Chapter 52

My body slid forward, Mimi's cool shaft felt smooth as I rose to take it. Mimi was so hard by this point that it wasn't challenging to align myself properly and without pause, I began to slowly slide down her large cock. I let out a moan as Mimi's cock stretched my walls and I slowly slid down. The shaft clearly had a bit more girth to it than Bella's but she didn't reach nearly as deep.

I rested at the base for a moment, letting myself get used to the new shape. The feeling was rather interesting, it felt like what I would imagine a glass dildo would feel like. The main difference being that Mimi's cock was throbbing inside of me. Her impossibly throbbing smooth glass shaft made me clench down around her, making her moan with me.

A deep breath escaped my lungs before I continued. I leaned forward, put Mimi's hands on my waist, and shifted my angle a bit. I pulled myself forward about half way before sliding back down on her. The feeling was interesting, her cock was perfectly smooth and the cool glass contrasted heavily with my warm entrance but each throb of her cock sent shivers down my spine.

I slowly sped up and looked over at Bella. She was panting already, a glassy look in her eye as she stroked herself. I bit my lip and clenched down hard on the shaft, slowing my pull on the way up. There was something intensely hot about her watching me have sex.

I had completely been in control of the pace up until this point but as I began to speed up, Mimi bucked her hips into me and hit a spot that made my toes curl. I moaned and shivered as a flood of my juices ran down Mimi's shaft. It was just a small one but I was so horny that I came already.

Mimi took this as a cue, and slowly added her own bucks as I continued going up and down on her glass cock. I began to speed up even more, the small orgasm I had pushed me to go even harder. Bella laid on her side next to Mimi and brought her lips up to the mimic's, Mimi moaned into the kiss and bucked harder into me from the added stimulation.

The view pushed my buttons and I felt a climax welling up inside of me as I got close. Apparently I wasn't the only one, Mimi began frantically bucking into me from below. She began jackhammering up into me, each thrust pushing me closer and closer, my legs began to lock up and suddenly my entire body shuddered in a full body orgasm. Waves of pleasure shook through my whole body and I completely locked up. I couldn't move, I just kept quivering until with one last deep thrust Mimi broke the kiss and almost screamed in orgasm herself.

My vagina clamped down on her and fluttered as I expected to feel her rush of cum but nothing ever came. After a few more quivers Mimi pulled herself free from me and the only thing to leak out was my own juices. I rolled over to Mimi's unoccupied side and began to catch my breath. I was still kind of a mess. Still feeling aftershocks from my previous orgasm.

[Penile virginity taken through consensual sex][Karmic Seduction created][Sexual Appetite increases by 1][+20 Karmic Energy][Level increases by 2]

"[Sexual Appetite] went up. I still got two levels out of it even though it wasn't my own first time."

I also got another Karma skill but I wouldn't be able to focus on it right now so I saved it for later.

Bella leaned up on her side. "I didn't get credit, I guess making out with you didn't count." Bella said to Mimi while tracing her fingers along the mimic's skin.

"Do you want to have sex with me this time?" Mimi asked. I smiled and almost laughed at how blunt she had been.

Bella flushed red but smiled. "Alright." Her eyes scanned down Mimi's body before she looked back at her face. "Do you want to try it from behind?"

There was a pause before Mimi tilted her head. "Behind what?" This time I couldn't help but snicker.

"Oh um, I mean... anal?"

This time Mimi looked at me, probably still not following.

I was going to explain but then a thought struck me. Does Mimi even have an anus? I slid down the bed and lifted her legs up. For better or worse she did in fact have one. I laughed a bit at the ridiculousness of even having to ask that question while legitimately not having any clue. What was also interesting was she also had a vagina. I hadn't noticed before since her shaft was covering it but rather than having any kind of scrotum she instead had a vulva between her shaft and her anus.

My hand slid between my thighs to gather some moisture before I gently dragged it across her lower hole. "She means this here. You have to be a bit more gentle but once you get used to it, it can feel really good." I looked at Bella, "She also has a vagina though."

