"I'm bored!" Lucy yelled.

Lucy sat at Fairy Tail's bar, more bored she had been before. Cana sat on the counter while Erza occupied the seat next to Lucy. Lucy wore her usual attire. Her shirt was white with a bright blue cross on the front. Her skirt barely covered half of her thighs, but still matched her shirt; it was held up by a brown belt strapped across her waist. On her left hip was a bullwhip with a spaded end. On the other side were her celestial keys. She wore black, knee length boots with a larger heel to look taller. Her blonde hair was tied into a pigtail with a small, blue ribbon that also matched the skirt and skirt.

"Well, yelling isn't gonna do anything about it," Cana retorted. Cana wore those same clothes she wore almost every day. Her chest was covered by a blue bikini top that was at least two sizes too small, and her pants covering anything below her waist. They were held in place by a pink, loosely buckled belt.

"I agree with Lucy. It is a rather... slow day. Natsu and Grey are both out of the hall, and there has only been one fight." Erza said. Her red hair hung down to her waist, touching her skirt. Her armor covered most of her body. There was a bright yellow cross over her left boob that spread out over the entire upper half of the armor. It came with a blue skirt attached to the bottom that covered almost all of her thighs. Her boots looked like Lucy's, covering what the skirt did not.

Cana picked up her keg and held it to her mouth. Despite being upside down, not a drop fell—it was empty. She lowered it and closed one eye to look inside. She knocked on the keg three times, eliciting a sound that proved her theory. "I'm out of booze. I'll be back in a few." She hopped off the counter and walked to the back room. Cana knew exactly where the beer was, but she had something else on her mind. Striking her keg three times was a signal between her and Erza. They had both understood it now Cana had only to wait.

About a minute after Cana had left to get more booze, Erza stood up. "I must go to the bathroom, I will be back." She walked away from Lucy before she could respond. The bathroom was down the same hallway as the back room, making it seem normal for her walk in that direction. However, just as she turned the corner, she made another turn and opened the door to the back room. She shut it as silently as she could before turning around and spotting Cana.

"Took you long enough." Cana had sat herself down on one of the larger boxes in the room. "It's your turn this time, right?"

"It is." Erza began to glow as she activated her magic. In a spectacle of bright lights, her armor slowly disappeared. Her armor burst into a puff of bright lights that glittered off before hitting the ground. With nothing to hold them back, Erza's naked tits bounced forward. They were easily C-cups but they looked like D-cups because of her folded arms pushing them up. She walked over to Cana and grabbed her. Cana was pulled in close to Erza's body as their lips met. Cana grabbed Erza's ass, one cheek in each hand, squeezing and rubbing them. They broke the kiss and Cana stood up.

Erza took Cana's place on the box, spreading her legs open and putting her pussy on display for Cana. "Aw, you shaved just for me." Though Erza had not shaved specifically for Cana, she decided against correcting her. Cana leaned in between Erza's legs and took a long sniff. Her eyes closed as she exhaled, enjoying the scent. She grabbed Erza's thighs and leaned farther forward. Her mouth covered Erza's pussy as her tongue flew inside.

Cana licked as much as she could from Erza. Her tongue was as far in as she could get it; lapping up anything it touched. Erza moaned and placed her hands on Cana's head. Cana ignored it as she kept licking, running her tongue inside and licking. Her tongue scraped the top of Erza's walls, making her shiver. Most of Erza's juices stuck to Cana's tongue, allowing her to saver the sweet taste. Erza was already starting to fidget.

Planning on making her cum as fast as possible, Cana got an idea. One hand moved from Erza's thigh and groped her ass. Erza hardly noticed as Cana's hand crept closer and closer to her Erza's anus. Her fingers moved in a circle around Erza's asshole. Teasingly, she pressed the tip of her index finger into Erza making her grunt. Cana quickly withdrew her digit from the hole. She placed her index finger on one side of Erza's asshole and her middle finger on the other. They moved in opposite directions, spreading open Erza's ass and loosening it.

Before Erza could respond, Cana had already plunged her middle entire finger into Erza. Erza's mouth opened in a silent scream, but she allowed it to happen. Cana began to move her finger around inside of her friend. There was no pattern to her movements, as long as she loosened Erza up a little. After a few moments, Cana pushed her index finger inside, making Erza moan. Her fingers curled, rubbing Erza's rectum.

Erza's moan became louder and her grip became stronger. Cana's head was held perfectly still as Erza's pussy tightened on her tongue. Juices flew from Erza's pussy into Cana's waiting mouth. Each contraction from her orgasm sent another wave into Cana's mouth. Erza's ass had also tightened from the orgasm. Cana's fingers were trapped inside as Erza's ass clamped down like a vice. Most people would have let Erza ride out her orgasm, but not Cana. She wiggled her fingers in Erza's ass as much as she could. It did not prolong her orgasm, but at the least provided another pleasurable sensation. As Erza came down from her orgasmic high, she began to take in the world around her once again. The first thing that she noticed was Lucy standing in the doorway.

