Gushing Succubus

by Kinathis

What if it wasn't only Utena's magical girl outfit that looked like a succubus? What if her powers themselves leaned more the demonic creatures of seduction and domination as well. Her name is Baiser after all, how can resist living up to her name and kissing such cute magical girls.

11. Just a Moment of Weakness

As a pair of dark magical girls make love in their secret hideaway from the world and the intervention of Tres Magia, a lone creature floats about the back alleys of the city. The small rabbit-like mascot lazily floated from shadow to shadow as it went about its business. It holds a cellphone in its arms and speaks in a hushed voice to the one on the other end.

"Venalita, we have finished mopping up the magical girls in Toyama. I'm so sad, they put up a better fight than the last group, but were still powerless to stop us. When will we face someone strong?"

"Isn't it a good thing they are weak, it's an easier time for you Sister. But you have a point, none of these girls have the potential I want."

"We will be moving on soon, it won't be much longer before all the magical girls in the region have fallen. Tonight we reaped a bloody toll. One dead, two surrendered, their Magia Hearts taken."

"Ahh good to hear. You are proving quite useful. Is Lord behaving as planned?"

"She is powerful and bold, but cautious, a useful hammer for you to swing. The others follow her without question, too afraid to stray. How are things on your end?"

There was a pause for a moment as Ventalita considered the recent events. Baiser's near desertion the day before was a potential hazard to keep in mind, but aside from Magia Magenta's stunt, there had been little to worry about.

The only other point of contention was the shift in her personality. When she had started watching Utena Hiiragi she had clearly sensed the latent darkness inside her. Her heart held a deeply buried satisim that longed to see others suffer under her hand. Yet now she seemed different. In her first encounters with Tres Magia she had been eager to torment them. Now she was slipping more and more into wanting to make them scream in not pain, but in pleasure. For all intents and purposes it was achieving the same result, but the change was mildly concerning. Still, things were progressing within the margin for error.

"Everything is going well. Baiser is growing strong, she's progressing faster than I had anticipated really. Her powers are quite interesting as well, she is gathering quite a bit of magic inside herself already. It all seems to be going according to plan. Continue your work Sister. How long till I can expect you to finish cleaning up the area."

"Lord believes we should be finished destroying the foundations of the Magical girls in two weeks. She believes that by then enough resistance will have been removed that she can stake her claim on the country."

"Oh? Is that all? Well she is incharge, she can act as she pleases. I believe your next target was the Cute Creamery in Sapporo, those ice cream themed magical girls. Hmm if I recall, their names were Strawberry Swirl, Rocky Road, Vivacious Vanilla, and Mint Chip. It will be four on four, I hope you can handle it."

"We will not fail... The others are bedding down for the night, I had better go. I will keep you informed of our progress."

"Sounds good to me, be seeing you."

The call cut off and Venalita put her phone back into its little portal and thought to herself. Yes, Baiser's oddities aside, things were proceeding well. 'That girl's adoration of Tres Magia will keep her in line and on the right track. She won't risk harm coming to them now that she knows it's not just her head on the block. Still, I hope she likes the surprise I have for her."

The scratching of a pencil on paper was the only sound in the air aside from the monotonous tick tock of a wall clock that shows the time, 12:37 Sunday. Kaoruko sighs as she looks over the last of the homework she was assigned over the weekend. Tomorrow was school and so it had to get completed, but that was far from the most pressing thing on her mind. As she tried to focus on her history work she couldn't help but think about the things that have been plaguing her the most these days. Enormita and Magia Baiser were her biggest concerns. School work was important, but the fight against Enormita was a weight upon her psyche that would not abate.

The fact that she had had all of yesterday to just decompress with no Enormita and no Baiser to deal with was a small consolation to her. It was the breaks in between clashes that kept her sane, kept her from losing her cool any more then she already had. Friday's incident had been yet another black mark on her. Not only had Baiser gotten the better of her at the TV station, but she had let herself indulge in the perverse feelings that were slowly spreading through her heart.

Things used to be so much simpler and now it felt like it was all falling apart. She wondered how long this shit show was going to go on for. She was no stranger to fights. It was a fact of her life that she had not let her friends know about her delinquent past in Osaka. She had been in more fights then she cared to remember, some had been pretty bad, like the one that had seen her kicked out of school and had prompted her family to move up north to get away from all that. She had tried to turn over a new leaf, to put her violent past behind her. Becoming a magical girl had seemed like a godsend at the time. Something she could actually channel her fury into that was good and helped people. Getting to fight monsters and demons and sometimes she got to go all out and just pound the hell out of em, those times felt the best.

She let out a sigh as her mind fell upon the crux of her issues. Baiser, that witch, the succubus that was terrorizing her and her friends. She was so slippery, so wily that getting her in a stand up fight was next to impossible and it only seemed like she was getting stronger with every encounter. 'At first it was just monsters she could make, then came the wax duplecates, now she can hit you with some kind of burst of magic that made you want to fuck and she can add her magic to that bitch Leopard's bombs, where is it going to end.'

If her growing power was not enough of a worry, the accursed crush she had on the pretty succubus was even worse. The blonde blushed and sighed again as she found her mind latching onto the most dangerous aspect of the whole situation, her feelings. Each of them, her Haruka, and Sayo had all come to realize the effect Baiser and her ministrations were having on them. She was sexy, confident, powerful, and knew how to use her hands, mouth, and tail to make them each feel things they had never felt before. She never failed to make them feel good. 'Not just feel good... Why does she have to be so damn sweet about it... She's so gentle with us at times, when she isn't spanking or whipping us with that crop anyway. How does she manage to make even THAT feel good...'

Kaoruko ran her hands through her long blonde hair and groaned. She could feel her heart speeding up as she thought about her self proclaimed nemesis. 'If she was just hurting us this would be so much easier... I wouldn't have all these stupid doubts... I could fight her without getting all these feelings getting in the way... I need good fucking brawl... Or a good fuck..." She jumped at that thought and slapped herself. She sat there in a moment of silence as she felt her cheek sting from her own hand. She reached up in the silence of her room and cupped her cheek and sighed. She could not allow herself to think things like THAT. If she gave in to those feelings she may as well just throw in the towel and quit. It would be like admitting that Baiser had wormed her way inside her and beaten her in a way that was too embarrassing to even mention.

It was bad enough that she was already masturbating far more often than she had in the past. The night after the gas attack had been one such session that had whiled away more than an hour just laying in her bed with just her fingers and fantasies. 'I hate her...' 'I hate that I can't give in' 'I can't stand this' 'I want more' 'I wan't it to stop.' 'I wish I could dive in headfirst'

Kaoruko growled and ran her hands through her hair again. To say that she was frustrated was an understatement. Homework, she had to focus on her homework, something, anything other than that succubus. She looked down at her book to try and get back to it and was greeted by the idleness of her hands. The page in her notebook she was working on was covered in doodles that bore undeniable features. She recognized those horns, that sultry smile, and those lips. It was the immaculate sketch of a pair of lips on the page that bothered her the most. "God... Damnit..." She wanted to scream, but settled for tearing the page out and crumpling it up.

The blonde slumped over in her chair and nearly slammed her forehead against her desk. She groaned and sat there for a long moment, simply awash in her own disappointment in herself. Her rumination was interrupted by the buzz of her phone going off. She was sorely tempted to just ignore it, but she sat back up and looked over her phone. A small smile graced her lips as she saw who was texting her.

Haruka: "Hey Kaoruko! (ﾉ◕ヮ◕)ﾉ "

Haruka: "How are you doing?"

Kaoruko: "Oh you know, working on some homework before tomorrow."

Haruka: "Uhoh... (O∆O) "

Haruka: "I knew I forgot something."

Kaoruko grinned and had to stifle a laugh. Of course Haruka forgot to do her homework.

Kaoruko: "Well you better get on it. Just because you have had a study session with Utena and Kiwi doesn't mean you can slack off."

Haruka: "Ehehehehe.(*ω*) "

Haruka: "I'll do my best! I should do another of those study sessions, it was fun! Oh! You and Sayo should join too next time!"

A study session with Utena and Kiwi, it would be six of them with Haruka and Sayo along. She didn't know Utena and Kiwi beyond what she had seen in class and that time she took Utena's homework to her. The idea of being in that room again with all the merch with her face on it was a bit embarrassing for her. But if Haruka had endured it she probably could as well. And having her and Sayo with her would help too. It wouldn't hurt to do some extra studying before exams, and maybe it would help get her mind off things.

Kaoruko: "Maybe, let me know when you're going to do it and I'll think about it."

Haruka: "YAY!ヽ(͡◕ ͜ʖ ͡◕)ﾉ "

Haruka: "Oh right! I almost forgot. Don't forget we have that photo shoot later today!"

The blond groaned at the mention of another photoshoot. She didn't care at all for this side of being a magical girl. She wanted to fight monsters, not pose for photos or sign merch. The paycheck did help smooth things over, even if she had to take it as cash under the table and hide it from her mothers. There was no way she could explain the stash of money Vats paid out to her and the others from media appearances and merch sales. Sometimes having a secret identity sucked.

Kaoruko: "Yeah yeah, I got it. I'll be there."

She looked at the clock on her phone, there was still a few hours before she had to leave for that photoshoot. She could still try and get this homework done.

The moon loomed in the sky of Nacht base as it always did. Stars twinkled in the permanent night sky as a phantasmal wind blew gently across the whole of the realm between places. Small golems were out in force as they worked to clear a proper path from the front doors of the evil stronghold out to the clear and mostly flat ground where the members of Enormita commonly appeared when they portaled into this domain.

The little servants of Enormita were breaking ground, digging and laying out bricks of black stone under the watchful eyes of a pair of dark skinned demoness' that held clipboards with some sketches on them. Thick spiked leather collars around their necks bore shiny golden stars in place of tags. They watched the little creatures move about and work, occasionally peering around at the dark sky for signs of movement.

Their mistress had given them very clear orders to make sure the construction of the path was to be completed, and to guard the base from unbound demons. Their mistress' orders were as absolute as the connection they had to her. Even now they could feel when her attention was on them or when she was looking through them at their progress. Each time they felt her grace them her focus, they felt her approval and the warmth of her satisfaction with their efforts. It motivated them and reinforced their binding loyalty to the girl who had chained them to her will.

Within the walls of Nacht base, their mistress, Magia Baiser, and Leopard were hard at work themselves. The two dark magical girls moved about what had appeared to be the lounge or breakroom in the base, and worked to unpack boxes and crates.

"Geese Utena, you really bought a lot of stuff. Between this and the hideout, how much did you spend on all this?" Leopard asked as she pulled a microwave out of a box.

The succubus was hovering in the air, digging through a box of various packaged snacks and putting them away in cupboards. She looked over and shrugged before returning to her task. "I'm not really sure. I kind of just gave Venalita a list of stuff and asked her to use the stolen money to get it. I haven't really gone and counted it again."

She glanced at the boxes. "But... Probably a lot. I was planning on doing another heist soon. Would you like to come along?"

"Oh shit! Hell yeah I do! Let's do crimes together! When were you planning it for?" Leopard puts the microwave down on the counter and floats up to her girlfriend.

Baiser tosses the now empty box aside and turns to Leopard as she approaches, only for her to reach out and grab the other girl as soon as she gets within range. Leo let out a surprised noise followed by a mischievous little giggle as she was spun around in the air as Baiser pulled her along. The succubus slid a hand over Leo's cheek while the other entwined its fingers with the other girls. Her tail snaked forward and coiled around one of Leopard's bare thighs and held on tight. She felt the explosive girl squirm before she felt Leo's arms go around her.

She looked into the wine-red eyes of her girlfriend and lover, and smiled. She recalled the date they had gone on the day before and remembered the passionate evening they had shared. It was comforting to know how much Leo cared for her. Each and every breath she took told her of the feelings the other girl had. The sweet floral scent of love all but surrounded Leopard. She could taste it on her tongue as she breathed it in and with it came minute sparks of mana.

The succubus stroked her lover's pale cheek. "Oh, I haven't really decided yet. But it will be nice to have you at my side this time. Fending off Tres Magia will be far easier with you to watch my back. Perhaps it would be a good chance to see how my converted demons handle themselves in a fight."

Leo smiled and closed her eyes as she leaned into the hand caressing her cheek. Moments like this when Baiser's attention was only on her were the best. 'Aaahhh. My name may be Leopard but if I really was a cat I'd be purring right about now.'

"Mmmm... We'll show those girls who the boss is and her name is Baiser."

The ash-blonde girl felt the tail around her thigh squeeze at that and she knew Baiser liked that thought.

"Heeheeheehee... That's right. Sooner or later they will come to realize that. One day they will come to accept that they are mine. Just like you have Leo." Baiser smiled and stroked the girls cheek before reaching down and slipping a pair of fingers into the collar of her uniform coat. They floated there weightlessly as Baiser gently tugged and brought Leopard closer and closer until their faces were barely an inch apart. "Haven't you? Are you my Leopard?"

Leopard blushed and gulped as she looked into those star crossed gold eyes, she couldn't help but nod. Her heart pounded in her chest as answered. "Y-Yesss... Oh fuck yes. I'm your Leopard." How was she so hot when she was like this? When Utena put on her Baiser pants and turned the dom up she was probably the sexist girl on earth, at least to Leopard anyway. The way Baiser spoke softly, yet with such teasing authority it almost felt like she was gently wrapping a collar around her neck and leading her along with it. It was in moments like this that Leopard thought that she really wouldn't mind if Baiser wanted to actually put a collar around her neck.

