Erica Hartmann and Gertrud "Trude" Barkhorn stood beside Minna at her desk as they studied the letter.
"Neither of you gave me this letter?" asked Minna. Both girls shook their heads.
"Then who did, and what could it mean?"
Before anyone could answer, the siren went off, signaling the enemy approaching.
"Neuroi? At this hour?" Trude shouted.
"This letter will have to wait. Gear up and get ready for combat!" Minna ordered.
"Yes ma'am!" Erica and Trude responded.
They entered the hangar, put on their striker units, and flew off from the runway to join their comrades in the air. There was just one problem - there was no Neuroi for them to fight.
"What's going on, this isn't another false alarm?" Minna demanded through the intercom.
Major Mio Sakamoto replied, "I don't know what's going on!" With the four of them - Mio, Trude, Erica and Minna - hovering aimlessly in the air together, they tried contacting the base, but could only hear static.
"I don't like this one bit," Mio said.
"Me neither." Minna replied.
Trude pointed out into the distance. "Look, someone's flying towards us! Is it one of the Isle of Wight Detachment Group?"
A small, dark figure slowly approached them - and at first they all breathed a sigh of relief thinking they were Witch reinforcements. But as the figure grew closer, they all noticed this "Witch" had a very long tail.
"Who could that be?" Mio asked.
"I don't know..." Minna said.
Like a flash, the dark figure swooped in between the four girls and blew right by them.
"What was that?" Erica asked.
Minna responded, "It looked green for a moment...wait, where's Trudy?"
Mio and Erica both realized their partner was gone.
Minna put her hand up to her ear and spoke through the intercom. "Trudy, where are you?"
Nothing but static.
"I-I think that think just took her..." Erica said in horror, as she saw the same shadowy figure quickly descending upon them - with Trude slung over its shoulder.
"Just who are you and what are you doing with Trudy!" Erica shouted.
The creature smiled, and slapped Trude's ass with his free hand. "I'm going to make her my meal."
"Let go of me!" Trude shouted, struggling in his grasp.
"And just what do mean by that?" Mio demanded.
"You'll see..." the creature cackled. He used his long tail to wrap around Trude's striker units, pulled them off, and they quickly came crashing down into the ocean.
"Those are some nice slender legs you've got..." the unexpected enemy ripped off Trude's uniform and undershirt, leaving her exposed in her skivvies.
"Hey, let go of her you perv!" Erica shouted.
"I told you...she's my meal! The creature raised his tail, and its stinger-like tip widened into a large cylinder, big enough for a person to fit inside.
Trude looked up - and that dark empty cylinder was the last thing she saw.
It came plunging down on top of her head, sucking and slurping her shoulders as fast as possible to get her inside for good. He let go of her body and let her dangle in the air from his tail.
Major Sakamoto had seen enough. She drew her Reppumaru, and began slashing at the monster.
The creature backed away, and almost lost his grasp on his prey. He said, "You almost made me lose my dinner...I'll have to take REAL good care of you next!"
Erica said Minna, "Should I start shooting?"
"No! Not with Trudy exposed like that, and Mio's shields aren't as strong as they used to be. We can't take that chance!"
Trude's breasts bounced up and down and her body was slowly being sucked into the creature's tail. Her bra finally unclasped, and her tits began shaking freely in the air, before sliding up inside the elongated tube.
"Let her go!" Mio demanded, as she began swinging frantically at the monster with her sword.
He dodged every slash easily. Faster and faster Trude slid up inside his tail, as her muffled cries could be heard coming from inside; soon the cylinder had reached her mid-section. And before long, it had reached her thighs.
"No Trudy!" Minna shouted.
"I'm going to start shooting!" Erica declared as she switched the safety of her MG42 off.
Mio did everything she could, but the beast was just too fast. All that was left were Trude's feet, and then - she was gone.
The cylinder had immediately closed back into its tip form once Trude's body was completely inside his tail. By now, she had stopped screaming for help.