"Lucy!" Erza shouted. Lucy did not move. Cana stood up and turned around to look at the intruder. Lucy was still stunned by what she had seen. Her eyes were almost bulging out of her head, and her mouth hung open. Hardly concerned, Cana reached into her pocket and pulled out a card. The card had no picture on it, making it perfect for what she had in mind.

"Cardify!" She threw the card at Lucy, striking her in the chest. With a puff of smoke, Lucy disappeared, being sucked into the card. Only now did she snap out of her daze.

"Hey, Cana! What's the matter with you?" Lucy started to bang on the invisible wall of the card. "Why am I inside one of your cards?"

Cana gingerly strolled over to the doorway and picked up the card Lucy was in. "You found out our secret. We need to make sure that you don't tell anyone."

Lucy suddenly became very timid. "W-what do you mean?"

"Oh, you'll see." Cana placed Lucy's card in her pocket and turned to Erza. "Erza, we're gonna have some fun tonight."


Cana and Erza left for Lucy's apartment almost immediately after they had caught her. Erza already knew her way to Lucy apartment from following Natsu and Happy. Cana did the same, and followed Erza through the streets of Magnolia. The sun was beginning to set, casting a bright orange across the streets. The streets themselves were nearly empty—most had gone home for the night. A man walked by the pair, making eye contact only for a moment. He suspected nothing of the two, assuming they were head home like he was. Little did he know about their plan for Lucy, or the fact that she was hidden inside of a card in Cana's pocket. When they reached the apartment, they ran into a problem. Neither knew where the door was.

Cana pinched her nose with two fingers. "How do you not know where the door is?"

"Do not blame me for this. I had followed Natsu and Happy when I first came here. They entered threw the window." Cana gave a blank look. "We could do the same as them and climb up."

Cana sighed and said, "Fine."

Erza bent her knees and lowered her hips. Cana put one foot in Erza's hands and got ready to jump. Erza started to bounce her hands up and down. One the third bounce, Cana was lifted into the air. As soon as she was there, she grabbed onto the bottom of Lucy's window. In a test of strength, she pulled herself up and pushed the window open. To her pleasure, it creaked open. She slid into Lucy's room and turned back around. Erza jumped up, caught Cana's arm and was hoisted into the room with Cana.

Cana pulled Lucy's card from her pocket. "Card release!" Just as she had been pulled into the card, Lucy was pushed out. She landed on her ass hard.

She rubbed her sore ass before looking at Cana. "What was that for?" she screamed.

"You saw us. We can't just let you tell everyone."

Lucy calmed down. "Well, you didn't have to put me in one of your cards."

"Whatever. We need to talk." Cana widened her stance and folded her arms across her chest. "You can't tell anyone about what you saw."

Lucy was about to agree when a though popped into her mind. She could blackmail the two mages into doing anything she wanted. The best way to do it was to set her own terms. "No, I have some demands." Cana raised an eyebrow.

"Name them," demanded Erza.

Lucy scratched her chin and hummed to herself. "Well, first: you have to do my laundry... every week."

"Is that all?"

"No," Lucy blushed and started to fidget. "I..." Her cheeks grew brighter. She stood up and grabbed the hem of her skirt. In one swift motion, she pulled her skirt up and pulled down her panties. A semi-hard, ball-less, and circumcised cock leaped out from her between her legs. "I want a blowjob!" Neither Erza nor Cana seemed fazed.

"Done yet?" Cana asked.

"You're not surprised?"

"No, weirder things have happened."

"Uh, yeah that's all."

"Let's get started." Cana knelt down and grabbed Lucy's head with both hands, holding her still until their lips met. Lucy closed her eyes and wrapped her hands around Cana's waist. Slowly, Lucy's hands drifted down and grabbed two handfuls of ass. Cana moved her hands down from Lucy's shoulders to her waist, grabbing the hem of her shirt. The kiss was broken for only a moment and Lucy's shirt flew from her body. Wasting no time, Cana quickly grabbed the back of Lucy's bra, and, in a practiced motion, it was on the other side of the room, letting her D-cup tits fall out. "It feels like you're ready." Lucy's cock was now as hard as a rock and being held down by Cana's body. Cana could feel it press against her pussy and was beginning to get anxious. She stood up and took a few steps back from Lucy to give herself room to strip.

