The Order of the Black Knights, a rebellion formed to defeat Holy Britannian Empire and free Japan from its tyranny, had seen many victories, and had taken many steps in its seemingly daunting task of defeating such a powerful foe. Lead by Zero, a man in a black mask, the order had taken a great foothold. They began their full-scale rebellion by attacking the Tokyo settlement, using the very foundation of the settlement to their advantage. With Zero's guidance, the prestigious Ashford Academy was taken as a base of operations. The students were kept safe during their occupation, of course. Zero intended to win over the hearts and minds of the Japanese, called the Elevens by their tyrant overlords in Britannia, so no innocent students would be harmed under his watchful gaze. Kallen Kozuki, an ace pilot of the Black Knights, went to Ashford Academy under the guise of a weak sickly girl by the name of Kallen Stadtfeld. Now that her academy was their base of operations, Zero tasked her with helping to maintain peace and stability during their occupation.
Kallen dressed herself in a special outfit for her mission: a custom version of Zero's own outfit. She wore a similar cloak to his, but her jacket was red in color, but it was open in the front, showing the sides of her large breasts, with her white ascot tucked between them. Her pants and shoes were the same as her leader, and her mask differed only in the color of the face plate: red instead of Zero's purple. Like her leader's outfit, it was tight and hugged her hourglass frame nicely, accentuating her every tantalizing curve. She donned her mask, covering her red headband, shoulder-length spiked red hair and blue eyes. Her first objective for winning over the students who called Ashford Academy home was to win over their beloved student council president: Milly Ashford herself, the granddaughter of Ruben K. Ashford, the superintendent of the academy. After him, she held almost total power, gained through her heritage and her natural wisdom and charisma.
Kallen walked the halls flanked by her underlings, exuding authority that had her fellow students on edge. She was known as Red Zero, and while not as respected or feared as Zero himself, she was still not one to be trifled with. "Keep the hall secure and empty. I don't want anyone near by. Ms. Ashford and I have things to discuss." Her orders were carried out right away, with her underlings vacating the halls. She stepped into the student council's room and locked the door behind her, looking to Milly as she sat in her spot as usual, going over various reports about the academy. She looked up and gave her usual warm smile, and stood up, walking around the large table meant for the entire council to greet her 'guest'.
Milly cut a figure befitting her position, described as being incredibly attractive by anyone with working eyes. The president had shoulder-length blonde hair, fair skin, blue eyes and a curvy figure. She wore her normal Ashford Academy uniform, consisting of a light yellow blazer with gold outlines and black cuffs over a white dress shirt, a black tie with the academy insignia, a short black skirt, knee-high dark blue socks, and black dress shoes.
Milly took a good look at her 'guest', standing a foot away from the woman known as Red Zero. "I know these anywhere. Kallen, when did you join the Black Knights?" The blonde-haired girl questioned, brazenly groping her friend's chest without a care in the world. Kallen felt a twinge of annoyance. She was being recognized just by her chest? Of course, only Milly could do it. Kallen grabbed her wrists, pulling the blonde's hands away from her chest. With that done, she removed her mask and confirmed Milly's suspicions. "I joined them some time ago to continue the fight to free Japan from Britannian rule." She declared. The president seemed bemused, cocking her head and crossing her arms beneath her chest. "Ah yes, the revolution you're all fighting for. I fail to see how that relates to me or Ashford Academy." The girl spoke in a cool tone of voice, betraying no emotion.
Kallen smirked and set her mask on a nearby bookcase. "The academy will be used as a temporary base of operations. The day to day will be uninterrupted if possible. We have no intention of hurting the students here. As for you," She turned about and stared down the president. "Officially, I'm supposed to secure your cooperation." The red-haired girl explained. Amused by the latter half of her speech, Milly gave a small smile. "And unofficially?" She prodded for more information. Kallen's smirk widened, showing her teeth. "To settle matters with you." The soldier confessed. Curious, and definitely amused, the president moved her hands to her hips. "A fight then?" She inquired. Kallen nodded and flicked her wrist, producing a knife. She dashed forward and sliced upward, alarming the blonde-haired girl.
