"Listen to teacher," she had said before their lips met and once again he found himself completely at the mercy of this girl. The kiss was an invasion her tongue slipping into his mouth clashing with his. It was just like last time, fire seemed to spread from his mouth to his skin and the rest of his body as she used whatever power she had over him.

She pulled away grinning at his flushed face "No chance I'll get addicted to what your doing?"

"The power no, what I am about to do to you, well that I cannot promise." She leaned back straddling him with ease her hands reaching behind her head. He could do little more than stare as the pink and black striped top slipped off her body and onto the sand. Perfect breasts stood out proudly in the false moonlight. Her skin had tanned in the false sunlight of the beach which made the partially pale flesh of her breasts a pleasant shock...and they were big especially so on her body. Thick smooth flesh that seemed to defy gravity without so much as a care or effort small pink nipples stood straight out in the cool night air revealing the arousal she must have been feeling as well. "Well what are you waiting for?"

Ichigo gulped before lifting his shaking hands trying to remember what this girl had told him she liked when someone was touching her chest. "Mmm" she moaned as his hands gently gripped her bare chest and the contrast touching them though clothing and bare was unbelievable. "Soft than hard" she whispered to him pink eyes glowing as she watched. He resisted the urge to simply paw them and let his fingers move, his hands gently wander around each perfect breast.

"Good" she whispered "but don't be afraid Ichi-kun I won't break."

He squeezed tightly before running his thumb over the erect nipples digging into his palms before softly caressing them again. Serafall shifted in slow deliberate movements pressing down on his erection with a sweet torment that was starting to drive him crazy. She reached down and gently cupped his head pulling him off the ground. His hands move from there work to support his body as she pulled him into her bossem "Now" she whispered "Open your mouth" his mind restarted and given that he was a teen growing up the age of the internet, he could guess what she wanted.

Serafall bit back whine as her nipple disappeared between his lips, sending a spike of worry that someone might hear them . But then he sensed Serafalls power shrouding them and decided she had it covered. It felt odd at first to taste her flesh like this, he did not know what he had been expecting, but it just tasted like skin. "Remember not to bite" she said "Not many people are into that, focus on the nipple and you really can't go wrong."

He put some energy inbtween suckling her breast and gently pulling on the nipple with his lips, letting his tongue darted out to circle the small areola. When he looked Serafall had her eyes closed and was breathing through her nose, small noises threatening to escape her lips. He switched to her unattended breast bringing up his other hand to gently caress the one his mouth had just been on. "Good" she whispered "Your learning" That was what he was good at, "mmm" she made that sound again almost against her will. Almost as if in revenge she pressed her crotch down on his drawing a whine from his own lips.

With a loud sigh Serafall pulled away and stood "Now that was a proper warmup I think" she took a few steps away and turned so her naked back was facing him and with one hand teased the string of her bikini bottom out of its knot. Her hips shifted slightly as the string came undone the fabric sliding off the breathtaking curves of her ass. Revealing the white contrasting flesh beneath, his eyes seemed to devour the sight taking in the generous curve, the perfect tan lines, the plush promise of softness. The woman tilted her head so she could see his face those pink eyes glowing even brighter lighting the fire in his belly even more. She turned one hand put modestly between her legs hiding that one part of her from him with a qoy look.

Serafall did not say anything as she sauntered forward a truly predatory walk, she knew his eyes were locked on her body wanting more, wanting her more than he had ever in his life. Slowly as she neared his body she moved the hand, smooth flesh glowed in the moonlight, the gentle crease of her vigina was damp with arousal. His breath almost stopped as she moved closer "I think you have an idea of what I want," she said in that gentle naughty voice. She moved her legs to either side of his hips, her crotch inches from his face. The smell was odd, not bad just different from anything he had ever known. Her words regiested and slowly almost hesitant his tongue flickered out grazing the edge of her folds. Again he had not known what he had expected it to taste like, but there was just the strong fleshly taste with just a hint of salt water. Serafall chuckled at his meek hesitancy and gently moved her hands through his hair caressing him with a tender affection he had not been expecting.

Taking a little heart he pressed his face into her groin gently running his tongue along her folds tasting her before pressing his tongue into her. Serafall bent slightly her arms wrapping around his head her eyes closed. Taking that as a sign he delved in as far as he could, her arms around his head grew tighter. As he fumbled his way through this first time, pulling back and running his tongue up and down her vigina, passing over a small nub that his brain informed him was something he knew but lost in lust as he was now he could not remember it. But given the way she shook it must be important.

