Re-Population

Chapter 3 -- Continuing the takeover (Serena)

Serena knew her mission. As one of the first generation of the alien offspring, she knew there would be a lot of pressure on her to do her part to re-populate her race. She knew she wouldn't be able to come close to having the same impact in producing offspring as her male counterparts but her body was designed to bear multiple children with each pregnancy.

Serena had chosen a good geographic location, the French shores of the Mediterranean. The climate was mild most of the year and the beaches in the area usually attracted a good selection of male breeding stock. Also to her advantage was that some of the more affluent males frequented the area and were very generous for here sexual favors. It was thus that she never had to work to pay for food and shelter. Serena had moved to the area as soon as she turned 18, independent and in her prime years for bearing children.

In her search for the best males, she would usually stroll the beaches by day and the hot spots, frequented by the affluent, at night. It was just one of those nights that she dropped in on one of the top nightclubs in the area.

Serena's deep blue eyes and long blond hair reminded you of a stereo-typical Swedish beauty. When she went to go out, she put on one of her most seductive outfits. It was a silky dress that caressed her full, firm 36 D breasts. She didn't bother to wear a bra and the deep V-neck in the front of her dress gave a generous view of those luscious orbs. The silky material brushing across her nipples kept them sensitive and hard. The rest of her satin dress flowed gently down her thighs, halfway to her knees. The shear thong she wore showed no trace of a panty line. Her 2 inch heels further accentuated her hips and bust. There was no way that she wouldn't catch the attention of every male within sight.

She hadn't been in the nightclub more than 3 minutes before a well dressed man in his 20's came over to introduce himself to her. His name was Antonio and he was the son of a multi-billion dollar merchant marine shipping magnet. His body was well sculpted, strong and muscular. She could tell by his clothes and rings he had money to burn, but that's not the primary reason she was there.

Growing up, she had learned that part of the human male ego was to feel like he had greatly impressed his female quarry so that she would eventually let him mate with her so she played along with it. As they talked, she flirted with him, letting him think it was him that was putting the moves on her. When they danced, she made no objection to his wandering hands that occasionally made their way down her back and felt her ass. This was what she wanted; she wanted him to feel that she would let him fuck her that night. She was careful not to let him think she was too easy.

After waiting what she thought was the appropriate amount of time, she suggested they leave the nightclub to take a walk in cool breezes. This suited him just fine, as he had been thinking of a way to get her out of the nightclub and steer her to his hotel nearby.

As they walked, she let him put his arm around her waist to pull her closer to him. As they passed some of the shops, Antonio would remark about each shop's specialties. This was his territory, so to speak and he was out to impress her. At a shop a block away from his hotel they stopped to admire the contents through the window. It was a shop that specialized in tasteful romantic aids. There were little cherubs in the window with scented oils on display. In the center of the window display was a flowered arch, with mannequins in a passionate embrace under the arch.

Antonio figured this was a perfect time to show a little passion of his own. Turning Serena toward him, he took her into his arms and gave her a long, deep kiss. Her tongue met his for what seemed like an eternity. When they broke the kiss, Antonio suggested they continue things in his hotel room just down the block.

Serena knew she had hooked him. It was just a matter of time before she got what she wanted. Within minutes they found themselves in his hotel room in a passionate embrace, exchanging steamy kisses. Serena was plainly aware of his hands finding the zipper at the back of her dress and she let him pull it down. His hand soon pulled it off her shoulders and it slid effortlessly down her soft skin, caressing her nipples as it slid over her breasts on the way to the floor.

Antonio had never seen such a beautiful woman. His kisses soon moved from her mouth, to her neck, to the nubs on her breasts. Even though this was part of her mission, to seduce the human male, she knew it didn't hurt to take pleasure from it at the same time.

Antonio's kisses were soft, as he gently licked, sucked, and pulled at her sensitive nipples in his quest to arouse her. All the while he was applying oral pleasure to her breasts, his hands were gliding over her firm ass. She put up no resistance when he started to pull her thong down to the point where it finally just slid down her legs to her ankles.

Not wanting to him to feel left out, she deftly freed the buttons of his shirt and pulled it off his chest. Quickly, she unbuckled his belt and unzipped his pants, letting them fall in a puddle at his ankles. All this foreplay had made his cock strain in his boxers. Antonio broke off his efforts on her breasts long enough to pull them down and step out of them and his pants.