Milly winced and closed her eyes, expecting the end. She wondered if Kallen had hid her true nature the entire time, and the kind girl they all knew was merely a facade. However, the end never came. She didn't even feel pain. When the blonde girl opened her eyes, she just saw Kallen's smirk. Looking down, she saw the true target: her uniform. Her blazer, shirt, and bra were cut open, exposing her bare chest. Confused, she looked back to the solider, hoping for an answer. She quickly got it. "To tell you the truth, I never minded all the times you groped my chest, like it was innocent skinship. Shirley, Nina, Sophie, and especially Miya all had the pleasure of your affections. I wouldn't have minded if you went further. However," She began, sheathing her knife and setting it aside with her mask. "I'm more of a dom. I hated having to play the weak girl, especially to a Britannian noblewoman. So now, I'm taking my rightful place on top of you." Another proud declaration from the freedom fighter that surprised her friend.
Milly casually slipped off her torn clothes, not at all embarrassed. "I didn't expect this side of you to exist, but I'm very glad it does." She confessed, strolling over to Kallen. Once again, she brazenly groped her friend's chest. "It'll be fun to dominate this side of you too." The blonde-haired president stated, slipping her hands into Kallen's coat and pulling it aside, exposing the red-haired girl's beautiful chest. She briefly flicked the red-haired girl's nipples with her thumb, contemplating on how much fun she wanted to have. Kallen gave her an annoyed look and moved her hands away, allowing her to remove her own clothes, her cloak and coat, dressing to match the student council president. "The one whose going to be dominated is you. I'm going to enjoy seeing you submit to me. Maybe after the Black Knights withdraw, I'll keep you around as my pet, a treat for myself after every victory in battle." The ace pilot mused.
The two girls squared off, confident in their own prowess. They drew closer to one another and pressed their ample bosoms against one another, comparing sizes and overall quality. Both were pretty equal in those areas, not that either would ever admit to it. If anyone were to be watching, it would be like the Greek goddesses of old comparing their already divine traits. Kallen and Milly still gave one another confident smirks. They pressed harder into one another, then backed off, but still maintained contact. It was a show of force and will. Kallen reached out and grabbed Milly's waist, bracing the student council president as she moved her own torso just a bit, enough to rub her breasts against her opponent's, hoping to gain some reaction she could use as a weapon. Unfortunately for her, the blonde girl was already on to her, and had the same idea. The steamy battle for dominance had just barely begun.
Kallen and Milly pushed their breasts together, then began rubbing themselves against one another. "What's wrong? Is this too much for you?" The blonde-haired girl mocked. Her opponent grit her teeth. "Hardly. Are you even moving? I'm getting bored here. I might as well try using the wall to get myself off with how uncomfortable your chest feels." Kallen delivered a stinging retort, and Milly was none to happy about it. "Someone of your low class could never appreciate a fine physique such as mine." She countered. The soldier scoffed at her. "A Britannian bitch like you has no physique worth admiring. I've seen chop sticks with more class than you." Hearing that remark made the blonde president smirk, and press herself against her rival even more. She loved a challenge, and this girl would prove to be truly exciting. "I am going to enjoy having a Japanese slut like you as my personal servant."
They continued to rub and grind against one another. Despite their bravado, their nipples quickly hardened, and warmth spread through their bodies. They did their best to stifle any moans they might have made. Feeling their panties begin to stick to them, they persisted in their lewd combat, their pride on the line. Kallen wanted to triumph, not only as a Black Knight, but as a Japanese, and likewise, Milly wanted to dominate the redhead before her as the student council president, and as a Britannian. It was a smaller scale battle like their people have been fighting outside in Knightmare frames. "Haahhh... Look at you. You're about to cum, you slut." Milly accused Kallen. The soldier chuckled. "Your panties are soaked, and you know it. Admit it, you wanted to taste my breasts since day one. You just groped the other girls to cover your tracks, but I was your true target." They were both feeling weak and aroused, and definitely bluffing. The next girl to move would be the winner, regardless of who came first.