"More" she whispered "please"

His tongue explored her vigina as far as it could, tasting her, teasing her, listening to the small sounds she made as he worked, feeling her tremble as his tongue found that small nub. He wanted her to feel good, he wanted that more than he wanted pleasure himself. Their eyes met as he worked, feeling her tremble around his tongue as it probed and pushed her ever higher. With a sudden cry she pressed him hard into her groin body almost curling over him, in the dark he redoubles his efforts letting his tongue lash the small nub that seemed to thrill her so much.

With a long sigh she lowered herself away from his mouth straddling him, pink eyes like two stars. He must have looked a sight with his messy hair and wet face, but she did not seem to care leaning forwarded to kiss him in that same tender manner she had caressed his head. "Well done Ichi-chan C perhaps even an B-" He growled at her playfully "What you would want to hear the truth right?" He growled again.

"Mmm" she hugged him tightly her naked breasts pressing into his chest "How are you feeling now?"

He just wave her a look, figuring that what she was sitting on should give her enough of a clue, that or his ragged breathing, his flushed face, all that and more. "I'm sorry" she said "Teasing you is just so much fun, how about I make it up to you?" She slid back slowly watching his expression of panicked need with clear delight. "And just what should I do with you, or perhaps what do you want me to do to you?"

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Serafall smiled as the words left her mouth, her cute boyfriend looking more than a little shell shocked. Well it was good to know the effect she had on people had not changed in the three hundred years since she last had done this. She reached down her fingers curling under the hem of his swim trunks and gently pulled back. Her grin widened as his erection sprang free for her viewing pleasure. To bad she did not have a ruler on hand that would have been funny, anyway just as he had done to her breasts and snatch, she took her time to look over his equipment. Cute ginger hair grew around the base of his cock and scrotum, it was smooth though something new from her experience. He seemed thicker than what she had experienced before but that had been a long time ago. Her eyes followed the thick base up along the slight curve of his shaft to the head half covered by a stretched foreskin and already somewhat wet from her attention to it over the clothes.

She reached out and gripped the base in a tight firm grip feeling him freeze completely under her touch, the skin felt hot to the touch and grew hotter as she gently moved her hand up and down along its length. He was doing his best to keep quiet, though his eyes were screwed shut and his breathing had quickened. "You have some very nice equipment you know" she whispered, "It makes me wonder how that would feel"

He groaned in response as she moved just a bit faster sliding her hand along his cock with just a bit more force "I'm willing to wait, and now I know what I am looking forward too." she let go "It's a win win"

His expression was almost hurt as she let go but she had something much better in mind than something he could have done himself. "Stand up" she commanded moving off of him, he blinked at her eyes clouded with desire but moved to obey her. She remained on her knees keeping her smirk plastered on her face. From his expression a mix of hope, fear and anticipation he knew were this was going or hoped he did. Lucky for him Miracle Girl Levi-tan was not one to disappoint her fans.

From her position on her knees his cock looked quite intimidating, she met his eyes one more time before leaning forward. Calling up old memories, the time when she had just been a girl in war, and love or at least pleasure was sought out in a desperate attempt to stave off horror that was to be. His scent was strong which only made sense given that he had been aroused all day and exerting himself.

He gasped as she leaned forward and ran her tongue along his shaft working her tongue along its length. Teasing and preparing him for what was to come, she got her first cry when her tongue ran over the tip. His hips jerked pushing forward into her mouth about an inch, "Sorry!" he jerked back "I didn't"

"shush" she said pleased when his mouth snapped closed, she moved her hand to cup his balls, running her fingers over the smooth sack and went back to running her tongue over the throbbing member, making it slick with her saliva. "There were go" One last time she trailed her tongue up to the tip of his dick. "There we go" she told him "Now I'm ready"

His mouth moved to make a stupid question which she ingored, in any case the words died as her mouth closed around his dick. "Levi" yes her name on his lips that was how she wanted it. Her tongue ran around the head before she pushed her mouth further down, stopping halfway down his shaft before pulling back her lips sealed around her lovers dick. Slow and steady no need to rush, her eyes locked on his as she slid up and down driving her lover mad with sensation. With each repetition she slid lower along his shaft his cockhead starting to press into the back of her throat. She made a mental note to explain to him that he should not expect other girls to know how to do this or at least no the inexperienced ones who were his girlfriends, but that was later for now she let him enjoy.

