Annie & Her Tentacles the Final

*

Cleo POV

I lay there, between Annie and Lily as they dozed off to sleep. I looked at Lily, she was in the same position as I was. We both had inflated wombs. It was a strange, but wonderful feeling to have your womb full of cum. I could just imagine it all sloshing around in there. Just the thought of it got me almost wet again. I continued to gazed upon Lily. Boy, was she flawless. I've had a crush on her for as long as I could remember. I leaned in closer to her, as much as I could. It was hard when both our bellies were bulging out.

It was then I felt something jolt against my belly. It was Lily's womb! Soon, she opened her eyes and moaned,

"Ugh, Cleo, could you wake Annie?"

"W-Why? What's happening? Your womb.. it.."

"I know Cleo. Remember what Annie told you about giving birth an hour later after she fucks us?"

"Oh.. right. I guess I'll be feeling it soon too then."

"Yes, now wake her up!"

I woke Annie up, and that was when I suddenly felt a jolt in

my

womb. At first I was starting to panic, but after seeing Lily give a quick and smooth birth, I calmed down again. Lily and I gave smooth births, and Annie quickly warped them away, and we soon dozed off to sleep. When I woke up, it was late morning. I slowly got up, I felt so sluggish and tired. Walking out of the room, I could hear Annie and Lily speaking.

"Cleo! You're up. Listen, Lily and I want to ask you something."

"What is it?"

"Well, I've been thinking about taking you both back to my home planet."

"What do you think Cleo, Annie's planet sounds like a great place."

Annie's planet? Leave Earth? Was it permanent? They were hitting me with so much, I would be leaving so many things behind.

"Look Cleo, you can say no if you don't want to go, but I've agreed to be Annie's mate for life, and must help her breed to repopulate her planet."

Hearing Lily say that definitely changed my unsure feelings. But it was still a big leap. What would I be doing there? Would I be fucked every single day so that Annie's species could re populate? Of course, it's the most amazing feeling ever, and it was so tempting. Eventually, I gave in.

"Okay.. I'll go."

Annie and Lily both smiled then hugged me together.

"So, you're agreeing to also be my mate for life?"

"Yes."

"Alright, good. You won't regret this decision."

Annie instructed Lily and I to hold hands with her. Soon, her eyes started to glow bright pink and our surroundings started to dissolve.

"Keep firm a grip on my hands girls, or else something I don't even know may happen to you."

All of a sudden, a whole different world started to materialize in front of my eyes. The ground was a very soft texture, it looked like cotton candy and felt amazing on my feet. The walls were made of some sort of glossy metal similar to chrome. It was like a high tech room, but with a pink cotton flooring. In the middle of the room, was a huge bed, big enough to fit probably 5 people.

"Well? How do you like my room?"

"Why do you need such a big bed?"

"Yeah, I agree with Lily."

"Well, I usually sleep with my tentacles out, and they're just spread out. It's much more comfortable that way."

"What's with the floor, Annie?"

"It's a great feeling isn't it? This is just what our planet's ground is like. It's a form of gas that's partially solidified. Oh and don't worry, the air isn't poisonous here, or else you two would've already been dead."

That wasn't a nice thought in my head, but I ignored it and jumped onto the bed. It was extremely comfy, and it smelt heavily like Annie.

"Isn't someone keen to start breeding already?"

"Wha-? No, I was just testing the bed."

"Oh well, now you can test..

this!

"

Annie then released her tentacles and pulled me towards her. She tore the few clothes I was wearing, a t-shirt and shorts, right off. Her cock was aimed straight at my pussy, and she soon plunged it in. I squealed loudly in pleasure as Annie forced her way all the way up to my womb.

"Gah! You're

so

cute! And so tight!"

Annie had me on my hands and knees. As soon as her cock was fully inside of me and my womb was visibly distorted, her tentacles quickly descended upon me. One slipped it's way into my mouth, which I happily started to suck. Four wrapped around my arms and legs and lifted me up.

"I'm only lifting you up like this because I know that you won't be able to hold yourself up in this position."