The succubus just smiled and let out a throaty giggle before gently pulling the other girl closer with those fingers and sealing their lips in a kiss. She never got tired of kissing. The softness of another girl's lips on hers was downright addictive. So soft, so smooth, so warm, she loved it. It helped that she could taste the other girls' mana on her lips, it was the perfect seasoning for anything. She had kissed Leo so many times today already, both for pleasure and business. While she deeply enjoyed the sheer act of it, her kisses today served another purpose. She wanted to practice her kissing, both to make it even nicer, and to figure out how to reign in her ability to drain mana.

She didn't want to always be sucking the mana out of who she was kissing at any given moment. Sometimes she just wanted to enjoy the act without the feeding. She wanted to take from the Tres Magia without totally draining them and forcing them to transform back into their secret identities. That was something that she could never take back once it happened. On the other side, she wanted to figure out how to absolutely rip the mana out of another magical girl. There were enemies out there, people taking down magical girls permanently. If she could get one of them into a kiss and rip their mana out in just a handful of seconds then that would be an enemy that no longer posed a threat.

Elation filled Leopard's senses as she felt her lips connect with her Lover's. She leaned into it and closed her eyes as pleasure tingled along her lips. She squeezed Baiser's hand and tightened her hold around the succubi's waist as she let the feeling of the other girl wash over her. She felt so full of love today. She had been getting so so many kisses here and there ever since they got to the base. Each and every one had made her feel like she was floating, a feeling she could not get enough of. The familiar electric pleasure of her mana being pulled away sent a shiver down her spine. Each time Baiser kissed her a little less was taken, a little less was unspooled, and while that ment less of that delicious ecstasy of being fed on by the succubus, it was no less wonderful to be showered in so many kisses.

It wasn't long before the kiss ended. Baiser's tongue slid gently across Leo's lips only to pull back and release her from it. "Mmm... Good girl... You're my Leopard. All for me. Hehehe." She guided them back down to the ground and felt a naughty urge intrude on her thoughts. Such urges had become more commonplace the longer she stayed transformed. Her hands drifted down to Leopard's waist and her tail uncoiled only for it to snap like a whip and crack against Leopard's plush behind. The impact made the shorter girl jump and let out a surprised squeak.

"Eeeep! Oh Baiser, so bad. Shame that we don't have a bedroom here yet. But I guess we could just fuck on the floor if you want." Leo pressed herself up to the succubus and put her arms around the seductress.

At that Baiser gave her a full handed spank. "Hehe, oh behave Leo. Alas, we have work. But I did enjoy our moment of play. The real fun will have to wait for now."

The smack to her ass sent a shiver through her whole body. If the next time was anything like the last time, she would wait as long as she needed too. "Awww alright, let's get back at it I guess." Leopard regretfully pulled away from her girlfriend and skipped over to the pile of boxes. Purely by coincidence she stooped over one that made her bend all the way over and point her bethonged ass at the succubus.

The villainess smirked and shook her head lightly at the other girl's antics, that didn't stop her from appreciating Leo's rear, or the red handprint that stood out against her fair skin. As much as she wanted to keep ogling her Leopard, there was work to be done. She did a quick check on her demons outside before helping herself to more of the boxes.

It had taken the better part of an hour and a half for them to get the room set up and all the boxes broken down. It would have taken less time but there were several very crucial kissing breaks to be bad. Neither girl complained about such workplace necessities. The kishhh-crack of a pair of soda's was heard as the two sat down on the newly assembled couch. The lounge room was more or less complete.

A large flatscreen TV sat in front of them on a stand, a few colorful bean bag chairs sat to their right against the wall turning this little space into a nook for watching movies or playing video games when they got a collection of such things. The stone table in the room had new cushions for the chairs, a proper kitchen had been put together and stocked with an induction range had been installed along with a refrigerator. Cheap IKEA cupboard had been put together and attached to the stone walls and filled with snacks, cups and mugs. A set of coffee and espresso machines sat on the kitchen's stone counter, all of it plunged in and ready to go. Baiser had no idea where the electricity came from in Nacht base, but she was glad it was there.

Leopard looked upon the room with pride, it felt good to see the results of her hard work. This was a project she completed with Utena and that made it special. She couldn't call it a date, but it was something close. "Damn, look at that. This place actually looks livable now. I wouldn't actually mind chilling out here after school. All it needs is a bedroom for us to snuggle in and I'm one satisfied Kiwi."

Baiser smiled and slid closer to the other girl. "Hehe... Well I was planning on that, but it will have to wait until more things get delivered. Once they are though. You and I will have to set something up together and break in that new room" Baiser's smile turned into a grin as her tail went around Leo's bare waist.

That idea made the ashe-blonde girl grin. "Oh fuckyes! You better get two beds cause that first one is getting ruined. Let's turn the base is Kiwi and Utena's private love castle!"

Baiser couldn't help but giggle at her girlfriend's excitement. The idea of getting some sexy time together was like the ultimate catnip for Kiwi. "Hmmm now there's an idea. But you know. I've found some things around here that don't belong to me or you. Has Venalita mentioned other members to you?"

Leopard stretched and nonchalantly put an arm around Baiser's shoulders. "Hmmm... Yeah I think she did. Something about them being off on some mission. I wasn't listening that much at the time. Oh! I wonder if they have bedrooms around here."

"Hmmm.. Maybe but it's hard to find anything in this place. I guess we could try looking around again, we should really think about making a map of this place. I wonder if I can get those demons to scout the rest of the base for me."

"That is a great idea, this place is soooo boring. Can we renovate already? That gothic castle idea would be so much cooler" Leo whined as she looked at the blank gray walls. While this room was much improved from before, it still showed the brutalistic slate gray stone walls with odd random holes in them.

"Hehehe... Hmmm, no not yet. It's not like I'm in charge of Enormita or anything, the hideout and all this stuff was just a suggestion, and I did front the money for it. At least we have our hideout, and soon a proper bedroom here." Baiser leaned over and put her half drunk soda on the coffee table before getting up off the couch. She turned and offered a hand to the curvy girl. "Well, shall we go have a look around."

Leo smiled up at her Baiser and took her offered hand. She was sorely tempted to yank the taller girl back down but resisted. She however did wrap her arms around Baiser's and pull the succubi's arm between her breasts and give her a lazy smile. "As long as I'm with you it won't be so boring.

Fifteen minutes later and Nacht base proved to still be boring for Kiwi. At the very least she had plenty of alone time with Utena as they walked around the empty halls. They had long since transformed back into their civilian selves since there was no real need for their magical girl forms. The twisting hallways of this place seemed to just go on forever, it was downright mind numbing.

"Uteeennaaaa... I changed my mind, let's head back. Oh I know! We could hang out in the hideout, or maybe go to a Hotel together." Kiwi smiled and squeezed onto Utena's arm.

The shy girl blushed as she felt the pair of soft hills press around her arm. Personally, she was glad for the quiet. For her, it meant that she had Kiwi all to herself without any distractions. She could enjoy her presence all she wanted. "I don't know, I think it's okay as long as you're here with me."

"Aaaawwww your soooo cute! My heart!" Kiwi squeezed closer, that statement made her feel better and pushed the boredom away. Kiwi's eyes caught sight of something as they passed by yet another open doorway. She nearly missed it with how distracted she had been with Utena. The other girl didn't seem to notice the splash of color that finlay livened up this place.

"Woah! Hey, what's that?" Kiw stopped them and pointed at the doorway.

Utena turned to look and her gold eyes widened at the sight before going inside. The room was actually decorated. That fact alone would have been amazing considering how empty the base was. But it wasn't just that, it was also what it was decorated with.

"Huh, wow... This looks kind of like your room Utena" Kiwi commented as brought a sleeve to her face and she looked around the room.

Utena had the good grace to blush as she peered around. Everywhere she looked she saw the merchandise of a magical girl. One that she had never seen before. Numerous posters, wall scrolls, plushies, stickers, pins and buttons, even what looked like a custom 3d printed statuette. All of it depicted a rather very pretty young woman with brown hair that was streaked with ribbons of teal. She had soft porcelain like skin with three teal stars tattooed on her throat and large green eyes with pink pupils and long dark eyelashes. The girl had large breasts not unlike Kiwi's and looked to be fairly curvaceous in her own right.

The girl wore a slutted up sailor uniform that had its front completely open to show a tiny black bikini top of some shiny latex material. A large white and black coat covered her arms, a white cap sat on her head. She wore a tight fitting teal dress skirt that went from under her breasts to the tops of her thighs and a pair of heeled knee high boots with thigh high black stockings. Gold four pointed Enormita stars decorated her appearance on her chest, her hair, as buttons on her skirt, and as earrings pierced into her earlobes. In much of the art she held a microphone in her hand that was similarly adored with gold stars on the mic and at the end of the long cable attached to it.

"Hmm... Loco... Musica? Never heard of her..." Utena picked up a plushy and looked it over for a moment.

"Really? I would have thought a magical girl superfan like you would have heard of this chick?"

"Well... I don't think she is a regular magical girl... Look at all the stars in her outfit."

Kiwi stopped passively filtering out magical girl nonsense out of her usual disinterest and actually took a closer approach. "Huh... You're right... Is she with Enormita then?"

"That would make sense with her outfit... One of those Senior members Venalita mentioned?

Kiwi looked at the bed in the corner of the room and looked around again. This wasn't just a shine to this Loco Musica girl, but an actual bedroom with a full bed, a dresser and a standing closet. A desk sat in another corner of the room with books and papers on it. There was even a small stereo with stacks of CDs. Someone could have lived here easily.

"Think this is Loco's room?" Kiwi looked at the posters on the wall. That seemed unlikely to her, Utena had her room full of Tres Magia stuff not custom Baiser merch. That thought stuck in Kiwi's mind. If there was Baiser merch out there she couldn't guarantee that she wouldn't have one or two, or several dozen things with Baiser on them for herself. She suddenly understood Utena a bit more. 'Utena, I'm sorry I made fun of your room. If there was merch for you I would totally go gaga over it.'

"I... Doubt it... Maybe there is another member that is obsessed with her though. Hmm... This does give me some ideas though... Tres Magia has merch... Maybe we should look into getting some for Enormita. It would be a way to generate some legitimate income for the organization"

Kiwi's head snaps around to look at Utena. Her Magia Baiser merch may yet become a reality. "Oh totally! We should do that! We need some sweet merch of ourselves! Everyone is going to want Baiser and Leopard!" She cheered and picked up the Loco plushy. "I want a Baiser plushy! We need to find out who's room this is, I bet they know how to get it done, just look at all this stuff."

Utena looked around at all the Loco Musica posters and memorabilia again. "They do seem to be the one to go too. Maybe we can ask Vena who this room belongs to. Hmm... Well we found one room, there has to be more. Let's keep looking around."

There was finally something interesting going on in this base. Kiwi looked down at the doll and skipped over to Utena, her head full of ideas for merchandise she hoped to collect in the future. "Sure! Hopefully there is some good stuff around, there is finally something interesting in this place."

The two made their way back into the corridor to search for more rooms. They didn't have to go far this time, the next doorway down the hall also appeared to belong to someone. This one was a little more subdued than the last.

The same basics were there, a bed, a dresser, and a closet. There was a small bookshelf with rows of manga on it. The stand out features were a beanbag chair that sat in front of a small tv screen with a game console next to it, a couple of others were placed on a nearby shelf with all their respective controllers all neatly bundled. Posters were on the walls but unlike the last room they were of various games or bands. There was one single Loco Musica poster on the wall near the standing wardrobe. The only other stand out in the rather plain room was a large red and white first aid kit that sat on a shelf near the bed.

"Hmm... this is different. A lot simpler than before."

Kiwi shrugged and entered to look around. "At least it's something. Oh hey look at this retro shit." She kneels down to look at the old game console. It's from a few generations ago but it's shiny and well maintained by whoever lived in this room. "Hmmm no pictures here. The doors, errr, entryway should have name plates! How are we supposed to know who this stuff belongs to?"

"It would make this easier..." Utena looks down at the large first aid box. "Hmm... Is this girl a team medic?" She looked around the room and let her mind wander a bit. What would she want her own room to look like? Could she fill it with Tres Magia merch like her room back home? It felt a little samy to her, but at the same time the idea of having a personal Tres Magia sanctuary was pretty alluring. On the other hand, this was Nacht base, not her house. 'Maybe not MY room, but Baiser's room... What kind of room would Baiser have... Some Tres Magia merch for sure, but a bunch of BDSM stuff too, dim lighting, a very fancy bed fit for a succubus with shackles attached to the bed frame... the perfect place to take a subdued and stolen magical girl for some private loving from Baiser.''

"Utena...? Uuuuuteeeennnaaaa?" Kiwi's voice brought her out of her fantasy and made her jump on the spot.

"Aahh... Uhhh... Huh? O-Oh... Ehehehe... Sorry Kiwi... I was a bit lost in my head there." She blushed and looked away from the other girl.

Kiwi raised a sleeved hand to her mouth and squinted at Utena for a moment before pointing at her. "You were thinkin of something pervy again weren't you.

"Aaahhk..." The shy girl looked around and let out an embarrassed laugh. "Ehehehehe... was it that obvious..?"

"Well you were all flushed and had one of your 'Baiser smiles' on your face. So it was kind of obvious."

The shy girl put her hands to her cheeks and groaned. 'Baiser smiles... What does that even mean, what kind of expression was I making...'

"Hehe... Don't worry, I like your smiles!" The shorter girl leans in and flutters her eyelashes at Utena. "Especially your pervy ones." She steps up to the other girl and gives her a quick kiss on the cheek to cheer her up. "Come on, let's go. Think it would be okay to take one of those consoles back to the lounge?"

"Uhh... Well it's not ours... let's leave a note for them at least."

With a game console in hand the two girls make their leave before heading back to the lounge to set up.

It didn't take long before everything was set up. The Loco plushie found its way into being a decoration for the console. With the controller in its lap.

