Weiss found herself changing alone in the locker room, about to take her combat gear off and change back into her uniform. Yang and Ruby had changed before class into their gear in a hurry, no doubt noting the well-ventilated nature of the space, but Weiss wasn't afraid of the vents – hell, she always welcomed it if one of the Ursulas decided to pay her a visit, so she had been in no such hurry. Blake, curiously, had not left the locker room yet, though she had taken special care to flee to a secluded corner of the space past anyone else's view. She'd been peculiarly modest ever since the teams last… adventure, but Weiss paid it little mind; after some time, she too had to change, and could only justify waiting around for an illicit rendezvous so long…
It was just then as she was reaching down to unzip her skirt though, that a little something that she hadn't been thinking about brought itself to her attention. She grunted as her cervix parted without warning, and the Grimmling which she had forgotten was inside her extruded it's member down her birth canal, slowly filling her from the inside out.
"Gah!" She gasped, one hand bracing against her locker and the other flying under her skirt, "Oh… so… so good…"
She played at stroking her clit initially, but as all of her was filled, she gave up trying to add to the pleasure and put both hands to the task of remaining standing, the ribbed, undulating cock inside her causing all her walls to clench in pleasure. She'd forgotten that the thing had squirmed its way into her body at their little milking session the previous evening, but at the present time, she wasn't inclined to complain.
As she felt the bulbous head of the member spread her folds from within, her legs trembled and she couldn't hold back a moan. The trembling Ursula cock caused a tent in her panties and slicked her thighs with arousal. She needed it – wanted it – and as the cock slowly began to recede and extrude in an alternating rhythm, she got it… It was like the first time she'd given herself to the Ursula willingly, its ribbed, squirming girth rapidly pumping in and out of her, only this time she had the privilege of carrying the creature's whole body within her womb, and the overwhelming pleasure was her reward. It was so much – too much – and she had to share it with someone-
"Leone! Wait!"
Weiss froze as rushed footsteps and a worried voice entered the locker room. The running footfalls tore off toward the other end of the locker room, passing Weiss without notice, but the voice – more, if not entirely lucid – followed behind at some distance, and Weiss's hazy, reddened eyes turned to gaze upon the wolf Faunus as she walked by…
"Leo-," Likos Haima's voice caught in her throat at the sight of her crush and primary object of desire. She'd been following Leone in hopes that they could both… help each other out in light of Leone's most recent issue, but the sight of Weiss had banished that thought from her mind, all the more so as the Heiress's crystal blue eyes met her own…
"W-Weiss…?"
Weiss blinked in a dazed mix of confusion and languor, "Huh…? Oh… You're… Haima… right?"
Likos swallowed, her eyes irresistibly drawn to the way the Heiress's chest had recently come to struggle with her jacket, and as yet wholly unaware of what had been happening to her crush, "Y-yeah…"
Weiss gave a sultry smile, remembering how Likos had enviously watched as she had sucked Ruby off the other day, and she began to unbutton her jacket, Checkmate…
"S-Schnee…?" Likos asked, noticing her beginning to disrobe, and torn between being aroused and alarmed.
"So… Haima… or… Can I call you Likos?" Weiss undid her second and third buttons, "I don't suppose you'd be willing to… do me a favor…?"
Likos was nodding emphatically and drooling before she even realized what she was doing, and her bushy wolf tail was wagging wildly at the sight of the Heiress's bolero falling open and the buttons of her blouse following suit, "A-Anything!"
"Good…" Weiss purred, displaying some of her newly voluptuous and creamy white cleavage, "See this…?"
Likos nodded emphatically, licking her lips, "Mhmmm…"
"you want it?"
"Mhmm…" Likos felt herself dripping now, soaking her panties, but she didn't care… Weiss Schnee was offering Likos her body…
"Good girl… But you have to earn it first…"
Likos nodded, shaking with lust, not fear, but couldn't muster her words.
"Strip,"
Likos froze, but it was only for a second – this was Weiss Schnee after all; she could have Likos however she wanted. Thus, Likos hastily and shakily set about the task of unbuttoning her uniform blouse, her teammate forgotten, as her tail wagged and jostled her skirt. She couldn't throw off her blouse fast enough as her body trembled in anticipation, and she didn't so much 'remove' her bra as tear it off. With a flick of her wrist to undo the zipper, her skirt fell around her ankles, leaving her clad in naught but her violet purple panties, which swiftly followed, per the Heiress's instructions. In less than a minute, Likos stood before her beloved Ice Princess stark naked, baring her jittery body for Weiss's approval.
