Port's class was always a somewhat dull affair, Blake found, and given recent… events… it was almost impossible to focus on. Between only just having come off of heat and her little glyph BDSM session with Weiss that weekend, Blake's mind was anywhere but Port's exploits. After a long talk, they'd come to the understanding that Weis had been under the influence of the Grimmling, and in that regard Blake wasn't exactly blameless either, so they'd resolved not to talk about it again. Still, knowing there were God knows how many of those things crawling about now – no small number of them birth from her own womb – Blake couldn't help but be on edge. What happened next, however, threatened to push her over.
Suddenly, Blake's buttocks clenched together in involuntary response to the feeling of her ass being filled. Her eyes widened at the sensation slowly filling her posterior from within, a thick, fleshy extrusion coming from inside whose ribbed length sent shivers of tingling awkward ness through her body. Blake fought to control her breathing as the extrusion reached her exit and pushed against the seat of her panties, her mind racing as she realized what it was. But h-how!? I... I wasn't-OOH!
Blake had forgotten – if she'd even noticed in the first place – the tiny runt Grimmling that had crawled into her ass when she'd been so totally mobbed, and it hadn't left since. It had managed to evade notice thanks to the mild anesthetic quality of the coating it secreted, eliminating any discomfort where it had attached to her insides. Now though, its instincts were taking over, and as a prelude to breeding, it was fucking her ass from the inside out.
U-unbelievable! Blake panicked, glancing from side to side to see that, in the first place, Yang was napping again, and in the second, neither Weiss nor Ruby seemed the slightest bit attuned to her predicament, T-this can't be-, But Blake's stubborn attempt to refuse acceptance of the reality that there had been a very small Grimm lodged inside her for a few days now which she had failed to notice was interrupted as the seat of her panties was abruptly covered in something wet and sticky, causing her to squirm in discomfort, This is disgusting!
Apparently, Blake's backseat passenger wasn't particularly content with the arrangement either, as it slowly began to extrude more of its length and curved forward, slithering along the contours of her underside before prodding her entrance…
Oh God no… Not in class… Blake silently begged, knowing what would come of it if that tentacle took her in the middle of Port's lecture, with no escape for forty-five minutes… Blake's dignity was a non-consideration to the squirming abomination inside her though, and without further hesitation, the slightly thinner than usual black member slipped between her folds. She tried to limit her squirming; Blake couldn't decide what was worse: that it was inside her in class- at all! She corrected herself with a shake of the head – or that it wasn't big enough to fill her… Oh it sent tingling waves of pleasure through her alright, and it moved in and out surprisingly fast, but it didn't stretch her at all, and couldn't brush against all of her and- WHAT AM I THINKING!? No, no, no, no, no, no, NOOOO! Blake grimaced as, not even close to getting off herself, she felt a hot spray of cum enter her, and a weight hit the pit of her stomach, What am I going to do!?
Yet Port's lecture droned on, and the rest of the class listened – or pretended to at any rate, completely oblivious to Blake's problem. Sinking as deep as she could into her chair as she felt her stomach tie itself in knots, Blake's ears flattened under her bow, and she swallowed. Resigning herself to it now, Blake took a deep breath, and as discretely asp possible, pulled her panties down and stepped out of them with one foot before pulling the undergarment back up and out of sight at her upper thigh under her skirt. Let's not make this messier than it needs to be…
She tried leaning forward, setting her elbows on the desk to conceal her condition as the first signs of swelling began, though for the moment concealed by her clothes. While this made the changes less obvious though, it was immensely uncomfortable, but she maintained the position nonetheless, as her belly rapidly filled out her blouse, and her buttons began to struggle around her midsection, and her bust wasn't doing much better… Fuck… I've got to be pushing an E now… Blake lamented, though her swelling cup-size swiftly became least among her worries as the buttons on her blouse began to give out one by one. Hastily, she undid her Blazer before the last button gave, so at least she'd have that much to protect her decency when it was over, but it was too late to save those on her white blouse, as one by one they began to pop off from the bottom up….
