Annie And Her Tentacles Ch 03

Contains tentacles, futanari, foot & sock fetish, body distortion, cum inflation, impregnation/breeding. This chapter introduces a new character, Cleo. Tell me what you think.

"You want to fuck me again?"

"Why not? I'm still horny, aren't you?"

"I am, but not as much after I've had three orgasms already."

"Please, one more time?"

Annie started to slowly move in and out of me. I didn't really have a choice, so I wrapped my legs around her waist. Just by doing that, Annie knew. She put on a big smile and started to thrust in and out of me at a quick pace. I was really tired, but maybe another fucking wouldn't hurt. All her tentacles were hard again and headed for my body parts they were going to fuck. They made high pitched noises as they travelled to them. I was covered in cum and my womb was inflated with it, but that didn't stop Annie at all.

I couldn't see Annie's cock bulge in and out of me anymore because of my inflated belly, so that disappointed me abit since that gave me some visual stimulation. I listened to each thrust of Annie's tentacles. The 'schlick' and the high pitched noises they made got me turned on so bad. But her cock was the best out of them all. It didn't make a high pitch noise, but the 'schlick' noise, except louder and abit deeper. I used my tongue skillfully to pleasure the tentacle fucking my mouth, I wanted to swallow another load so badly. Annie was fucking me hard and fast for a good 5 minutes, and that was when I had my fourth orgasm.

I screamed into the tentacle in my mouth as I tried to arch my back as I came, only to be pounded down by Annie's rough fucking. I looked at Annie's face after I came, she was moaning loudly and breathing heavily, totally focused on fucking me and trying to reach her own orgasm. I lay there, my hands jerking off two tentacles, my mouth being fucked by another, my breasts being squeezed and nipples sucked on by two tentacles and getting titty fucked by another. My thighs wrapped with tentacles that were fucking my knees and one lone tentacle fucking my feet. As well as Annie's huge cock ramming in and out of me.

This was repeated for another good 5 minutes straight, when I had my fifth orgasm. I felt so weak after I came, the tentacles in my hands had started to thrust in my hands themselves since I was so tired. I continued to moan and squeal in pleasure though as it all felt so good.

"Ohh god, Lily, it feels toooo good!!"

Annie picked up the pace and fucked me even harder, really pounding away at me. I could see the slightest bulge with each thrust now in my inflated belly. I knew Annie was close, I wanted to be covered in a second layer of cum and have another load blasted in my womb so badly.

"Ungh, cum Annie. Cum in meee!!"

"I'm trying!! The pleasure is too much right now, your pussy feels amaziiiing!!"

Annie was fucking me so hard and fast, the bed was rocking violently, I was afraid it was going to break. Fortunately, it just kept on rocking as Annie pounded away at me. I felt my sixth orgasm coming now, and as I came, the tentacles in my hands released their loads and coated my hands in more cum. I was filled with joy as the high pitched sounds from the tentacles got quicker and louder as they fucked me harder and faster. The tentacles at my breasts exploded, and double layered my breasts, neck and chin in cum. Then, the tentacle in my mouth sprayed it's first spurt in my mouth and I swallowed. I gulped down each spurt of cum like I hadn't had any food or drink for days, the taste was so sweet.

After awhile, with Annie still ramming away at me, I felt a familiar feeling travel around my thighs and a wonderful warmth hit my knees. The tentacles at my legs unwrapped themselves and let another load cover my legs. Shortly after, the lone tentacle at my feet exploded all over my toes and arches and

completely

smothered them in cum. You could not see any of the skin on my feet up to my ankles, as it looked like I was wearing socks or shoes made of cum. It felt wonderful when I wiggled my toes.

"Aah, yess! Here we goo, Lileee!!"

"You're cummiiing?! In me, agaaain!!"

