Ahh...you fill me...ohhh...fill me completely. She could feel the pleasure inside her begin to well up inside her.

Once he had filled her, he began to pull it back out. Once he had almost removed his phallus from her, he thrust it back into her. Mezrol did this again and again until he developed a steady rhythm. Her juices made it an easy task, as he thrust into her with ease. She was clearly enjoying the attention that he was providing for her.

Ahhh...It's so good....Ohhhh!!...so good. Please don't stop. With every thrust she feel waves of pleasure start to build more and more within her. She didn't want to admit she needed it badly, but her mouth betrayed her. She reached up and squeezed the tendrils that were rapped around her breasts, her hands betraying the lust she felt within.

"I have no intention to, my dear. Let your pleasure consume you."

A tentacle appeared behind her, massaging her ass as he plunged into her again and again. His tentacle phallus pressed against her cervix every time he slid into her. As he thrusted, he began forming tiny lumps across its surface. She could feel each and every one of them as he filled her.

Ahhh....How...Ohhh...How did you...Uhhh...do that? The bumps that formed on the tentacle inside her were driving her crazy. She could feel the pleasure build inside her as it reached the bursting point. As she felt a tentacle reach up and begin to caress her rear, she knew she just ever so close to her first release.

"I can control my shape, texture, even color if need be. I thought that you would enjoy a little extra stimulation. It appears that I was correct."

Her supple rear was massaged firmly as he repeatedly thrusted his phallus into her. Mezrol could sense her oncoming orgasm and decided to help it along. The bumps along the top of his phallus elongated, each one sliding across her g-spot as it was thrust past. It was like hundreds of tiny fingers were toying with her walls right where they were most sensitive.

Ishtar could feel each thrust get her closer and closer to edge, then Mezrol changed inside her. He formed bumps that each began to rapidly cross over her g-spot. Her body suddenly couldn't take it anymore. AHHHHH!!! Ishtar's head shot back as she filled the forest her moan. As it died away her head felt to side as she spasmed in the aftereffects of her orgasm.