Erica began to discharge her weapon, but was quickly cut off by Minna. "Stop, that's an order!"
"But -"
"We have to retreat to base and warn the others!"
Erica cringed as she watched Mio fight helplessly against the creature. She couldn't help but look away as the giant lump inside its tail slowly grew smaller.
As they both retreated, Erica asked, "What's going to happen to her?"
"I don't know..." Minna said.
Gradually, Trude's body began ascending up the creature's tail, and towards its back.
Mio continued to swing desperately at the creature, but it was all for not. Sensing that his food was almost down for good, the green beast backed away to put some distance between them - right at the moment his tail's sphincter finally "swallowed" its food into his back.
As Mio prepared for another attack, she noticed a pair of ears of a German Pointer quickly sprouting from the beast's head - the exact ears that Trude had as a Witch. Simultaneously, a gray tail poked out from above his original tail.
The beast licked his chops. "Mmmm...she was delicious..." he said, as he began to drool.
"You - you monster!" Mio charged at her enemy.
But the creature stopped her mid-air by grabbing her sword and said "My name...IS CELL!"
"Giver her back!" Mio demanded.
Cell smirked, and explained, "Sorry. You know how your legs enter a pocket-space dimension when they enter those striker units? The same thing happened to her once she entered inside of me. You Witches are all made of magic. And because of that..." Cell ripped the sword from Mio's hands, pulled her closer, and continued, "Your magical energy - essentially your whole being - will never come back!"
"You bastard!"
Cell pulled his right index finger up to the side of Mio's head and began flashing an energy beam.
"Let's see if those rumors of you having no working shields are true!"
Mio's face dropped into despair; her mouth open agape, and her body trembled.
The beam flashed brigher, until...
A small, blue beam streaked across the sky.
Mio's body fell lifelessly through the air in complete freefall. Her striker units fell off, falling into the water. Her body, however, came crashing down hard onto the concrete of the runway, creating a loud thud. Her sword even stabbed into the ground blade first.
Blood began pouring out of a small hole inside Mio's head, and her mouth began leaking blood as well. Her open eyes were in a blank, dead stare; and the magenta-colored magic in her right eye faded away permanently. As Cell approached her, she made one last, gurgling sound from her mouth.
"What a useless bitch." Cell said. He ripped open her buttoned uniform, and tore off her one piece swimsuit underneath, exposing all of her naughty bits.
Cell began reaching for his enlarging member down below, and started yanking it while staring at the goods.
"I wonder how it would feel to do it inside her head?" Once it was big enough, he stuck his thing close to the open hole. First he rubbed his glans against her hair, getting pre-cum all over it. Finally, he grabbed her head, held it in place, and pressed his large green dick hard and deep inside.
"It's so tight...it just barely fits inside...oh, I can feel her warm, slimy brains...it's just like fucking her pussy!"
His dick grew so large that it almost began poking out the other side. Faster and faster he humped, thrusting himself inside her skull, making all sorts of juicy noises.
"This is for almost making me lose my meal earlier!"
Cell grabbed her head even tighter, to the point where her whole face looked like it might become disfigured.
Cell started to moan in pleasure. It only took a few moments but he already couldn't hold his load in.
"Aarararhghghghg!" Cell shouted, as he froze with Mio's head clutched against his crotch - and white goo soon started pouring out from the other side. He then began humping again, getting ready to unload for a second time.
After several more minutes of smashing Mio's skull, Cell took a few deep breaths as he froze in place, gently caressing Mio's hair as he shot his second load through her brains. After a few moments, Cell pulled himself out of her head and stood up to dispose of the corpse.
His tail wrapped around Mio's waist, raised her in the air and dangled her above his unhinged jaws. Cell then lowered her into his mouth, and began slurping up her body whole. Once she was deep enough inside, he used his tongue to swirl around her pussy before sucking in her thighs.
Cell watched as her legs disappeared into his mouth, and paused once her feet were poking out as he turned to the Strike Witches base. He jerked his head back and took in the last of Mio's body, and quickly swallowed her whole.