"You really think I targeted only you, like you were special? You were nothing but another Japanese slut for me to grope." Milly spat. The girls continued to rub and press against one another, never using their hands, though they were desperate to do so. Kallen snickered in response. "Whatever you say, my little Britannian bitch. I bet you want to kiss me even now. Go ahead, I won't fight it. If you're lucky, I might even let you enjoy my tongue." The soldier replied. Her rival kept her facade up. "Are you sure that's not projection? If you want to kiss me, go right ahead. We noble Britannians are known for our kindness and generosity, especially to pretty Japanese sluts like you. We're even known to leave a generous tip after we're done with you for the evening." She remarked. "So come then, I'll let you indulge in my lips, my little-" Before the president could finish, her rival silenced her.
Their lips crashed together, a fierce kiss became their new form of battle. The girls finally allowed themselves to moan and give voice to the pleasure they felt. Their hands roamed one another, with Kallen unzipping Milly's skirt and letting it fall to the ground, with her opponent doing the same to her pants. Their tongues intertwined together between them, and for a moment, they focused more on feeling good than trying to one-up one another. That moment quickly ended, and they went back to staring daggers at one another, trying to invade each other's mouth, ignoring how sweet their rival tasted. Tremors shot through their bodies as their stiff nipples rubbed against one another, and their slowly built up orgasms were reaching their peak. Knowing this, they were each determined to make the other cum first.
Kallen wrapped her hands around Milly and pulled her closer, kissing her as a lover might. Their breasts felt warmer and warmer by the moment, and though they wouldn't realize it right away, they had gained a full cup size. Letting their passions carry them on, the blonde girl put her knee between the solider's thighs, moving it beneath her flower. Biting back her climax, the soldier quickly moved one of her hands downward, grazing the president's back, and reached the girl's own soaked flower. Their touches were more than enough to set them off. Their kiss drowned out much of their voices as they reached a shuddering climax at the same time, where Kallen soaked Milly's knee, while her hand was coated in the other girl's nectar. They lingered together for a short few moments in their afterglow, sharing a gentle kiss as their moans faded, merely enjoying one another in a brief cease-fire. After a few lingering moments, they both realized what they were doing and quickly pulled apart from one another.
"Heh. It was a tie that time, but the next round will be mine. Now, take off your panties." Kallen growled, somewhat winded. Amused by the red-haired soldier, Milly did as she was told, curious as to what her future pet was planning. They each took note that the other's chest had grown larger. Curious, and aroused by the strange sight, they planned to investigate it later. For now, Kallen roughly grabbed Milly's arms, turned her around, and shoved her against a nearby wall. She stepped back and lifted one of Milly's legs, forcing the president to lean against the wall with her hands. Her legs was hung over her rival's shoulder, and their warm and wet flowers, still demanding attention, were pressed together, eliciting lustful moans from both girls. Had the captain's orders not been heeded, they would have been easily heard and discovered.
Kallen rocked her hips against Milly, grinding their slits together. White hot pleasure fired through them with each movement. "Get used to this position, my sweet Britannian bitch." The red-haired girl hissed, trying to fight back the incredible sensations she felt. They were both still sensitive from their first orgasm, and neither would suffer another tie. "Oh, will we be doing this more often, my sweet Japanese slut? Do try ... ahhh ... harder. I'm getting bored." Milly's facade was beginning to crumble, and Kallen planned to capitalize on it. "The loser cleans the winner." The red-haired pilot stated, upping the stakes of her erotic match. Milly chuckled in reply. "I hope your tongue is good for more than senseless talk."
Kallen moved one of her hands to the president's stiff clit and began to rub it between two fingers. The blonde girl winced, trembling as her body was seized by another climax, this one more powerful than the last. She couldn't keep her voice contained for much longer, and a loud moan escaped her lips. Of course, the soldier continued to rub and grind their most sensitive places together, drawing out her opponent's orgasm while hers was just set off afterwards, satisfying her lust and her desire to win their second round. Not that she had any doubt of her victory, it was just nice that Milly would have to accept her as the more dominant girl.
Kallen released Milly's leg after a few moments, letting the blonde-haired girl take a breather. The ace pilot strolled off and sat down on a chair, spreading her legs. "The loser cleans off the winner, so get to work." She commanded. The student council president shot her an annoyed look, but being a proper woman who upholds her end of the bargain. She stood up straight and walked closer to the victor and went to her knees. If she had to service the ace pilot, she may as well enjoy it. With a small grin, Milly leaned forward and, without hesitation, dragged her tongue along Kallen's slit, tasting the pilot's nectar mixed in with her own. The red-haired girl softly moaned, feeling pleasure and satisfaction from the girl's tongue, and the euphoria of finally bringing the girl to heel. "I'm glad your tongue is actually useful for something, Milly." She joked, looking down at the girl thoroughly servicing her.