"I think that's enough exploring for today."

"Yeah, I'm all wondered out. Sooo... What made you all blushy earlier?" Kiwi leaned in and smiled mischievously.

"Oh uhhh well..." Utena blushed again and looked away. "With finding those rooms. I...I kind of got thinking about what room Baiser would have. I came up with a pretty good idea."

"Oooohh? I bet you did. Gimme the deets."

"Well... Since it's Baiser's room..." She told Kiwi, every last detail and by the end the ash-blonde girl was flushed.

"I want to see your sex dungeon! Lock me up, Utena! Chain me to your bed and have your way with me!" Kiwi hugged Utena and the suddenness of it ended up pushing her back onto the couch. Kiwi looked down at her girlfriend in surprise that quickly melted into something more mischievous.

"This is nice too though."

Utena looked up at Kiwi and into her wine-red eyes. She smiled and slipped her arms up and around the other girl's waist. "I...Don't mind this either..."

Slowly Kiwi descended, her lips getting closer and closer to Utena's. The shy girl smiled and closed her eyes.

"Oh there you two are! I've been looking for you."

The sudden voice startled the two lovebirds from their near kiss. They slowly sat up and peered up from the couch at the dark mascot that floated several feet away from them.

Venalita spun in a circle and looked about the newly refurbished lounge. "Very nice. Looks like you two have been busy today." She looks at the pile of broken down boxes and waves a arm to open a portal under them and drop the garbage somewhere else.

"Now then, I have something for you both. If you would be so kind as to get up, there is someone I would like you to meet."

'Someone to meet? Who could it be? Are some of the senior members back?' Utena sat up and slid out from under Kiwi as the other girl climbed off the couch. Kiwi looked annoyed at the interruption but approached Venalita with her.

The little devil waited until the two girls were waiting before stepping aside and opening a portal. A moment later a girl in a blue and white dress came through. Utena noted that she looked to be a couple years younger than either her or Kiwi. The girl was slender and petite in build, with large red eyes, fair skin, and long straight blonde hair. She wore a long sailor themed dress in powder blue and white. The dress had long white sleeves and was done up with a red string tie at her neck. Atop her head was a simple white hat with blue trimming and a blue ribbon. The girl wore white stockings and a small pair of leather shoes with small gold colored buckles. She held an old looking purple stuffed animal in her arms, it was a bit ragged looking, as if she had had it for a very long time.

Utena looked the girl up and down. 'So small. Shorter than Kiwi, I guess she looks about as tall as Sulfur, with a similar build as well. How old is she, thirteen or fourteen?'

"This is the newest member of Enormita, Korisu Morino, please get along with her and show her the ropes."

The two older girls look down at the smaller girl in silence. Silence greets them back as Korisu looks up at them and stares.

'Such big eyes, and pretty blonde hair, she's a cute girl. We should try and make her feel at home I guess.' Utena leans down and smiles at the new girl. "Hey there, I'm Utena. Are you hungry at all, Korisu? We just got things set up here. Would you like some lunch?"

The short girl stared up at Utena for a long moment that even unnerved Utena a little before the blond girl very slightly nodded.

Utena let out a little relieved sigh. "Alright, let's all make some lunch then." She said as she raised a hand and held it out for Korisu to take. Another long awkward moment of silence before the younger teen reached up and took Utena's hand.

Kiwi's eyes narrowed at the contact. This girl may be younger than her but the newbie still needed to learn her place in the Kiwi pecking order. She followed after the two and as soon as Utena turned her back and let go to take stock of what food they had on hand, she leaned down and loomed at Korisu. "Hey hey. Aren't you even gonna introduce yourself to yur seniors girl..."

Korisu turned to look at Kiwi and stared silently at her.

"Look here, you're the newbie so you gotta understand. Me an Utena are the bosses got it, an she's my girl so you don't get any funny ideas about her, ya get me? I know Utena is mega cute and totally fuckable but she's mine ya hear?"

Korisu stared at Kiwi for a long moment before looking to where Utena was before looking at Kiwi again and smiling devilishly.

The sudden show of emotion took Kiwi by surprise as Korisu ran over to Utena and hugged onto her arm.

"Huh wha? Korisu? Everything okay?"

The small girl hugs onto Utena and looks back at Kiwi.

Putting two and two together, Utena glanced at Kiwi and sighed, figuring what happened. "Kiwi come on. She just joined us, don't get in her face already. I know you can get pretty jealous but she's only fourteen."

Kiwi gasped and stood up looking aghast. She looked down at Korisu who was grinning like a devil and clinging to Utena's hand and arm. 'This little... Utena! She isn't an innocent angel! She's going to worm her way into your heart! Demon! Devil!'

"Well, I was going to have her demonstrate her powers, but I suppose you can have lunch first. Give me a ring when you're done." A portal opened up in the air next to Venalita and the little creature disappeared inside, leaving the three girls to themselves.

"So Korisu, what do you like to eat?" Utena asked as she started pulling packages of instant food. As she did, a small box came tumbling out of the cupboard. It bounced off the counter and landed on the floor next to Utena and Korisu. The small girl looked down at the box and let out a little gasp before picking it up and showing it to Utena.

"Hmm? Is this what you want? Curry?"

Korisu nodded "Mmm Mmm!" She intoned as she waved the box of curry blocks around.

Utena looked at the box and then at the fridge. Right now the only food here was instant and packaged food. There was no meat or vegetables to use in this. "I'm sorry, we don't have anything to use for that right now...But how about we go out to eat. I know a nice little restaurant we can go to."

Korisu nodded and put the curry pack on the counter before tugging on Utena's hand.

"Heheh, okay okay let's go." Utena looked at Kiwi and held out her hand. "You too Kiwi."

The curvy girl looked at Korisu again and grumbled but she grabbed hold of Utena's hand. The touch of her girlfriend's hand eased the feelings in her heart. She looked down at the smaller blond and hoped she didn't have yet another rival for Utena's affection; having to compete with Tres Magia was bad enough.

Sulfur let out a sigh of pure boredom. She swore that she had to have the patience of a saint to put up with all this media promotion nonsense. Thankfully for everyone she tolerated it for the sake of her friends. If it was for them, then she could endure any indignity.

The other two members of Tres Magia could sense their friends' disquiet and pulled the shorter girl into a hug.

"Come on Sulfur, it's not that bad. It's fun to get your picture taken! And everyone is always so happy to see us!" Magenta, as always, was a beacon of brightness.

Azul gave the blonde a pat on the back. "Just hold it together. Fighting monsters is not the only way we are an inspiration to people. Magenta is right, if doing this brings people happiness then we should be happy to do it. Besides, we won't be here all day, as long as Enormita doesn't show up to make a mess of things."

Sulfur did not want to think of THEM right now. She needed a few peaceful days to just relax from everything before she actually exploded. "Yea yea... Let's just get this over with. They almost done settin up yet?"

As if on cue the door to the green room opened up and one of the assistants popped her head in. "Sorry for the wait girls. We are ready for you now. If you are good to go then we can get started."

'Thank god, let's get this over with already' The blonde thought as the three of them filed in for a photo session.

It was nearly an hour later before they were given a break while some costumes were getting prepared for their next shoot. Sulfur was mortified, they wanted them to dress up as maids for a promotion. Apparently a popular maid cafe franchise was doing a line of Tres Magia themed desserts and they were going to help by providing promotional shots for them.

She sat in a chair, head in her hand as she grumbled about the indignity of it. Her friends sat nearby and looked at her with some amusement. She sighed. They were magical girls, heroes, idols, defenders of justice, and here they were about to get dressed up as maids and get several dozen pictures taken. The blond picked up the water bottle she had and sipped at the cold drink to try and cool her frustration.

"Why the hell do we gotta do shit like this? Aren't we heroes..."

Magenta jumped and pouted at her. "Sulfur watch your language. We shouldn't curse like that."

"Yeah yeah..." The blonde groaned. She couldn't help it. Bits of her old self came out when she got frustrated or angry. It was a habit she couldn't fully shake. She was thankful that her friends had not been around to see some of her more recent explosive outbursts she had in private.

As Magenta and Azul talked she sipped her water. Her blue eyes trailed over to a stack of magazines on the table. Better to try and distract herself then to continue lamenting her current job. She reached out with a gloved hand and picked one off the top. She frowned immediately when she saw the headlines.

"Fall from grace, attacks on Magical girls on the rise." She whispered under her breath and opened the magazine and flipped through the articles. She and the others had been too busy recently to keep up with much news. School work, plus actually having to fight Enormita and Baiser, along with side gigs like this photoshoot or practicing for that music album that was set for a few months from now we're taking up every ounce of her free time. She knew Magenta had her sisters to help care for as well, Sayo had helped around her family's shrine too, they were all extremely busy.

Sulfur found the articles she was after and her eyes ran over the words, her concern grew with every sentence. Magical girls were getting picked off one by one all over the country. Most were getting beaten half to death, and getting their Magia Hearts taken away, while some were straight up getting killed off while others were disappearing and going into hiding. 'What. The. Fuck. Why has no one told us about this? Is this stuff on the news? Are we that out of the loop? I know we are busy but... Shouldn't Vats have informed us?!'

She put her water down and read with rapt attention. Her hand dipped into her dress and pulled out her phone from the little nowhere space that acted as a pocket. She pulled up a search engine and started looking for news about magical girl attacks. Sulfur was glad she was already sitting down when she started readed. Headline after headline of magical girls getting knocked off. Entire teams were getting wiped out by some unknown enemy. A cold sweat broke out on her skin as an icy sensation gripped her chest. 'What the fuck... Who the shit is doing this? Is it Enormita? Is there some other bunch of villains going murder crazy out there? Magical girls are DIEING out there. Are they going to come here and try to punch our tickets?'

'Baiser has been handing us our asses this whole time... Well, more like she has been spanking our asses but still... She... She's had us at her mercy every time we fight. She could've...' The sudden visceral image of that first fight they had with Baiser came to her mind when they sicked that plant with all the tentacles on them. Those tentacles had bound up their arms and legs and wrapped around their throats while Baiser had spanked them. It would have been so easy for her to just break their necks or strangle them to death. The time they had engaged her in one on one fights had been no better. A shiver ran up her spine as she remembered when Baiser had her up on that cross, trapped and bound up she had been utterly helpless, an easy kill.

"Sulfur."

'She could have ended us any time she wanted... But why not... Is she not part of whatever is doing this? Magenta did say that she loves us... She has had every opportunity to put us down but she just plays with us... Seeing this, yeah... It makes a lot more sense now... What Magenta found out is probably right. Baiser is part of Enormita, if they are the ones doing this, then does that make her a rogue element? If it's some other organization then maybe...' Her mind started slipping into the past, back when she was a delinquent she had gotten into tons of fights, there had been times when rival school gangs would fight. There were other times when two rivals would gang up to lay a beating on a third group that they both hated. 'If whoever it is comes knocking, could she help to take down a third party enemy. Uggg... The idea of Baiser helping us is just...'

"Sulfur!"

The sound made her jump and look up from the magazine and her phone. The blond girl looked at her two friends and shook her head.

Magenta and Azul looked at her with concern.

"Are you okay Sulfur? You look kind of pale."

"You're not feeling sick are you?"

With the revelation of current events she was indeed feeling a little sick. "I... Sorry... Yeah, I guess you could say that."

Magenta and Azul gave each other a look. Sulfur hated this stuff and complained all the time about it, but always showed up and always helped. "Well if you're not feeling well, maybe we could ask to stop early."

"Yeah maybe that would..." Sulfur looked to the side and spotted Vats talking to two of the assistants. 'Perfect timing.'

"Oh hey, is that Vats? Long time no see." Sulfur's voice rang out loud to get the mascot's attention. The small white and pink creature turned and floated over to the magical girls.

"Oh it is Vats!"

"It's been a while, where have you been?"

"Girls it's good to see you again. Sorry I've not been in touch." Vats floated over with a smile on her face. "Thanks for coming today girls. I know this isn't your favorite part of the job but it really does help the cause."

The blonde heroine sighed. "Yeah yeah, aren't we supposed to be heroes, you know, fighting demons and monsters, and dark magical girls."

The mascot let out a little sigh."Well, that is the main job, but this kind of work also helps, it raises public support for you and reduces Enormita's influence."

"Speaking of..." Sulfur sat up straight and looked up at the magical creature. "Say Vats. Is Enormita the only enemy organization around?"

"Well... No. It's a big world and there are magical girls all over, there are other evil groups out there besides Enormita, but they are the only ones that operate in this city."

"So there are others out there..."

"Yes, but you don't have to worry about them. Other magical girl teams and their mascots will fight them." Vats sounded confident about it but Sulfur had second thoughts.

"Really, well it doesn't look like they are doing well." The blonde heroine said with a flat tone as she held up her phone with one of many articles on it and pushed the magazine over to Magenta and Azul.

The other magical girls looked down and picked up the magazine before reading the headline of an article.

Azul frowns as she repeats the title. "Fall from grace, attacks on Magical girls on the rise. Vats, what's this about?"

Magenta peers at the article and starts reading it with growing concern. "This isn't good... Is this really happening?"

"It's way worse, I guess we have been too busy to notice, but Magical girls all over the country are getting taken down. Not just beaten, I mean they are getting crushed, forced into retirement, some are even... Some have even been killed." Sulfur felt sick, how could they have been so blind to the outside world.

"Killed...?" Magenta dropped the magazine and looked at Sulfur in shock. "No, that can't be, right?"

Azul brought a hand to her mouth in horror at the revelation. Magical girls were being destroyed, dying, that couldn't be right.

Vats was silent for a moment as it looked like she had just swallowed a bug. "Ahh... Ohh... You saw that stuff... I was hoping you wouldn't have to see that."