Blake desperately tried to mask any discomfort on her face as her stomach swelled to the size of a melon, her bloated womb pressing against her thighs through the pleats of her skirt. Glancing nervously down at herself, Blake saw her creamy stomach bulging out of the now-buttonless lower part of her shirt – though mercifully, the buttons at her bust held – barely – even if the clasp of her bra strained. Another furtive glance to the left told her that Weiss was preoccupied with notes at the end of the table, and between them, Ruby was doodling, and with Yang asleep at her right, at least no one was seeing this. Her relief was short-lived though, as she was forced to stifle a grunt of pain when the contractions began. Her seat was instantly drenched as Blake's 'water' broke, and she trembled as the first questing tendril inside her reached down into her birth canal to pull its owner free.
"Erm-!" Blake frantically choked off her squeak as the grapefruit-sized Grimmling pushed its way down to her entrance, but then got stuck between her folds and the wood of her seat. Blake squirmed in her seat as pleasure mixed with discomfort, the little Grimmling's tendrils wriggling out from under her one at a time, some reaching up for purchase, others down, grappling her clit or the edge of the bench respectively and very nearly making Blake moan aloud, but she didn't have the excuse of being in heat this time, so instead she merely whimpered silently. Blake was at once immensely relieved and filled with dread as the thing pulled itself out from under her, compressing its wet, slimy form as it extricated itself from her pussy, making her cum in the process; She couldn't handle that again and keep quiet, let alone twice. Recognizing this, with as much subtlety as she could possibly muster, Blake lifted herself off of the bench in time for the second of her brood to leave her body, and though she winced at the slight wet slapping noise as it struck the wood, it would be too quiet for almost anyone else to hear, and by the time the third and last came out, Blake sighed with relief and sat back down… only for the little runt's member to extrude from her ass again and enter her to sow another brood…
Oh come on!
As Blake was being impregnated for a second time, the first Grimmling to depart her womb skittered along the floor until it found itself between two black boots. Largely because she'd yet to replace her ruined leggings from the first time she'd been taken by the Ursula, Ruby had taken to knee-high socks of late, leaving that much less material between the newborn Ursula and the Reaper's snatch. As if realizing the vulnerability by instinct, the creature reached up, winding its tendrils about Ruby's knees and hefted itself onto the bench between her legs. In one motion, even as the Crimsonette's eyes boggled and she tried to close her legs, the Grimmling reached forward with one tentacle, pulling aside her red cotton panties, and suddenly pulled itself inside her.
"EEP!"
All eyes were on the young reaper in an instant, not least of them, Ports, "Miss Rose?"
"S-sorry sir… I-I had to sneeze…" Ruby lied through her teeth.
"Oh… very well then; do try to keep it down in class please Miss Rose; let's not make a habit of this,"
"Y-yes Si-EER!" Ruby squealed again as the Grimmlings ribbed cock sprouted from her vagina, "S-sorry… I had to… sneeze… again…"
After a dubious look, Port nevertheless launched straight back into his lecture, turning to face the far end of the classroom. Ruby meanwhile, felt her body start to grow hot at an alarming rate, and began to panic. She didn't want to go on another rape spree… but Weiss was right there… and plenty of her silky white leg was visible and… M-maybe just ONE ra- WHAT AM I THINKING!?
But the cock twitched and throbbed as it stretched against her panties, and it wasn't long before Weiss, who's attention was still on Ruby from her little outburst, looked down and saw the bulge under her skirt. As Ruby continued to fidget uncomfortably, Weiss glanced back up to her eyes and confirmed her suspicion with a smirk. Without so much as a word, Weiss moved her hand under Ruby's skirt and cupped the bulge in her girlfriend's panties and began to stroke…
"W-Weiss-!"
"Shhhh…"
Ruby fell quiet – well, as quiet as she could manage – as Weiss's fine, dexterous fingers gripped and slid up and down her shaft, sending waves and waves of relief through her. Ruby's breathing got shallower and shallower, coming faster and faster as Weiss's pleasurable ministrations gradually intensified, and she let out a silent sigh of bliss. Moments later though, the pleasure stopped, and modestly annoyed and disappointed, Ruby opened her eyes to look pleadingly Weiss's way… only to find that Weiss wasn't in her seat anymore… She was under the desk… between Ruby's legs…
"Weiss, what are you doing-?"