"Two down, nine to go."
After hurrying everyone inside the base, Minna rushed in her room and retrieved the strange letter. Skimming through Maloney's message, she realized what he was after. "They want Miyafuji's power! Cell is going to do to Yoshika what he did to Trudy...he's going to absorb her!"
"Very astute, Commander Minna!" a loud voice said from behind.
There stood Cell, completely unimpeded as he broke inside the base with ease.
"I won't let you take Miyafuji!" Minna yelled.
"I'm afraid I'm just carrying out orders," Cell replied with a sleazy grin. "Absorbing Miyafuji is the objective - all other Witches are..." Cell licked his chops and concluded, "Expendable."
"You won't get away with this! When the other Witches find out - "
"When they learn of this?" Cell interrupted. "Foolish girl...they won't be around long enough to find out."
"What?"
"Didn't you hear me? All other Witches are expendable."
"You monster!" Minna shouted. She pulled out a handgun from her drawer and began firing her weapon at Cell's chest.
All of a sudden, a shield began forming in front of Cell, as Barkhorn's familiar began to appear; ears sprouting from his head and a brown tail above his own.
"It's useless to resist..." said Cell. He walked over to Minna, who began shaking helplessly with a horrified look on her face. "I could absorb you as well, but your powers will simply overwrite your friend's - and since you're older, your powers are certainly not as strong, correct?"
Minna stood silent.
"But that doesn't mean I can't have fun with you, either..." Cell began to cackle as he grabbed Minna by the shoulder, turned her around, and ripped off her uniform, exposing her in her underwear.
"I heard you like to sing, so I've got a special way of killing you..."
Cell took a piano wire in his hand, and wrapped it around Minna's neck. Minna began to struggle, as she reached up with both hands and desperately tried to rip the piano cord away from her throat.
Toying with Minna, Cell began to squeeze loosely around her neck, enjoying the feeling of his prey struggling to break free.
"Moan for me..." Cell whispered, before voraciously licking her ear from behind.
Indeed she did moan, as Minna continued to struggle.
Cell began to tighten the cord, and despite not using much strength, he could still hear Minna coughing and gasping for breath. He started getting hard again, removed her underwear with his tail's stinger.
Minna started to black out, but before she did, she heard one last whisper...
"...shhhhhh...just go to sleep..."
Cell finally used his full strength to tighten the cord, and not more than a second after he did, he could the gurgling sound of Minna's dying last gasps from her mouth. As the cord tightened harder around her neck, blood seeped out, and Minna's head became limp, followed by her whole body.
With his long green cock rubbing between her thighs from behind, he could feel a warm stream of urine trickling down.
Cell ripped off the rest of her clothes, and tossed the body down on Minna's bed, and began fucking it from behind doggy-style.
He stood up on his knees on the bed, grasped Minna's breasts with both hands, and fondled them as he continued to vigorously fuck her corpse.
As the bed rocked and its sheets became stained in blood, Cell tightened his grasp on the body as he felt the oncoming climax.
Erica rushed over to Minna's room as soon as she could. The moment she had lost all contact with her, she knew something was wrong. When she rushed inside, she immediately froze in place at the horror of what she witnessed: the commander's body sprawled out on her own bed, her back draping over the edge, with Cell violating her whilst holding her legs up in the air.
She arrived just in time to hear Cell's scream as he shot his final load inside her pussy.
Erica put her fingers in her mouth, terrified at what she just saw.
Cell let go of Minna's legs, and let her fall off the bed backwards and landing upside down, facing Erica with her ass completely exposed.
"Wh-what have you done!" Erica shouted.
"What does it look like?" Cell replied with a grin. "Oh, I'm sorry, did you also have an itch that needs to be scratched?"
"Like hell I do!"
Cell laughed. "Well your friend seemed to enjoy it! She just sat there and took it the whole time, look!"
Erica looked back down at her limp commander, and only now just realized that her friend had become a casualty. "I'm...I'm going to make you wish you were never born!"