That pissed Sulfur off. Why keep this from them. If there was a major threat like that out there they deserved to know. She jumped to her feet and her fist dented the metal table she had been sitting at as she banged her fist down against it. "What do you mean by that?"

The room went silent.

Vats rang her sleeve covered hands together and looked over at the assistants. "Could you give us some privacy please."

The two regular women looked at the magical girls and nodded nervously before leaving the room.

"Sulfur, you should scare people like that." The mascot sighed and floated down to the magazines. "I'm sorry for not telling you. I can see it's bothering you a lot."

"That's one way to put it. Spill it Vats, why didn't you tell us someone out there is going around punching the tickets of magical girls?"

The mascot picked up one of the magazines and grimmissed as she looked at it. It wasn't that she didn't want to tell them, to warn them of the danger. She had lost more than a few magical girls to the group that was roaming around japan. She didn't want to scare them, or make them worry that their next battle could be their last. Right now they only had to deal with demons, and these new Enormita girls.

She suspected that the elder elements of Enormita were the ones responsible for the attacks of magical girls, but so far whoever it was had been careful to keep out of sight. The younger two dark magical girls that her Tres Magia had been encountering had shown that they were less of a threat. That wasn't to say the things the team had been subjected too weren't harrying. Getting molested and sexually assaulted by this Baiser girl on a near daily basis was clearly having some kind of effect on them. But her girls had kept going, kept fighting, and it made her proud to see them trucking along. The best thing for them was to use this time to get stronger so they could eventually face this unknown enemy.

"I... I'm sorry, I didn't want to worry, or scare you with the knowledge of... That... I promise that I was going to tell you when I thought the time was right. This wasn't a problem months ago when you three became magical girls. Things have gotten worse."

Magenta looked at the mascot. "Vats... When were you planning on telling us?"

"When I felt that you were strong enough to face it, or when I felt ,whoever it is, come here. I can't be everywhere at once, but I do try to keep a closer eye on this city, on you. You three have so much potential, the best thing for you is to just get stronger."

The three girls watched Vats closely. It hurt that she was hiding such an important thing from them, but it didn't seem like Vats was lying.

It was Magenta that broke the silence. She reached out and picked Vats up off the table and gave the little magical familiar a hug. "Okay Vats. We believe you. But please don't keep secrets from us."

"Haaa... Yeah, we can't prepare for something we don't know about. I don't even know how we would handle something else. That Baiser has been giving us enough trouble as it is." Sulfur scowled and slumped back into her chair. She looked down at her phone and looked at the article she had been looking at. "Do you know who's doing this?"

Vats and the good grace to look embarrassed. "No... I don't. They are being very careful about their movements. Drawing magical girls out and away from prying eyes before bringing them down, so there have been no actual sightings of them. I promise that I'm trying to find out who they are."

Azul puts a hand to her chin and looks aside as she thinks. "Could it be Enormita? We have only encountered two members of the group so far, just Leopard and... Baiser." Just the name was enough to bring inappropriate thoughts to the three magical girls.

Magenta gives that idea a dubious look. She may not be the smartest person, and didn't know exactly what Baiser and Enormita were after, aside from groping, kissing, molesting, and trying to seduce them, but destroying magical girls didn't sound like anything she would do. "I don't know, that doesn't sound quite right..."

As much as Baiser infuriated Sulfur, she had to agree with her friend. Baiser did not seem to be the kind to "finish off" her enemies 'I wish she would finish off something at least...' As she ruminated on that thought, her eyes drifted to the white and pink mascot and a new one came to her.

"Say, Magenta, you mentioned the other day that it seemed like Baiser was being forced to attack you. That her mascot was making her do it against her will?"

Magenta looked at her blonde friend and pursed her lips in unease. "Yeah, that was the feeling I got from what I saw. She looked like she was going to take my hand when that black mascot appeared behind her, then it looked like she was having a one-sided conversation with it and she was pretty upset. Then it pointed at me but Baiser looked like she was furious about it. Then she sicked one of her monsters on me."

Sulfur looked up at her mascot. "Vats, have you been keeping tabs on our fights at all?" The blonde wasn't sure if mascots could blush, but from the way Vats was trying to look everywhere but at her, she was sure that she could be if she could.

"Oh, well... I...That is... Some of them... I'm sorry, I have not been as attentive as I should be. It's a real mess out there right now... That being said, I'm sorry about the things you have been going through with Baiser. I've never seen a dark magical girl act this way. I'm sure it must be hard on you all."

The trio all blushed and looked away. Magenta looked down at her hands and played with her fingers, Sayo twirled a lock of her teal hair and looked aside while Sulfur crossed her arms and let out a huff as she blushed and looked away from Vats.

There was a moment of awkward silence before Sulfur glanced back at her mascot. "It's...It's fine... We're... Managing." She looked away for a second. They were barely managing but only because Baiser was merely toying around with them. "But I was wondering, do you know anything about this other mascot? The black one with gold stars?"

The mention of the other mascot drained the energy from the white creature. "Venalita... She's...I'm not sure what happened to her. She used to be a good mascot, but one day something changed. She became estranged to the rest of us and eventually she disappeared only to turn up again with a host of corralled demons and more magic than she had ever had before." Vats looks down, saddened by the memories of her former comrade.

"Is it at all possible Vats, that Venalita is forcing Baiser to be on her side? Could she be an unwilling pawn in all this?" If Baiser was just a pawn of Venalita, and an unwilling one at that. Then perhaps just maybe, they could save her from the mascot. 'She would be a powerful ally, and then I wouldn't have to bite back these feelings.'

The white mascot puts a sleeve covered arm to her chin and thinks. "I suppose it's possible. Venalita used to be good once upon a time, but now... I'm not sure just what she is capable of."

The girls of Tres Magia looked at eachother with troubled expressions.

"Uuhhh... Ummm... Excuse me?"

Everyone turned to see one of the assistants standing at the doorway with something in her hands.

"I'm really sorry for bothering you girls. But uhh... There has been a bit of an... Incident... One of Ladies had to leave in a hurry and on her way out she kind of drove her car into this thing. Is is yours?"

The woman held up a large heart shaped device that was bent and damaged, the crystal in the middle of it was so spiderwebbed with cracks and looked like it might fall apart at any moment.

Vats looks at the device with worry. "Oh... Oh dear... That was the barrier generator to keep your magical signatures from leaking out of the building..."

The members of Tres Magia looked at Vats, then the broken device.

"Sooo..."

"Then that means..."

"Oh girl..."

"Uhh... Miss... I'm going to have to ask you to evacuate the building..."

They didn't have much time before Enormita would make their move. They had to hurry. All three members of Tres Magia, along with their mascot, rushed to get all the civilians out of the building. They were only halfway finished when they all felt it, felt the surge of dark magic that pulled at the senses. Enormita was here.

They didn't have to wait long before the enemy made their appearance. The three members of Tres Magia stood on the roof of the studio as they looked up at the now three members of Enormita. As much as Sulfur wanted to see what this new member could do, her eyes were fixed squarely on the succubus at their head. 'I need to have a few words with you Baiser...'

A dark and misty portal opened up within the dimly lit interior of the hideout before three girls stepped out of it one by one. The youngest member of the trio looked around curiously at the place they had appeared inside.

Utena gave the smaller girl's hand a squeeze. "Korisu, this is our hideout. It's a secret base, so no telling anyone okay."

The blonde teen seemed enthralled by the idea of a secret base like this. This was different than Nacht base which existed in some other realm, this was here in the city. This was actually like some kind of secret clubhouse just for members of Enormita. She nodded her head in understanding as the group turned to head for the doors. She wanted to explore the hideout, but lunch called to them.

The trip into town was an easy one. A short walk, a ride on a train, and another short walk and the three girls were in the city surrounded by people and buildings. It was an area of the city that was quickly becoming familiar to Utena. A plaza with a fountain, numerous planters and benches. Office buildings and business were scattered around the area and a nice little family restaurant sat on one side of the plaza. She recalled the pleasant lunch she had shared with her classmates the day before. It had been nice, especially after those girls had reassured her that her fangs were nothing to be embarrassed over. It was still hard to reconcile the long held discomfort about eating around others, but she felt a little more confident. Then again, with how much Kiwi seemed to like her mouth, that thought did a lot to make her feel better.

The three girls made their way inside and sat down for lunch with Utena and Korisu on one side of the table, and Kiwi on the other. Kiwi was annoyed to have lost the coveted seat next to Utena and counted this a loss in the campaign for Utena's heart. Korisu was new and Utena had wanted to make her feel at home but still. She looked at the blond girl with envy, this girl was a devil she was sure. She grumbled and looked over her menu "Wha'cha gonna have Utena?"

"Oh Uhh... Well I liked the sandwich I had the last time I was here... So maybe I'll get that again. Korisu, you wanted Curry right?"

"Mmm!" The short blonde girl nodded in affirmation.

"What do you want Kiwi?"

"I guess I'll have a burger"

Utena noted her girlfriends less than stellar mood. She knew well now how sensitive Kiwi could be when it came to her. She glanced to the side at Korisu, then across the table to Kiwi. Her heart fluttered as an idea blossomed inside her mind. Quietly, she slipped her shoes off her feet and lifted her legs. She did her best to just look at her menu and not pay any attention to the girl across from her as she slowly brought one of her feet up to stroke one of Kiwi's legs.

Kiwi looked at the food on the menu with little interest. She wanted to sit next to Utena, she wanted to snuggle up to her and give her kisses. But this new girl was getting between their time together. It wasn't like she could fault Utena for wanting to be friendly to their new member. It was the right thing to do, but she still was annoyed by it. As her eyes drifted over the page she felt something soft slide up her bare leg. She stiffened and slowly looked up over her menu at Utena and Korisu. Both of them were looking at their own menus. That feeling slid up her calve and sent a shiver up her spine from the sensation. She looked between the two girls, Korisu was too short and at the wrong angle to make such a move, so that could only mean one thing.

'Utena! So bold! Take that Korisu! Even from over there Utena is showing me her LOVE!' The red eyed girl smiled behind her menu and enjoyed the soft gentle caress of Utena's stocking clad feet as she stroked her legs. A little slice of paradise, that's what this was. It elicited memories of the night before, where she and Utena laid together in that bed after having sex. She wished she could have spent the whole night with her. 'A sleepover, we need to have a sleepover! We can snuggle and cuddle and fuck all night then wake up in eachothers arms!'

The girls make their orders

"Ahh... Hamburger steak please."

"Burger!"

"..."

"Oh, she will have curry please."

The three members of Enormita sip on sodas as they wait, Utena and Kiwi idly chat while Korisu watches in silence. As they talk Utena continues to stroke and caress Kiwi's legs from under the table. She watches with no small amount of pleasure as Kiwi blushes from the contact. "Ahh, Kiwi was so down before, but now look at her. Just a little stroking and she's purring like a kitten. So cute!'

Next to them, their newest member looks between the two girls. She watches Kiwi's blushing face and then looks up at Utena's expression. The older girl is blushing as well, though she is clearly trying to appear calm and patient. The young girls bright red eyes look between the two with curiosity. A miniscule shift in Utena's posture caught her attention and brought her inquisitive eyes to see that Utena's legs were constantly shifting ever so slightly. Glancing back up to see just how distracted the two older girls were, she judged them suitably distracted. Slowly, she leaned down and looked under the table to see that Utena was slowly stroking the other girl's legs with her feet, something Kiwi was clearly enjoying.

Nearly from the moment she met them, she had figured out that these two had a special relationship and this only confirmed it. For a moment, she debited leaving things as they were, but decided that it would be more fun to stir things up and see what happened. Slowly Korisu slipped a hand under the table as she saddled up closer to Utena. Her hand fell on the older girls thigh and slid up to feel her inner thighs.

The contact made Utena jump and break out in a fierce blush and cease rubbing Kiwi's legs. She looked down to see Korisu's hand on her leg and the younger girl pressed up against her side. Her gold eyes went wide as Korisu looked up at her. Was this girl coming onto her? Right here, right now?

Kiwi let out a disappointed sound as the rubbing ceased and she looked over at her girlfriend, only to see Korisu getting cozy with her instead. "Hey you! I thought I said to back off my girl! Utena is miiiiine!"

At Kiwi's sudden displeased outburst, Korisu pulls back and looks away innocently.

Gold eyes flicked between the two blondes as Utena tried to figure out what was going on between these two. 'Is... Is she just messing with Kiwi?'

"H-Hey, now now, I'm sure she didn't mean anything bad Kiwi, right Korisu?"

The smaller girl nodded her head with a small smile.

"See. It's fine, please play nice girls."

Kiwi growled and crossed her arms. This newbie was pushing her buttons in all the wrong ways. 'Devil! She is trying to steal you away, Utena!'

"She is being too friendly, she is after your heart Utenaaaaa!"

Utena's eyes softened for a moment and she reached over to touch Kiwi's hand, her thumb stroked over Kiwi's fingers softly. "Kiwi..." Her gold eyes grew sharper for a moment as her eyelids lowered. "No one is going to steal my heart, I'm the one that steals hearts." She gave The ash-blonde girl a very Baiser like smile. "Just like how I stole yours."

Kiwi shivered and looked at Utena with wide eyes as she blushed. Utena was normally so shy, but right now she felt pinned down under her girlfriend's gaze. "I... Uhhh... O-Okay... Ooohhh Utenaaa, giving me the sexy eyes." Kiwi shivered and squirmed even as Utena pulled her hand back.

