Down Under

Chapter 2: In The Changing Room

It was a warm summer's day at port; the hot sun partially obscured behind a thick veil of puffy clouds, giving some reprieve to those wandering about in a heat-struck daze.

Amongst the various members of the base, a small number of them were absent from the base itself – instead finding themselves in the neighbouring city. More specifically they found themselves in one of the many department stores in said city, browsing through the swimwear sections for suitable outfits for their upcoming beach day.

Naturally the Admiral was the one leading them; smiling and chatting casually with the graceful form of Newcastle as Stuart and Vampire chatted ahead of them, holding up their chosen bikinis and discussing them. Vampire naturally went with a skimpy black one compared to the collection Stuart was debating over; humming and hawing as she tried to pick between a plain yellow, frilled pink or frilly white bikini. In the background Aoba and Kinugasa were mulling over their own swimsuits, comparing them languidly.

''Hm...'' Stuart then peeked over at the Admiral. ''Hey, Admiral... which one do you think would look best on me?''

The Admiral hummed, looking between all three with attentive eyes – before coming to a decision. ''The white one.''

''Guess I'll pick the white one then.'' Stuart mused with a slight smile, handing the other two bikinis off to Newcastle at the maid's offer. ''I'll go try it on then. You guys just go ahead and keep looking about.''

''I shall change too~'' Vampire said as well, giving them a light, exaggerated curtsy before sashaying away to the changing rooms, Stuart just a hurried step behind.

The Admiral watched them go, his gaze lingering on Stuart for a prolonged moment before hurriedly looking away, flushing when Newcastle gave him a knowing smile. However with nothing more than a lilted hum the maid began to walk off to re-join Aoba and Kinugasa, silently offering to turn a blind eye to whatever acts he may do in her absence. He resisted the prospect... for all of about a minute.

And barely after that minute he found himself marching towards the changing rooms. He did so discreetly, feigning vague interest and grabbing a completely random coat off of the racks, using it as an excuse to walk to the back of the store where the changing room hallway was located, finding two opposing rows of rooms with yellow curtains to pull over the individual stalls... though, most of them were currently open, meaning it was empty. Aside from two at the end of the hall.

The shifting of cloth told him that they were most assuredly occupied, and the lilted humming from the right stall told him which one Vampire was in... tempting him over to the adjacent stall.

And prompting him to tug the curtain aside, looking in.

He was treated to the sight of Stuart with her back to him, her usual clothes discarded neatly in a pile on the floor with her underwear at the top of said pile, his gaze running up her creamy legs and to her small, perky butt clad in a pair of frilly white bikini bottoms, drawing his gaze further up her back to her lower back. His eyes slid over her shoulder blades, the string of her bikini top held between them. And thanks to the fact she was stood in front of a full-length mirror he also got a generous look at her front, from her flat stomach to her small but far from flat breasts clad in the bikini top, a little bow holding it together.

The mirror also allowed her to see him; the Destroyer whirling around with rapidly-reddening cheeks. ''A-Admiral?!''

''Hey.'' The Admiral lightly greeted, eyeing her up. ''You loom good in that.''

''T-Thanks... but geez, don't just walk in like that.'' Stuart dropped her voice to a whisper. ''Startled me.''

''Heh, sorry.'' As an apology the Admiral stepped into the changing room stall and cupped her cheek, leaning down.

Stuart's cheeks became a rosy hue and her eyes fluttered shut, a soft sigh exhaled as their lips met in a light, chaste kiss. It lasted only a few seconds but it soothed the Destroyer's prior embarrassment, and when they pulled apart, their lips hanging a mere inch apart, they couldn't help but be drawn together and reconnect their lips in another, heated kiss. Stuart slid her arms up and around his neck and held her onto her slim waist, rubbing her hips idly as they slowly made out.

The Admiral however was nothing if not perverted, not hurt by how alluring his companion looked in her bikini - tempting his hands around to her butt, groping it. Stuart shivered and let out a soft moan, lips parting from his long enough to draw in a quick breath before she hurriedly mashed their lips back together again, a deep, lilted groan bubbling from her throat when he slipped his hands under the fabric of her bikini bottoms and fondled her bare, soft butt.

''Mn... y-you perv...'' Stuart moaned softly into his mouth, panting when she broke off the kiss.

