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This fight was grueling. We had destroyed all of Matriarch Benezia's commandos and Geth, but they had incapacitated Liara. I should have known bringing only one crew member, even if the mission does contain their mother, would have been trouble. Now I was going one-on-one with a powerful, and sexy, Asari. I made the mistake to pop completely out of cover, and she hit me with a stasis.

She walked towards me slowly, swaying her hips, and chuckling coldly. But she took too long, and the stasis field wore off when she was about four feet away. I charged forward, spear-tackling her. The impact from my shoulder and her slamming into the ground brought quite the… unexpected turn of events…

As soon as she bounced off the ground, the small strip of clothe holding her more than ample breast, or should I say nipples? Because that was all they covered, her nipples. The impact caused the dress to slide down, exposing her nipples to the freezing air of Noveria, instantly becoming erect. She gasps as I pin her wrists above her head with my right hand and bring my left hand down as I straddle her hips. I roughly grab her breast in my hand, groping, kneading, and palming her erect, dark blue peak.

"No!" She squirmed underneath my touch. "Get your filthy hands off me, human!" I leaned down, continuing to hold her arms and grope her breast, and brought her right nipple between my lips. I bite down on the erect areola, tugging on it, pulling back to it's limits. She cries out as I repeat this, alternating between breasts. I lower my hand down between her legs, cupping her womanhood through her dress, and she makes a makes a muffled noise in her throat, like a moan being suppressed, causing me to grin like a retard against her skin.

"Your daughter didn't say no." That drew a look of complete surprise on her face and she stop struggling out of shock as I reach down with my left hand, stretching my arm-span to it's limit. Holding her arms while gripping the bottom of her dress and scrunching it up around her waist, exposing her unclothed pussy, showing she was going "commando". Ha! I press my middle finger between her neither lips, stroke my her up and down, keeping her womanhood cupped in my hand. She moans deeply before she can stop it.

I dip my head between her breast, dragging my tongue between valley of her breast, tasting her skin. It was sweet, like an exotic fruit, probably something from Thessia. I press my face completely between her boobs, then I… motorboated… The sound resounded throughout the lab, and it must of tickled because she started to giggle. Not laugh or chuckle. Giggle. A matriarch for the Reapers. Giggling. Now I can't lie, it was kind of cute.

When I ran out of air, I pulled up from her pillowy breast, and raised up until I was at eye-level, meeting her gaze. It was filled with lust. But also hatred. Two flames battling for dominance. I smashed my lips against hers, and she didn't move for a minute as my tongue explored her mouth. But then, I guess lust won, as she returned the kiss, lashing back out at my tongue. I release her right arm from my gasp to see what she does, and she flings it around my neck, pulling my closer. I release her other arm and it starts to undo the clasps of my heavy armor, then her other hand does the same, her hands slide down to my chest to catch the plate. We work feverishly together until I'm completely naked. She runs her hands up and down my chest while I strip her. As I pull off her helmet, she grips my erection with one of her soft hands.

I toss the head piece onto the heap of her clothes and my armor. I grab her soft, D-cup breast in my hands, which were slightly bigger than her daughter's. I straddled her ribs, laying my cock in between her breast, then mashing them back together. I started thrusting between her supple assets, each time I bucked my hips, my head would slam against her lips. She grabbed her own breast, taking the spot where I had been gripping them, and pressed them together, and she leaned forward, taking the tip into her mouth. She bobbed

her head up and down, in time with my thrusts.

I positioned my hands on either side of her head, to allow me to thrust a little faster and harder as I felt myself drawing closer to my climax. Giving one more good thrust between her plush breast, tip in her mouth, I released my seed into her mouth. She held onto as much as possible, but some ran down the sides of her mouth as she swallowed the rest. I gripped her thighs as I lowered myself down.

"You're going to fuck me, and then I'm going to kill you in the name of Sovereign." She growled, meeting my eyes as I hefted her legs over my shoulders.