She paused for a moment as his hands began to move through her dark hair half expecting him to start trying to control her pace and if so...hot... but not something to do with other girls who might not know how to deal with that. But no that was not what he did, rather his eyes were glowing blue and he was focused through the pleasure he was in. Just as she had done he did also, trying to show affection, trying to show that this was not just some temporary pleasure. It was a step forward in their relationship, a place he had never gone too and where she had gone and lost so long ago.

Serafall eased her face down onto him, pressing further, almost challenging herself feeling the throbbing member slide against her throat and into it. Practice at controlling her own body came in handy as her lips pressed into the base of his cock. Ichigo made a sound akin to a choked howl as she slid back took in a breath and pressed herself to the base again, picking up speed with every motion. The glow in his eyes vanished and his hands pressed into her head tightly but he did not make any motion to control her. He did not hold her down or pull her back, which made sense for him she supposed.

But it could not last, he could not last like this "Levi-tan" the words were a warning "I'm" he never got to finish the word. She pressed back down taking him all in her lips fully sealed around his penis. She felt his hands tremble on her head, the cock throb in her throat, the sound of surrender that escaped him and then warmth splash into her throat. "S-s-sorry"

She pulled back letting him slip out of her mouth with a loud pop and swallowed before she answered "Don't be, I did that on purpose." he sank to his knees a moment exhaustion flashing across his face.

"Then wow" he whispered "That was amazing." then to her delight the exhaustion passed and without hesitation he kissed her. Almost as one these arms wrapped around each other as both lay down in the sand. "Mmm" his skin felt so warm against her cheek, though his slowed, more controlled breathing was gratifying to hear. He did not say anything more, he did not need to. She closed her eyes listening to his heartbeat as he recovered, it did not take long at all but then her family power all but ensured that.

"Hmm someones ready for more"

He blinked in surprise "Uh, I guess I am but Isn't it my turn to pleasure you?"

"Oh don't worry" she turned using the ground as leverage so she was atop him with his back on the sand. "There are a couple of ways for" she knew her smile was predatory and did not care "Both of us to get pleasure"

His eyes lit up "I see you have a guess, you naughy boy did you learn it from your porn mags under the bed?"

"I don't have those" he pouted or at least that was how she read it, he probably thought he was frowning.

"Well want to read a few together, get some ideas."

"No" he said

"Ah oh well, so are you ready for more?"

He shivered under her gaze "Please" he whispered almost too quietly for her to hear. She shoved him onto his back and turned her body lowering herself until her groin was just above his mouth. There was no hesitation this time as his tongue parted her folds, sending a thrill coursing along her body. There were many advantages in being easy to please, such as being able to fully enjoy the work and effort of one who lacked skill, for now she would work on that. By the time he and So-tan were ready he would be well trained to make her baby sisters first time epic.

A shudder ran through her as her lover pressed his mouth into her vigina gently suckling her before pressing his tongue in to explore her body. She moaned to show her appreciation before returning the favor, using the better angle to run her tongue of the tip of his dick, feeling him half buck under her at the act. She lowered her hips down on him "not your turn to be dominant, Ichi-kun" he did not seem to mind but she littered her hips back up. Resisting the urge to press harder as he boyfriend worked his magic.

Serafall was just about to start again when her senses warned her of something. It was a habit of the long war and one she had never even tried to break, even in something like this she remained alert. It took a moment before she recognized the devil power that had crept up on them, when she did her mouth quirked in a small smile. With one hand she moved the hair on the right side of her head behind her ear and leaning down she took part of him into her mouth, slowly circling her tongue around the member, Ichigo seemed to take some inspiration as finally she felt a finger began to gently rubbed against her clit, while the other hand began to fondle her ass. Good, good, use all that you have.

With him distracted she drew on her magic, her power of imagination. Unnoticed behind and above their spy ice began to take form, it was clearer than glass and only the size of a human eye. Serafall focused on that connection between her and the ice formed of her will. Her eyes closed as she built and cast the spell of her imagination. At once she was looking as if through her own eyes down on the spy.

It was honestly adorable, the new girl seemed to have sensed something was up. Sona remembered hearing that she had been able to sense Ichigo from across dimensions, barriers and the like.

The acting orb floated down behind the girl, she was dressed in that yellow bikini, kneeling in the sand behind one of the palm trees. She honestly had an excellent view to the festivities. Speaking of which, she moved her hand to gently cup his balls running her fingers over the sensitive vulnerable sack.