"Just hush and enjoy it~" Weiss cooed in response, completely ignoring Blake's horrified stare from their right, and indeed the fact that Blake's stomach was all but bare and dramatically swollen.
Ruby's crimson eyes widened as Weiss pulled up her skirt, pulled down her panties, and took hold of Ruby's pulsating shaft in one hand, before parting her lips and inserting Ruby's twitching member into the warm wetness of her mouth. Ruby shuddered as the Schnee Heiress's lips closed around her cock and began to suck, sliding slowly and deliberately down her six-inch length, taking her all the way into her mouth and deep-throating her. Ruby's knees began to tremble as she felt her pleasure beginning to rise faster and faster until finally she let out a strangled grunt, she loosed a hot jet of cum into her girlfriend's mouth. Weiss swallowed greedily, then jolted slightly when she felt her own entrance teased by a larger tendril under the lectern, rubbing against her lower lips, though not penetrating her at first. Shivering in pleasure herself from the stimulation, Weiss leaned in again and licked from the base of Ruby's shaft at her folds all the way to the tip, beginning to suck her off again, and resolving to keep doing so until the tentacle pleasuring her had the courtesy to get her off in class properly this time…
The elder tentacles at play did not bother to tease Yang though, as she woke with a start as two adult tentacles invited themselves into her pussy. At that exact same moment, the latter two Grimmlings of Blake's first brood of the class both pulled themselves under Yang's blouse, squirming and writhing their way up to the blonde's milk-swollen teats. Yang's response to this intensified sequel to her last in-class experience was to, once again, feign sleep – this time because any attempt to sit up would expose the two pulsating bulges sucking on her breasts beneath her blouse. As one of the damned nymphomaniac octopod Grimms squeezed down on her breast, that bulge under her blouse deflated somewhat, even as milk sprayed from her nipple to soak the thin white material from within, the other relaxed, slumping back down and making the comically large breast-shaped bulge on the other side of the blouse larger. Yang clenched her fists and gritting her teeth, a blush building on her face as she saw her teammates in related 'predicaments…' A-at least these ones are just… the arms… Even so, it was enough to make her cum in the middle of class, only just managing to keep from moaning aloud… and my shirt's soaked… it'll practically be see-through when class is over!
Meanwhile, sitting alone in the row directly above and behind Team RWBY, none of her teammates having this session of Grimm Studies, Likos Haima had a very different complaint. There was the tentacle currently fucking her ass, yes, but more importantly Weiss was going down on that ROSE CHICK! It wasn't fair! Rose was only like, FIFTEEN! Indeed, as a second tentacle rose to stroke her clit under her skirt, Likos was losing the ability to distinguish between the arousal and the jealousy bubbling in the pit of her stomach, even as one fed the other.
Fuck I wish I had a cock… Likos lamented as the stimulation made her hazy, Then maybe she'd suck me too… or I could just fuck her… either w-OH GOD!
Likos' wolf ears flattened against the top of her head and her tail stood on end as a third tentacle plunged into her pussy, tearing a hole clean through her drenched panties and making her cum embarrassingly fast…
SHIT! Likos breathed heavily, I-I bet that's what it's like for R-Rose to have-
Likos' heart stopped. So did her brain. Just about the only thing that didn't was the arousal dripping down her thighs; Weiss was looking at her. The heiress didn't stop sucking her partner off, but as she did so, she looked past a pleasure-dazed Ruby straight at Likos, and winked. Right then and there, Likos came again.
On the opposite side of the lecture hall, Jean Arc was trying very hard not to cry as the tentacle in her pussy corkscrewed deeper with glacial slowness. It was bad enough that she and Ren had to attend class with no prospects of restoring their original sexes, but sexual violation by FREAKING TENTACLES was just too much – especially in class… She'd gotten a few laughs and weird looks the first time she'd shown up in class in a girl's uniform as… well… a girl, but all of that paled in comparison to the huge, undulating helix inside of her, putting more and more pressure on her most sensitive place… When Pyrrha's fingers wove together with hers though, Jean glanced over, and her eyes shot wide as she realized that Pyrrha had it even worse.