"For such a sour whore, you certainly do taste sweet." Milly opined, taking a moment to smirk at Kallen. "I overheard you and your men. You told them that I'm supposed to act as a figurehead to keep the students in line. Well, I'm fine with that. In fact, sign me up for the Black Knights. I hear Zero is quite dashing~" The blonde-haired president offered to join them in earnest. Kallen scowled and shoved the girl's face back into her crotch. "Zero isn't interested in girls like you. Besides, you'll be too busy servicing me to be of any use to the Order." The girl stated, much to the president's amusement. She contented herself with the ace pilot's flower, spreading her lips and licking the girl's depths. It was her loss this time, but their next encounter would end differently.
In the following days, Milly secretly joined the Black Knights. Zero didn't expect the new recruit, but Kallen was quick to explain that they met, and Milly was convinced to join and better protect the peace and civility at Ashford Academy. A group consisting of Zero, Kallen, dressed in her Red Zero attire, and Milly, dressed in the black jacket and short skirt of the Black Knights, used the student council room to hold a meeting to ease tensions in the academy to allow both their Order and the students to carry out their normal day to day activities without issue. Milly was helpful in offering suggestions that Zero considered implementing. As quick-witted and charismatic as ever, the student council president had ingratiated herself with the rebel faction almost immediately, much to Kallen's chagrin.
When the meeting concluded, Kallen and Milly were left behind. Kallen was still their liaison with the school, so she had to work closely with the student council president. Once they were alone in the student council room again, and the adjacent hallway was empty, Milly made her move. She came from behind while Kallen was looking over documents, and tore her red jacket open, exposing her chest, which was quickly groped and fondled by the blonde-haired girl. Her larger bust had already exposed more of her cleavage, something the president quite enjoyed by itself. "Ah, your nipples are hard already. Did you ache for my touch? I'm sorry I left you alone for so long." She inquired with a sultry tone of voice. After their breasts had gotten bigger, they also became more sensitive, an advantage that each planned to use against the other. Kallen removed her mask and set it on the table. "Do you ache for Zero's touch? Like I said, he's not interested in the likes of you, and your flirting is pretty pathetic." She derided the president for her actions. That earned her some extra attention as the blonde girl pinched and tugged on her nipples.
"Pathetic? All I hear is jealousy. You want Zero for yourself. Or is it me that you want for yourself? Please make up your mind Kallen, or must I make it up for you?" Milly whispered in Kallen's ear, sending chills down the pilot's spine. The soldier bit back a moan and broke free of the president's hold. She turned around and grabbed her opponent's arms and pinned her against a nearby wall and gave her a predatory smirk. "I've made up my mind, my sweet little Britannian bitch. I have to keep you under my thumb, so here are my orders for you: you're to sleep in my room while we're here, and whenever we're alone, you're to be naked at all times, just so you know which one of us is in charge." She issued her commands to a thoroughly amused president.
"Share your bed? Be naked at all times? Is this a proposal? My my Kallen, it seems you've really fallen for me. How sweet~ I'll be sure to love you thoroughly each and every day." Milly affectionately cooed, raising her hand to stroke the girl's cheek. She wasn't opposed to the idea, and it would allow her to make Kallen more submissive. Her loss to Kallen the first time around, getting on her knees to eat the victorious ace pilot out, still lingered in her mind, and she planned to reverse her fortunes. With a grin on her lips, she leaned forward and gave the solider a gentle and tender kiss, trying to move her heart. Of course, it had the added affect of causing her own heart to skip a beat.
The girls allowed themselves to indulge in one another for a moment or two, sharing a kiss that wasn't meant to overwhelm one or the other. Such moments were fleeting for them, and they quickly ended it. They were rivals, not lovers. Fine, maybe both, they independently decided. "You must be delusional if you think I'd ever fall in love with a Britannian bitch." Kallen insulted her. Milly could only chuckle. "Likewise, I would never fall for a Japanese slut. However, you are my superior offer, and my orders are to be naked around you, so ..." She trailer off and began to unbutton her jacket, revealing that, like Kallen, she wasn't wearing a bra. "Should we engage in combat here, or my room?" She gently asked, pulling up her skirt to show the fact that she was wearing a skimpy black thong that covered very little. The captain fought back her urges and kept her composure in the face of Milly's daring exposure. "Neither. We're going to my room, now cover yourself."