The sight of seeing Utena get so seductive and assertive all of a sudden shocked Korisu. She had pegged the other girl as being a wimp, but she had tamed Kiwi's emotions and outburst so easily. It was impressive to say the least. She looked between the two girls. It seemed that they were dating already. She considered trying to get between them simply for the fun of it, but that may only serve to make them angry instead. She slid away from Utena and looked away. She didn't know much about these two, but she didn't want them to hate her.

Kiwi looked down at her hand and held it close to her. There was a question that burned in her mind. Something that she needed to know about if this was going to continue. "Hey Utena... I... Just what are you intending with Tres Magia? Everything you do to them, what's the goal?" She didn't want to share Utena, but she would have to be blind not to see the way things were going. She needed to be sure of things. To know her place in Utena's heart.

Utena looked at Kiwi for a long moment before playing with her fork and knife as she thought about it. She may not be transformed, but she could tell Kiwi was feeling unsure about things, Korisu's mischief had sparked something in the other girl. That jealous flame had risen back up. She was reminded of how she had first met Kiwi, their fight, and how Kiwi had asked why she was fighting Tres Magia. The answer she had back then was "I want to play with them and make them my toys." That was before Kiwi and her had gone on dates or had sex. Was it still the same?

"I suppose things have changed a bit since then..." She thought about it, about Tres Magia. She thought about Magenta, Sulfur, and Azul. She thought about the things she had done to them, the things she wanted to keep doing to them. She loved playing with them, toying with them, and bullying them. She wanted to keep doing it. Her thoughts turned once more to that news report about magical girls being taken out. She thought about Venalita's threat to her. Utena knew in her heart of hearts that she wanted them, and wanted them to be hers. But what exactly did that mean? She had not slowed down and gave it serious thought. The only thing she knew for sure, was that she wanted to protect those girls.

'I adore them... When I was alone with Magenta, I told her about my crush... Why is it so easy to think about things like this when I'm the other me, when I'm Baiser. Everything just comes out when I'm her.' When she became that Succubus it truly felt like some inner 'her' was woken up, as if every filter and limiter on her desires was simply turned off. It scared her a bit to think that maybe, just maybe, Baiser was her truest self. The things that that 'her' wanted were, extreme, to say the least. She knew what Baiser wanted, how could she not, Baiser was her after all, or at least a very particular part of her.

Baiser wanted those girls in chains, wanted them to kneel at her feet, to kiss her toes and worship her. Baiser wanted them to love her as much as she loved them. Baiser wanted to wrap pretty little collars around the necks of her beloved Magical girls and to have their leashes in her hands. It wasn't just them anymore, she knew that Kiwi was also on Baiser's radar, and she wanted Kiwi to moan and scream under her as much as she wanted Tres Magia to. That was what Baiser wanted, but was that what Utena wanted?

"Kiwi I-" A sense tugged at the back of her mind and made her jerk her head to the side to look out the window. Utena's eyes lost focus as she felt the pull of Magia on her senses. "I think we will have to put a pin on that."

Kiwi groaned and got up before pulling out a few bills from her wallet. "Yeah okay. I'll get it this time since you got it last time. Come on Korisu it's time to show us what you got."

Korisu looked at the others with confusion but got up with a huff. She didn't even get her curry.

"Sorry about lunch. I'll make it up to you, I promise."

'They just appeared, and not too far either, but why? Was there a demon attack? Other villains appear? Why did they just appear out of nowhere?'

The trio made their way out of the restaurant after apologizing for having to leave. They promised to pick up their food later and dashed out before ducking into an alleyway next to the eatery. As if waiting for them, a small portal opened up and Venalita hovered out.

"Oh good, you're ready to go, did you have a nice lunch?"

"No, we didn't even get to eat! What's going on? Why did Tres Magia suddenly appear?" Utena reached into her bag and pulled out her Enormita Star, Kiwi and Korisu followed a moment later.

"They were having a photoshoot it seemed and their suppression field broke." The dark Mascot said plainly.

'Such a plain answer! But... Still... A new photoshoot! That's something to look forward to.'

"Well... Okay, so nothing serious, but I suppose this is an excuse to show up and play."

The two older girls look at Korisu and smile. "Don't worry, we will show you the ropes. Just uh, get ready for things to get a little spicy." Kiwi said with a smirk.

"Korisu, you know how to transform right?"

The petite girl nodded at Utena and held up her star.

"Alright then, on three... One... Two... Three."

"Trans Magia."

"Trans Magia."

"Trans Magia."

Blue, green, and violet light shone from the alleyway as three dark magical girls all transformed at once. Magia Baiser, and Leopard looked at each other and nodded before turning to their new teammate. Korisu wore an elaborate powder blue dress with a white frilly apron that looked like it came right out of a western fairy tail story. A large ornamental pocket watch hung by a chain around her waist and was adorned by a star of Enormita. A large white and blue bow sat on her head, in the middle of which sat her transformation star. Tattooed onto her forehead were a trio of large four pointed pink stars.

Leopard brought a sleeve to her face and considered Korisu, she DID look pretty cute in that dress for sure, not as cute as HER mind you, that was simply impossible, but she was a close second she had to say. But before she could make a comment a purple and white blur surged forward and grabbed Korisu up and lifted her up off the ground into a hug that left the petite girl's red eyes wide with shock.

"Oh my god oh my god ohmygod! You're so SO CUTE! Look at you! Look at that cute bow, and that adorable dress! That is an Alice in Wonderland style dress isn't it! Oh you have such good taste!" Baiser was all but squealing as she spun around with Korisu in her arms.

Leopard pouted and crossed her arms at such a display of affection. After yesterday, she knew she shouldn't be so jealous every time Baiser showed interest or affection in another magical girl. She couldn't help who she was, but she wanted to be better, for Utena.

Venalita floated up over Korisu and Baiser. "You have a good eye, in fact, that is even her name. I introduce you both to Nero Alice. The last member of your trio to contend with the trio of Tres Magia. With this the teams are even in membership."

Baiser held Alice in a hug and looked up at Venalita curiously. While she was always happy to have another magical girl around, and one so adorable at that, she wasn't sure a third member was needed per say. They had soundly been defeating Tres Magia already, was another dark magical girl so necessary. With her power to make monsters and her own strength she could hold the line against Tres Magia with just her and Leopard. Then again, wasn't Enormita's goal world domination, not that she cared about that, but she could see how that needed many magical girls on Enormita's side.

She set Alice back down and stoked her head affectionately as her Baiser persona asserted itself. "Alright Alice, show us what you can do. Show me what a good girl you can be."

The blond girl looked up at Baiser thoughtfully. The sudden shift in personality was confusing, yet interesting. These two girls were her teammates, maybe even her friends, something she had never really had. No one wanted to play with the girl that never talked. But these two were being nice to her. Alice nodded and raised her hands, blue fire kindled to life and a rough and ragged looking plush animal appeared in her hands. It was a purple cat with a big grinning head and long arms. The plushie moved and lept onto her shoulder, clinging to the girl of its own accord.

Baiser looked at the plushie curiously. At a glance it appeared that Alice had a power similar to herself in that she could bring things to life. To what extent had yet to be seen and she was very curious about the extent of this girl's power. "Alright then, let's have some fun, shall we."

The forces of Enormita floated in the air above the studio as she looked down upon the members of Tres Magia. Down on the ground civilians rushed about in an evacuation of the imminent battlezone. The two groups stared at each other, sizing the other up. There was an air of nervousness and trepidation as Tres Magia looked up at the now three members of Enormita. They had already been hard pressed against just Baiser and Leopard, but now there was a third member, and one they knew nothing about. They could already tell that this was going to be a rough fight. Each of the magical girls had the same thoughts running through their heads. Who was this girl, what could she do, who was going to have to try and hold off Baiser, who was Baiser going to play with this time, are these girls being held against their wills?

Unlike other battles however, the mascots for both sides were present. Both of the rabbit-like creatures, one black and gold, the other white and pink, stared each other down.

Venalita mimicked Kiwi and brought a sleeved hand to her mouth and scoffed. "Well well, if it isn't Vatsalya, long time no see? Still being a goody-two-shoes hmm?"

"Venalita, why are you doing this? Why are you making dark magical girls? This isn't right. Is it true you want to take over this world?" Vats looked up at her evil counterpart. This was the first time they have met in years and the first chance she had to get answers. Venalita wasn't the only dark mascot out there, but she was the one she knew.

"Who's to say? Say, you should join the winning side. You're girls don't seem to be doing so well these days."

Vatsalya looked between the other mascot and the dark magical girls. "Those stars, you risk their lives with those. Power without containment and control. Yes their power is impressive, but the risk of overloading their mana conduits..."

Venalita shrugs. "If they aren't strong enough to handle it, then I'll just get some more. There is no shortage of humans to make use of."

As the two mascots had their unheard conversation. The forces of Enormita and Tres Magia watched each other. Baiser tapped her crop and gave the girls a smug leer. "My my, how wonderful it is to see my darling girls again. How could you go and have a photoshoot and not invite me to watch!? You hurt me, I would love nothing more than to help you pose for the camera. Perhaps we should have a private photoshoot together, just you and me."

The three magical girls blushed at the thought, no doubt such a thing would turn downright pornographic if Baiser was involved.

"Like hell! I was having a bad day already and now you show up." Sulfur groans and sighs as she brings a hand to her forehead. She wanted more time to think about everything she found out today before having to deal with Baiser again. Still, this was an opportunity to get some answers, and unlike Magenta, she wasn't planning on being gentle about it.

"Awwww, don't be like that Sulfur. I know a few ways I can make your day better, my little spitfire."

Sulfur's eye twitched at the pet name and she cracked her knuckles. "You know what. This is perfect, I've been meaning to have some words with you. So why don't you come down here, surrender, and we can have a nice chat. How does that sound Baiser?" She smiled, but it was no happy smile, it was strained and tight, a smile that promised nothing good.

Magenta and Azul looked at their increasingly irate friend. Sulfur had been getting more and more agitated and her temper was clearly reaching its boiling point. "Sulfur, we have to be careful, don't know anything about that new member." Azul warned as she manifested her sword.

Baiser's smirk only grew, she adored it when her girls were fiery and stood up to her. Every time they rose up to face her she saw the spark of what made them such wonderful magical girls. "Hehehehe... I'm not so sure, Sulfur. While I would love to have a good, long... Talk... I'm afraid if you want me on my knees, you're going to have to make me."

Leopard drew her gun and manifested an array of grenades. She knew the fight would kick off any second now. Last time she had not shown off nearly as much as she wanted too. But that was an old leopard, a new Leopard had some ideas to put into play to trip up Tres Magia. "Lets get em Baiser, wanna help me soften them up?"

The succubus turned her attention to her girlfriend and smiled. It was time to get this dance underway wasn't it. She drifted behind Leopard and slid her arms around her as her tail took hold of her riding crop. Fingers tipped with sharp purple nails trailed along Leopard soft belly as the succubus all but purred in excitement. "Let's give everyone a good show Leo. You set them up, then Alice can show her stuff and knock em down." With a swish of Baiser's tail, her crop swung and clapped against a quartet of bombs and sent them flying at Tres Magia.

The magical girls saw it coming and prepared for battle. Sulfur jumped to the front of their formation as the others pulled in. As much as she wanted to go screaming and fists flying at Baiser herself, she knew she was the best one to stop Leopard cold with her shields. The blonde threw up a golden barrier and watched as Leopard's grenades flew at them. After their last fight, she knew the gunfreak was all flash and little substance. Her eyes widened then when she saw them suddenly change trajectory. All four bombs turned on a dime, nearly cutting through the air in sharp right angles as they maneuvered around the shield. It was impossible, how could they change in mid flight like this. That was when she heard it, a buzzing and chattering sound. As the grenades got closer she saw them more clearly. They weren't just grenades anymore

'Baiser, you bitch.'

Each grenade had been transformed into an insect, a beetle-like bomb with wings and chattering teeth. They darted in and a sulfur barely managed to react. She threw her arms out to her sides and spread her legs to steady herself as she expanded the shield into a dome as fast as she could react to the new threat. She felt the insects bump against the new barrier and explode against her magic. She could easily handle a direct forward attack with little surface area to protect, but a wide area shield like this was far less efficient for her mana and she felt the dip in power as all four of these enhanced bombs detonated.

'Thank god... I was just in time... Damn it, she makes everything so much more complicated...'

Baiser stared down over Leopard's shoulder as the smoke cleared and revealed that Tres Magia and their mascot were all safe and sound behind one of Sulfer's mighty barriers. "Aww... They withstood it. Such fine reaction time. Shall we see how much that shield can take Leo?" Her tail swished back and forth even as her hands dipped up under Leo's jacket to play with the girl's breasts. Beside them Alice watched everything unfold with wide eyes. Leo had said that things were going to get spicy, but she didn't think that Utena, or rather that Baiser would start groping her teammate in the middle of a fight. 'What did I sign up for?'

"MMmmm! Hell yes! Lets give it to em Bais!" If anything, the groping touch of the succubus only fired Leo up more. She waved her gun and manifested another set of bombs for Baiser to use. Another lash of her tail, another clap of her crop, and another wave of beetle bombs flew down at Tres Magia. The blasts that rocked the shield were even bigger than the first. The flaring passions of the two dark magical girls made their attacks all the more potent.

"Holy shit... That one was strong... Why are they suddenly so much stronger..." It was hard to see through the growing pall of smoke as explosions rocked both the shield and the roof of the building they were on. She could have sworn that she saw Baiser groping that bitch Leopard. She honestly wouldn't put it past the succubus to do that even in the middle of battle.

"Are you okay Sulfur?" Magenta asked as put her hand on her friend's shoulder for support. There wasn't much she could do from this side of the shield except give some moral support.

The blonde let out a breath and smiled. "Yeah... I'm fine, I can handle a couple of fire crackers like this. "Hey, Vats. That little thing up there, is that their mascot?"