The slimy black tendril violating Pyrrha at the same time had no compunctions about going full tilt, it seemed, as first eight inches, a foot, two feet, a yard disappeared into her pussy. The squirming tendril forced right past her cervix, causing the spear-fighter's face to contort in pain, only for that to transmute into open-mouthed ecstasy as more and more of the tentacle slithered in, getting progressively thicker as the length within her already coiled in her womb, beginning to stretch it. Another foot of tentacle asserted its claim to the Mistralian's womanhood, it's girth thoroughly spreading her folds now, but still more and more of it kept coming.
Four feet… Five feet.. FIVE AND A HALF!Much like Blake, Pyrrha began losing buttons on her blouse now as well, though not because the tentacles had left her with child. The huge and building mass of the tentacle inside her writhed and pulsated, not only stretching her belly beyond the size of a full-term mother, and thus costing her several blouse-buttons, but also making her belly visibly roll and undulate as the tentacle squirming inside her trying to optimize the amount of its own length inside her as much as possible. Pyrrha knew she should be mortified, but as the whole pulsating column filled her, she could only feel the pleasure. The tentacle's coating had anesthetized her to the pain that she was dimly aware that she should be feeling, and filled as she was, her orgasm didn't so much spray from her as flow around the penetrating tendril as it pulsed and flexed all the way to her core and beyond.
Chancing a glance to the side, Pyrrha could see that Ren and Nora weren't spared either; Ren was doing her very best not to react, though the effort showed on her face – if only just – while Nora… was unsettlingly giddy… Eagerly Nora worked her hips as the thing fucked her, but clearly none of her teammates were being as thoroughly raped as the Mistralian spear-fighter. Yet all the mass of the tentacle burrowing inside her paled in comparison to the tsunami of ecstasy that ravage her body as, all at once, the whole unbelievable length of the penetrating member yanked out of her like a serpent striking in reverse.
"AAAAOOOHh!" Pyrrha cried out as both the tentacle and her juices departed her body at shocking speed, drawing the attention of everyone in the classroom.
"M-Miss Nikos!?" Port gasped with surprise.
"S-sorry…" Pyrrha profusely apologized, blushing furiously in tandem with her shamefaced apology. Jean looked to her pleadingly, eyes begging Pyrrha to come clean for them both so something could be done, but she would be disappointed… Squeezing her legs shut as modesty and shame overtook her, Pyrrha stared into her lap, "S-sorry… there was a… a spider…"
Ren facepalmed, before spasming slightly as a second tentacle entered her, yet somehow, Port bought it, "Well… alright then…"
In the front row, on seat from the end, Serra Lansel gaped in disbelief, He can't be THAT thick! She knew an orgasm when she heard one, and while Port could be thick, it didn't take a genius to tell that something was off here. Most of the class was red-face and breathing heavily, and by a curious bit of coincidence after those two guys form JNPR and all of CRDL turned up as chicks a few days ago – some hotter than other – along with a few other guys skipping the class – and Serra didn't blame them – the entire class was female today, and unless Serra's eyes were going, most of them looked like they were getting some… In particular though, Serra's eyes fell on that girl across the classroom that'd gotten pushed up two years from Signal, and next to whom Weiss Schnee had suspiciously disappeared, and her thoughts flashed back to the locker room just the other day, Hey! That's the brat who – wait… why are her eyes-?
Serra's eyes snapped to the right as her partner, Miku Sakura, emitted a mousey squeak. The busty brunette was somewhat confused at first, but her eyes widened when she saw that Miku was squeezing her legs together and there was a slick black tentacle reaching around behind her on the bunch and probing her ass under the skirt, What the-? First a stupidly fast girl with a dick, then then fucking OCTOPUS-Grimm pregnancy, and now-
Serra's ire fizzled out as she felt something prodding between her own legs now, and slowly, she looked down. She almost didn't notice it at first – the bulge in her skirt that was – but she definitely noticed when it began rubbing her clit through her panties. She reached down to grab the offending tendril, but then it pressed down all the harder, and she stiffened, Oh… that's… that's good stuff… Fuck it, I can live with this…
Relaxing into her seat, Serra let the fist-sized ribbed member slither over her clit and began working its way up her bare stomach underneath her uniform's blouse. She felt her own breathing steadily grow heavier as the bulbous head pressed up against the underside of her right breast. Given the… swelling since the little chick in red had raped her in the locker – not that she really minded so much; it had been one of the most intense fucks she'd ever gotten after all – she'd taken to wearing one of her open-cup bras, and as a consequence, the fleshy nozzle of the ribbed shaft was pressing directly into her substantial bosom.
