Authors Note: Emma Frost will look like her Wolverine and the X-men version.

Chapter 5. Emma Frost

All of the younger girls had blushes on their faces upon hearing the details of Rogue's story. While the older one's felt the need to rub their legs together. The power siphoning mutant also had red on her cheeks as she fanned herself from the memory.

"I can't believe that kid had you screaming for more." Kitty said as she was blushing up a storm.

Rogue replied "Trust me sugah. That boy is a man in a kids body. I can still feel his cock ruining my insides."

"As can I." Emma said with a satisfied look on her face.

Jubilee then asked "When did you get with him?"

Emma answered as she recounted how Naruto got between her legs.

Flashback

It was two days since Naruto had sex with Rogue. They kept going at it but were discreet about it. Although a certain blonde mutant approached the young ninja on the third day.

"Naruto, darling, I could use your help with something." Emma said.

"Sure, what is it?" Naruto asked in curiosity.

"Not here. We'll take this conversation somewhere else." Emma said as she led him to a car that was different from her usual one. It was black and the windows were tinted. When they got in, the telepath drove the vehicle away from the Institute.

When they arrived at a secluded area that had a cabin of some sort, Naruto asked "Uh, Emma what are we doing here? This is a bit far from the school."

"I know and it's the spot where you are going to give me the same amount of pleasure you gave Rogue." Emma said bluntly.

That made the blode twelve year old go rigid as he was sure the two were alone that day. Before he could ask, Emma said "I arrived at the Institute a few minutes while you two were in Rogue's room. And I must say that I was surprised that she was able to drain you in a way any man would want."

Naruto was a bit shocked that the famed Ice Queen was asking him to have sex with her. Granted he did have more than a few lewd fantasy's about her like he's done with many female heroes and villainesses.

He was brought out of his thoughts when he felt her hand on his thigh. When he looked her in the eye he gave his answer in the form of a kiss. Which surprised her briefly before she got into it.

(Lemon)

Much later the two relocated to the bedroom of the cabin with almost all their clothes off. Naruto had on his boxers while Emma only had her panties and heels on while she was on her knees and orally giving his cock some attention. The small space was filled with the sounds of Emma moaning and humming while sucking the younger blondes dick and Naruto was groaning from how good he was feeling.

As for Emma, she was feeling turned on. She wouldn't perform such a lewd act on a kid but the sexual activity between the young ninja and Rogue would not leave her mind. Plus he smelled really nice.

It didn't take long to realize that Naruto was giving off pheromones. Which would explain how he got between Rogue's legs. And how his man cock was in her mouth.

'He's much bigger than any of the men I've slept with.' Emma thought as she was feeling even more turned on. She snuck her hand down to her silver soaked panties and started fingering herself.

"Emma, your mouth feels so good!" Naruto groaned with his hands on her head.

'Just wait. You'll find out the my mouth isn't the only thing that's warm and wet.' Emma telepathically said to him with a smirk.

She then wrapped his pole between her love bags. Making the younger blonde feel even more pleasure. This wasn't the first time he received a titjob but it never gets old.

Emma was feeling even more turned on. She was feeling so much pleasure from stimulating the young ninja. Her powers practically helped her feel what he feels.

'At this rate, I'm not gonna wait a moment more. Oh, I can't wait to have this boy go between my legs. In fact, I think I'll let him have me now. And whenever he wants. No permission required.' Emma thought as she removed herself from his cock.

"Naruto, darling. I can't wait any longer. I need you inside me." Emma says as she crawls onto the blonde and moved her panties to the side.

"Uh, but Emma I thought you were gonna let me eat you out like how you did my cock." Naruto said as he was willing to return the favor.

"You can eat me out next time, lover. But for today we're skipping to the next part." Emma said as she aimed his rod skyward to her opening.

With a downward thrust, a squelching sound was made when Naruto entered the older female blonde.

"AAAAAH!"

Emma threw her head back and let out a loud yell when her cunt was being stretched out. It almost looked like she was having a seizure judging from how much she was shaking.

Naruto wasn't faring any better. The telepath felt just as tight as Rogue. Maybe even tighter.

After getting use to his length and girth, Emma started bouncing on his lap. Making the car shake and fogging up the tinted windows much later.

Seeing her breasts bouncing in his face, Naruto leaned in took the right nipple into his mouth. Making Emma moan in pleasure.

"Go ahead! Suck on my nipple! Oh, you are so mich better than any man I've been with!" Emma moaned as she continued riding the younger blonde.