There were now no clothes on either of them to impede their lust. Pushing her to the bed, he gently pushed her down on it so that she was face up. He couldn't help but take a step back to admire this golden haired beauty with the light blonde hair that covered her pussy. With her legs spread wide, it was like an open invitation and he wasn't one to pass up invitations.

Bending down, he started to give hot kisses to her inner thighs, finally reaching his intended target, her pussy. This was one of the things he had been waiting for all night, the chance to taste what was between Serena's legs. Like a man possessed, he set to work, lapping at her slit and sometimes taking little nibbles of her clit.

For Serena, this part of her mission was the most rewarding. The harder part would follow later. She let Antonio lap at her pussy until her juices had started to flow. He wasn't necessarily the greatest lover but his technique was not that bad. Her first few lovers were pretty inexperienced and it was all she could do to act like there was true excitement in their love making. Antonio was actually beginning to make her moan from the attention he was giving her.

Even though there was an urgency in her mission for re-population, Serena felt like she had earned some time to enjoy the times when she found a man who could really make her feel good. With that in mind, she intertwined her fingers in hi hair and urged him on for more of the good feeling she was providing her pussy. Serena was getting lost in the feelings and, before she realized it, she was panting hard between words of encouragement of "Oh yes", "Right there", "Keep going". Then it hit her. She had need to cum from something other than her own fingers for a long time and since this felt so god, she let herself go. It wasn't an earth shattering climax but it was good anyhow.

Giving him a mischievous smile, she grabbed his hair and pulled his mouth off her pussy. In one fluid motion, she nearly threw him on to the bed on his back. This would give her easy access to his cock and eventually for him to have easy access to her breasts when she rode him.

Since it had been a while since she'd had a decent size cock to work with, she was going to take her time with Antonio's 8" cock. It was already partially erect and her expert fingers slowly stroked it into full hardness. The large purple head looked more like an inflated balloon than a cock head. The large veins on the shaft was more like the rough bark of a tree. She couldn't help smiling at the thought of how good it would feel once inside of her.

She could see the anticipation look on Antonio's face that he couldn't wait for what was next. As she bent her head down to within inches of his cock head, Antonio been watching. When he felt her hot breath on the tip, he closed his eyes and laid his head back on the pillow. He almost jumped off the bed when Serena's tongue took a quick lick of his cock head. She quickly followed by bringing the head to her lips, parting them as his cock head slowly slipped past them.

He was in heaven. He'd never had sex with such a talented woman. He was soon starting to squirm all over the bed as Serena slowly sank her lips down the full length of his shaft then retreated until his cock head was almost all the way out of her mouth. The first few guys she had tried this on were young and inexperienced and shot their load in her mouth within the first few minutes. Serena could tell Antonio was different and she could take her time bringing him to full readiness. Besides, the more she stimulated him, the more volume that was getting stored up to eventually fill her pussy.

As soon as Antonio was really hard, Serena climbed up on top of the bed, spread her legs, and sat down on Antonio's thighs. She was far back enough that she could reach a hand under his balls and give his cock a good stroking. This also gave Antonio the ability to put his hands on her breasts and roll her hard tits in his fingers

Serena firmly took his clock in her hands and started stroking it. At the same time, she slowly fondled his balls, gently teasing them. Antonio couldn't believe how good this felt. His sexual experiences were limited to the "get the girl wet as soon as possible, then fuck her as fast as possible". Here was a young woman who took control and was determined to do her best to make it last as long as possible. Her expert fingers were causing him to experience the most incredible sexual feelings he had ever had.

Every time he would get close to cumming, Serena would stop stroking his cock and grip it tightly to stop him from cumming. It was madding for Antonio, he would get so close and Serena would put the brakes on. It was all part of Serena's plan to get the most out of his cock. The longer she kept him on the edge, the more sperm would build up. She did have an ulterior motive though. She hadn't had really good sex for so long, she was determined to make the most of it. Antonio had sucked on her clit expertly enough to cause her to truly have some mini-orgasms and here he was, playing with her breasts and tits that caused her to have electric jolts of sexual energy every time he rolled her nipples between his fingers.