Outside the base in the sun, Cell carried a struggling Erica over his back, and towards a small fountain. "Let me go!"
Cell dropped Erica at the pond, and bent her over the stony edge. As she was forcefully bent down facing the water, Erica saw her and Cell's reflection.
"That was a very mean thing to say to me back there. I'm going to have to punish you, little girl!" Cell ripped off Erica's boots and unbuttoned her black uniform, leaving her with just and undershirt and panties left on. "You deserve a spanking...and more!"
Cell gently smacked Erica's ass a few times, leaving her nothing more than teary-eyed.
"Don't think that I don't know you're going to do more than that, you perv!" Erica yelled.
Cell chuckled as he continued to slap her ass until it was bright red. "You're right...but this wouldn't be much fun if I just up and screwed you. Haven't you ever heard of foreplay?"
"This isn't foreplay! I'm not even giving you my consent!"
Cell frowned. Disappointed in her ruining the mood, he angrily replied, "Fine, bitch - if that's how you're going to be, then it's rape!" He pulled down Erica's panties, caressed her small, round ass, and rubbed his green member up and down her butt crack.
Erica struggled as hard as she could, to the point of using her powers and letting her familiar appear.
Once Cell noticed the tail sprouting from above Erica's rear end, it only further turned him on. "Yes, wag that tail in desperation!" He shouted as he thrusted himself inside Erica's luscious, pink pussy.
Erica clenched her teeth as she tried to endure the mixture of pain and pleasure that was coursing through her body.
Cell had already almost climaxed, but then saw Erica's puckered little butthole in plain sight. He grinned, and started to pull out.
Despite being very sore, Erica blurted out, "You're done already?"
"Of course not!" Cell plowed through Erica's tight anus, and wasted no time finishing the job.
Erica moaned in pain as Cell relentlessly smashed her ass back and forth.
Cell grabbed the back of her neck, and pushed her head into water. "Let's see how long you can last!" he cackled. As he kept humping, Erica's tail swept back and forth across Cell's crotch even faster, helping him to feed into that energy.
Erica's bare feet dug into the ground, her toes frantically clawing into the dirt. All she could was let out a muffled cry for help from under water.
After a few minutes of vigorous humping, Cell began to climax. But before he did, he noticed Erica's legs had stopped kicking, and her tail stopped wagging. Not a moment later, air bubbles began to surface. As soon as they did, Cell finally shot his massive load.
"Ahhhhhh!"
Cell rhythmically slid himself in and out of Erica's ass as he pumped loads of cum inside her rectum. He then let go of her neck, and let the body float up on its own, before caressing her small, round butt with both thumbs as the last drops squirted inside. Once he was finished, Cell slowly pulled out, and looked back at the base inside where the other Witches were hiding.
To his surprise, two Witches came bursting outside with machine guns in their hands - a big-breasted carrot-top with bunny ears and a younger looking girl with black cat ears and a longer tail.
They quickly approached him, and once they were within range, they began firing all-out.
Cell raised his shields to prevent him from being struck.
Once the girls were done firing, they began to reload, and fired again.
Cell again deflected the shots - but then realized what their plan was. I'm running out of magic... he realized.
He charged towards both Witches, and tail-whipped them both to the ground.
As soon as they got up, the younger girl shouted, "Shirley, get your gun and start firing!"
"No, Francesca!"
Francesca charged at the green monster screaming, " Super Lucchini KICK!"
Cell felt a small thud against the side of his face. He grabbed the girl's leg, and held her up in mid-air.
"Let her go!" Shirley demanded.
Cell cackled. "You should have both stayed inside - I might have saved you two for Yoshika's awakening!"
"A-awakening," Shirley mumbled.
"What are you talking about!" Francesca shouted. "What does Yoshika have to do with this?"
Cell smirked. "That Yoshika is the most powerful there is. She might have little experience fighting, but she as an inconceivable amount of magical potential. If I can absorb her at her strongest, I'll become even more powerful! But in order to do that..." Cell stared creepily at Shirley. "...she has to get REALLY angry at me!"