Weiss looked her obedient little pup up and down, nodding approvingly as she appreciated the wolf Faunus's curves, and thought about how soft that tail must be. Weiss caught herself licking her own lips now as she pulled the open lapel of her blouse aside to offer her little pet her swollen breast, "Good girl… now, have your reward…"
Nodding excitedly, the wolf Faunus came closer to Weiss, kneeling on the locker room bench between them and grasping onto Weiss's left breast with both hands, guiding the pert nipple into her mouth and at once sucking as hard as she could. She felt an immense pleasure pervading her body as she grasped the fact that it was Weiss's breast that she was sucking on – almost as much pleasure as the sweet taste of her milk - and any semblance of self-control left to her vanished with the pleasured whimpers emitted by Weiss, whose free breast bounced and jiggled with the wolf's vigorous ministrations upon the other, beginning to dribble milk on its own. The Heiress braced herself against the nearest bank of lockers as Likos satiated herself at first one breast, then the other, before finally, when she was sucked dry, she pried the frenzied wolf Faunus off of herself, grabbed her by the chin, and pulled her into a deep kiss, sucking the last of her own milk out of Likos's mouth before stepping back, leaving her breathless.
"Well weren't we thirsty?" Weiss asked smugly, watching Likos' wolf ears flatten and her cheeks rouge with embarrassment wholly unrelated to her shameless nakedness, "Now…" Weiss continued, "Sit down and spread your legs…"
Shaking with excitement, Likos obeyed seating her bare rump on the varnished wood of the bench and eagerly spreading herself for Weiss, her quivering pussy already dripping wet. The Heiress, intent on establishing ownership of her new pup got down on her knees between Haima's readily spread legs and pressed her lips to Likos' core, "Do you want it?" Weiss intoned sensually, meeting with a whimpered affirmative as she blew a hot breath against the wolf's folds, "Good…"
Likos squealed in ecstasy as she felt Weiss's hot tongue enter her, and her insides spasmed in pleasure. The tongue seemed to be searching her entrance, possibly in search of that one perfect spot until suddenly… it stopped… Weiss abruptly withdrew her wonderful tongue with a displeased grunt, and Likos' heart froze as she looked down to see the Heiress's equally displeased expression.
"You didn't say you weren't a virgin, Haima…"
"I-I…" Likos swallowed, remembering how she honestly had intended to save herself for Weiss, and then how she'd been raped of her virginity anyway by the Ursula – and hadn't exactly been upset about subsequent visits from the slithering monsters – but would saying that offend Weiss somehow-?
Likos didn't get the chance to formulate the coherent thought though; instead, the Heiress seemed to stagger, and Likos' eyes snapped to Weiss's panties, just visible under the fair haired girl's skirt which might be considered just slightly trashy in it's shortness. Specifically, her eyes were drawn to the rapidly forming bulge in the Heiress's damp white panties, and the Wolf Faunus's eyes shot wide in realization precisely as the throbbing black Grimmling cock burst forth from Weiss's pussy and tore through her lingerie. It was huge. – ten inches long and two inches thick – and it twitched hungrily in Likos' face.
"O-oh my God… You too?"
But Weiss wasn't listening. Instead, in a bout of lustful brutality, she took hold of Likos bodily and threw her down onto the bench again, this time onto her stomach, bending her over. Likos knew in the pit of her stomach what was coming next, and her heart fluttered in anticipation of being claimed by her desired mate. It was what she'd always wanted; if this was supposed to be punishment for not saving her virginity for Weiss, than the Schnee Heiress could make Likos her bitch all day long….
Only the heiress did not thrust her huge, throbbing cock into Likos' pussy, and the wolf's blood ran cold as she felt the bulbous head caress her buttocks. In the next instant, Likos was screaming. All of it – the full length and all that girth – were slammed inside Likos' unprepared ass with the force of a pulsating fleshy piston. While her Aura protected her from permanent damage, the feeling of her ass being spread around ten inches of so thick a member was at once excruciating and exhilarating. Tears welled up in her eyes as the Heiress bucked her hips, fucking her ass harder and harder, setting her modest, naked breasts swaying and jiggling, and Likos lost her mind in submission. With each withdrawal Likos was more and more aware of the next mind-shattering thrust before it came, stretching the muscles in her ass around the huge penetration. With each thrust, Weiss got a little faster, throwing a little more of her weight into it and coming that much closer to knocking her screaming bitch off of her mount until finally, Weiss shuddered, letting out a deep, bellowing moan, and let a gush of cum flood into Likos'' ass.
When Weiss finally pulled out, the last gush of cum spurting onto Likos' lower back, the wolf was a whimpering wreck, cum oozing from her grossly stretched ass. She could barely feel her legs, but that was of no consequence; Weiss wanted to reposition, she wasn't done. Likos soon found her wrists and ankles bound by shimmering white glyphs as she was lifted from the bench and turned, her back pinned to the nearest bank of lockers, cum still pouring from her as the Heiress stroked her cock and stepped over to caress the wolf's naked body.