Both girls fixed their clothes properly, and Kallen equipped her mask, before they left the room. Officially, Milly Ashford joined the Black Knights to ensure the safety of the students, and many saw her as a martyr for their safety, or even a hostage. Zero was fine with that perception as it had the desired affect on the students and faculty. They watched their beloved student council president following behind Red Zero. She merely smiled and waved to them, even giving them passing comments like asking them about their test scores, or just wishing them a good day. Growing frustrated by her care-free attitude, Kallen reached behind her and grabbed Milly's arm, bringing the girl in step with her and wrapped her arm around the president's shoulders, showing them just who their president answered to. Milly, for her part, gave off the appearance of a demure girlfriend walking with her lover. "If you wanted to hold my hand, you should have said so~" She whispered in a teasing tone of voice, but it was unanswered.
Beneath the mask, Kallen was actually blushing, and she felt like her voice would betray her. Of course, Milly's own blush was just as real, but she could handle it far better than the more rigid soldier who felt a single misstep could ruin her attempts at domination. That lack of flexibility is what Milly planned to use to her advantage. She wrapped her arm around Kallen's waist and gave her a loving smile.
Kallen seized a dorm room shortly after the Black Knights occupied Ashford Academy. Normally, she lived in a mansion nearby, where her father, mother, and step-mother resided, but her true nature was still a secret to those who knew her civilian persona. The girls reached Kallen's room in a short amount of time and quickly entered. The room had been modified and reinforced, so there was no need to be discreet about their activities. Kallen removed her mask, and Milly took the initiative, pulling her in for a deep and passionate kiss. As she expected, the captain was caught off-guard. She could fight as well as anyone, but a genuine affection, a more romantic attack, was not something she could defend against. Soldiers didn't love, but the student council president would make sure this one was thoroughly loved.
Milly pulled back after a few tender moments and slowly disrobed herself, putting on a little show for an audience of one. As she hoped, Kallen was transfixed. Milly pushed out her chest as she took off her jacket and let it slip onto the floor. She unzipped her skirt and wiggled her hips as it fell off of her, exposing her nude form. "Why are you still dressed Kallen?" She cooed, giving a playful wink. Snapped out of her trance, Kallen grit her teeth and roughly stripped herself bare, not giving Milly a similar show for her enjoyment. Kallen had entered battle mode, and Milly was ready for her. "We have a bed this time, so let's make use of it." She said, walking backwards and beckoning the ace pilot towards her with an inviting finger. The soldier took the bait and pushed the blonde down on the bed and pinned her by her wrists, then gave her a commanding kiss. Of course, the blonde girl expected it all, and ceded this ground to give her opponent a false sense of security.
Milly pulled herself free and moved up on the bed, resting her head on the pillow. Kallen was on her again, fiercely taking her lips and shoving her tongue inside the blonde girl's mouth. All of it was allowed as Milly intended to cede ground and let the soldier think she's won. Of course, being a seasoned soldier, Kallen was suspicious of Milly's lax attitude and was on guard, but her voice still escaped her lips as she felt a hand reach her warm and slightly wet flower. "Wet already, my Japanese slut? We must do something about that." Milly said, giving a venomous smile. She applied some pressure as she rubbed the soldier, making her warmer, and getting her juices flowing. Kallen unintentionally let out a moan, silenced by a hungry kiss from the girl beneath her. While the ace pilot enjoyed her time on top, reveling in her impending victory, she left herself open to a counter from a girl who knew how to make girls submit to her.