Erza, feeling forgotten, finally saw her chance. She dropped to all fours and did the same as Cana had. She stole a kiss from Lucy, her hand eagerly grabbing Lucy's tit, massaging her tender skin. With a surprising delicacy, she pinched the small pink nipples between her fingers until they were erect. Erza's left hand swung down to below Lucy's waist. She eagerly encased the cock in her fingers. Her thumb slowly rolled over the head, spreading pre-cum as it slipped out into the world. The digits slowly slid down the thick length until they were at Lucy's pussy. Seamlessly, two fingers dove inside, providing an immediate sensation of filling. They two wiggled in the tight passage, coating themselves in Lucy's vaginal juices while causing a ripple of ecstasy to spread over Lucy's body.

A now naked Cana strutted back over to the pair, ready for her turn. Impatient, as Cana was, she knelt down and plunged her mouth onto Lucy's cock with out a warning. Lucy jumped, almost spreading her lips from Erza's. As she realized what was happening, Lucy calmed down and started to enjoy herself. The warmth in Cana's mouth was overwhelming to Lucy. It felt almost as if it had been put into a moist inferno. Cana pulled back from Lucy, licking at her cock the whole way. Just before it left her mouth, Cana stopped and began to flick her tongue across its head. Once again, Lucy jumped up, this time breaking her kiss with Erza. She gasped for air as her cock throbbed inside Cana's mouth. Pre-cum dribbled from her cock into Cana's mouth, not that either cared. Cana slipped off her cock and pinched the base as hard as she could, cutting Lucy off from her wanted orgasm.

"No, no. Did you really think that it was just going to be a quick blowjob, Lucy? Come on, you know me, I'm gonna have my fair share of the fun. And we can't forget about Erza, believe it or not, she pretty kinky."

"Eh… No," was all that a blushing Erza managed to croak out. Cana grabbed Erza's shoulders and forced her to move back in front of Lucy. Her hands already on the leather straps, Cana unbuckled the latches and let the armor fall. Much to both Cana's and Lucy's ire, Erza caught the steel plate. "If you don't mind, I can just requip it off."

"Than do it already!" Lucy shouted in haste. Realizing her brash mistake, Lucy shyly smiled and made a fake laugh. Erza decided to ignore the comment, instead, getting on with her magic.

"Requip!" Erza yelled. In a spectacular glow of light, Erza's armor and clothing sparkled and spread out into the air, dissipating around a now almost naked Erza. Erza was left only wearing a white lace bra and panties. Slowly, she unhooked the bra but held it to her chest with a one arm. Inch by inch, she moved away her arm and let the bra out a little more until it finally fell to the ground. Revealed were Erza's perky C-cup tits, mesmerizing to the other two girls in the room. They almost missed Erza shaking her panties off of the legs and kicking them aside.

Erza walked up to Lucy, knelt down in front of her, and began to gently massage Lucy's cock. "Ready?" Lucy simply shivered in anticipation and nodded her head. "Good." Erza turned around and got on all fours, saying, "Now fuck my ass."

Needless to say, Lucy was taken back by the request. "Your… ass? Are you sure, that'll hurt won't it?"

"Don't worry about it. Just fuck me."

"Ok." Lucy got onto her knees and put one hand on Erza's ass, her other hand lining up her cock with the puckered star before her. "Ready?" Lucy asked.

"Hurry up!" That was all Lucy needed. Slowly but surely, Lucy's cock entered into Erza's ass. Inch after inch of Lucy's foot long cock sank into Erza, until finally, Lucy's hips touched Erza's. Feeling a little more comfortable, Lucy started pounding away. The very first buck made Erza fall forward so that only her ass was in the air, but Lucy did not stop. The tight passage squeezed like a vice around the intruder. Every time Lucy pulled out, it would try to suck her back in. Lucy gave into her urges and thrust as hard as she could every second.

Cana kneeled next to Lucy as kissed her. With one hand, Cana massaged Lucy's tit, and her other fingering her own pussy. Erza's moans of ecstasy spurred Cana to finger herself harder than she had before. Her juices coated her fingers in a shiny layer of her liquefied libido. Feeling her orgasm coming so soon, Cana stopped herself and pulled out her fingers. She broke her kiss with Lucy and held her fingers against Lucy's lips. Her mind a haze, Lucy closed her eyes, opened her mouth and began to suck of Cana's fingers. The sweet taste of Cana filled her mouth and spread out over her tongue, causing an accidental moan to escape her lips.

Lucy's eyes flew open as she gasped. Her cock was balls deep in Erza's ass and throbbing. Erza let out a loud moan as her eyes rolled back in her head. Lucy's cum raced up her bowels, spreading warmth wherever it touched. The blonde fell forward onto Erza's back as she came. Her cock kept throbbing as her orgasm continued to pump Erza full of cum. Sick of waiting, and still horny, Lucy began to hump again. Her oversensitive cock felt like it was on fire, but Lucy could not stop herself. Erza's tight ass sucked her back in and Lucy could not resist the invitation.