"Now Likos… Can I call you that?" Weiss cooed absently, rubbing her shaft at Likos' entrance as she released the glyphs at her ankles and took hold of her legs in her own hands, "Well, I've seen the way you look at me…" Likos' legs trembled, feeling Weiss's fingers caressing the backs of her knees and her whole body undulating against her own, "So I'm sure you won't really mind if I go ahead and satisfy myself, will you? I mean, I didn't ask before because you'd gone and given someone else your virginity, but now we're even I suppose, so… what do you say…?"
All the answer Weiss needed dripped from Likos' pussy as she whimpered in helpless pleasure, and she didn't wait the hours Likos would have needed to form a coherent sentence. No other words were necessary or relevant; all that there was left for Weiss to do was to fuck her, and so she did…
With a swift buck of her hips, Weiss drove her throbbing shaft deep into Likos' pussy, six inches, eight inches… breeching her cervix and all the way in… Likos moaned and yelped with each thrust as Weiss groped and sucked on her bouncing breasts as the Faunus took her again ad again. Likos squirmed and jerked as she was reduced to Weiss's object of pleasure, hanging from the binding glyphs at her wrists as she was fucked, and fucked, and fucked…
"Y-yes! P-please! More!" Likos wailed, cumming onto Weiss's pounding shaft, just before Weiss shuddered, looseing her own juices and the Grimmlings hot white seed into Likos, filling her with a warm, blissful sensation. Grunting with pleasure, Weiss bucked her hips a few more times, discharging several more times into her mat's pussy, and leaving Likos with her eyes rolled back in her head and her tongue hanging out as the overflow cum began to ooze from her.
As she – though not Likos – came down from the high, Weiss didn't bother pulling out. Instead, she cozied up to her partner's naked body, nuzzling her face into Likos' breasts and reaching behind her to caress the wolf's shapely rear and stroking her tail. It wouldn't be a long lull – she could already feel the next bout of lust building in the pit of her stomach and seeping into the rest of her body, but for the time being, she'd be gentle with her pup…
"Did you enjoy that Likos…?" Weiss asked rhetorically; Likos wasn't in a position to respond, and that was answer enough, "And now you get to have its young too… I'm so jealous… that part is such a rush…" Likos simply moaned in pleasure when Weiss finally pulled out, simultaneously releasing the glyphs and letting Likos slip to the ground., "But speaking of a rush… I think I need another one…"
"Huh-?"
Before Likos could finish her bleary-eyed question though, Weiss took hold of her head in both hands and forced her shaft into the wolf's mouth, plunging deep into her throat. Likos gagged on the Heiress's slimy length, tasting both the salty coating and her own juices at once, and it was almost enough to expunge the feeling of her stomach turning in knots and beginning to bulge. She sat there, naked on the floor of the locker room, back against the lockers and hands bracing on the floor. Her stomach rapidly bulged between Weiss's legs as the Heiress stood over her, fucking her orally and moaning in sensual ecstasy before finally cumming down Likos' throat and pulling out, wiping sweat from her brow.
"Oh yes…" Weiss said between throaty gasps, before getting onto her knees and grabbing a very disoriented Likos by the legs again, pulling the wolf onto her back and lifting her entrance, still oozing cum, to Weiss's shaft again, "I don't care if you're not a virgin anymore… you're so tight…" and with that, Weiss plunged her shaft into Likos again, the wolf womb reaching the size of a watermelon and still growing. Likos moaned incoherently as she let herself be raped on and on, wanting it, loving it, and wrapping her arms lovingly around her bulging abdomen full of Weiss's children… She could feel the now fully formed baby Ursula squirming inside her as Weiss had her again and again, and they began trying to wriggle there way out, only to find her entrance blocked by Weiss's cock, gushing still more cum all over and past them to impregnate Likos again before she'd even finished giving birth. When Weiss was finally satisfied, she slumped back, catching herself on the bench as her cock slipped out of Likos, just in time for the first grapefruit-sized Grimmling of four to squeeze its way out..
Before the second could follow it though, a huge, semi-solid black mass descended from the ceiling, brimming with tentacles. The original Ursula' eyes shone crimson with lust as it reached the ground beside the two exhausted girls, and it did not hesitate to exploit their exhaustion. In seconds it was upon Likos, binding her limbs with its tentacles and spreading her legs. Likos didn't understand at first, so dazed had she been by her experience with Weiss, but as the hulking cephalopod Grimm drew it's whole undulating mass on top of her, over her swollen stomach and just below her now dripping breasts, she was terrified. These very tentacles had had her before, but somehow, with the creature's whole horrible body mounting her, the experience brought on paroxysms of terror as she felt her pussy beings spread beneath the creature, letting the second of her Grimmlings free, only to be filled so completely and utterly by the great Ursula's huge, writhing black member.
