Alien Shapeshifter

She ran down the corridor as fast as she could. She was headed towards the armory as it followed her closely. Misty looked back as the tentacles were a few feet away. She turned to look forward and ran into a pole. She fell to the floor and rolled a few times as she felt the tentacles grab her ankles. Misty screamed for help as she struggled to free herself. The tentacles pulled and twisted her legs until she was on her back, she was still holding onto the pipe.

Misty couldn't get the strong tentacles loose as they yanked on her legs. She screamed for her crew to help, but no one heard her. More tentacles appeared out of the darkness as she had the look of fear on her face. The famous Space Ranger was in trouble and no one was there to save her.

The tentacles lifted her up and slammed her to the floor over and over. Misty was getting injured but held on to the pipe tightly. A tentacle slid under her top and crept between her tits. Misty looked down as it came up out of her cleavage. It slapped her on the face as she held her lips tightly closed. As it distracted the red haired space ranger, a different tentacle was making its move, between her open legs as her tight pants clung to every inch of her legs and ass.

She felt the slimy tentacle on her lips as it tried to get into her mouth. The one between her legs took aim and was about to help the fellow tentacle's mission. It shot forward fast and hit her right in the slit. Misty gasped as it startled her and it gave the tentacle time to enter her mouth. Her eyes were wide as the tentacle slid in and out of her mouth fucking it.

Her top was torn off exposing her perky C cups as the tentacle lay perfectly between them. Tendrils sprouted from the tentacles back and they wrapped around her hard nipples. They pulled and tightened around the pink nips as they began their teasing of her sensitive tits. Misty tried not to let it get to her as the tendril pulled and pinched her nipples. She closed her eyes and tried to fight the feelings they were giving her.

Misty felt tentacles hook the waist line of her pants. They started pulling and yanking on the cloth as her belt held the pants on her waist. She was lifted and slammed to the floor again, but this time was harder. Misty continued to hold onto the pipe as her pants seams ripped and her belt snapped. She felt her pants get pulled off leaving her in nothing but a silver thong with her monogram on it.

She felt a tentacle rubbing up and down on her thong as they used her own body against her. She was still getting face fucked and her tits getting teased. Now, her pussy was getting teased and it was hard for her to try to stop the feelings it was sending her brain.

Her thong was wet and dripping with the slime from the tentacle. Misty couldn't fight the feelings as her body overrode her now fragile mind. The tentacle shoved her thong to the side and penetrated her tight hole. Her eyes rolled back as the thick tentacle began sliding in and out of her slit.

Her legs were lifted up and pushed backwards as the tentacles made it easy to access both holes. Another tentacle shoved up her ass and began fucking it deep. Misty was taking the 3 tentacles in her holes as the tentacles pounded her faster and deeper than ever before. She felt a second tentacle ram into her ass and stretch it more than ever. The sexy red head was getting violated but loving every bit of it as her cum spurt out with each thrust into her pussy. She had never experienced such sex.

The tentacle alien walked out and revealed itself to her. Her eyes were wide as she starred at her co-captain. Her body had tentacles coming from it and they were fucking Misty. The blonde co-captain smiled at her as she picked up the pace and depth as her tentacles pounded her superior. Misty closed her eyes as she got off again and more of her cum puddled around her ass as it spurt out of her slit.

Misty's mind raced between satisfaction from the fucking and how she let a shape shifting alien be her co-captain. She thought about it as another orgasm struck and the tentacles pounded even faster yet. She was growing weak as she got fucked. The blonde walked closer to her and knelt as she slid her hand down her pants and fingered herself as she watched Misty cum again.

Finally the tentacles slammed deep and stopped as they each got off inside the sexy captain. Misty's eyes closed as she felt the warm liquid inside her holes and in her mouth as she tried to swallow as much as she could.

The tentacles retreated from her body as she coughed and gagged. Her legs fell to the floor with a thud as Misty laid there barely awake, but smiling as her co-captain let the tentacles disappear back into her body. She stood over Misty as she dropped her shorts showing her bare pussy.

"Now, you'll satisfy me, Misty." She said lowering herself onto Misty's face.

"Chrissy... I'm not..." Misty said and felt the warm pussy on her face as she began licking and sucking.

Chrissy closed her eyes as her pussy got tongued and kissed. She spun around and held Misty's tits as she smiled at Misty's cum covered crotch. She lowered herself and licked the sweet tasting cum off Misty. Then she began sucking and licking Misty's slit.

Misty didn't take long to get off again as Chrissy sucked and tongued her sensitive pussy lips. Chrissy smiled as she raised up and rocked back and forth on Misty's face. She got off as her cum flowed onto Misty's face. Chrissy stood up and pulled her shorts. She smiled at Misty as Misty nodded off. She picked Misty up and carried her away. She was tied up and left in a cargo crate with her thong shoved in her mouth. Chrissy looked down at her and changed, she was now the captain. She smiled and locked the lid. The new captain ran her hands over her tits and ass, then walked away.