Another set of explosions rocked the shield, only two this time, a welcome reprieve despite the power behind each blast.

"Yes. That is Venalita, and she has no intention of backing down." The white mascot sighed as she eyed the shield around them nervously.

"If we can take it, her, out, think that will put an end to this?" Sulfur closed her eyes and focused on holding up the shield. It was hard to tell, but she swore she could hear sirens and the chop of a helicopter in the air somewhere. This fight was going to be on TV it seemed.

"I... I'm not sure. At the first sign of danger she is going to flee. We may look small and weak, but we are tougher than we look."

"We have to get out there and take the fight to them. If we just stay behind the shield we're done for." Azul ground her teeth, she wished there was something she could do.

The blond growled. 'Why don't you NNnnn...' Another blast rocked the shield

'Why don't you try holding up a shield damnit...'

"How about I go bound their faces in with my fists."

Vats paled. "Oh dear, I don't know about that. That form of yours burns up a lot of mana, and I'm not sure how much our sponsors would like if you went all out."

Sulfur just about snapped as she turned and snarled at her mascot. "Whogivesafuckaboutoursponsors."

There was so much smoke in the air now, she couldn't see past the shield. Another blast came and went, her mana was getting drained with every explosion she had to hold at bay. The smoke however...

"I have an idea... Everyone, when I say go, I want all of you to scatter. Vats can make one of your portals up in the air behind them?"

Azul and Magenta looked at their friend, they knew they had to act or it would be over for them. With so many people watching, they had to fight harder than ever to make sure they won.

Vats rubbed her hands together nervously. This was a bad situation. She lamented not paying more attention to the situation here. The girls needed her help. "I... Okay. I'll do it. Just give me the word."

Sulfur smiled and waited, after all these attacks, a light sweat shone on her cheeks as she counted the seconds between explosions. There was a gap of about three or four seconds between sets of bombs from manifestation and travel time. It was enough to act if they were fast.

She didn't have to wait long as another set of explosions rocked the shield, she could feel the protection crack under the weight of it.

One second passed.

"Go!" She dropped the shield.

Two seconds passed.

Azul and Magenta jumped back and took to the air, darting into the smoke. A portal of white and purple mist opened up.

Three seconds passed.

Sulfur surged her magic into her arms and power kindled to life as giant fists of soulfire wrapped in steel studded belts formed around her arms. She kicked off the ground as fast as she could and into the portal as Vats darted away from the imminent ground zero.

Four seconds passed.

*KABOOOOOOM*

A great explosion blew a hole in the roof of the studio building as a portal appeared up the sky a meer 20 feet behind Baiser, Leopard, Alice and Venalita. The dark mascot felt the gate open and was quick to open her own and slip through. This battle was too intense to observe from so close.

Sulfur came screaming out of the portal with a fist raised for a strike. "Don't think you've won already!"

Baiser turned at the sound and her eyes widened as she saw Sulfur full of fire and fury coming right at her. She pulled her hands from Leo's chest and grabbed her crop to try and block the strike. The element of surprise was on Tres Magia's side this time and Baiser for all her speed was simply not fast enough this time. Sulfur had come in too close, too quick, and already had an attack primed and ready. The succubus managed to lash out with a kick to Leopard's back and shove her out of the way a fraction of a second before a giant steel belted fist slammed into her and sent her careening down to the street.

Sulfur watched with INTENSE satisfaction as she watched Baiser slam down into the street below hard. Despite how pleased she was to FINALLY land a true blow on the villainess, she felt her heart lurch in her chest at the sight. Part of her was worried for the girl and that part of her picked up a sword and went to war against the part of her that wanted to defeat the succubus. She shook her head and dove down after Baiser, trusting her friends to take the fight to Leopard and this new girl. She had a few bones to pick with Baiser and she finally had a chance to do it.

'Still, I really needed a good fight.'

In the sky four magical girls clashed. Sword and spear went against cannon and living dolls as Azul, Magenta, Leopard, and Alice went to battle. The claws of a giant Cheshire cat doll met the pink heart shaped spear of Magenta, the small girl riding on the cat's head looked down with big red eyes at the pink magical girl and waved at her prompting a confused wave back. Leopard rained a cannonade of gunfire at Azul as the icy magical girl dodged and dived and sent waves of ice at the military girl. The two members of Tres Magia found it much easier to fight without Baiser distracting them and tying them up.

Down on the ground Baiser pulled herself up off the ground. The asphalt was cracked where she landed and for a moment she had to marvel at the sight of it. She tasted blood, she felt the scrapes and bruises, she raised a hand and wiped at her mouth and face. Blood ran from a cut on her head and down her cheek, it should have stung her eye but there wasn't much pain. She spat blood out onto the ground, she had bitten herself at some point and her fangs had done a number on her own body. As Baiser stood and took account of herself, she was surprised that she had no broken bones or anything serious. Just some scrapes, bruises and a bit cheek. The durability of a magical girl was amazing.

She looked down at herself and saw that her clothes were a whole other matter. Her corset was a mess, her puffy sleeves were shredded, her skirts were in tatters, and her pants had nearly been torn off of one leg. Her tail lashed behind her as her heart pounded with excitement. Sulfur was really fired up this time around. She flexed the wings that grew from her lower back and turned to meet the approaching form of the blonde heroine. She grinned and licked her lips. "My My My... How splendid, you're so full of energy Sulfur! Are you that happy to see me?"

Sulfur was glad to see Baiser getting up and that she wasn't too hurt. She wasn't nearly done fighting the villainess. She clanked her fists together and smiled at the succubus. "I'm glad you're not down for the count. I got some questions for ya, and I Ain't nearly satisfied with our battle just yet. You going to show me a stand up fight this time Bais?"

Baisers grin widened and her fangs showed clearly as she ripped the tattered remains of her top off and tossed it carelessly away. "Kehehehe... Oh I wouldn't have it any other way my dear!" 'Look at her! She looks so happy, so confident and excited! So hot! So cute! I love it, I love it!'

Sulfur grinned. She was pleased that this battle could continue. Ever since that evening on the mountain she had been itching for a proper rematch. The blonde readied her fists and dashed forward as Baiser dived to the side. She slapped the side of a tree on the sidewalk with her crop and sent branches and roots flying at Sulfur.

The magical girl's giant fists tore into the plant with punch after punch. Her heart sang as she finally got to let loose and fight like she always wanted. To hell if anyone saw her fighting like some kind of street brawler. She was proud of who she was, she just hoped she didn't scare any kids that saw her too much.

Baiser sent more at her and smiled bright and wide as she watched Sulfur thrash the tree she had animated. She loved seeing her girls fight their hardest, she wanted them to have fun, to enjoy themselves as magical girls as they upheld their justice. This sight was why she loved them in the first place.

Sulfur grabbed a hold of one of the branches and pulled. Her giant battle arms hauled and ripped the tree from the ground before throwing it aside. She panted and looked down at Baiser, her blue eyes wide and bright with excitement. "Look at you Bais! You're grinning just as much as me! You love this don't you!"

Streamers of magic flew into her crop and the whole thing dripped with purple black magic. She grinned and swung her arm and sent an arc of power flying through the air. She was getting the hang of using her magic now. This wave was barely a fourth of the power she sent out in her battle with Leopard those weeks ago that had cleaved a neat hole through the ground. It crackled and sizzled with power as it sailed at Sulfur. The magical girl drew her fist back and punched through the wave of energy, though she flinched with pain as she felt the glove under her battle arm get shredded by that dark magic.

"I love you! I love seeing you so excited! It makes my heart sing Sulfur! I want to see more! MORE MORE MORE! I'm going to see that grin of yours twist in ecstasy!" The succubi's heart pounded in her chest as she felt her magic sing through her body. She had scarcely felt so elated as to see one of her magical girls in the full passionate fury of battle so up close and personal. Her star shaped pupils dilated and all but glowed with the power and excitement inside her. She raised her crop and sent another lash of power into the air before taking to the sky and flying right for the blonde girl.

Sulfur's grin grew dangerous as she dashed to the side and dogged the wave of dark magic. Oh yeah, this was the fight she wanted. A real brawl, a true personal battle. "I'd love to see you fucking try. Do your worst, Baiser!" She howled as she charged at the succubus, fist raised high.

Baiser's magic covered crop slammed against Sulfur's fist and deflected the strike down and away from herself. Her hand lashed out the blonde girl and raked across her chest like a claw, shredding her top like paper and exposing her small perky breasts to the air. "Hahaha! You're so beautiful when you're all fired up!"

"Is that how you want to play it?!" Sulfur's other hand reached out and grabbed Baiser by the arm and swung her around only to let go and send the succubus into the side of a building. She gave chase and reached out to pin the villainess against the wall, only to grab nothing but a shred of Baiser's pants as the girl leapt off the wall and over her. Her crop came down, its tip glimmering with a faint pink shine and slapped Sulfur across the ass with a burst of pink sparks.

The magical girl let out a hiss of stinging pain as her perky rear end was spanked by that crop. She felt a jolt of heat spread into her as the succubi's magic affected her. "I thought this was going to be a stand up fight?!" She shouted at Baiser as she whirled on her.

"Well I want to see you cum around my fingers!" Baiser shouted back as she wiped a line of drool from her lips and raised her crop for another bout.

The sheer audacity of the declaration shocked Sulfur for a second before she charged in. "Like I'd fucking let you!" She shouted as she raised her fist for another strike, a wild grin on her face. She could feel that warmth latch onto her excitement course through her. 'A toned down version of that attack she used on Azul, why weaken it, if she hit me full force I could be down for the count.'

*BAM* *SMACK* *SMASH* *SLAP* *CLAP* *BANG* *BOOOM*

The battle between Sulfur and Baiser continued, each magical girl landing blows on the other. Every time Baiser struck it was as a soft pink gimmer and hail of pink sparks against Sulfur's body. Each time Sulfur punched or grabbed Baiser she felt a rush of excitement as her pent up frustration vented more and more.

Their fight took them into the air. Baiser dashed up with Sulfur right on her heels. The succubus was slowing down, enough for Sulfur to catch her and grab her foot. With a heave she twisted and threw Baiser back down towards the studio building to crash through the roof. Sulfur panted and wiped sweat from her face. Her body throbbed with arousal now. It was nearly as intense as when she had been gassed. Her face was flushed, her panties were a soaked ruin and she was sure she could feel her own juices oozing down her inner thighs. She looked over to see a news helicopter hovering some hundred feet away. She could still hear the gunshots and cannon roars from Leopard signaling that their fight was still going on. As long as she kept Baiser contained, her friends had a chance against the other two.

She took a deep breath and tried not to think about the raging inferno inside her belly, or the wet, hot ache between her legs and how nice it might be to get a couple fingers in there. Sulfur looked down at the damage to the street, the craters, the shattered glass, the bent in half street lights. This had been the most intense battle of her life and god damn did it feel good. She turned her attention back to the hole in the roof that Baiser had made and dove down for it, she had a fight to finish.

Baiser let out a groan as she lay on the ground of the studio room. The battle with sulfur proved to be just as rough as it was exciting. Personally she liked it more when she was on the giving end of things, but she knew it was making Sulfur happy. Every time they clashed she got a taste of the girl's emotions. Each time Sulfur landed a blow she felt how excited and exhilarated the girl was and the blonde's satisfaction ran over her senses like warm honey.

Baiser smirked as she put a hand under her and moved to sit up. She could feel it as the battle went on that Sulfur was getting more and more aroused and only some of that was from her own doing. Sulfur in her heart of hearts loved to fight, loved a good scrap. If she had to endure a few blows to make one of her girls happy, then so be it. It would be her turn again soon.

The succubus brought a hand up to wipe some blood off her mouth, she was feeling the aches of battle more now. The sweat thay sheened her skin stung where it met cuts and scrapes. She had never been a fighter before becoming a magical girl, she never thought she would feel so alive from a situation like this. Her clothes were an utter ruin now. Her corset was completely gone, her skirts along with it, her pants, while scandalously low and revealing when they were intact, were now barely keeping her from total exposure as they hung on by a couple bare strands at her upper thighs. Her gloves were in tatters, her shoes were gone, no doubt on the street outside somewhere, and one of her pasties had been ripped off at some point to fully expose one of her breasts. She had never been so disheveled.

A sound caught her attention and she looked up to see Magia Sulfur descend through the hole in the roof. She looked up at the magical girl as she dispelled her battle arms. Sulfur was in little better shape than her and a surge of pride ran through her knowing that she gave as good as she got in a real actual brawl with one of her beloved Tres Magia. There had been no real use of minions and monsters, no tricks aside from a few magically empowered spanks and smacks. It had been a real fight and it showed.

Sulfur's shirt was shredded to bits exposing her small perky breasts. Her gloves were torn to ribbons from blocking her dark magic blasts. Her skirt was shredded up and let her catch sight of the girls' utterly soaked panties. Her boots were the one part of her that was mostly intact. The magical girl's hair was a mess, its usual immaculate golden waves were shelved and messy, lending a wild look to her that matched the bruises, scrapes and minor burns she bore from their fight.

Baiser raised a hand to cover her chest and gave Sulfur a sultry smile. "God you look so hot like that Sulfur. I could just eat you uuuuup. Was it good for you as well?"

Sulfur stared down at the sweaty, bruised, and battered succubus as she approached her. She had to admit, she looked fucking sexy like that. Her bright blue eyes roamed over the succubi's nearly naked form, every inch of skin was sweaty and dirty from their battle and she looked to be so close to simply losing what little clothing was left on her.

In their first real fight, Baiser had done nothing but run away and sick monsters on her. This time had been something great for her, a real battle that let her go all out and Baiser surprisingly met her blow for blow.