The Admiral just smiled and pecked her on the lips again, earning a bashful smile from the Destroyer before she pecked him back – the little kisses swiftly melting into deeper, lip-sealing smooches, both of them groaning into the deeper kiss when he pushed her against the wall, her shoulders against the cool surface while her hips were pushed out towards his, tempting him to press his crotch against hers, almost grinding on her.

''Y-You're getting hard, here...?'' Stuart whispered, panting. ''We're in public Admiral...''

''And?'' He cheekily asked.

Stuart blushed but didn't seem all that opposed to it, shivering when he leaned and kissed her on the ear. Demurely she bit her bottom lip and nodded; lithe fingers curling around his right wrist and guiding his hand around and down to her crotch, making him grope her between her legs. The implication wasn't lost on him and the Admiral readily obliged, smiling as he tugged her bikini bottoms to the side and ran his fingertips along her folds, teasing her entrance and coaxing a soft, shaky moan out of her, one hastily muffled with another kiss.

His fingers didn't tease her folds for long; soon spreading them apart and then pushing two digits inside the Destroyer. Stuart tensed, her walls pressing down on his intruding fingers and a moan bubbling from her throat, one that only encouraged the Admiral to work his fingers more; pumping them in deep and curling them slightly, rubbing against her sweet spots – succeeding in pulling out tight, short-breathed gasps from his lover.

''A-Ah, Admiral...'' She breathed out, whimpering when he kissed her again.

With a teasing smile the Admiral then leaned back, lowering himself down onto his knees – his fingers pulling out of her folds, two instead laying themselves on her folds and spreading her pussy open, allowing his wet tongue to push on inside. Stuart clamped a hand over her mouth at that, moaning shakily into it and shaking her head, trying to resist the enthralling pleasure that assaulted her lithe body, her inner walls clamping around his intruding tongue to no avail.

The Admiral was nothing if not skilled with oral however; his tongue deviously slithering about her insides and licking where he knew she was most sensitive, tasting her tangy-sweet honey with every lascivious tongue-stroke. Stuart's bare stomach grew taut as she tensed, her free hand briefly holding onto his head before feebly hanging by her side, unsure or just flat-out unable to be used for anything as pleasure coursed through her veins.

''Ah... Admiral... Admiral...'' Stuart whimpered out, lithe legs shaking under her own weight.

Only to whine when the Admiral pulled his tongue out – not letting her cum quite yet. The Destroyer pouted down at him up until he kissed her on the lips, the Admiral rising up to his full height without breaking the kiss and only pulling away when his lungs burned for air, both of them left panting with lust. His hands slid down and grabbed her peachy butt, groping it and darkening Stuart's blush, the Destroyer demurely dipping her head in a nod.

Thus with a light grin the Admiral obliged, holding her butt more firmly – and then picking her up. Stuart squirmed a little, legs wrapping around his waist and her arms clasping onto his shoulder as he bounced her a couple times, getting a better hold on her and leaving it up to Stuart to hold her white bikini bottoms to the side, exposing her smooth slit to him.

Hurriedly the Admiral fumbled with his pants momentarily until Stuart came to his aid, the Destroyer unbuckling his belt and letting him shove his pants down with one hand, the other keeping her up. Until soon he had both his pants and boxers down around his knees and sagging lower; leaving his erect cock to spring free and rub against her sex, something that only further fuelled Stuart's embarrassment.

''Go on.'' Stuart whispered to him, breath tickling his lips. ''I'll... p-put it in now...''

The Admiral readily agreed, shivering as Stuart guided his cock towards her entrance, the tip sliding down over her wet folds – before at last the tip pushed in. With a low groan the Admiral rolled his hips forth, seamlessly pushing his erect cock between her lips and into her tight, gripping tunnel, her arousal wetting his cock as he slid into her inch by inch. He did it slow but Stuart gasped all the same, clutching onto him and whimpering into his shoulder as they did something so lewd in public, her embarrassment making her tighten up; having the erotic side-effect of letting her feel him throb hotly against her innermost parts.

Then he started to move. The brunette gasped and held onto him tightly as his cock pulled partway out of her pussy only to slide back in, a shuddering gasp tumbling from her throat - one partially muffled when his lips mashed against hers in a kiss. Clutching onto him Stuart returned the messy kiss wholeheartedly, moaning heatedly as his meat pumped in-and-out of her womanhood, practically as tight as she was during their first time together.