Lucy's hips slammed into Erza's thighs again and again. Cum began to leak from Erza's ass and run down her thigh in a small and slow stream. Only moments later did Erza realize why it was dripping; she was full. She felt cum rising up her throat begging to be let out. With no choice in the matter, Erza tensed as cum pooled in her mouth and quickly filled it up. Erza shut her mouth and grit her teeth, trying to hold it in. Her cheeks puffed out and the torrent continued. She pursed her lips trying to open every cubic inch possible, but in a vain attempt.

Erza's lips slipped open allowing cum to stream down her chin and pool on the ground. Unable to close her mouth against the growing pressure, she jaws went slack and her mouth opened. Cum flooded out of her mouth, making a puddle on Lucy's carpeted floor. Not even realizing what she had done, Lucy kept humping away. Cum kept falling out of Erza's mouth like a waterfall, stopping her from breathing. Quickly, her vision blurred and she fell unconscious. Only then did Cana move to stop Lucy, but by then there was no need. Lucy orgasm had finally tapered off and her cock stopped throbbing. Lucy let out a sigh of fulfillment and dragged her softening cock out of the now unconscious Erza. Erza whined as the last of her friend left her, allowing cum to flow freely from her ass.

"Lucy, how long has it been since you had sex?" Cana asked in astonishment.

"Oh, uh…" Lucy gave pause and smiled in embarrassment. "Actually… I'm a virgin."

"A virgin?" Cana gaped. "Really, with the size of your tits I though you would've been fucked at least once."

"Everyone got scared off by my dick."

"So this is your first time having sex?" Lucy nodded. "I am going to have so much fun with this."

Cana grabbed Lucy's arm and pulled her onto the bed. "Lie down." Lucy did as instructed, lying on her back with her hardening cock rising up from her waist. Cana straddled Lucy's waist—resting on her knees. She gently grabbed Lucy's cock and pressed the head against her warm but wet opening. "Ready?" Lucy grabbed the sheets and nodded. Cana dropped her hips and sat down on Lucy, allowing the entirety of the foot long dong to impale her down to her deepest depths. Lucy moaned and tensed her muscles in an almost painful fashion. Thought, she relaxed moments later, but she still gripped the sheets in anticipation of Cana's next move.

As Lucy expected, Cana rose up and dropped herself down again, eliciting another moan from both parties. Cana lifted herself up a second time, but was met with a surprise. Lucy had grabbed onto Cana's hips and was holding her in place as she thrust up. Cana tried to wiggle out of Lucy's grip, only to find that the sex-drunk mage had a grip that could rival Erza. Stuck in place, Cana could already feel her impending orgasm build inside of her, begging to be released.

"Lucy, I'm about to cum!" A moment later, and to her pleasure, Cana's pussy started to burn and spasm beyond her control. Secretions began to slide down Lucy's cock and onto her hips, forced out of Cana's pussy by her uncontrollable orgasm. Her orgasm was a trigger for Lucy's own orgasm. Lucy drove herself as deep as she could inside of Cana and froze in place. Once again her cock erupted in an uncontrollable glory of white. To Cana, it felt as if a fire hydrant had been opened and led through a hose in her vagina.

Almost immediately, cum began to drip out of Cana's pussy and down Lucy's cock. Soon the few drops came more frequently and turned into a stream. Soon, the stream sped up and cum stained the sheets below the two. Cana slowly noticed a bloated feeling from her gut. With one hand, she rubbed her lower abdomen to find that it was distended. She could easily feel it moving as Lucy added more and more cum to the mix. The longer Lucy came, the more Cana's stomach grew. The stream below her had become stronger until it began to drip down the bed and onto the floor.

Much to Cana's relief, Lucy pushed her on her side and pulled out. A torrent of cum sloshed out of Cana, but not enough to relieve the pressure in her womb. Lucy closed her eyes and lay on her back breathing deeply. When she opened her eyes and turned to Cana, she finally realized what had happened. Cana could easily pass for a woman deep into pregnancy and that her bed was drowning in cum. Cana looked back at Lucy and did something unexpected; she kissed her celestial mage and snuggled up against her.

"Lucy?" Cana began.

"W-what?" Lucy was scared. She had just dumped gallons of cum inside one of her best friends and now she was afraid that friend would want revenge.

"We should do this again." Lucy instantly relaxed.

"Really?"

"That was some of the best sex I've ever had. And I can probably speak for Erza on that one too."

"Uh, ok... when?"

"Let's wait till Erza wakes up, then we'll decide." Cana sat up, "In the mean time, I have to figure out what the hell I'm suppose to do with this!" she yelled, gesturing to her now massive stomach.