"Okay! I want to try!" Mimi said with enthusiasm.

Bella looked back at me rather surprised. "Wait really? She has both? How does that work?"

"Come look I guess." I slid next to Mimi and started to play with one of her breasts while Bella went to take a look. The surprise on her face was palpable. I guess when you don't have access to the internet and all the kinds of weird porn on it, you don't consider possibilities like this.

Bella looked down at Mimi. "How did you know how to do this? Did you choose to have both on purpose?"

Mimi stared back at her blankly. "I dunno. I inspected all four of you with my [Perfect Identify] so I knew some of you had different parts. I didn't even choose to have a new form in the first place, it just happened like this."

Bella pursed her lips before looking down at her own genitals. After a moment she looked like she was a bit defeated. "I don't have enough mana to shift myself like that yet."

"You want both too?" I asked.

"M-maybe, I dunno. I want to try it." She looked back down at Mimi. "Anyway, not important, which uhm, hole do you want me to go in?"

Mimi just shrugged. "I dunno. Whichever you want? As long as it doesn't hurt."

"O-okay, I'm going to go in your vagina then. I think that would be easier."

I slipped my fingers between my thighs. I did just have an orgasm not that long ago but I what can I say? I'm a horny girl. I could stare at Bella forever and this whole situation had been pretty hot.

Bella pushed forward super slowly. "Oh gods you're tight."

Mimi just moaned in response with her face turned to the ceiling. It was a long moan that held basically until Bella got herself completely hilted inside.

Bella paused, letting Mimi relax a bit. "Oh gods, this feels so weird. She's really tight but it feels like cold glass, like she doesn't have any body heat."

"Is it uncomfortable?" I asked.

Bella shook her head. "No, it just feels really different."

I looked down at Mimi on her back. "How's it feel for you?"

"It feels so goooood. Is this how it felt for you?"

I smiled. "No idea."

Rather than responding she just shivered as Bella started pulling out. I looked down at her cute glass nipples. I wanted to play with them a little bit but I'll wait until she was more used to the sensations before overloading her too badly. Her cock was throbbing on her stomach again and she already looked like she was on the edge of orgasm.

Bella and Mimi moaned in concert as Bella slowly thrust in again. I bit my lip and started to speed up my masturbation. I can't even say why but this is really pushing my buttons. This situation was so hot.

This time when Bella hilted, Mimi's moan went a little high pitched and her hips began to shake. I curiously watched as her cock throbbed as if it were spurting cum despite nothing coming out. I looked up and Bella was just frozen in place with a look of lust on her face.

"You okay there sweety?" I asked, Bella's glazed eyes looked over at me, clearly taking a second to process what I asked.

"S-she's going wild around my dick," Bella said with a pant.

Not only her words but the way she said it made me clench around my own fingers.

When Mimi finally stopped squirming Bella resumed thrusting. I could tell by looking at her though that Bella was already pretty close. After a few thrusts she was going at a more normal rhythm but it wasn't even a dozen or so more thrusts before Mimi once again was pushed over the edge and this time took Bella with her. Two feminine moans comingled as they both shook in mutual orgasm. The scene was so hot I also brought myself to orgasm again only a few moments after them.

Bella slumped down on top of Mimi, not even pulling out. I was the first to recover, it seemed their shared orgasm was much more intense than my own. I slipped off the bed and got behind Bella. She was half off the bed, slumped forward with her feet still touching the ground. I gently pulled her butt cheeks apart and looked at her rosy pucker.

I had been wanting to take her back here for a while now, there was something thrilling about the idea that I just couldn't put my finger on. I traced the cleaning ritual over her pucker and felt the magic seep in and cleanse her.

"Ohhh, what are you doing back there."