"You know what... Yeah, it was... You put a good fight this time Bais..." She let out a chuckle as she stepped closer on unsteady legs. She was tired after all that fighting and didn't have much magic left after all that.

"Ohhh... I'm so glad. I know I disappointed you before, so I've been really working to better myself for you, my little spitfire." Baiser smiled up at the magical girl. Her golden eyes saw the shake in her legs, saw the way the girl panted and knew she was in rough shape. She could smell the lust in the air around Sulfur, it was burning her up inside now, a raging inferno that was barely contained.

"Much appreciated... Now... I got a few questions for ya..." Sulfur said as she stood over Baiser, she reached down and grabbed the succubus by the star at her neck and pulled her up. She was both surprised and surprised that it held fast to her body like it was glued to her. You couldn't just take someone's transformation tool from them so easily.

Baiser looked up at the blond girl and gave her a fanged smile."Well, my beautiful Sulfur, you seem to have me at a disadvantage... I'll do my best for you, as I always do." This was a dangerous situation for her. With Sulfur over her like this she was more or less at the girl's mercy, yet she wanted to talk, not fight. This turn of events interested the succubus greatly even as she held the image of a portal in her mind on a hair trigger.

Sulfur looked down at the lovely, nearly naked succubus, all sweaty and flushed from their battle, and swallowed thickly as she tried to reign in her less than pure desires. "You... What is your goal? What does Enormita want Baiser?"

Baiser was almost disappointed that that was the first question, something so banal and yet it was exactly the question she would expect a magical girl to ask her. But still she could play with this. "Ohhh... Right to the point hmmm? Well... Those are two very different questions..." Her gold eyes glanced around. She didn't think Venalita was around to listen in. Once the fighting started in earnest the mascots had gone to ground.

"I would think it to be obvious really. Enormita's stated goal is to dominate the world. To take control of all things."

Sulfur narrowed her eyes. If that was what they were after, it really didn't seem like Baiser was trying all that hard to accomplish it. Baiser had not defeated them permanently despite being in the way of that goal and having plenty of opportunity to do so. 'She said that those were two very different questions. Does she have goals that are different from Enormita's?' She thought about their various encounters with the succubus, she truly seemed more interested in them then something as grandiose as world domination.

"Baiser... Your fight with Magenta..." She blushed at the thought of what she heard about that encounter. The confession, the attempt to turn Baiser away from Enormita, and the appearance of that mascot.

"Hmmm? What about it...Oh! Don't tell me... Awww... Is my spitfire jealous about the heartfelt confession between Magenta and I?" Baiser grinned and flushed at the memory of that. It felt so good to know that at least one of the magical girls had a soft spot for her. She stuck her tongue between her teeth and watched Sulfur's expression shift. She tasted the spike of jealousy cut through the horny desire that was roiling off the girl.

"Excuse me!? I... No! Like hell I am... I just... I just want to know if you were serious... Or was it just a game to get her guard down?" Sulfur flushed even darker than before. She wasn't jealous, she wasn't. The blonde desperately tried to ignore the tightness in her chest when she thought about how Baiser had seemingly confessed to having a crush on Magenta.

One of baisers's arms slowly started to rise up as she looked into the gorgeous blue eyes of the magical girl over her. Her eyes drooped and a sultry purr entered her voice. "Well... If you must know... I was very serious. I would never, ever play with the heart of a magical girl. I adore them so much, too much to play such a cruel trick on them. I do so care for her, my heart pounds in my chest the thought of her smiling face and her gorgeous body."

Sulfur's hand clenched. She didn't want to believe it, but it didn't sound like the other girl was lying. Did Baiser really love Magenta, didn't she have that Leopard girl hanging off her already? Did she want Magenta as well?

Baiser's smile grew as she tasted that jealousy grow. Sulfur had much in common with Leopard it seemed. "Of course..." Baisers other arm slid down and off her chest to go limp at her side. "It isn't just Magenta... She was the first of course... But two other magical girls joined her, and oh does my heart yearn for them just as strongly."

Sulfur shivered and her breathing grew faster as she looked down at the succubus. The damn girl was blushing and she was sure it wasn't just from the exertion from the fighting. 'What the hell... Why is she being all shy now when she has her tits out like this... Damn it, why does she have to look so... Cute...'

"What... What do you mean?" Sulfur's heart pounded like a drum in her chest. Sure Baiser had been very hands-on with her and the other members of Tres Magia from the start, but all the lustful groping, teasing, and toying meant nothing without true feelings behind them. She knew it was so so wrong to have any feelings for the villainess other than righteous fury, but damn it, this girl made her feel things she never had felt before. No one else had ever stirred such feelings in her or made her heart pound in her chest. She had never laid awake at night trying not to think about how nice it would be to kiss someone.

Baiser's right arm slowly lifted as she smiled up at Sulfur. Her golden eyes with their star shaped pupils flicked up and down, side to side as she took in the girl's face. She was beautiful, the sweaty, dirty, battle worn appearance only lent to Sulfur's beauty in her eyes. Sulfur was a warrior princess to her, it was fitting for her to get soiled and scuffed from battle. Those scrapes and bruises were badges of honor for a fighter like her. That golden hair shone even now with how disheveled it had become. Her skin despite the scrapes, sweat and dirt still looking soft and smooth. And those eyes, those beautiful blue eyes were like the most perfect summer sky.

Slowly, the arms of the succubus encircled the magical girl, and held onto her, and yet Sulfur didn't make a move to push them away. "What I mean, my dear spitfire, my Sulfur. Is that I love you, just as much as I love Magenta and Azul."

Baiser leaned up into the hold as she pulled Sulfur down to her. Sulfur's eyes were wide as she let herself be drawn down towards the lovely villainess. "You... You love... Me?" Was this a trick, a trap just to make her let down her guard? Sulfur looked down at the succubus and into those alluring gold eyes. They were so close she could feel Baiser's hot breath on her face. Her body was drawn down and down until she straddled Baiser's hips. The arms around her tightened pulled her in even closer even as the succubi's lips shone with a dim pink radiance

"Let me... Show you... My love..." Baiser whispered as she pulled that last inch and sealed their lips together in a kiss that stole the breath from the magical girl.

Heat bloomed across Sulfur's lips and she couldn't help but let her eyes flutter closed as she pressed back into the kiss. Her hands let go of the golden star at Baiser's collarbone and reached up to hold onto the girl's head as she kissed back. 'Oh to hell with it... Just this once...' She thought as she opened her mouth and let her tongue lick across Baiser's lips. The succubus shivered under her and let out a pleased little sound before opening her mouth and letting the magical girl's tongue inside.

That sweet, wonderful pleasure poured out from the oral contact and made that raging fire in Sulfur's belly explode out from the containment of willpower it had been under. She moaned into the kiss as her whole body heated up as her tongue made contact with Baisers. She felt the succubi's tongue meet hers and slide along her own tongue, she felt it slither like a serpent over hers and enter her mouth even as one of the villainess' hands founds its way into her blond hair and gripped her just as tightly as she was holding onto Baiser. 'Was her tongue... Always so long.' She shuddered and rocked her hips against the succubi's as she let out a gasp and moan into that kiss and she wondered just what else that tongue could do to her.

Why did it feel so good? Why was kissing this bitch as good as touching herself? The succubi's lewd power all but turned their mouths into erogenous zones just from the kiss. 'These lips... This tongue... It's so... So good.' "Hhaaaa...MMmmm.. Fuuuckk..." She moaned and gasped into the kiss as she rocked her hips and ground her soaking crotch against Baiser. Tingling lances of pleasure danced through her from the contact.

*Smack!*

Sulfur let out a gasping moan into the kiss as she felt Baiser's hand come down on her perky little ass. Her dress was in tatters from the fight and it had left great swathes of it torn away to reveal soft pale skin. She felt those strong fingers dig into the flesh of her rear and squeeze her. She felt those sharp purple nails prick her skin as she gripped her with such possessive desire. The feeling of it made that burning ache in her flair up hotter than ever. She knew she shouldn't be doing this, that she should be out there helping Magenta and Azul. But she had finally gotten Baiser alone for a time and damn if it didnt just feel so fucking good to kiss her and be touched by her.

Baiser tightened her grip on Sulfur's hair and let out a long breathy sigh into the kiss before plunging back in with all the passion of a long missed lover. She used that grip on the smaller girl to roll them over and put her on top of the blonde magical girl. Her tail whipped back and forth in a display of excitement before it glided down into the tatters of her pants to touch herself. What was left of her pants couldn't take it anymore and was simply torn aside by the lashing tail as it sought out Baiser's sex to rub between those slippery lips. A growl bubbled in her throat as she all but shoved Sulfur down against the floor with her body and plunged her tongue in deeper. The hand on the other girls ass moved over her hip, across her thigh and slid between Sulfur's legs

A bone deep shudder rolled through Sulfur as her back arched from the intimate contact. She groaned into the kiss as she felt those fingers touch her. Baiser's fingers danced over her sodden pantines and let out a pleased sound into that mind melting kiss. Those fingers plucked at the soaked undies for a fleeting moment before Sulfur felt them start to pull her panties down.

She should have tried to stop her. It would have been the right thing to do, but the inferno of desire inside her body and mind were in control now. She lowered her legs and let Baiser slide them down her legs and off her body. The thought from before echoed in her mind again, just once, just this one time and then she could focus on fighting again. Her arms slid from the succubi's head and went around her back, holding her there. Drool rolled down her chin as that smoldering kiss went on, tongues lashed and roamed, explored and caressed as they both lost themselves in the indulgence of their sexual passion.

No matter how much they wanted to ignore some pesky little need like breathing, they had to come up for air eventually. Their lips came apart with a soft pop, it should have ended there, but Baisers tongue was slow to drag itself from Sulfur's warm and eager mouth. Both girls breathed deep the hot air between them, though separate, each could feel the breath of the other as they looked into eachothers eyes. A moment of rich intimacy as blue looked into gold for a long moment. Heroine and villainess blushed deeply as they looked at eachother.

"You taste so sweet Sulfur. Mmmm... I think I'll have some more if you don't mind." The succubus smiled as her free hand came up to stroke her fingers over the magical girl's cheek.

Conflict raged in Sulfur's heart and Baiser could taste it. One second the sweet scent of lilies and the taste of Sulfur's desire and crushing affection washed over her, and in the next came the sour scent and taste of her self hate and shame. One side of her wanted to give in and let things happen, to see where this would go, and the other wanted to scream in frustration and run away, to berate herself for being so weak hearted.

Baiser shivered as she breathed in the emotions and savored their flavors. There was something new to her, a new taste that brushed across her senses. Curiocity gnawed at her, she wanted to know what it was, was it an emotion, or some new facet to one of her beloved magical girls. Her mouth watered at the prospect of what it could be..

The blonde looked away and brought a hand to her face. "You're horrible... Doing this to me... Making me feel like this... Why can't you just be some evil monster... Why do you have to be so sweet about it..." Everything would be so much easier if she could just focus on punching Baiser's lights out. The fight before had been exhilarating, it had been just what she needed to let off some steam. Now though, her body was aching for something far more intimate. Baiser's words from before echoed in her head "My dear spitfire, my Sulfur, I love you." Why did those words make her heart ache so good?

Baiser smiled and giggled as she leaned down again, her lips so close. "Because I love you girls so much. I want to make you happy. Ehehehe... And to make you mine..."

There were those words again. The words that made Sulfur's heart pound like a drum and made her belly flutter with butterflies. Why did this girl have to make her feel like this? She wanted to push her off, to run before it was too late, but the coinflip of her heart landed firmly on indulging. 'Just once, just this once...'

The succubus didn't waste any more time. Who knows when the others would finish their battle and come looking for them. She leaned down to those sweet lips again and drew Sulfur into another kiss. The magical girl let out a whining sound of protest but opened her mouth almost immediately. Baiser's senses were awash in the scent of flowers as her long demonic tongue plunged inside and eagerly began to wrestle with Sulfur's own. That mysterious flavor met her tongue in far more intensity than before. It was unlike anything she had tasted from her girls before. It was hot and spicy, yet so very sweet. Like the most perfect cinnamon candy she had ever tasted.

The lust-slicked tail pulled back from Baiser's own dripping sex and made for the pink and oozing cleft between Sulfur's legs. The tight little sex was just as wet as the Succubi's as that spaced tip began to slide up and down the smooth slit. The contact made the blonde's hips buck in sudden sensation and she moaned into the kiss as her arms tightened around the villainess. She leaned up into the kiss and pushed her tongue against Baiser's. The villainess let out a low throaty rumble of satisfaction from the other girl's reciprocation and slid her hand down the girl's tattered uniform to rest on her small perky breasts.

Sulfur's chest was the smallest of the three magical girls, but that made it no less appealing. Baiser's hand cupped the soft pale mound and squeezed it softly. Her fingers moved and curled around one of those painfully hard nipples and gently rolled it between her thumb and index. The contact made the shorter girl shudder and shiver at the pleasure that arced through her body. The ecstasy of the kiss, the delicious touch of the succubi's hand and tail teasing her body, it all made her heart pound and head swim. She wished she didn't have to feel bad about letting go and indulging in the sin of this girl's touch.

The kiss was slow and deep as Baiser's tongue explored every nook and cranny within Sulfur's mouth, she licked over her teeth, over her tongue and drew it into a dance before exploring ever more of the girl. It went on for a subjective eternity before the succubus slowly drew back once more. "Mmmm... So good... Hehehe... To the victor goes the spoils... You almost had me, and yet here you are, on your back at my mercy again. Hehehehe... You're all mine to enjoy..."

