A/N: Been a while since I've gotten around to updating this; hopefully Juneau being gently lewded makes up for it, heh~

Enjoy~

Box of Wonders

Chapter 4: Juneau

Brooklyn had a problem.

Namely the tentacle-containing box in her hands. Though it'd be quite... enjoyable having him in her custody, he was still Arizona's property and, more importantly, needed to be returned to her. Therein laid the problem; she'd just been mustered for a sortie out that would last days at least, but didn't have the time to go running about searching for Arizona.

Naturally she didn't want to just drop the tentacle box on anyone either, both in case the tentacles molest them, but also because they might get scared and attack Arizona's pet without realising it was hers. However that option seemed increasingly likely as Brooklyn hurriedly marched down the halls of the dorms with the box in her arms, hurriedly looking about for Arizona even as she started making her way towards the docks.

Luckily, a mercy came in the form of Juneau – the mousy blonde jogging inside the dormitory, a little tired but still upbeat.

Not the best person, but she knew that if the tentacles within were discovered, at least Juneau would be unlikely to attack them and would probably just run.

''Juneau.'' Brooklyn hurriedly called out, marching over. ''Sorry for this being so sudden, but could you do me a favour and take this to Arizona? Just got called out on a sortie ASAP. I've already checked her and Penny's room.''

''H-Huh? Oh, um, I-I guess?''

Brooklyn smiled and hurriedly handed the box over, giving the shorter girl a quick hug. ''Thanks, I owe you one. Sorry for dropping this on you!''

The cruiser's words grew a little faint as she hurriedly exited the building, hands adjusting her clothes slightly as she rushed down to the docks. Juneau stood and watched her go for but a moment before continuing into the dorms, picking her pace back up to a jog as she searched for the errant Battleship. As swift as her feet could carry her she scanned the bottom floor, then the second floor, swerving to avoid running into the occasional person.

However it was by the time she reached the third floor that she felt the telltale wave of fatigue, preluding her world tilting on its axis slightly – forewarning of an incoming dizzy spell. Thankfully her room was on the third floor, and thus it took just a short few moments for Juneau to get herself back to her own room, living just a few doors down from where Brooklyn herself lived.

At a good time as well, as Juneau soon felt a wave of fatigue overcome her – eliciting a pitiable whine from the cruiser as she stumbled into her room, shutting her bedroom door behind her with a foot and depositing the mysterious box next to her bed, sitting her butt down on the bed in question; flopping onto her back with a weak sound.

''Haah...'' She put a hand on her head. She wasn't having a temperature or anything. ''Maybe I just overworked myself... I've been running around a lot today, haven't I...''

The cruiser mumbled the words to herself, gazing at the ceiling aimlessly, waiting for the fatigue to fade. It did so slowly, and Juneau gradually started to feel better... until she felt something wet touch her ankle.

Quite naturally she squeaked, pulling her foot away from whatever it was she touched – sitting upright hurriedly. The movement jostled her head and made her take an extra moment to refocus, her eyes flickering down... and her pupils dilated as she saw that the lid of the box was open. More specifically she saw the writhing mass of tentacles slowly sneaking out of the box, one dark green tentacle where her leg had previously been. And as Juneau opened her mouth to scream, that tentacle lunged.

''EE- Mmph!?''

Juneau's eyes widened as the tentacle wrapped itself around her face in an instant, muffling her scream into a muted sound. Panic took hold and she shook her head vigorously, pulling at the tentacle as she stumbled off the bed – only to trip over her own feet, squealing as she fell down onto her front, her carpet tickling her cheek. The sensation however was nothing compared to the wet, sticky tentacles to pushed against her perky butt, slithering over her creamy flesh and going between her thighs.

Shaking her head more Juneau scrambled back, prying the tentacle off of her mouth – but couldn't manage a scream, her throat closing up and leaving her whimpering in fear as she scrambled backwards. The tentacles crept out of the box, slithering after her slowly like a stalking monster. And soon Juneau ran out of room for her to put between them; her back hitting the wall next to her bed and leaving the tentacle monster between her and the door.

''A-Ah...'' Juneau screwed her eyes shut, quivering in fear. ''D-D-Don't hurt me...''

Naturally the monster didn't respond to her whimpering words... but it most certainly touched her. Something Juneau found out as a tentacle wound itself around both of her arms, foisting them up above her head and holding them there – leaving her unable to stop the tentacle that went between her legs. Her red skirt was too short to hide her innocent white panties, eliciting a soft gasp from Juneau as the tentacle pushed itself against her panty-clad pussy, the feeling strange given its slick, slightly-stick texture.