"Like hell that'll happen!" Shirley replied.
"We'll see." Cell added, "But since I'm almost out of magic, I'll need to replenish myself..." Cell lowered his tail above Shirley's head, opened it up wide, and shoved it down over her head.
"Shirley!" Francesca yelled.
The Liberion Witch was raised in the air as she put her hands up to her neck, trying to break herself free.
Cell kept trying to slurp her up, but she wouldn't go any higher than her chest. "Of course..."
Still holding onto Francesca by the leg, Cell let go with his tail, and dropped Shirley to the ground with a loud thud.
"Ughh!" Shirley took several deep breaths, and said, "That smell is disgusting!"
"Your boobs are too big," Cell explained. "But that's not something I can't solve!" He walked up to her, and spread her legs wide open as she was still lying on her back.
"What are you doing to her?" Francesca demanded.
Cell's tail closed up back into a stinger, and he thrust it right into Shirley's pussy, ripping right through her panties.
Slowly, Cell began to melt Shirley, siphoning her flesh and blood into his body.
Shirley moaned in pain as she could feel a strange swooshing motion throughout her body, all being sucked out through her vagina.
As Cell began to drain the Liberion, he looked at Francesca and opened his mouth wide. "Hey, wait, don't eat me!" she pleaded.
Cell chomped down on Francesca's midsection, and let her bare legs flail in the air. As her shoes kicked off, Cell bit down hard and ripped her body in half.
Cell started chewing Francesca's head, breasts, arms and stomach until they were completely grinded down into a pile of pink mush with bone fragments splintering apart. In one giant gulp, he swallowed what became of Francesca inside his mouth.
"Fran-ces-ca..." Shirley murmured. It was too late; she had started to feel lightheaded by now. Slowly she began to black out.
Still holding Francesca's legs - with an intestine dangling out - Cell looked down at Shirley' body, and saw she was almost a B-cup by now. His stinger pulled out, and he turned it back into the large cylinder which gently approached her head, like a wolf sniffing its dead prey. It snatched her up, and easily devoured her skinny body in one smooth motion.
Shirley slid up his tail, and disappeared into magical energy as she entered his body.
A pair of bunny ears sprouted from his head, and a rabbit's tail poked out from his backside the moment she became absorbed.
"It's almost time," Cell muttered with a giant grin on his face, before ripping the meat off of Francesca's legs as if they were a pair of drumsticks.
Still in their knickers, Eila and Sanya hid in their room cuddled up to each other. "What do think is happnening?" Sanya asked.
"I don't know," Eila said.
Suddenly they both heard a knock on the door.
"Who's there!" Eila shouted.
"It's me, Perrine!"
The two girls breathed a sigh of relief. "What is it?" Eila asked. "Eila, Sanya, you have to get out of the base! There's some kind of monster on the loose, and he's hunting us Witches down!"
"Huh? Like a Neuroi monster?"
"No, it's something green with a long tail - he's using it to...to eat us!"
Sanya and Eila looked at each other in confusion. Eila replied, "What do you mean by that?"
"He's absorbing us!" Perrine continued to shout through the door. "He's taking our magic powers and using them for his own!"
Sanya put her hands up to her head and brought up her antennae. "I'm not sensing anything," she said softly.
"Just hurry up and - mmph!" Perrine's voice was cutoff all of a sudden. All that could be heard was a muffled sound from outside.
"Perrine?" Eila shouted. But there was no response.
After a few minutes passed, a loud voice screamed, "Tonnerre!
A bolt of lighting flashed through the door, tearing it down. And there stood a large green humanoid creature with a giant tail, just like Perrine said.
"Who the hell are you?" Eila demanded.
"Someone who just gobbled up your little friend, see?" He pointed at the black ears at the top of his, and wagged his new, smaller tail.
"This - this is a joke, right?" Eila tried to laugh, but couldn't hide the look of doom on her face.