''Mmph... Mm...!'' Stuart broke off the kiss momentarily to breathe, panting - only to then moan when he mashed their lips back together again, pushing her against the wall as he lovingly stuffed her with his shaft.

''You're tighter than usual.'' The Admiral teasingly whispered to her; grunting when she clenched even tighter for a second.

''Y-You're just big...'' Stuart smiled shakily back, giggling when he kissed her on the cheek.

His lips then made contact with hers, enticing her into another heated make-out session that left both of them moaning, his pelvis slapping against hers as quickly but quietly as they could - but the feeling of his shaft plunging between her slick, gripping walls and having his pelvis flush against hers was too erotic to resist, his hips thrusting forth faster on instinct, getting his dick wet with her juices.

In the back of his mind he knew that they would be overheard, that strangers might walk in and hear them having skin-smacking sex just a couple feet away, but in the heat of the moment he didn't care one bit – focused solely on driving his cock in as deep and fast into Stuart as physically possible, overworking his hips just to get that little bit more friction and pulling sharp, laboured gasps from the Destroyer. When he wasn't kissing her that is, his lips mashing against hers with a muted moan of pure lust.

''Mm~!'' Stuart reciprocated wholeheartedly, rocking her hips feverishly and impaling herself on his shaft as best he could – shivering when one of his hands left her ass and slid up her stomach, hiking her bikini top up and grabbing ahold of her right tit, fondling it.

Though Stuart was on the smaller end he still groped her eagerly, his fingers squishing and squeezing it as he worked his waist, the overwhelming stimulation succeeding in making the Destroyer moan louder, the kiss failing to muffle it much now. Yet the way she tightened further around him, her walls wringing his cock and begging for him to just release his load, made it clear that she was about as close to climax as he was.

''Mm, A-Admiral...!'' Something only confirmed when Stuart scrambled her hands, nails digging into the back of his shirt as she held him. ''Almost, almost... ah, a-ah~!''

A sharp, rising cry – and then a spasming jerk shocked through Stuart's body as she orgasmed. Rather than cry in bliss she swallowed the sound into a muted gulp, her vagina squeezing him as tight as a vice and instantly pushing the Admiral over the edge; a moan of bliss tumbling out of him as he sheathed himself balls-deep in her and came, shooting his seed into her with hot, splattering ropes that made a mess inside her clenching pussy.

''Mm! Mn!'' The Admiral grunted as he bucked his hips a little more, extracting as much friction as he could from their unified climaxes.

His remaining stamina was fast to wane though, and with a deep groan he buried himself balls-deep in Stuart and let her walls milk him dry, the intensity of his orgasm lingering even after he shot his load. Both were left panting from the force of their climaxes, only made worse when their lips met in a string of feverish, lip-mashing kisses, both just sharing an intimate moment.

''A-Ah~'' Stuart mewled as he reared his hips back and pulled out, his cock sliding out with an accompanying drool of cum that dripped out of Stuart's sex. ''Ad... Admiral...''

Before she could finish however the curtain to their right was pulled open – and the smug face of Vampire revealed itself, the bikini-clad Destroyer gazing at them with a mixture of amusement, and lust.

''Hmph. Doing such debauched acts even as I stand a mere foot away. How shameless, thee are.'' Vampire eloquently cooed. ''Though thy will be forgiven, provided you... make it up to me~''

The Admiral lowered Stuart down onto the floor; the brunette blushing scarlet as Vampire stepped right up to her and leaned down; whispering into her ear. For a long moment the Admiral could just stand there and wait, curious...

...and was soon treated to the sight of both Stuart and Vampire stepping closer to the mirror, before they bent over at the waist and pulled their bikini bottoms down to their knees, presenting their perky rears to him.

''Who gets it first, Admiral~?'' Vampire purred, shaking her ass enticingly.

The Admiral stared, gazing at Vampire's small, perky ass before sweeping his gaze over to Stuart's slim, cute butt, their lower lips dripping-wet for his cock. Then in a moment of spontaneity he went with Vampire, grabbing the purring girl's waist and pressing the swollen head of his cock against her folds – and with an eager roll of his hips he slid his cock between her lips and into her tight, gripping tunnel. Vampire moaned happily at the feeling and pushed her ass back, impaling herself onto his girth until his pelvis pressed against her ass, fully sheathing him inside her wet heat.

