Leveling through Lust

I had been considering whether Marianne had actually forgotten my presence as I closed in the distance. I received the answer when I spanked her ass, only for her to flinch in surprise. Apparently, Titania’s pussy was enchanting enough to make her forget my presence.

That earned a small punishment for her.

“Don’t stop,” I said even as I climbed on the bed, and pushed my fingers through her gloriously golden hair, keeping her pinned up to her task. Since it wasn’t exactly a chore for Marianne, she continued her task with the same enthusiasm after a small break.

Titania looked at me, her expression reminding me of a cute bunny caught in a trap. I couldn’t help but chuckle at her shocked expression. “Is there anything you want to say?” I said.

“No, nothing,” she answered rapidly before avoiding my gaze even as she crossed her arms over her chest, trying to make the situation less revealing. Well, technically she succeeded, but in the same vein, chipping a couple of cubes from a huge iceberg would make it smaller.

Still, Titania was lucky that I needed to deal with Marianne first. Not only her oiled ass was still pointing upward, waiting for my attention, but also I needed to help her level up more. “So lovely,” I murmured in appreciation as I used my empty hand to caress her ass while the other stayed firmly between her blonde locks, enjoying the sensation as her soft flesh swallowed my touch. “So big and soft, yet so shapely. You’re a treasure, honey,” I murmured in appreciation.

She had an amazing ass, almost rivaling her beautiful tits.

Marianne murmured an answer, though considering I was pushing her head against Titania’s crotch, only an indecipherable murmur reached my ears. Still, the sight of her nether lips getting wetter gave me all the answers I needed. Apparently, receiving open compliments was able to trigger a deeper level of arousal even with everything that was going on. I noted that as a happy discovery before starting to act aggressively.

Still, I savored the softness of her ass for a while before moved to the next step. When I aligned my shaft against her wet entrance, she gasped softly, but that was nothing compared to one that she let out when I suddenly shifted my target and pressed against her puckered hole.

“Yes,” she moaned in appreciation, this time barely audible even with the sexy barrier that silenced her, showing the effects of our extended anal relationship. Her ass quivered in anticipation, showing just how much she had missed my thick girth in her ass.

I just chuckled, not bothering to comment. After all the times we had been together, her anal fascination was barely a surprise. I prepared myself to cast a spell to clean her entrance, but to my pleasant surprise, Marianne was faster, flaring her magic to cast a healing spell, both lubricating and cleaning at the same time.

She was getting very proficient in conjuring sex-related organic material, I noted with amusement.

“Excellent initiative,” I said as I leaned in, slipping the head of my shaft into her puckered hole, earning a sharp gasp in response. I didn’t push forward immediately, letting her getting used to my presence, but I didn’t exactly waste my time. I used the opportunity to transfer some mana into her, using some to bequeath her some experience, and the rest to reinforce her soul space, therefore increasing her level cap.

[-1639 Mana]

Despite her loud moan, she continued to lick Titania’s sopping entrance. Titania bit her lips, her eyes closed, her arms crossed over her chest, desperate to keep her moans inside, like doing so would have convinced me that she was just an accidental party to our threesome and not enjoying it even more than I was. Not surprising, considering I was still pushing Marianne’s face against her entrance to make her provide an amazing oral service.

Since one of my hands was empty, I decided to reward Marianne with that. I first caressed her ass gently, surprising her with the sudden intimacy, then shifting into a sharp spank that exploded on her ass, making it jiggle attractively. The muffled cry she let out was a thing of beauty.

Then, her kiss quickened further as one of my hands slid down over her ass and arrived at the treasure between her legs, caressing softly. I could have teased her, but considering the impressive effort she was displaying despite the intimidating presence of Titania—well, at least in the beginning, as the shortish brunette under Marianne, moaning helplessly under the assault of her tongue wasn’t exactly the most authoritative presence possible.

I pushed my fingers deep into her entrance aggressively, drenching them with her wetness even as I slowly pushed my hips forward, forcing her tight hole to widen slowly. As a side effect, her assault on Titania’s crotch intensified even further, making her let out a delicious string of moans.

Even as my fingers quickened, I didn’t neglect to push my hips forward steadily, making her ass swallow an ever-increasing portion of my shaft, with rather great results. And Marianne channeled that passion to her tongue, until Titania suddenly let out a loud moan, once again trembling in a familiar manner, signaling yet another orgasm.

“She’s still getting used to it,” I said as I loosened my grip on Marianne’s head, finally allowing her to stop licking Titania’s wetness. Still, Marianne only pulled after another minute, clearly enjoying the way Titania was gushing.

“It’s obvious,” Marianne said after she pulled back, smirking at the trembling figure of Titania, no doubt replacing the supposed impenetrable pillar in her mind with a horny yet hesitant cutie with an extra-sensitive body. “I guess-” she tried to continue, but I interrupted her with a sudden push, making her moan. Partially because I didn’t want her to say something to anger Titania, but mostly because I wanted her to focus on solely me.

The warm-up was over, and the real thing about to begin.

I could have pulled her to the couch to let Titania recover while I dealt with Marianne. It would have been a nice thing to do. Instead, I pushed her on top of Titania, their tits pressing against each other, creating an uneven yet spectacular view. Marianne sent me a smug look, proud of her curves, but that didn’t last long, immediately replaced by a pained gasp as I pushed deeper inside.

“Damn, girl. You’re tight,” I gasped as I watched her plump ass hide my considerable length with nothing more than an occasional gasp, proving her amazing ability. Things got even better as she threw her head back and let out a delicious cry before she pushed her hips, quickening her delicious magic trick.