You like that…? Serra thought, as though engaging a freaking tentacle in pillow-talk, Well don't be shy…
And it wasn't, a moment later, the pulsating head was squeezing between her breasts, held together by her open brassier, sending ripples of sensation through her engorged mounds. She didn't need to reach up with her fingers to tell that her nipples were stiff – hard for them not to be when every little motion the tentacle made had to rub over her clit first, and each passing moment brought her closer and closer to getting off. As the head of the tentacle began extruding from between her breasts though, it curved to the right, over her right breast and slowly coiling around. Serra shivered when, as the tentacle reached the underside of her breast again, it began to constrict, causing milk to dribble from her peak even as it finished its circle and kept going, between her breasts again and then starting to wrap her left tit now. It was a good thing she wasn't standing, because by the time the tentacle reached her cleavage for the third time, squeezing through the tight space between her breasts and beneath its first two passes, her legs were trembling so much that they would have given out. Only then did it begin to thrust, squeezed tightly between Serra's constricted mammaries, it fucked her tits with aplomb, each upward plunge the loops of ribbed tentacle about her breasts tightened, pumping a fresh spray of milk from her teats and, as the ribbed column surged back and forth over her clit, it made her cum.
Oh fuck yeah! She let out a quiet sigh of sexual bliss, the pulsating member continuing to fuck her cleavage all the while, and she began to buck her hips in time with it, not much caring who saw – Chances are most of them are getting fucked too anyway… she rationalized as a bulge passed over her clit and she came again as it swiftly made its way through the remainder of its length and exploded form the head, spewing cum all over the inside of her blouse, I bet they aren't enjoying it as much as I am though~
She was right on both counts, as it happened; by the last half-hour of class, every student in the classroom had a tentacle, Grimmling, or both either caressing or penetrating at least one orifice, each and every one of them squirming or quietly whimpering in ashamed pleasure, all either too embarrassed or horny to tell the professor what was going on. Pyrrha was taking it by the foot again, Jean had progressed to double-penetration, and Ren to triple, while Nora took an insemination tendril to the pussy. The 'girls' of Team CRDL all tried and failed to cover their entrances, and the benches all over the lecture hall were covered in cum and arousal. Yang's back hurt and her breasts were sore after almost twenty minutes of being used as the Grimmlings' dairy cow, and Blake's face contorted in pain as, finally, the orange-sized runt Grimmling dislodged itself from her insides and extruded itself from her, only to have its place in her stretched ass promptly taken by six inches of a much larger Ursula's tentacle as she delivered her fourth and, mercifully, final brood for that class period, her womanhood practically ablaze with unwelcome sensation. Ruby, for her part, had lost track of the number of times she'd cum – both onto her seat from her natural entrance and into Weiss's mouth courtesy of her passenger – and she didn't really care… Weiss had enthusiastically swallowed each and every time, though Ruby couldn't know that the Heiress had resolved to keep sucking her off until the tentacle that had spent the better part of the last half hour flicking and teasing her through her panties got it over with and fucked her until she couldn't feel her legs… but no such luck, so Ruby kept right on enjoying both the feeling and the idea of the Heiress to the Schnee Dust Company giving her a blow-job. It was a good feeling…
Well now, I hope you enjoyed that enough to forgive a little deviation from the script, as we've covered a great deal more than Blake here, haven't we? Additionally though, I am regrettably striking Jean/Pyrrha from the lineup, which is why I made a point to get to them here, because that was pretty much all I had in mind for them, save a different setting. That bit of bad news aside, next chapter will be Cinder/Mercury/Emerald, and before we conclude, I have a question for you; it's been suggested to me that I might use other Grimm for scenes (cannon and non) and I was wondering thusly; would you like to see that here, or should I keep it separate in a different fic? That aside, I do hope that you've enjoyed this, and have a good night.