Serena couldn't take it any longer. She scooted up to where Antonio's cock was lined up with her sopping pussy, and dropped down on it fully. Serena's pussy was tight and had it not been for being well lubricated, there is no way Antonio's cock would have made it into her fully the first time. Antonio's cock drove into her so deeply that his cock head hit her cervix and kept going until it was fully implanted into her womb.

Serena squeezed her cunt muscles around his cock and lifted up slowly, pulling on his cock as she raised herself up. Her cunt muscles were so strong she could have gripped his cock tight enough to lift his body off entirely off the bed if she wanted to. With Antonio, she gripped his cock just hard enough to give him exquisite pleasure. As soon as the head of his cock was almost out of her, she dropped own fully onto his cock again.

Within a few minutes, Serena had fallen into a rhythm of pulling up and dropping down on Antonio's stiff cock. Antonio wasn't the only one benefiting from this exquisite pleasure. Serena had started to get lost in feeling of having Antonio tug on her nipples, as his shaft repeatedly stimulated the walls of her pussy. She threw her head back, closed her eyes, and was completely caught up in the moment. She forgot for the moment this was all part of her 'mission', she didn't care if Antonio was rich or poor. All that mattered was that this was the best sex she'd had in a long time and all that mattered right now was that it was a simple case of animal lust, a bitch in heat.

She was panting, snorting, growling, lifting and dropping on Antonio's incredible hard shaft. Needless to say, it was all Antonio could do to hold on. He was doing his best to hold off from cumming, for Serena's sake, to prolong things but there came a time when he just couldn't hold out any longer.

Serena sensed the change in him. She was on the brink herself. The cum was boiling in Antonio's balls and suddenly it cut loose like a fire hose. When Serena sensed him about to cum, she sat down on him hard, forcing his cock deep into her womb. She was rewarded herself with blast after blast of steamy hot cum, triggering her own explosive orgasm. When it hit her, it hit her hard. She let out a primal scream and the wall of her pussy clamped down hard on Antonio's cock.

What followed was something Antonio had never experienced before. Serena's cunt muscles were actually rippling up his cock in waves. Her cunt was actually trying to squeeze every last bit of cum from his cock and his body. At this point, his orgasm was so powerful and his cock so sensitive that every ripple of Serena's cunt muscles was almost too much for him. It sent him in to violent thrashing on the bed. Had Serena's cunt not been locked onto his cock so hard, he would have thrown her off of him. In the end, Serena finally collapsed on top of him. When her cunt finally started to let go of him, both of their bodies were so slippery from sweat, she almost slid off of him.

It was quite a while before both recovered enough to roll over on their sides, and finally separate. Serena was basking in the afterglow and was reluctant to get up. So it was that she found herself the next morning, on her side, with Antonio spooning her with his stiff cock prodding her ass, trying to get another crack at her pussy. It had been such a good feeling the night before that she turned over to face him. It wasn't long before Antonio's cock was pounding her pussy again, filling her fertile womb with more baby making cum.

It was almost noon before she finally arose from Antonio's bed. Antonio fixed her a breakfast/lunch combination because both of them were famished. Serena stuck around for another a couple more days of encore even though the first shot of Antonio's cum would have been enough to made her pregnant but in this case, seconds and thirds was too much to pass up. Besides, by giving him a little extra, she knew it would be easier to talk him out of more of his money to help finance the nursery. Also the extra sperm in her womb would be absorbed y the lining of her uterus and would nourish her fertilized eggs.

After a week of getting everything she needed from Antonio, she took his phone number in case she thought he might be useful again. Inside Serena's womb, Antonio's sperm had found her eggs, all four of them. She wouldn't know for sure for a couple of weeks that she was pregnant so within a couple of hours, Serena was again patrolling the beaches, looking for another mark just to make sure. Even once she knew, she still bedded some of the rich playboys for the money she would need to help raise the growing babies inside her.

Once she started to show, she moved to a more remote area where she could raise her children but also be close enough to where the action was so that she could earn some money with her sexual talents. The children would be taught what they needed to do once they were adults. She would also teach them superb sexual techniques that would help them in their 'mission'.

At the same time, there were hundreds of others of her kind that were fulfilling the same 'mission' -- re-population.

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The next installment -- Re-population Ch 4 -- The downfall (Quinn)