"Real tough words coming from someone with cum running down the sides of her mouth." I press my tip to her entrance, and slowly slid in while my face was inches away from hers, as we glared at each other. I buried myself to the hilt, feeling my head kiss her womb, then I started thrusting. Not soft thrust like you would give someone accustoming to size, no, I was thrusting with all my might. She broke the glare as she threw her head back, eyes rolling into the back of her head, and she let out a deep, loud moan.

I felt my balls smack against her ass with each hard thrust, eliciting more and more moans from the sexy matriarch. I kept my hands on her hips, her thighs pressed against my pecks, hands pressed flat against my chest as I continued to slam into her, piercing her womb each time. She was tight, no as tight as Tevos, or even Liara, but tight none the less. She gripped my cock, trying to hold on and adjust with each thrust, and I could feel both of us drawing near. With a few more hard thrusts, she climaxed. And her climaxed set off mine.

I hilted myself and emptied my balls into her womb. As both of our peaks hit us, she went ridged, her back arched, her mouth gaped slightly, and her eyes went as wide as saucers. She stayed like that as we rode out our orgasms, then when they ended, she started to loosen, one of the fires in her eyes extinguishing. "Where am I? Who are you? Are we having sex?" She asked rubbing her head forehead.

"Uh… Matriarch Benezia?"

"Yes?" She said innocently.

"What's the last thing you remember?"

"I remember entering Saren's flagship to try and steer him away from his course of evil and destruction."

"That was months ago. You're on Noveria now."

"What am I doing here?"

"You were indoctrinated, he sent you here to do his bidding."

"Oh… Then why are we having sex?"

"I'm Commander Shepard. First Human Spectre. I was sent to take down Saren, and this was one of my missions. Then we were fighting and things kinda… escalated..."

"And why aren't indoctrinated anymore?"

"I don't have a logical reason, so I'm gonna go with: My dick's magical."

"Then I guess I have to thank as my savior." She smiled warmly as she cupped my face and brought it down for a kiss. This one was softer, kinder, and loving, and it was shorter and had no tongue in it, but it got the point across all the same. When it ended, she took her legs from my shoulders, and moved so my semi-erect member fell out, then she shifted and moved to lay on her stomach. Her breast mashed against the cold metal, and her arms reached back, grabbing her plump ass in both hands and spread it apart, revealing her back door. Excitedly, I pressed my back against hers, leaning over her left shoulder, looking at her. She had a warm, happy, almost motherly smile on her face as I pressed against her anus. Now, I'm not some incest freak. I've never thought about fucking Momma Hannah Shepard, but the way she looked at me like I was her son, made me throb for her. I pushed into her ass in one quick thrust, burying myself all the way to the base. "Come here, baby boy." She cooed as she pulled my in for another slow kiss.

I started slow at first, then quickly started gaining speed, feeling my hips bounce off her ass. Her tongue slid into my mouth and started stroking my gently as I destroyed her ass. I moaned into the kiss at feeling satisfied at my crotch, and feeling loved and adored at the mouth. "Oh God..." I moaned lowly.

"Go ahead. Cum in momma's ass. Do it and I'll treat you like one of my own." She didn't have to tell me twice as I went feral on the beautiful blue woman beneath me. Soon, I felt it right there, and with one more thrust of finality, I sprayed my seed into her ass, and she moaned a low, sultry moan.

We lay there in silence, panting for a long moment. "That… Was… Hot…" I say at last.

"Yes, indeed it was." She said with a smile before giving me another loving but quick kiss.

"We should probably get dressed then get Liara up."

"And deal with that." She said nodding towards the giant bug in the glass tank.

"I guess." We both groan as I pull out, me from losing a snug holder and her from the loss of fulfillment.

"Did… Did… Did you just…? With my mom?" I hear a soft, scared voice from behind. Liara.

"Ah, shit."

"Oh, Goddess… Liara…"