Annie thrusted

very

hard into me as we both let out a long, loud moan as she came inside me again. I had to put my palms on the headboard so I wouldn't hit it when Annie thrusted for the last time into me. I could feel the spurts of cum going into me, but not as well since my womb was already inflated with cum, but still feel every spurt travel from her shaft to the tip.

"Oh god, it feels so good to cum, especially when it's going into your unprotected womb."

"I know.. I love it too."

"More sperm for you, Lily."

I looked down at my inflated belly, it was expanding even

more

now. It was strange how I didn't feel any pain at all, just the feeling of my womb inflating with more cum and pleasure because I was highly turned on by the idea of cum inflation. Annie pulled out of me and then lay next to me. Not a drop of cum came out of my pussy. I was exhausted so I got to sleep in a heartbeat.

Just an hour later though, I was awaken by a jolt in my womb. I felt all sticky from being covered in cum and was still tired. But I had to give birth so I spread my legs and got ready. Annie came into the room, she looked all sweaty and was in a tank top, short shorts and was wearing sneakers and black ankle socks.

"Just in time, I was at the gym for the past hour. You ready to give birth to our baby?"

I nodded. A few more jolts came from my womb and then I pushed. The egg came out smoothly and Annie quickly flashed it away. I got up slowly and headed for the shower.

"Lily! I'm gonna go out and get some groceries alright? I'll be back soon."

"Okay, I'll have a shower then wait for you."

Annie smiled at me and gave me a hug and a kiss. I could feel her sweaty body when she hugged me, but I didn't mind at all. I was about to head into the shower when Annie stopped me.

"Wait, here."

Annie sat on the bed and chucked her sneakers off, then peeled off her socks, her socks going inside out as she pulled them off, and put them in my hand. They were damp, really damp almost wet with her sweat. I grinned wickedly as I had a full blown foot and sock fetish like her as well and took a quick whiff. The smell was very strong, and had the slightest bit of cherry in them. Annie walked off smiling. I put her socks on the bed and had a quick shower. After drying myself, I didn't put on any clothes. They just didn't seem necessary anymore. Atleast in the house.

I picked up Annie's socks again, and inhaled deeply this time. The smell was so strong, I couldn't get enough, it was too good. I was starting to get horny. 10 minutes past with me sniffing Annie's sweaty socks and fingering myself. I couldn't wait any longer for her. I picked up my laptop and searched up tentacle porn. I watched the girl get fucked by her friend. I knew that was going to be me in a few moments. I fingered myself as the girl moaned and squealed as the tentacles fucked her, distorting her belly. I had one of Annie's socks in my mouth now and was suckling on it while I sniffed the other.

The girl's womb started to inflate when her friend came in her, and I came as well watching the tentacle porn. As I lay on the bed resting, the girl in the porn and her friend was too. I was still sniffing and suckling on Annie's socks though. That's when Annie walked in with a bag full of groceries.

"Oh. I see you're having fun with my socks."

I smiled at her as she walked over to look at the laptop. She put on a devilish smile.

"Couldn't wait for me, huh? Want to breed again already so badly?"

"Please, Annie, I can't take it."

"First a little foreplay!"

Annie put the grocery bag in the kitchen then came back and sat on the bed with me. I put the laptop on the floor and then Annie held her foot up to my face. I smiled and held her left foot firmly. My thumbs were rubbing the softness of her high arch, it felt so good. I then took her toes into my mouth and began to suck on them. The taste was delicious, abit of her sweat and the sweet foot lotion. She did the same to my feet as well. We worshiped eachother's feet for awhile. Then Annie noticed my pink lace socks on the floor and picked them up and immediately sniffed them.

"Mmm, oh god these smell good."

I just smiled as I continued to worship her feet. Annie then put my socks over two of her tentacles.

"Jack them off please."

Annie said with a huge grin on her face. I started to stroke her socked tentacles and worship her feet at the same time.

"Oh yes.. That feels so good, the material is so soft. You are so putting these on after I cum in them."