Baiser leaned down and kissed along the other girl's jaw as she toyed with her body. As her lips descended lower she nipped and sucked at the soft pale skin Sulfur's throat, her fangs gently pricked and scraped against the tender skin and sent shivers through the smaller girl. Her hand slid down from the blonde's small breasts and drifted over her flat belly, her fingers stopping briefly to dance circles around Sulfur's belly button before continuing on their way south. It wasn't long before a throaty gasp and groan was pulled from the magical girl's lips as that hand reached between her legs to meet that teasing tail at her nexus of pleasure.

'That's right... She won... That means she can do whatever she wants... It's not my fault... She's just taking advantage of me...' It was a reasonable justification, even if it was a lie to all involved. If her friends asked it would be so easy for them to believe it after all they had been through. IT was all the justification Sulfur needed to let herself indulge in this horrible, delicious tryst. She leaned her head back as Baiser kissed and nibbled over her neck to give the girl more access to it. Her hips shook and twitched as she felt those skilled fingers and that dexterous. She felt them dance over her lips and spread them, she felt them tease her clit and make her gasp for more.

This attention was incredible, the sensations that ran through her body were like a drug as she let herself wallow in it. Never had anyone or anything made her feel so good, or made her heart stir so much. A gasping whine left her lips as she felt Baiser's fangs prickle over her skin just before her lips kissed and sealed onto the side of her neck. She felt the other girl suck hard on her skin and the sensation made her pussy clench and toes curl in her boots. Seconds tick by as Baiser sucks and sucks before popping off and licking the newly formed bruise. She heard the girl pur in satisfaction before finding a new spot and starting again, and again, and again. Each time a new bruise, a new hickey, a new mark was laid on her flesh as if the succubus was claiming her.

"St...Stooop... Nooo..." She whined as endured a seemingly endless trail of kisses and hickeys. Her body flush with pleasure and arousal from Baiser's tender ministrations. Her mouth said one thing, while her body said another. And soon that mouth was made to speak the truth as Baiser's fingers spread her netherlips wide and open for the tail that slid between them. It poked and prodded for that drooling hole, each touch making Sulfur's overstimulated body shiver and shake under the succubus.

"Nnnhhh...Mmmm... Teasing me... G-Give it to me d-damn it..." She wanted more, wanted to reach the apex of pleasure.

"Hmmmmm... What's that my spitfire? I didn't hear you hehehe..."

Sulfur all but growled as she felt that tail tease around her entrance while those fingers dance circles around her clit. She wanted Baiser to just fuck her already to stop with the playing and the games, she wanted satisfaction. "F-fuuckkk... Nnnnhhh... Just fuck me you bitch..."

The magical girl could feel those fangs bite at her neck and the fingers between her legs receded from their teasing. "Oh Sulfur... Now what have I said about that language of yours...If you won't be a good girl for me maybe I'll just go find Magenta or Azul instead."

A threat to leave her wanting, untouched and unfinished again. The idea made her ache and rage in equal measure. One of Sulfur's hands slid up and took hold of one of Baiser's horns and gripped it tight. She looked at the succubus with cheeks flushed with desire and a rekindled fury. "Idiot... Do-Don't you dare leave... I..." She wanted to tell her to not go, to stay, to give her that attention she needed. Pride warred with desire and shame as she looked down at the villainess. "Don't... Don't make me say it..."

Baiser looked down at the magical girl's face as her tail continued to circle and tease around Sulfur's waiting entrance. She loved to see that fire in Sulfur. The pride and fury, she could taste them radiating off the girl and mixing with the heady cloud of syrupy lust and desire that filled her to the brim. The hand that braced her shifted and moved so she could rest on her forearm. Her hand moved and threaded into the golden locks of Sulfur's hair and gripped her as tight as she herself was gripped. "Mmmm... No... Say it... Be a good girl and say it... Satisfy me, and I'll give you what you want."

Sulfur grit her teeth and flushed as she looked into those golden eyes. Why couldn't Baiser just do it, just push her down and have her way with her. She couldn't say it, wouldn't say it, to say those words would be like giving up... But Baiser had already won hadn't she... Sulfur looked aside with tears at the corners of her eyes as her grip on the succubi's horn loosened. She glanced back at the other girl. "P... Ple... Please... Please make... Make me cum..." Embarrassment was incandescent on her cheeks as she made her request, as she asked the villainess to give her the pleasure that only she could.

The hand in Sulfur's hair tightened as Baiser grinned up at her, the hold on the magical girl solidifying her control over their time together. Baiser let out a pleased murmur from deep in her chest as she moved up closer to the blonde's face. The hand between the girls legs shifted and slid back down to trail a circle around her clit as the spaded tail tip positioned itself at the inflamed gates to Sulfur's most intimate of places. "There we goooo... I do love my spitfire so much. I love to see your fire and fury, but we need to be honest with ourselves. Such a good girl, and good girls get rewarded."

Soft, inviting lips touch once more as Baiser rewards her beloved magical girl. Her tongue slides along Sulfur's lips and slips inside her mouth to draw the other girl into an oral dance fit only for lovers. Her fingers home in on their long waiting target and begin to rub and grind against Sulfur's clit, the contact making the girl's hips rise and buck against her hand and drawing a long needful moan from the girl under her. Her tail, the source of so much teasing, finally gives in. The long dexterous limb plunges inside the waiting, needful hole and soaks itself in the slippery juices of Sulfur's raw desire.

Elation fills Sulfur's very being as that burning need is finally touched upon. Her body was so ready, so achingly ready for this that the touch on her most sensitive places made her head swim and eyes see stars. She groaned wantonly into the kiss as her hand slipped fully off Baiser's horn to slide her arm behind the girl's neck and hold her into that searing kiss. This was what she wanted, what she needed. To feel this girls hands on her, inside her. To indulge in those sinful desires towards the girl that had proclaimed herself her nemesis. It was so wrong, but it felt so right as she felt Baiser's palm grind down against her horny little clit so the succubi's fingers could join her tail inside the slippery hungry pussy.

Gasps and moans filled the room as the wet smack of lips and tongues dancing met the slippery squelching of fingers and tail exploring too wet cunt. Sulfur felt it when Baiser started to 'eat' her. The pleasure she felt suddenly redoubled and her eyes all bur rolled up as she body quivered as her mana was drunk by the hungry succubus. The feeling of their mana's mixing, of dark and light mingling, bonding, catalyzing, exploding, only to be devoured by the sexual beast that had sucked her teeth into her heart was beyond ecstasy. She would never have felt something like this had she not become a magical girl and she thanked god with all her soul that she had become one so she could feel like this.

She tightened her arms around the succubus even as the other girl tightened her grip on her hair. Neither wanted the other to leave, to break that searing kiss and the pleasure their bonding manas brought them. Baiser's fingers worked faster, pumping in and out even as her palm ground down against her clit over and over. Her tail thrust in deep and explored inside her. The tip poking and prodding in exploration as the length of it bent and twisted inside her to stimulate her sensitive walls in strange and delicious ways.

The scent of Lilies and cinnamon spice of Sulfur's emotions and essence filled Baiser's senses even as sweet pleasure filled her body and set her nerves a blaze. Her mind was awash in sensation all but drowning in everything that was sulfur and she happily wallowed in it. She could sense the other girl was close, so close now to that sweet release she so craved. Her own body swelled with the rising tide of pleasure her own oncoming orgasm was signaled by. Their tongues danced between each others mouths. Baiser's long exploring tongue swirled around Sulfur's leading it in the oral waltz they both enjoyed. At times she brought the magical girl into her own mouth, let her feel the heat of it, let her taste her and feel her predator fangs against her very tongue.

Their panting inhilations grew more desperate as their pleasure grew and grew. Fingers and tail thrust and touched with ever more craven need. The spaded tip of the succubi's tail found its long sought prize, the sacred G-spot of one of her beloved Tres Magia. She danced a victorious circle around it, a move that made Sulfur's head spin and body shiver before sliding over the spot and rubbing it with all the pressure she could muster within those tender walls.

Fireworks went off inside each girl even as Baiser reluctantly put an end to her feast. Sulfur's mana was at its last dregs and it would not do to force her transformation to drop now. The blonde's body shook in Baiser's hold as their burning kiss finally broke and both nearly naked girls let out the gasping cries of their exaltation. Villainess and heroine came together as one in unified delight. The orgasmic ecstasy ripped through them like a bolt of lightning as all of Sulfur's pent up frustrations melted away under such mind bending nirvana. Baiser basked in the sweet empathic ecstasy of Sulfur's orgasm even as her own burned through her body. The duel pleasures all but overloading her and making stars burst before her eyes. A burning ache seared her cheek through it, a pain that felt so good in its contrast to the sheer weight of the pleasure she felt, a pain of it a life preserver for her drowning psyche.

What seemed like minutes ticked by as they rode out and came down from the highs of their ecstatic peaks. Each girl was left flushed and breathless from all that they had experienced together. Starcrossed gold eyes looked down into blue oceans as both girls panted from the exertion of their illicit tryst. Purple painted fingers slowly withdrew from the soaking cleft along with the sinful tail that set off their shared ecstasy. She brought her hand up to inspect it. Every digit was soaked in Sulfur's orgasm. She glanced at the magical girl under her and gave her a smirk before extending her inhuman tongue and licking those sticky juices from her fingers. Sulfur could only watch in depraved fascination as the succubus sucked her fingers clean.

"Haaaaaa... I think, my dear Sulfur, that it's time for me to depart... We must meet again like this." She leaned back and withdrew her hand from the blond mane of battle and sex must hair and idily she gazed longingly at the few long golden strands that came free. It seemed there would be a couple of souvenirs from this. Baiser slowly stood on quivering legs, her tail snapped out to coil around the magical girls discarded panties and held them tight as if they were a long sought after prize.

Sulfur slowly sat up and looked up at the succubus in all her sweaty, bruised and scraped battle worn glory. Baiser was almost entirely naked, the only scrap of clothing left was a single pasty and part of the decoration around her golden star. She wanted to follow Magenta's lead, to tell her to not go, to betray Enormita, to join them, to stay with her. But the words caught in her throat as she looked into those golden eyes before a swirling portal of black and purple mist opened up and Baiser stepped inside, escaped yet again.

Sulfur didn't care this time. She laid back down on the ground and just let herself enjoy the afterglow of the most amazing orgasm of her life.

"Sulfur, there you are!"

"Sulfur, are you okay?!"

Her blue eyes opened and looked up at the hole in the ceiling as two battered looking figures descended. Magenta and Azul looked like they had had a rough fight, but they were far more intact than she herself was. She slowly raised a hand and let them pull her up. The two other girls each took an arm over their shoulders and helped their friend from the room. She was exhausted but glad they seemed okay.

"Hey girls... How are you? Did you manage to kick their asses?"

Magenta and Azul let out tired sighs. The taller of the two looked down at her blonde friend. "I wouldn't say that, but we drove them off. I'd say that I think we won the day, finally."

That made Sulfur feel good, her friends had managed to drive off Enormita. Baiser may have turned the tables against her, but she just couldn't bring herself to care, not after all that. She had had a good fight, and a good fuck out of that succubus.

"How about you, you look pretty...ummm." Magenta looked over her friend and the distinctly lewd appearance she had now with her shredded uniform and the mess dripping down her legs.

"You look like you had a good time... "Azul said with only a small amount of envy in her voice.

"Oh fuck it... Yeah... I feel too damn good to care right now. I really needed that." As her friends carried her away to find a washroom she never noticed that off to the side, sitting on a tripod and looking right at where she and Baiser had been, was a camera with a tiny red light that stood out against the darkness of the room.

The door to the hideout opened up and a disheveled looking Utena stepped inside the dimly lit building. She felt both tired and energized. She was full of mana taken mana, but her body felt like she had just had the most intense gym class of her life. She was just grateful that all the bruises, cuts, and scrapes had seemed to disappear when she released her transformation. Even through the physical exhaustion her heart felt light as a feather. She still remembered the feel of Sulfur's tender inner walls around her fingers, feel of her tongue and mouth, and the sound she made when she came. She shivered and shuddered as she tried not to let herself get too caught up in them lest she transform again.

A sound caught her attention and she looked up with star crossed pupils just in time to see Kiwi and Korisu come running over from the couch. She was not ready for when her girlfriend summoned the energy to leap through the air at her. "UUUUTEEEEENNNAAAA!"

*BAM*

"Aarrggaaaraaag!"

They crashed to the ground, Utena on her back, Kiwi atop her and hugging her tightly.

"I'm so glad you're okayyyyy... I was so busy with Azul that I couldn't help you out. Are you okay? Did that bitch hurt you?" Kiwi hugged Utena tightly and siffled, she had been very worried for her girlfriend. After Sulfur had ambushed them from that portal and went after Baiser with those giant firsts, it was balm to her soul to see Utena come back okay.

"Aagghhh Kiwi... I-I'm okay. I'm okay..." She smiled and closed her eyes and hugged the other girl back. "I'm fine." She said softly to her as she stroked Kiwi's back. She looked up at Korisu who stared with a mix of concern and interest before getting down and joining the hug. She was glad Utena was okay as well.

"Hey Kiwi?"

Kiwi sniffled and looked up at the girl on the ground. "Yeah Utena?"

"I got a bit distracted earlier with the battle but... I just wanted to say that Alice is adorable in her dress, but your Leopard outfit is super cute too, and I think you're absolutely adorable in it."

Kiwi looked at her girlfriend for a silent moment before her lips spread in a beaming smile. Her hug squeezed tighter and she leaned up to kiss Utena's cheek. "Yaaaaay!"

The three girls just lay on the ground for a few minutes before Utena sat up. "We never did get our lunch. I'll call my mom, maybe you two can come over for dinner?"

Korisu thought about it for a moment before nodding.

"Ohhhh! Yeeeesss! Introduce me to my mother in law!"

"Mother in law?!"