Rather than respond with my words I responded by dragging my tongue along the rim. It tasted a bit musky but especially after the cleaning cantrip, it mainly just tasted like skin. My tongue lengthened and I dipped in further to apply a nice and slick coat of lubricated saliva laced with a mild aphrodisiac along her insides. It took effect immediately and I got a pair of simultaneous groans from both Bella and Mimi. Bella had never pulled out so when the effects of my aphrodisiac hit, her shaft hardened right back to full mast.

I used [Succubus Shapeshifting] to give myself a penis that looked similar to Bella's since I thought the shape might make her first penetration a bit easier. After [Minor Physical Shapeshifting (Succubus)] changed into [Succubus Shapeshifting] I gained a lot more control over how I could alter things and how they actually looked. I had been itching to do this since I got it but now I'm a little glad I waited till after I got more control.

I rested my thin tip at the entrance to Bella's butt and felt her shiver in reaction to the gentle touch. I gently wrapped one hand tight around her tail and lightly fingered the base of it. "Are you ready for me to take your ass Bella?"

"Oh gods yes, take me Lilith!"

It took almost everything in my power not to just slam right in when she called out to me. Fortunately the levelheaded part of me prevailed and I instead slowly eased the tapered tip into the deer girl. The slickness of my saliva greatly helped to smooth the passage and once I got past a certain point both of the girls under me moaned in unison like I was fucking them both at once.

I pushed in and hilted to the base. Bella's ass hugged my shaft tight from all sides and I shivered from the feeling. Once Bella had gotten a chance to get used to my size I began to steadily pull out. My saliva was still nice and slick and lasted way longer than normal saliva would. Right before fully pulling out I grabbed Mimi's hip with my free hand and steadily pushed back into Bella, subsequently pushing her deeper into Mimi in one motion.

A groan left my lips as I continued to take long steady strokes. I had wanted to enjoy and remember my first time taking Bella from behind but it being my first threesome with Mimi too would only cement this memory all that much better. I leaned forward over Bella and pulled her back against me. I let go of her tail and ran my hand up her side before cupping her breast as I began to speed up my thrusts.

Each time I thrust I let out a groan that was followed by two other moans in its wake. Each thrust had a cascading effect on the two girls beneath me as we all slowly got closer and closer with each thrust. I peeked over Bella's shoulder and saw Mimi's mouth open and panting with each thrust, giving away that she was in pleasure despite her otherwise blank expression.

As if in response Bella leaned forward and began making out with Mimi once again while I built up to a faster tempo. I leaned back and stood tall to gain more leverage, my hands moved to each of their hips as I began to speed up even further. I was going so fast now that our moans were almost in sync now, each thrust was building me up closer and closer to climax.

Bella was the first to get off. She was in the middle and her pace was completely out of her own control. She continued to be pleasured from both ends with every thrust through her climax, completely at our mercy. Her body froze up and her legs shook but it didn't slow the pleasure she was receiving. She held a long guttural moan, the deepest I had heard her voice go since her transformation.

Mimi was the next to get off, despite having been in and out of climax this entire time. Her body had been ebbing in and out of orgasm since we started but our rapid thrusts made this one especially intense. Her hips were twitching, her hard shaft was throbbing and her mouth was drooling. But she had a huge smile on her face.

I pushed Bella forward, hilting her shaft deep into Mimi and let her rest on top as my pace only increased further. No longer focusing on the others I just kept going even harder. Bella wrapped her arms tight around Mimi, now shivering as my thrusts shook her whole body. I was so close at this point. I leaned forward and bit the back of Bella's neck, eliciting a high pitched gasp from her as I finally came.

This orgasm was so intense that I was seeing stars. My whole body shivered, my legs were twitching and shaky, my hands dug into the Bella's hips as she moaned along with me. My cock throbbed and my cum filled Bella more deeply than ever before.

The three of us were panting and exhausted, the room felt hot and steamy. No thoughts were going through my head at this point, I just felt the post orgasmic glow and stood stock still until my legs were about to give out. With one last groan I collapsed and slumped forward, passing out right on top of Bella and half off the bed almost instantly. I didn't wake up again until the next morning.