Two more tentacles wrapped around my breasts and twirled their way up towards my nipple to suckle upon. They were squeezing very hard as well. Then, another tentacle squished it's way between my breasts and started to fuck them. Finally, one lone tentacle wrapped itself around my feet, going through my arches then in between my toes and started to fuck them. My legs were around Annie, and then she started to fuck me roughly. Lily decided to leave us to it, and went exploring Annie's house.

I felt helpless, I couldn't move at all. The only thing I could do was hang there, while Annie fucked me silly. Her hands were on my hips, with a firm grasp as she thrusted into me. I managed to tilt my head down with the tentacle in my mouth still ruthlessly fucking it. I could now watch my breasts get fucked, squeezed and my nipples suckled on. Also just under them, I could see Annie's huge cock bulging out of my womb with each thrust. I couldn't believe how hard she was ramming in and out of me. It was like she held back, back on Earth. Still, it felt amazing, pure bliss. In no time, I came.

My body tensed up, as all the sensations around my whole body were too much. I felt weak and sensitive after cumming, but Annie had her hands on my waist now, pulling me into her thrusts. She pounded away at me mercilessly, moaning and screaming in pleasure as I was, at the same time. The tentacle in my mouth kept on releasing pre cum into my mouth, it was like a teaser before it's orgasm. The taste was faintly sweet, making me want more, making me want the tentacle to cum in my mouth. I sucked as hard as I could. I used my tongue, flicking it around it's head, and was using my whole tongue too. I wanted to taste it's cum so badly.

"Ohh, Cleeeoo!! I'm soo close to getting you pregnant again!"

With that, Annie picked up her already very quick pace, and pounded away at me even harder and faster. The pleasure was just too much, I couldn't help moaning, squealing, almost screaming in pleasure from it, and neither could Annie, although I was the most vocal. I was dying for another huge load of sperm laden semen to be released inside of my womb, my unprotected womb.

"Ahh yes Cleo! I'm going to cum inside you noooww!"

"Please Anniiiee!! Impregnate me!! Give me your sperm!!"

In saying that, the tentacle fucking my breasts came. It completely smothered my breasts in cum, then went limp. I knew the tentacles squeezing and suckling at my breasts were next. Surprisingly, the tentacle in my mouth came first, it showered my taste buds in it's sweet cum and I swallowed hungrily. Then, to my surprise yet again, the two tentacles at my breasts darted for my mouth. The one tentacle in there pulled out and went limp, while the other two forced their way in, and came! I was in heaven! Twice the amount of semen was filling up my mouth. It's thick, creamy and gooey sweet texture coated my tongue, as I tried to swallow it all as fast as I could. A trickle of cum leaked out the side of my mouth as I finally gulped down three tentacle's worth of cum loads.

I couldn't take it anymore, the feeling of Annie's huge cock constantly thrusting away at me was too much, and I came again. I screamed into the tentacles in my mouth as I came, and Annie moaned and cried out as she kept on slamming her pelvic area against my butt.

"Oohh god, here it is, here I cum!"

"Yeeess Annie!! Let me bear your children!! Impregnate me!"

After several more hard and fast thrusts into me, Annie gripped my waist tightly, rammed back into me

very

hard, and exploded into my womb. We both cried out as I felt spurt after spurt of Annie's sweet cum being released into my womb. The sensation of having my womb unprotected and Annie cumming into it, releasing her millions of sperm turned me on

so

much, it was incredible. Being able to feel every spurt travel through her shaft to the tip of her cock head felt amazing as well. Annie was still pulling me towards her by the waist as she continued to pour her cum into me. Soon after, my womb started to inflate and I got that wonderful feeling of being pregnant again.

*

Lily POV

It has been almost 4 months since we've arrived on Annie's home planet, and Cleo is a whole new, different person. I walked into the bedroom to go to bed, and Annie was tapping away at a transparent device of some sort, probably a game, with one of her tentacles released. Cleo was suckling on that tentacle, and fingering herself at the same time. She was addicted. To Annie fucking her, to drinking Annie's cum, ultimately getting pregnant. She loved it. Cleo was constantly engaging in something sexual, she couldn't help herself.