I couldn’t help but watch transfixed as she slowly devoured my length, an involuntary gasp escaping the confines of my mouth as I watched the wondrous sight. Her back arched as she managed to swallow my whole length, putting all pressure on Titania. Luckily, Titania might be on the shorter side, but her supernatural strength meant the weight on top of her was nothing more than a horny blanket.

I pushed forth aggressively, enjoying Marianne’s uncontrollable shivers while Titania slowly realized what was going on on top of her, her eyes widening in shock as I broke yet another milestone for her with Marianne’s assistance.

She was jaw-droppingly marvelous, a state that was only enhanced as her hips started gyrating as I moved back and forth, like she was delivering a dance show. It was a good show, but it could get better.

I caught Titania’s eyes, which were busy radiating a shocked expression. “She’s a bit loud. Why don’t you silence her?” I asked, only to receive a stupefied look. I sighed. Normally, Titania was one of the smartest people I had ever met, but after three orgasms back to back, especially without her emotional dampener, it was getting difficult for her to process innuendo quickly.

Or maybe, she was just feeling hesitant to take initiative.

Regardless of the reason, I had no problems explaining myself further. “With your lips, sweetheart,” I said. A brand new blush covered her body as she processed my order, but the final result was never in doubt. She just leaned forward and captured Marianne’s lips, initiating a hesitant kiss.

That sight only made me pump more aggressively, enjoying Marianne’s tightness. Meanwhile, each slam made her body shake, making her tits dangle beautifully. I used the opportunity to flood her body with more mana, even as I grabbed her hips tightly, stabilizing her before I intensified my assault even further.

[-2391 Mana]

She just moaned repeatedly —which were successfully muffled thanks to Titania’s shy kiss— uncaring of the liberties my hands were taking. Though, admittedly, compared to everything else, what my hands were up to didn’t really register on the scale of naughtiness. Even when my fingers slipped into her wetness, pumping furiously once more, her moans only intensified marginally.

Still, the sight of her sharing a kiss with Titania while their tits pressed together was an amazing sight…

Just like that, several minutes passed as we fell into a beautiful monotony, with me pumping her with a hypnotic rhythm while their tongues battled with a slowly increasing intensity. Marianne’s back arched occasionally as the pleasure flooded her body, while I continued to stay behind her, happy with my entrenched position.

Titania’s face carried the occasional hints of confusion, like she was trying to understand how things had devolved into a pit of depravity, but never longer than a fleeting moment. A caress of Marianne’s tongue or a slip of my fingers were always more than enough to pull her out of such pointless pondering, and after each distraction, the distraction between her ponderings extended further.

What we shared was pure, unadulterated fucking…

“For all that’s holy, fuck me harder!” Marianne cried the moment Titania left them unattended, her earlier controlling attitude long shattered under the pleasure brought by my aggressive impaling.

“As you wish, sweetie,” I said as I spanked her ass, and increased my speed even further, reacting to a pace that would have triggered a heart attack in a lesser man. She grunted as she suffered under my renewed assault —for a very special value of suffering— before I pulled out and ordered. “On your back, bitch, I want to see your slutty face as I cum.”

The sudden change in the nicknames didn’t stop her even for a second as she rolled, laying next to Titania, who was too shocked to adapt to the sudden change, her lips slapping each other like she was still searching for the delicious presence of Marianne’s lips.

Marianne parted her legs, creating an amazing sight as she did so. I slipped into her gaping hole while I pulled her hips toward me, the new angle allowing me to stretch her asshole even further. Her back arched, her amazing tits pointing toward the ceiling, vigorous enough to resist the call of gravity even from her current position. Instead, they swayed like ocean waves with every slam.

I couldn’t help but grunt in appreciation as I felt her legs wrapping around my waist, wordlessly asking me to fill her. I was a hero, meaning I could never reject the kind request of a damsel. With a loud grunt, I exploded, filling her bowels with both my seed and my mana.

[-4825 Mana]

[Mana regeneration perk activated. Count 4. Duration, 8 hours]

I only pulled out after making sure I had dumped every last drop into her. Meanwhile, I could feel my mana reserves refreshing even faster with the assistance of my refreshed perk, the courtesy of my curvy blonde beauty.

With that additional bonus, I decided to skip rest. Instead, I pulled out, cast a convenient spell to clean my shaft and get rid of my sweat at the same time before sliding half a step on the side, essentially recreating the earlier position with two major differences. First, the beauty under me was thin and brunette instead of blonde and curvy. Second, I was pressing against her wet core rather than her backdoor.

“I hope you’re ready for the second round,” I said with a charming smile before sliding into her, enjoying the way her earth-shattering moan slammed to my ear, just like I slammed into her…

Seconds turned into minutes, which gathered a crowd big enough to create hours as I helped Marianne to level up and Titania to recover…

[Level: 30 Experience: 447193 / 465000

Strength: 41 Charisma: 53

Precision: 35 Perception: 37

Agility: 35 Manipulation: 40

Speed: 34 Intelligence: 44

Endurance: 34 Wisdom: 46

HP: 5370 / 5370 Mana: 1394 / 6600 ]

SKILLS

Master Melee [100/100]

Master Tantric [100/100]

Master Biomancy [100/100]

Master Elemental [100/100]

Master Arcana [100/100]

Master Subterfuge [97/100]

Expert Speech [70/75]

Advanced Craft [50/50]

PERKS

Mana Regeneration

Skill Share

Empowerment (1/1)

Teleportation

COMPANIONS

[Cornelia - Level 21/25]

[Helga - Level 17/21]