Slap!

"Aaaah! Oh, you naughty boy! Keep spanking my ass!" Emma moaned as the twelve year old swatted her plump rear.

Twenty minutes later, Emma was on her hands and knees at the head of the bed while Naruto was thrusting into her from behind. The telepathic beauty felt her G-spot being stimulated over and over by her young lover's magnificent man shaft.

'Man indeed! This child claimed many women! I wouldn't be surprised if he got more than a few villainesses into his bed! Hell I wouldn't surprised if Mystique got her blue ass tanned by him!' Emma thought as she pictured the blue skinned shapeshifter getting railed by the blonde twelve year old stud.

Deciding to sate her curiosity, she delved into his mind and saw that she was right. The memory of the act made her pussy tighten around his log. Making Naruto groan in pleasure.

"Emma, you're squeezing so much tighter than before!" Naruto exclaimed.

"Sorry, ugh, just thinking of something! Aah, keep fucking me, baby!" Emma moaned with a fucked silly face.

Naruto then increased his pace and hammered into her even harder. Making her voice get louder.

Much later Emma was on her back with her legs in the air while Naruto was still skewering her narrow passageway and gouging it out. He then took her nipple back into his mouth.

'It's official! He is definitely going to be the only one to have me whenever he wants! Consequences be damned!' Emma thought.

The two have been at for almost an hour and a half. But soon they were gonna reach their peak together.

"Emma, I'm gonna cum! Where do you want it?!" Naruto cried as he was close to peaking.

"I'm cumming, too! Cum inside me, lover! Dump ever last drop inside me! Fill me with your cream!" Emma screamed as she wrapped her legs around his waist.

Naruto tried to hold out a bit longer as he really enjoyed being inside Emma, but his orgasm was fast approaching. Plus, the telepath was squeezing down hard on his dick.

A few more thrusts later and Naruto groaned as he came deep inside of Emma. Whom was spraying her love juices on his shaft while also squeezing it.

"AAAAH!" both blondes exclaimed together as they came together.

Emma was feeling glad she had the thought to take birth control. She wasn't planning to give her daughters another sibling.

'At least not yet. But maybe another time.' Emma thought as she shuddered from the huge volume of boy cum being injected into her body.

"Emma?" Naruto said getting her attention.

"Yes, darling?" Emma responded with a sweet and satisfied tone.

"Can we do it again?" Naruto asked.

Going wide eyed, Emma looked at the younger blonde. It was then she realized he was still inside her and was still hard as a rock.

With a sultry look, she said "Why not? We keep going until we're both tired."

"Really?!" Naruto asked eagerly.

"Of course. I want to try something else anyway." Emma said as a certain position came to mind.

Much later, Emma was on top of Naruto while the latter was thrusting up into her and suckling her nipple once more. Behind her was one of his clones and he was thrusting into her rectum. Her moans were muffled by another clone with his cock in her mouth.

The blonde telepath felt like she was on cloud nine. All of her holes were filled with three huge cocks and were thrusting into her at the same time.

'I bet Rogue never thought of this!' Emma thought as her cunt and sphincter were getting opened wide. The taste of the second clones cock was also thrilling.

"Emma, I'm gonna cum again!" Naruto yelled as he took her nipple out of his mouth.

"Me two!" Clone #1 exclaimed with eyes shut tight.

"Me three!" Clone #2 says as he held Emma's head in place while face fucking her.

'Go ahead, boys! Give me your creamy load! Stuff my holes with your broth!' Emma telepathically cried in pleasure.

As one, Naruto and his clones hilted their rods into her mouth, pussy, and ass. Emma was in bliss as she felt her lower holes getting filled with his sperm while swallowing the second clones load.

Once they were satisfied, Naruto's clones disappeared in puffs of smoke. After his cock left the gooey confines of her twat, Emma rolled onto her back while trying to get air back into her lungs.

'Best lover ever.' Emma thought feeling spent but was in the need of a shower.

(Lemon End)

Looking to her fellow blonde, she asked "Would you care for a shower?"

"Yeah." Naruto breathlessly said with a nod.

"Good. Let's go." Emma said as she got out of the bed. She almost tripped a bit before managing to get her balance back.

She then made her way to the bathroom with a sway in her hips. Naruto was not far behind. Twenty minutes later, the bathroom was filled with skin slapping skin and moaning.

End

Next Chapter: Mystique