Cell pointed his fingers at the witches, and shouted, "Tonnerre!"
He began electrifying both Eila and Sanya, and watched as both girls jolted around on the bed. Once he was finished, smoke began emanating from them both.
"Now let's see how both of you are in bed!"
Cell ripped off both witches clothes, leaving them buck-naked. He turned Eila around, bent her over, and thrust his green cock in her pussy.
"AAAHHH!" she cried out, as Eila felt the monster raping her. He grabbed her tits from behind while fucking her doggy style.
As Cell began screwing her as well, Sanya tried to escape, but was instantly wrapped up by Cell's tail. She was completely helpless, and watched in horror as her friend was being violated.
Cell kept porking Eila until he finally shot his load. As white sticky stuff began seeping out her pussy, Eila felt her head being covered by something slimy.
Cell had began to consume her as well. Her breasts jiggled up and down as her body was violently shaking around. Her hair fluttered and bounced about in the air as she was being consumed whole.
Sanya looked on from the ground and watched Eila's slender legs being sucked inside, before her squirming feet disappeared as well.
"Noooo! Eillaaaa!"
Cell cackled once he swallowed Eila whole into his tail. In a matter of seconds she ascended up towards his back, where she would be merged with him for good.
Cell absorbed Eila, and at the same time, her black fox familiar poked out with its tail, as well as a pair of ears sprouting from the top of Cell's head.
He turned around grabbed Eila's tail. "So soft," he said as he stroked the dark gray fur. After licking his chops, Cell said to Sanya, "Don't worry little girl, I'll make you enjoy it!"
The green beast pushed a naked Sanya to the floor, and spread her legs apart, leaving her tits, pussy, and anus all exposed and defenseless.
Cell's dick hardened again, and he began rubbing up against Sanya's pussy, before slowly pushing himself inside and humping her hard and fast enough that her small, petit breasts bounced glamorously.
He noticed a pair of cat ears and an antennae appearing from the sides of her head, as if she were trying to reach out for help. A long black tail also poked out behind her.
"Oh no you don't!" Cell grabbed her neck, and began strangling her to keep her from using her magic.
Sanya started drooling, and peeing all over Cell's crotch as she could struggled to breathe. Eventually, she lost her antennae, and was completely silent.
Cell let go, and used her urine as a lubricant. He began probing her twitching butthole, before slowly pushing himself inside.
"NOOOO!"
"YESSSSSS!"
Cell shouted, as he felt her warm rectum squeezing tight around his girth. He began humping to his delight, fucking Sanya for all that she was worth.
Cell pinned Sanya's bare feet up against his face, and felt her toes wriggling to break free. Her tail wagged back and forth underneath Cell's legs, wagging in desperation.
"I DON'T LIKE THIS...PLEASE STOP!"
"Hahaha...for a quiet girl, you sure are the noisiest!" Cell remarked. He thrust himself as deep inside her as he could and almost completely pulled out over and over again.
Her feet tried desperately to kick Cell's face, but they were restricted by his incredible strength.
"You have such a defenseless anus Sanya, it's almost a shame I have to absorb you!"
"LET GO OF MEEEE!"
Cell could feel her magic aiding her resistance, which only helped him build up more of his load. She kept struggling and struggling...until...
"AAAARGGHHHH!"
Cell shot his biggest load yet inside Sanya's rectum; he filled her up so much it began squirting out of her ass, even as he was still plugged inside of her.
He kept cumming for over a minute, and when he felt the last load being pumped through her butthole, he could feel something warm and squishy trying to be pushed out.
"Well now, looks like you have to use the bathroom!"
Sanya was completely silent and petrified. What she just endured was utter horror, but the worst was yet to come for her.
Cell finally pulled out, and wrapped his tail over her head. He grabbed her by the shoulders, and began slurping up his next meal. Sanya's small tits were quickly enveloped; her bare legs flailed and kicked at the air as she tried to do something to escape.
Once her butt was sticking out, Cell paused, and let Sanya do her business before going any further.