And then without a word he pulled his cock halfway out, and then plunged back inside – eliciting a sharp, hastily-muffled moan from the Destroyer as she took his cock. Beside them Stuart stood with a pout, able to only remain in a bent-over position and wait for her turn. That was until the Admiral gave her some love too, his right hand abandoning Vampire's hips and teasing Stuart's entrance, sliding over her lower lips before pushing two fingers deep into her; expertly curling as he pumped them into the Destroyer, tugging lilted mewls and groans out of her as he kept her in the mood.

''Mn!'' A grunt fled the Admiral throat when Vampire tightened around his swollen cock; pushing her ass back more insistently, mewling for his attention.

Attention the Admiral gave, a low, drawn-out hiss escaping him as he quickened his pace, his pelvis bucking forth and plunging his shaft balls-deep into Vampire, filling the tight Destroyer up. His pelvis lightly slapped against her ass but he was conscious to make as little noise as possible – they were still in public after all. The risk however only made it more exciting, hastening his thrusts and pumping his shaft between her quivering lips, her insides wet and squeezing him snugly-

-when suddenly he pulled out, shuddering as he tugged his fingers out of Stuart too and got behind her. The brunette barely had a second to let out a quiet 'eh?' before the tip of his cock slid along her entrance and pushed inside, earning a startled gasp from Stuart as he so suddenly pushed inside her – a mutual groan escaping them when his pelvis bumped against her butt, filling her completely. Without pause he began to pound her, cock scraping her clenching walls as he pistoned in-and-out of her with low, breathy grunts of exertion, briefly looking up into the m mirror just so he could see the two bikini-clad girls fully, his gaze then falling down to Stuart's perky rear as his pelvis bumped against it, making it jiggle a little from the impacts.

''Mm! Ah, A-Admiral!'' Stuart moaned out, arching her back and making her shoulder-blades more defined.

Something the Admiral took the time to appreciate, one hand on her toned back and sliding over the taut flesh, eliciting a cute shiver from Stuart before the Destroyer pushed her ass back, moaning as she impaled herself on his cock. Groaning under his breath the young man bucked his hips forth harder to keep up with her, their flesh clapping together erotically, the tight heat smothering his cock coaxing out a hiss from his throat – when he pulled out with one extra strong thrust.

Even as Stuart mewled in disappointment Vampire was already shaking her perky ass, all but begging for it – and a delighted moan tumbled up out of her throat when he plunged into her, pounding her with renewed vigour so intense it pushed her bikini-clad chest against the mirror. Hitting her from the back he slid one hand up her back and untied her bikini top for her, earning a low moan from the Destroyer as she tugged it off and breathily pushed herself off of the mirror, letting him see her bare tits as he railed her from behind.

''Hah, h-haah~!''

Then without warning he pulled out, and went to town on Stuart instead. Over and over he swapped between the two Destroyers, railing one whilst the other was left to simmer, before then swapping back over again. It wound them both up, the tension of being caught in public having a threesome only further heightening their pleasure, their breathing hot and heavy. It was nothing short of a miracle that nobody wandered into the changing room hallway; there would've been zero way to hide the telltale slapping of skin and laboured, gulping breaths.

Breaths that grew faster and faster as he neared his limit, as did the girls. Straining his stamina to the limit he pounded Stuart and Vampire in equal measure, fingering one whilst he fingered the other, constantly pounding and ploughing even as his cock throbbed for release, the pressure growing and growing – until with one pound too many Stuart couldn't handle it and cried out into her clasping palm, orgasming.

''Mn...!'' The Admiral bucked his hips back and stumbled over to Vampire, furiously rubbing her clit with one hand even as he guided himself into her with his other hand, gasping as his length was enveloped by her heat.

And then after just a scarce few thrusts he came, moaning as he shot spurt after spurt of cum inside her. Vampire whimpered, his teasing fingertips helping push her over the edge; her walls clamping extra tight around him as she squeezed the cum out of him, her vice-like tightness only heightening his orgasmic bliss – his thrusts becoming short and jerky as he unloaded all that he had, emptying his balls inside of her.

''Ah, hah...'' Panting heavily the Admiral wasted no time in pulling out, groaning. ''This was fun, but, we best... clean up, and get back to the others before they notice...''

''Oh? I'm already well-aware, Master~''

The smiling face of Newcastle peeked through a gap in the curtains, alongside the blushing visage of Kinugasa and photo-snapping camera of Aoba, leaving all three 'participants' blushing a bashful red.

They ended up buying the swimsuits.

[END]