Her sensor gently moved unlit she could get a good look at the girls face. It was best red naturally, grey eyes wide as she stared as if enraptured. Serafall wondered if she noticed the way her legs had pressed together, her inner thighs rubbing against one another, or the way her nipples were poking against her top. Probably not ...on a whim she drew back her mouth leaving his dick with a pop. The girl made a low sound of pure desire, her reaction growing stronger as Serafall began again to run her tounge over the member, and with her hair pulled back it gave the girl a full show.

For good measure she sank her hips down on Ichigo's face drawing an annoyed sound and a light slap on her butt. She giggled but did not relent, returning the favor by taking him completely in her mouth all the way down to the base.

"Wow" the girl whispered.

Had it been someone who was not going to be part of the relationship watching she would have felt with them, but this had an almost one hundred percent chance of being part of it so, her lips quirked then she did not mind a show ...plus the girl had called her Levi tan so that put her way ahead in her book.

"Mmmph" came the sound of her lovers voice, Serafall sat up suddenly and ground her crotch on his face letting out the moans she had been holding back. He could have thrown her off I'd his had wished but now with both hands fondling her ass and a mouth hard at work licking up her essence, exploring her depths growing more bold as he took the time to flick her clit with his tongue, he seemed content save for the wet throbbing boner but she had a plan for that.

"That's it" she said aloud bring the girl under her barrier so she could hear them "B" she concluded. That earned her another spank drawing out a giggle from her lips "Spanking the teacher does not get bonus points" her body convulsed but she ignored it, bring up her hands to fondle her own breasts, teasing her nipples with fingers that knew what they were doing.

With one eye she watch the new girl, her body almost trembling with arousal. After a long moment the girl drew herself to her knees and after a heartbeat of hesitation pulled up her top to reveal her large perky boobs, an equal to any girl here in Serafalls opinion. The girl bit her lip sweat dripping down her cheek as her eyes stayed locked on the two of them.

'Come on' Serafall thought.

The girls hands moved from the sand and slowly, hesitantly began to explore her own breasts, almost at once the girl bit back a cry, her orange hair swaying with the motion of her body.

"Almost Ichi-chan" she whispered "Almost" the words seemed to drive him on, greedily lapping at her vigina, pressing his hands and fingers into the plush skin of her ass. Her legs began to squeeze his head as a thrill built in her core and began to spread "Ichi-chan" she gasped out not having to fake how hard it was.

The girl made a sound of aroused frustration, her cute nipples rock solid, her bikini bottom becoming damp. "Uhhhhh" pleasure exploded throughout her body. Her hips trembled as more of her essence dribbled out of her snatch.

She let out a long sigh before rolling off the boy, revealing his red face, wet with her essence but proud looking even if his lower half looked absolutely frustrated. "Good boy" she laughed "Now stand up" he did so quickly no doubt suspecting what was coming. Once more she got on her knees, though this time her ass was facing the hidden girl her legs spread in an uncomfortable manner but leading by example required sacrifice. The girl was in a good position to clearly view her vigina, as before she began to bob up and down on her lovers cock, but this time her fingers went down between her legs and two slipped into her still quivering cunt. Now given that she had just come off quite the orgasm it did not feel like much but that was not the point.

From her acting sensor she watched as the girl stared in fascination and probably a hint of envy at the expression of pure delight on Ichigo's face. But she also saw what else was happening, and one of her hands fondling her boobs began to drift between her legs. Fingers exploring with a sense of wonder the sensitive lovely part of her body.

Her work done Serafall closed her legs and moved to the full height her knees allowed. The girl looked quite busy now, on hand on her naked boob, the other gently teasing the petals of her sex.

With what she knew to be a naughty expression she removed her mouth from his cock, the flesh once again covered in saliva. With an effort of will liquid began to pool and slide over her own chest making the flesh shine in the moonlight and become as slick as if they had been coated in lube. Without any pause or time for him to think about what she was doing, she trapped his cock in the valley between her boobs using her hands to tighten the trap. She could grow to like the open mouthed fish like expression on his face.

It was easy to move her boobs up and down, liquid she had coated them in making for easy pleasurable passage. His whole body trembled, his fists clenching in contraction as he attempted to prolonged this amazing pleasure. She began to move faster, bending her neck so that her mouth could give attention to the head poking out between the two hills . "Sera" he whimpered. The sound only encouraging her as she began to play with her boobs almost juggling her breasts around his cock, one went the other went down or both were pressed in tight so that his trapped dick was forced to endure the full glory of her moving breasts.

However it seemed his self control was nearing its limits, her body rocked as he began to thrust "No" she said sharply and he froze. "That does not work all that well like this...I'm not tall enough. " she lowered herself to the sand her back pressing into the white, her hands cupping the sides of her boobs pressing them together. "There this much better for thrusting" she smiled at him "Do I need to spell out how to accomplish this?"