''Ah, no... w-where are you... Myn~'' Her words devolved into uneasy whimpers as the tentacle began to stroke her pussy; sliding its sticky length up-and-down in slow, smooth strokes.

Then the tentacle weaved around the side of her underwear, pressing its slick length against her inner-thigh and wriggling itself past her panties, pushing them to the side in the process and allowing it to nuzzle against her bare pussy lips. The feeling elicited a whimper from Juneau, the cruiser shaking her head no, but the tentacle was insistent; slowly rubbing itself against her delicate pussy before curving itself slightly, the smooth, bulbous head pushing her folds apart – letting just the tip in her. And then began to enter her, inch by inch.

The feeling was a new one for Juneau. The cruiser cried out softly, shaking her head more and pursing her lips together, twitching and gasping as her vaginal walls were pried apart by the slow-moving tentacle. It felt weird in her, worming about within her pussy in ways she hadn't thought possible – not helped by her complete and utter lack of experience, having done no more than finger herself, let alone imagine a tentacle being the first big thing in her pussy.

''Ah...'' Leaning forwards a tiny bit Juneau could see her lower lips be spread by the tentacle, the sight joined by the feeling of it inside her, moving in even deeper – unheeding of how tight she became around it. ''Stop... n-no...''

A gasp escaped the cruiser as it pressed itself against her deepest parts, pushing and nuzzling against it – electrifying her pelvis in ways wholly unfamiliar to the demure cruiser. She pursed her lips and shook her head more, sniffling whimpers escaping her and little tears gathering in the corners of her eyes, afraid of what was happening to her. It was then, as she kept her eyes screwed tightly shut, she felt another tentacle come up and rub at her cheek.

Juneau tentatively opened her eyes – and then realised what it was doing. It was wiping away her tears.

''H-Huh...?'' Juneau's brow dipped, fear briefly taking a back-seat as confusion took hold.

Another tentacle came up and touched her head, tapping itself against her head in way that felt oddly like a head-pat. Another rubbed her thigh and one curled itself around her hand, squeezing it... and it was only then Juneau realised that the tentacles were trying to comfort her. Tentacles, comforting her. It felt so ridiculous and silly she couldn't help but crack a smile, however fragile it might be.

The tentacles binding her arms loosened, doing it slowly in a way that she realised it was trying to convey trust – assuming she wouldn't try and escape now that it had assured her it wasn't mean. She nodded slightly, not sure if the tentacles could see her, but it seemed to take her lack of resistance as a yes regardless. Which left just one tentacle touching her; or rather, one tentacle in her.

''Mn!'' Juneau flinched a little as the tentacle slowly pulled back, scraping her inner walls on the way out – a whimper escaping her when it pushed back in.

It didn't really hurt all that much; more of a little sting, but even then it was muted to more of a general discomfort. However the uneasiness she felt didn't abate, still uncertain why this mysterious creature was molesting her with a tentacle. She tried to relax, to let the creature just do what it wanted and then go away again, her lips pursing as she felt the appendage worm around in her pussy, pressing against her clenching walls gently.

''Ah... hah...'' Juneau panted, leaning back against the wall with a quiet moan. ''It feels weird...''

A tentacle rose up to her face at that, nuzzling against her lips... and after a second, Juneau let the tentacle gently push itself past her lips and into her mouth. It felt thick, forcing her mouth to open wider to accommodate it as it probed around her mouth, the tentacle tasteless but still a bit sticky as it pushed against her tongue or rubbed the roof of her mouth, eliciting a muffled moan from Juneau.

The tentacle in her pussy on the other hand began to pump faster. It maintained its gentleness but it slid between her vice-like walls more vigorously, nuzzling her cervix almost eagerly – the friction within her delicate sex melting Juneau's mind, moans arising from her lips now that she was more relaxed. It actually felt quite good, the tentacle thick enough that it could rub all the spots her fingers could never quite reach, making it feel almost like an internal massage.

''Ah, ah~'' The tentacle in her mouth reared back, wet with her saliva and allowing her to breathe freely. ''It... feels good...?''

The tentacle in her pussy responded by twisting around a little, eliciting a high-pitched squeak from Juneau – preluding the low moan that tumbled off of her tongue as it kept fucking her, pistoning itself back-and-forth like its sole desire was to mate with her. Even if it was Juneau couldn't find it in her to resist, mewling as the creature gave her pleasure she never thought possible, her pelvis hot and muscles growing tight as the tentacle wormed its way about her womanhood, fucking her gently but passionately, moving as fast as it could without hurting, or even scaring her.