Again, I smiled at her. Then, her other tentacles started waving their way out off her back. I looked down at her pussy. Slowly, her cock started to cover her pussy and stand tall and stiff. It looked as if Annie was releasing her tentacles subconsciously as she just kept on worshiping my feet. I couldn't keep my eyes off her huge cock. I wanted to know how big it was so I went for the measuring tape. I reached over the bed to grab it.

"Hey! Where are you going?! Keep stroking my tentacles!!"

One of Annie's tentacles darted at my ankles, coiled around them and pulled me back on the bed. It took me by surprise at how strong her tentacles are. She had a slightly angry expression on her face which scared me a little.

"Just...Just hold on, I want to measure how long your cock is.. that's all."

She hesitantly let me go and I measured her cock. It was about 15 inches in length and was about 3 inches wide. I thought to myself how this thing could even fit in me. Even so, it still gave me immense pleasure when I was pounded by it. I chucked the measuring tape aside and we continued to worship eachother's feet.

* Cleo POV.

I flung my room door open and slumped on my bed. I felt so tired after my morning run. I started to think about Lily. I know that she has a girlfriend now, but I remember making out with her that one time. I might give her a visit, I haven't seen her lately. I sat up on my bed and then chucked off my shoes. I wiggled my toes in my purple slouch socks. They were very sweaty, and I could smell them already. I grinned, maybe Lily might want to enjoy these socks, so I slipped on some keds, combed my auburn hair, gussied up abit and headed for her house.

I decided to walk. It was about 10 minutes when I arrived at her house. I knocked on the door and waited for about 30 seconds. There was no answer. I knocked again, but louder. Still no answer. I opened the door slowly and peeked in. I stepped in and gently closed the door behind me. To my left was the lounge and to my right was the kitchen. I sniffed the air, it was kind of musty. I walked over to the lounge and looked around. The couch had something on it, I looked closer. It looked like lube, all over it. I smiled wickedly, knowing that Annie and Lily were having some fun on this couch, not too long ago.

Then I noticed a pair of pink lace socks on the floor. My eyes widened and I ran over to pick them up. As I squeezed them to pick them up off the floor, a glob of white liquid oozed out and fell onto my shirt.. cum? I thought that Lily was a lesbian? Maybe she's bi? I was confused, did she have a man in the house? I've had my experiences with men before though. I thought about it for abit.. then just gone and did it. I put one of Lily's socks in my mouth. I suckled on Lily's cum filled sock and tasted the cum. It was like no cum I'd tasted before, it was extremely sweet. I could barely taste the sweaty foot odor from the sock. I started to get very horny and stuffed the other sock in my mouth.

I couldn't help but moan, the taste was good. After awhile, I dropped the socks and went to see if anyone was up stairs. As I went to take the first step, I could hear moaning. Annie and Lily? Where was the cum from then? I could hear other strange noises, maybe it was a dildo or something. I slowly walked up the stairs and saw that their room door was ajar. I peeked in. I could

not

believe what I was seeing. Lily was being fucked my Annie, except with tentacles. I'd seen some of that stuff before, but thought that they were fake! I had to put my hand over my mouth to stop myself from screaming.

I couldn't take it all in, the tentacles were ravishing every part of Lily. Mouth, hands, breasts, legs and feet. I then noticed that Lily's belly was bulging from Annie's thrusts! It was all unreal, like I was in a dream. Then my attention was focused on Lily's feet. A tentacle was twirled around her foot, from the heel, through her arches then between her toes. It was fucking her feet ruthlessly. I bit my lip and started to get turned on. Why was I?! It felt wrong, but I continued to get wet, I wanted to do that.

I watched for awhile, fingering myself gently. I had my hand over my mouth and was biting my lip to stop myself from moaning. Still, I whimpered abit. Then, Annie slammed into Lily and cried out. I watched as Lily's belly started to inflate, it was unbelievable! Annie was resting on top of Lily now.

"I know you're there Cleo, come out."

To be continued...