She did not, he straddled her chest not putting any weight on her, "There you go" she encouraged. One of her eyes looking through the scrying sensor as the girl drove herself headlong onto what looked to be her first orgasm.

Heat pressed between her boobs as he slipped his dick between the mounds of pressed flesh "Let it all out Ichigo" she whispered "I can take it"

She held his breath almost stop as if he thought he had imagined what he heard. She just smiled invitingly, his breath returned in a rush as his hips smacked into her breasts. It broke any restraint he seemed to have left and he began to thrust, and the force made her upper body quake her full boobs tremble even as she held them close and tight for his passage, the head battered into her open and waiting mouth, encouraging him even more. For blessed seconds he was akin to a beast in heat driving as hard as he could, each time reaching her mouth with a snarl of delight. She saw his eyes flicker yellow, saw the girl accidentally howl her second orgasm but thankfully Ichig was quite busy.

She felt this thrusts grow erratic his face flush pure red, at last with one mighty thrust he unleashed a thick stream of white that coated her face in several ropy strands before pulling back and spilling the rest onto her waiting breasts. He made a sound of putrid exhaustion and collapsed beside her in the sand almost in time with the girl watching them.

His breaths were ragged his eyes unfocused, she lay there with him, keeping an eye on the girl who was slowly recovering herself. A flare of power sent water over her body cleaning it of the aftermath. "gods" he whispered "that felt better than I ever imagined" his voice was back to normal. His eyes refocused on her "You are ...amazing"

Her lip curled "I know"

He pulled her to him in a hug "Thank you for this Levi-tan"

"I didn't do all the work Ichi-chan, you got a b remember?" There was a light half hearted slap at her backside which did not quite make it.

"I'm glad enjoyed you Ichi-chan" she closed her eyes and spoke so that both he and the girl could here. "There is nothing wrong with this Ichigo, to pleasure one another, nothing to avoid." She shook her head "nothing to be ashamed of. Things can always change, violence, chance, misfortune, all of these and more." She moved her hands through his hair "don't be ashamed with the feelings we were given, don't be afraid when us girls tell you we are ready." His arm curled around her back "And" she added light heartedly "If you ever feel pant up and I'm around feel free to visit" he made a sound "None of that you" she chided "I am a maou if I don't want to I will damn well tell you"

"Yes malm" he replied

"Yes teacher" she corrected "I'm going to have to bring a cane next time I act as teacher, perhaps that will teach you."

He chuckled "Thank you Serafall" somehow when he used her full name it felt special, just as special as her preferred title. "I will remember what you have told me" he let out a long sigh "I suppose this is a good time to talk, Akneo told me today that she and Asia… "

"Like you?"

"Yes"

"Good, you have my permission"

"What?" He blinked in confusion.

"There are those and others, I don't mind at all, we find love and hope where we can, even a devils life can be too short."

"Others?" He sounded almost panicked.

"They will reveal themselves when ready" She put a finger on his nose "Honestly did you think I would say no?"

"Yes?"

"So-tan has a dream house she likes to design when she wants to destress, the other day I was looking over her shoulder and noted more bedrooms than were necessary, she told me it was for the others that were coming, followed by a two minute rant on your dense nature."

"Oh dear"

"Don't worry Ichi-chan your doing fine, just be you and keep an eye out, I'm sure you can figure out one of the obvious ones." The girl was starting to sneak away but froze at the words.

"My brain is not ready" he gripped.

"Sleep on it Ichi-chan, we need to get back before anyone notices we are missing."

With the same care they had snuck away they moved back, no one seemed awake, the girl was back and doing a convincing job at pretending to sleep. She waited as he lay back down on his pallet and was out in twenty seconds. When he was she floated over to the girl who flinched slightly. "I'm not mad" she whispered "If you want to talk, if you want advice, or someone to gang up on Ichi-chan stop by when I am around, my door is open to you." The girls grey eye blinked open, confusion written on her face. "Glad you enjoyed the show by the way, explore yourself a little more its quite fun" she left the girl like that just as the poor girl what absolutely crimson.

Drifting over to her mat she laid down to sleep the sleep of the super sexy Maou of love and justice. She had done good work this night and for that she was happy and drifted off to sleep with an ease that only sleeping near those she loved could bring. It was a good night to be Levi-tan.

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There you go, there was even some plot with this porn and now that this is out there well I will just have to see what happens.