Perhaps because of that tenderness Juneau found herself relaxing more and more, succumbing to the pleasurable heat within her pussy; to the pleasure that rose up her body and made her tense, her vaginal walls slick as they gripped the squirming appendage.

And the the tentacle that had formerly been in her mouth slid down, rubbing her clit and pushing her over the edge.

''A-Ah~!'' Juneau cried out as she came, shoulders curling in and buckling as she climaxed.

It was a gentle orgasm, her spasms slight and her body convulsing more than it did jerk; her back pressed flush against the walls and her lips pursing together to muffle any further cries, muting them down into softer whimpers of bliss, her walls quivering around the tentacle that throbbed against her clenching walls. For a long minute it stayed like that, nuzzling her cervix and throbbing, before then slowly pulling back out.

''A-Ahh...'' Juneau shuddered a little when it left her empty; the sudden absence of the tentacle leaving her feeling strange. ''Mm... huh...?''

However as she gazed at the tentacle she noticed how much it was twitching and throbbing – and a closer inspection revealed some grey liquid slowly leaking out of the slit at the end of the bulbous tip. It didn't take much to compare the tentacle to a dick, and to contact the greyish fluid to what the human equivalent might be; darkening Juneau's cheeks. However she didn't feel anything inside her pussy... meaning, it hadn't cum in her. Deliberately, it seems, from how much it was throbbing.

''You didn't finish?'' Juneau shyly asked, daring to sit up on her knees. ''Um... y-you don't have to hold back like that... it felt kind of good for me, s-so it's fine, isn't it...?''

The tentacle pushed itself against her cheek, rubbing it an almost-happy manner, bringing a light smile to Juneau's lips and coaxing a giggle out of them, feeling much more relaxed than before – and much healthier too, as if all she'd needed was quite tentacle-fuck to feel better. That or it had some healing properties, but she had a feeling she might've just been a little wound up.

Thus with only a bit of hesitation Juneau shifted forwards on her knees, nudging the tentacles aside until she was near the middle of the room. Then, with burning cheeks she got down on all fours, flipping her skirt up so the tentacles could see her butt - pulling her innocent white panties down and tugging them off her ankles, leaving her butt bare to the tentacles. She wiggled her small rear a little, cheeks darkening as she did something so scandalous, but the lewdness of it excited her a little in a naughty way.

''Do it again, please... you can finish in me too, if you want...'' Juneau offered herself to the tentacles.

The tentacles wiggled about happily, eliciting a shy giggle from Juneau, watching as the throbbing tentacle slithered around to her mouth. Her gaze however went around behind her as another tentacle arrived, her eyes widening a little as she saw its thickness; not quite twice the size, but definitely bigger than the one who was just pleasuring her pussy. She spared a glance at the other tentacle before belatedly realising they were probably all the same being. Thus she bit her bottom lip and nodded, widening her legs apart a little so it'd be gentler on her hips.

Slowly the thick tentacle slithered behind her, its bulbous head pushing and rubbing against her wet pussy lips, earning a soft moan from Juneau as it teased her. Then slowly the tentacle pushed itself in, coaxing a gasp out of her, eyes widening as her tender inner walls were pried apart by its sheer girth – inch after inch after inch worming its way into her pussy. It didn't hurt but it did feel uncomfortable, leaving Juneau moaning shamefully as she felt the tip soon rub against her cervix, filling her womanhood with its sticky length.

The other tentacle in front of her rubbed her lips a bit – only to then snake down, diving into her dress and going into her cleavage.

''Kya?!'' The feeling elicited a yelp out of Juneau, her cheeks darkening. ''H-Hey, what are you doing in there...?''

The tentacle replied by wiggling about, pushing against her small soft boobs and sending shivers travelling through Juneau, the feeling novel and lewd. Mercifully the tender tentacle pulled out of her cleavage a second later and instead curved around in front of her, pushing against her lips – and with a muted moan Juneau willingly let it into her mouth, feeling its sticky, slick length slide over her tongue, tasting herself on the wet appendage as it began to thrust back-and-forth into her mouth.

''Mmph, Mm, Mmph...'' The feeling was strange but a turn-on for the Ship-Girl; soft moans escaping her as she felt the other, thicker tentacle in her pussy pull back.

And she promptly yelped when it pushed back in. Mimicking the other tentacle it did so gently but firmly, pushing itself into her delicate pussy and reshaping her insides to fit it better, her prior orgasm leaving her wet enough that she barely felt any discomfort from the movement. If anything having something so amazingly thick in her only felt better, the tentacle pushing against her weak spots and sending sharp jolts through her waist, moans following the hot spark of pleasure.