With her tail still wriggling about, her ass squeezed out a long brown link of poop that fell to the floor, followed by another link that was smaller in size.
Once he sensed that was everything she had stored up in her colon, Cell continued to gobble her up. Her loli legs slid up delicately inside, and Cell watched as her feet were the last to be sucked inside of him as he continued to hear several cries for help.
Sanya quickly rose inside Cell's tail as well, before being swallowed into his back, mumbling her desperate pleas for the last time.
A black cat familiar sprouted out of Cell and replaced the black fox he took from Eila. "That just leaves two left...I'll have to make sure I make torture that Britannian Witch her and make her suffer as much as possible in front of Yoshika so she can unleash her true power!"
Yoshika and Lynette hurried into the hangar where their Striker Units were. "Hurry up Lynne-chan!"
"I'm trying, Yoshika! I can't run as fast as you!"
Yoshika climbed up and was about to slip her legs in the unit, when all of a sudden a blast sent her flying off the platform.
"Yoshika!" Lynette shouted.
"W-what happened?" Yoshika asked as she rubbed her head through the smoke.
"I happened." Cell claimed.
Yoshika looked across the hangar, and noticed that all of the Witches' Striker Units were destroyed.
"Don't look so sad," Cell cackled. "You won't be needing those anymore."
Lynette tried to rush over to Yoshika, but was grabbed from behind.
Yoshika stood up, and saw a tall green figure standing with Lynne in front of him - and strangely had Eila's ears and tail.
"You let her go!"
"I'll let her go as soon as you show me your true power!"
"What?" Yoshika asked.
Cell explained, "Even though you lack combat skill, you have the most magic out of any Witch here. Why do you think your shields are the strongest?"
"What are you saying?" Yoshika asked.
Lynette screamed, "Don't listen to him Yoshika! I heard from the others that they're trying to take your power and use it against the Neuroi! That's how he absorbed Eila and the others!"
"Shut up, bitch!" Cell kicked Lynne to the ground.
"I'm warning you, don't you dare hurt her!" Yoshika threatened.
"Haha! That's right, get angry! Even more angry!"
"Don't worry about me Yoshika, I'll be fine! Whatever you do, you can't unleash your strongest powers!"
Cell grabbed a long, metal pipe from the ground. Not using much strength, he smashed Lynne's skull and knocked her to the ground.
"LYNNE-CHAN!"
The Britannian Witch began crying, but not nearly as much as she was bleeding.
Cell began stripping her down, ripping off all her clothes until she was completely naked except for her long knee socks. Her hair had been all messed up and bloodied that was no longer in a ponytail.
"You...little..." Yoshika tried to contain her self.
"Don't look...Yoshika..." murmured Lynne, but she wasn't sure if she could hear her.
Cell began smashing Lynne's face in with his bare fists, sending some of her teeth flying out. With each punch, a loud screech could be heard from her, crying out in pain.
Cell then stuck his enlarged member inside her butthole, and began humping as hard as he could.
Yoshika covered her hands with her face, with tears streaming down.
Cell began squeezing her breasts while he was still ass-fucking her. Poor Lynette didn't even have enough strength left to shout in pain.
Cell shot his load inside her, pulled out, then ripped through her pussy and tore her hymen like it was nothing.
Yoshika looked up and saw Lynette's body being mercilessly raped.
Without even realizing it, a strange power surged through Yoshika's body. It began emanating around her, and her familiar even started to grow bigger.
Meanwhile, Cell continued to fuck the helpless witch. Like with Sanya, he pinned her feet against his face, enjoying the feeling of a witch trying to resist.
Before he could continue, Yoshika shrieked, "YOU BASTARD!" And with a blast of powerful magic, she sent Cell flying outside the hangar.
Cell landed hard on the cement runway. He couldn't help but laugh. "Haha...that's the first time any of you has actually made me feel pain!"
Yoshika stormed out of the hangar, with her familiar and magic at full power: her tail was ten times as long, and her furry ears were like that of a fairy tale creature.