Without warning, Milly grabbed Kallen's waist and spun the both of them over, changing who was on top. Milly had the soldier pinned beneath her, sitting on her hips and grinning. "Isn't this how things are outside? Britannia on top of Japan, or Area 11 as we call it. Seems appropriate, don't you think?" She mocked the frustrated girl. Kallen grit her teeth. "For now, but we're going to-" Her fury was cut off by another surprisingly tender and loving kiss. "Hush now. Let's begin in earnest, my little Japanese slut." She moved downward, stopping briefly to tease the soldier's large, pillowy breasts. She was finally able to taste them for herself, and delighted in the experience. After indulging something she had wanted to do for some time, she sat down between Kallen's spread legs and got to work, grabbing one of the soldier's legs and resting it on her thigh, allowing her to comfortably press their wet and needy flowers together.
A jolt of pleasure shot through them both as they made contact. A few days of holding off to tend to more important duties, the anticipation of a rematch, made them eager for this. Milly leaned back and braced herself on her arms propped behind her as she ground their hips together, pushing and rubbing their drenched flowers against one another. Despite being at a disadvantage, Kallen rose to the challenge and matched her rival's moves, trying to make her cum first again. Unfortunately for her, Milly was determined to avenge her previous defeat, so it would not be easy for that to happen. Kallen propped herself up as well and stared daggers at the blonde girl, a test of wills taking place again in the heat of battle. Win or lose, they would enjoy themselves either way.
Feeling a climax building up inside herself, perhaps feeling a bit too eager to dominate Kallen and fall into her own trap, Milly sat up and draped Kallen's leg over her arm, gaining a stronger position to drive herself into the redhead. She took great pleasure in seeing the girl writhe in pleasure, and her cries of ecstasy were music to her ears. "I wonder how many of my ancestors had the pleasure of toying with Japanese sluts like yourself? I do so truly honor my family each and every day." The president mused, angering her rival. She moved her leg off of Milly's shoulder and sat up, wrapping her arms around the girl and giving her another fierce and possessive kiss. "Many of my ancestors killed armies of Britannian bitches like yourself, so I'll honor them today and make you submit to me again." She declared. As before, her bold words were only met with an amused grin.
Milly gave her a quick peck on her lips and pushed her back down, then retook her position, hanging Kallen's leg over her shoulder and ground their slits together, going harder and faster as the undeniable heat build up between them. "Are you sure your ancestors killed my ancestors? Perhaps it was just the women making up stories to their kids after suffering defeat. History is written by the victors, my sweet, naive, Eleven slut." She remarked, not using the word 'Japanese' again to refer to Kallen. The soldier tried to use her anger, resentment, and pride to fight back an orgasm, but it was no use. Her voice betrayed her, and she balled up fists of blanket in her hands as she climaxed, waves of shame and ecstasy crashing through her body all at once.
Feeling victorious, making Kallen orgasm before her, Milly let down her defenses and rode out her own body shivering climax, raising her voice with Kallen's in the dorm room. After a few moments of enjoying the afterglow, the student council president released her hold on the redhead's leg and laid down. "Per our terms, loser cleans the winner. Do pass me a pillow, I intend to enjoy this." Milly reminded her opponent. Gritting her teeth in frustration, Kallen sat up and tossed a pillow at the victor, only gaining a soft chuckle as it was placed down on the bed for her to use comfortably. Proud enough to admit when she lost, the soldier laid on her stomach and placed her head between Milly's thighs. The warmth and scent of the blonde girl was as sweet as she hoped, and the taste was even better. She lapped up her nectar, deriving some pleasure from the otherwise shameful act.
"Haahhh... I truly feel like a noblewoman now." Milly spoke, wrapping her legs around Kallen's back. The soldier stopped her mouth and tongue. "Next round is mine." She adamantly proclaimed. A nudge from a foot put her back to work. "Yes of course. No one wins until someone submits without a trial. I look forward to your future efforts, my sweet slut." The blonde girl replied. Their fun challenges would be the highlight of their day, and they both planned to continue to one-up each other every day. They shared a room after all, so there was no getting around it. Of course the game really ends when they admit they love each other, but their pride wouldn't allow it. At least not after a week or two of their foreplay.
Author's Notes: These Code Geass stories are fun to write, and I have to thank the commissioners for that, and let's thank Androck for commissioning this one. It's a what-if scenario when the Black Knights took over Ashford Academy, Milly was a handsy lesbian, and Kallen was a frequent target of her affectionate groping. Also, Kallen has a Red Zero outfit, and it's great, so we had to use it.
Thanks for reading! Feel free to email me for a commission at writer . kasaix gmail . com.