Slowly the two tentacles fell into a rhythm, thrusting into her in one after the other, see-sawing Juneau between them. One pushed into her mouth and nudged her back before the other one buried itself into her tight, slick pussy and pushed her forth a little until the cycle repeated. Her lithe fingers curled and held onto the carpet and her sock-clad knees held firm, keeping herself steady as the tentacles pleasured her and themselves. To her private delight other tentacles arrived too; touching her all over. They rubbed her butt, they stroked her thighs, they tickled her feet and made her giggle, and they teased and snaked under her dress, rubbing at her tummy or squirming themselves into her demure cleavage.

''Ah... ah... ah...'' Juneau's moans became muffled as the tentacle went in deeper, and the cruiser moaned as the tentacle pushed itself down her throat.

So relaxed was she however that Juneau barely gagged as it went down, enduring the slight discomfort of having her throat widened to fit the slick appendage down. It fucked her throat gently, her throat muscles clenching around the tentacle, but it was thin enough that she could still breathe with it in her throat – the weird feeling leaving her quivering with suppressed bliss, her vaginal walls clamping around the thick tentacle pumping into her sex.

And then another tentacle arrived, rubbing her small butt comfortingly - and Juneau let out a muffled, wet moan as it pushed itself into her asshole. She'd never had anything in that hole and it felt weird, yet she couldn't bring herself to dislike it. The tentacle had some difficulty however thanks to how tight her ass was, worming about and wriggling its way into her rear inch by inch, pushing in deeper, deeper – and even deeper.

Juneau realised what it was doing a second later, moaning in surprise as the tentacle in her throat went deeper down too – and soon reached her stomach. At the same time she felt the other tentacle work its way up her asshole and up into her stomach, worming about in ways that left her shuddering, and then at last the two tentacles met, curling around each other and forming a literal knot in her stomach. Before then at once, they both started to thrust, pumping back-and-forth and fucking her mouth, throat, ass and stomach all at once, along with the thick tentacle stuffing her now-dripping pussy.

''Mmph! Mmph!'' The tentacles began to thrust into her faster, their lengths coiling tight before every strong thrust – the motion made intimately apparent to Juneau when they were woven through her body.

Though her attention was rapidly shifting to the thicker tentacle in her pussy, gasps and moans escaping her as it pounded her faster, plunging itself into her vagina with vigour and smearing its greyish pre-cum against her cervix, its intent to fill her womb with its seed all to apparent. Juneau didn't mind, moans tumbling out of her as she was gangbanged by tentacles – and loved every second of it.

''Ah, ahh... M-Mister Tentacle...'' Juneau had to slur the words out, her throat obstructed by the tentacle busy tying knots in her belly. ''Ah... it's too much...! I-I'm going t-to- a-ah- AH~!''

Her voice raised, cracked – and with a sharp, blissful cry, Juneau had her second orgasm. It was much more intense, her body locking up and her muscles tensing sharply; her vaginal walls clamping tight around the thick, pulsating tentacle within her. The tightness proved too much for the tentacle, its thrusts rapidly escalating to a pounding pace before then at last it slammed against her cervix and gushed its grey cum into her, thick splatters shooting into her womb or splattering along her birth canal. Much more of it made a mess inside her pussy; every subsequent thrust making a wet squelching sound as it moved back-and-forth.

The tentacles in her stomach convulsed, little bulges travelling through Juneau's throat and ass, winding their way through her – before the tentacle in her mouth came first, gushing a spray of cum into her stomach. The other tentacle came a couple seconds later once the bulge travelled through her body, spraying its own load of cum all over her insides, the two remaining tied together as they came in her stomach.

''A-Ahh...'' The feeling made Juneau shudder, her cry trailing off into a softer, pleasure-filled whimper. ''Myn...''

The tentacles' orgasm rapidly waned, just a few more spurts filling her stomach and pussy before they ceased – and then pulled out. Juneau moaned as her pussy was gradually emptied, the thickness of the tentacle making its absence all the more apparent, and within moments she was left empty; shuddering as her inner walls tightened up again and unintentionally pushing out some of its grey cum, drooling it out of her pussy and dripping it onto the carpet. The one in her mouth and ass took longer to leave, unwinding themselves from each other and then from her insides – soon escaping both her holes and leaving the cruiser empty at last, and with a belly full of cum.

''Mn...'' Tentatively Juneau laid herself down, sighing. ''Ah... that felt good, Mister Tentacle...''

One tentacle came up to her and nudged her hair, eliciting a giggle from Juneau as she raised a hand, petting it.

Juneau made a new friend that day; one she dubbed 'Mister Tentacle'.

And it wouldn't be the last time she played with him, either.

[END]