Even as the creature began rocking its undulation girth forward and back to satisfy itself upon Likos' trembling body though, Weiss was not forgotten; one manipulation tendril reached over to Weiss, who welcomed it with a blissful sigh, and coiled around her twitching, borrowed shaft, and quickly began pumping back and forth, jerking her off.
"Oh yes!" Weiss cried as her Grimmling passenger's pleasure coursed through her own body and she felt yet another climax building.
Likos, on the other hand, was less exalting. Each time the creature made her cum, it was like her body betrayed her – it felt so good but… Not with Weiss watching… She whimpered with each jackhammering thrust that stretched her walls immeasurably wider than nature intended and cried out with each bulging flood of cum that it added to her already bloated womb. She hadn't minded feeling pregnant at first, but this was a whole different matter, with her belly bulging at the size of a beach ball and the creature still bearing down on her, squeezing her breasts to spray their milk by turns, and she couldn't take it anymore.
"Weiss please!" Likos begged as the huge ribbed shaft slammed into her again, "Make it stop!"
Weiss's only response was an orgasmic moan as she came again, this time spraying all over Likos' helpless face, but fortunately for the wolf, the huge Ursula then decided that it was done with her, removing its member and allowing its excess cum to gush from her slit, the pressure lunching her last two Grimmlings from her pussy with almost shocking force. Though it had extricated itself from her pussy, the Ursula continued to grope at the wolf's breasts with its tentacles, waiting as Weiss let out a moan of pain and pleasure as the Grimmling inside her clambered its way out, opening the Heiress's sex for the plunder. It was only then that the Ursula left Likos be as it shambled over to claim Weiss.
While Weiss was gasping, chest heaving to catch her breath, four tentacles surged forward to plunge into her pussy. The four-pronged penetration was shallow, however, as the tips of the members wore not the intended violation; no, they merely spread her folds as still more tentacles came to spread her legs, making her ready for the slowly extruding great shaft of the monster. Seeing it, Weiss smiled hungrily, reaching down to spread herself further with her own hands. She was dripping.
"See this Likos? Let me show you how to enjoy it…"
As the great breeding tentacle drew close to the Heiress though, a second ribbed, columnar tendril spiraled around the first with shocking speed, and both huge, pulsating heads slammed into the Heiress's widely stretched pussy. Weiss's whole body convulsed as the two spiraling shafts wrenched her pussy open horrifically wide. She gasped and moaned in ecstasy, hips bucking wildly jerking side to side and gyrating as she came wildly, spraying past the tendrils inside her. Satisfied that it was filling it's mate, the Ursula withdrew its lesser tentacles from Weiss's sex and focused upon her silky white limbs, lifting her by the wrists and thighs to hang facedown, legs spread wide.
"OH! GOD! SEE LIKOS! JUST LIKE-," Two additional lesser tendrils plunged into the Heiress's ass, making her wail in pleasure – at least until one of Likos' Grimmlings reached up with its tentacles to grasp the Heiress's face and pulled itself up to fuck her orally as well. Likos could only look on propping herself up on her palms even as her stomach began to show the first signs of swelling again as her crush was fucked so completely – and not with her. She felt a gnawing jealousy mixed with her horror, and then she became transfixed upon the fleshy pistons plowing Weiss, and caressed her own swelling stomach, feeling as though having been impregnated by this thing was some kind of perverse bond between them.
Meanwhile, Weiss had forgotten Likos entirely as cum was pumped down her throat and into her pussy at a prodigious rate. As her belly swelled to the size of a watermelon, filled with raw cum, the Grimmling finally detached itself, and Weiss spluttered, immediately resuming her lusty moan, all the more invigorated as the Ursula added two more tentacles to milk the Heiress's engorged tits. Weiss's milk showered over Likos as the wolf's womb swelled to half its full-term size, until Weiss too was released by the tentacles to fall upon the ground, the impact on her swollen belly driving the excess cum from her sex with the force of a geyser and leaving the Heiress twitching and dazed on the floor in a pool of the Ursula's cum
As the huge black tentacle monster shuffled away, satisfied for the time being, Likos pulled herself across the floor to Weiss's side, struggling with her increasingly swollen stomach to lay down at the Heiress's side, putting her leg over Weiss's waist for the greater intimacy even as she whimpered, her cervix contracting again. This was her dream after all – more or less – and if she had to birth a few Ursula to earn it, then that was fine…
Hi everybody, I hope you enjoyed this, and yes, it's still a thing, even if I can't come up with the chapters as fast as I used to. Rest assured though, between this and my other stories, I do intend to continue supplying… odd smut for this fandom. In the meantime, I hope you enjoyed the tentacles.