She grabbed Cell from behind while he was still on his stomach. She used her newfound strength to rip Cell's stinger off like it was nothing.
"Ah!" Cell shouted in pain.
"That's for Lynne-chan! Now I'm going to rip you apart!"
Yoshika reached for Cell's neck, but had a hard time holding on due to its large girth.
She pulled up, hoping to strangle him instead. Cell was surprised at the amount of strength she had. He actually had trouble breathing. "So...this is...ugh...what they meant...I see now why they want her!"
Yoshika ignored everything he said and continued strangling.
Cell could feel his tail starting to regenerate, but would he have enough time? And would she notice?
Fortunately, Yoshika was too distracted. There was no way she would notice as long as it regenerated behind her.
"Just...a little...longer..." Cell mumbled.
"Shut up and die!" Yoshika angrily said.
Cell was about to black out, but his stinger finally regenerated - and immediately curled backed to open up for its newest meal.
Cell stood up once he felt the release of Yoshika's grasp around his neck. He started to come to, and was welcomed by Yoshika's frantic muffles from inside his tail, and her bare legs frantically kicking away so hard that her shoes fell off.
It was hard to hear from inside, but Cell could clearly make out her screams.
"Lemme go! Lemme go, you monster!"
Cell laughed. "Hahahahaha! Sorry kid, but you're not the hero in this story!" He dropped her to the ground, pulled off her uniform and blue swimsuit, and began helping himself to another witch's purity.
With his tail still covering her head, Cell thrust himself inside Yoshika's thick loli pussy, and began fucking her doggy style. He tore through her hymen as well, and felt the warm blood oozing out onto his cock.
"Mmm! Mmm! Mmm!" Yoshika cried from within his tail. Cell took delight to her cries, as he kept smashing her pussy, and smacking her jiggling bare ass over and over with his crotch.
Yoshika's large tail quickly grew even bigger; Cell was trying to charge her magic up as much as possible. As he kept fucking her, he slapped her ass, spread her anus and began spitting on it, lubricating the glorious, small puckered hole between her butt cheeks.
Yoshika's legs were pinned to the ground underneath Cell's own feet, trying to break free, but to no avail. Yoshika felt a surge of pleasure slowly building...before completely squirting out of her.
Cell laughed as he was splashed with all of Yoshika's secretions. He then pulled out, and pushed deep inside her anus as well.
"GAAHHHH!" Yoshika cried, but Cell continued to ignore her. He moaned in pleasure as the tight pink flesh squeezed against his cock, only further increasing his load. In and out he went, before finally smashing inside her for good.
Yoshika's toes started to scratch the pavement so hard that they became bloodied. Cell took a good whiff of her tail that the carried the scent of her dirty ass. After finally taking in everything he could handle, Cell pumped loads and loads of his white sticky cum inside Yoshika's rectum.
Cell continued to stay bent over Yoshika for a few minutes and gasping for breath, before finally pulling out. "That's a good girl," he smiled as he slapped her ass one last time.
Cell stood up and slurped Yoshika up to her tits, and soon he pulled her ass in as well. He watched her bare legs being slurped in as well as her ankles, and before long her kicking feet disappeared as well.
Once Yoshika was high enough up his tail, Cell turned around and talked to her through his stinger. "Even after the Neuroi are gone, Witches still present a danger with their own magic," Cell said. "So it's my job to absorb and kill off as many as I can - while taking on the Neuroi myself!"
Yoshika's body slid up and approached the sphincter that led to the absorption process. Sensing that the end was near, Yoshika made one last-ditch effort to free herself using her magic.
"I will not...be a part...of you!"
But it was too late. Cell felt the lump in his tail disappear into his back, before growing her long tail and ears. He immediately stumbled as he took in the immense power Yoshika contained.
"AHHHHHHHHHHH!
A large aura of power now began emanating from within himself. "After I defeat the Neuroi with this power, I'll be going around the world and devouring each enlisted Witch...so many powers...so many delicious young girls...this is just the beginning!"