I slipped under the covers with the two, and soon see Annie grit her teeth and moan very softly and slightly. Cleo then started to moan and coo softly too,

"Mmmmn.."

She then turns to me, with her cheeks bloated, grabs my face and forces her lips upon mine. Her tongue entwines with mine, and Annie's cum flows into my mouth, and I swallow happily. After the short cum swap and kiss, Cleo looks at me.

"God, you're beautiful."

Cleo looked into my eyes for a few more seconds before she turned back to Annie.

"Annie.. can we do it again? Get me pregnant again, please?"

"We

just

did it a few hours ago though, are you sure you can take more?"

"I

need

this Annie, please!"

"Alright then."

That said, I watched Annie unleash her tentacles, pick up Cleo and drop her down on the bed, right in front of her. Cleo had a huge smile on her face, and her legs were spread as wide as possible. Her lust was uncontrollable. Annie had her cock, rock hard and stiff in the air now.

"If you want me to fuck you, use your feet to get me off."

Without another word, Cleo started to stroke Annie's cock with her arches. Instantly, a moan came from Annie's mouth. I watched the two, Cleo stroking Annie's huge cock with her lovely arches, slowly getting hotter and turned on. Annie then quickly turned to me.

"Lily, you too! Give me your feet! A cock this huge should have 2 pairs of feet to stroke it!"

I smiled at her, then crawled over next to Cleo, who scooted over abit. I started stroking Annie's cock with my feet, above Cleo's. Annie then started to moan quite loudly, and move her hips slightly. I could tell it felt

really

good for her. Cleo and I continued to stroke Annie, and she just kept on moaning and enjoying it. I watched her tentacles wave around in the air strangely, and drip pre cum all over the bed. After a long while of straight stroking her cock with our arches,

"Oh my god, I'm gonna cum girls, I'm cumming!"

Cleo turned her gaze to me.

"Can I take this one please?"

I nodded and moved over to let her finish. Annie instantly grabbed the tops of her feet and started to fuck them, then in no time at all she let her load go,

all over

Cleo without warning! Spurt after spurt of cum was released out from the tip of Annie's cock, and onto Cleo's luscious body. Annie's cum came out in long, thick streams, all over Cleo's breasts, stomach, pussy, legs and feet. There was just so much cum on her, I couldn't contain myself. Cleo's beauty was doubled, I swear.

I quickly crawled over and got on top of Cleo and started to lick Annie's cum off of her. I licked thoroughly with my whole tongue and swallowed quickly when the cum was in my mouth. Licking from Cleo's breasts, down to her beautiful feet. After I had licked Cleo's body clean, I positioned myself snugly on top of her and we started to make out. Cleo wrapped her legs around my waist as our tongues wrestled. All of a sudden I started to feel Annie's tentacles slide around my body, looking for something to fuck, and Annie's hands grip my butt.

Cleo and I kept on kissing, but much more passionately now, when our tied tongues were separated by a tentacle sliding between our mouths. Instantly, Cleo and I started to lick and suck at the tentacle from both sides. Pre cum was leaking from it's tip like crazy, and tasted so sweet, we couldn't get enough! Occasionally our tongues would touch as we gave the tentacle a double blowjob. Then I felt something press up against my pussy. I stopped blowing the tentacles for a second and turned around. Annie had a wicked grin on her face and was about to penetrate me with her huge cock.

I arched my back and lifted my butt up more, ready to take her in. With a firm grip on my butt, and one smooth, but

very

hard thrust, her entire length was deep inside me, all the way up to my womb. I moaned extremely loud, as I could feel every part of her cock inside of me. Annie then started to fuck me at a quick pace, really going at it. I was moaning like crazy, it just felt too good! I was rocking up and down on top of Cleo from Annie's rough fucking, and our breasts and nipples rubbed against eachother. The tentacle at our mouths then thrusted into Cleo's mouth, and started to fuck it. Another tentacle went straight into my mouth, which I happily started to suck, and use my tongue in every way to get it to it's orgasm.

A tentacle wrapped around my breasts in an 'infinity' symbol way, squeezing my breasts together, so that it could titty fuck me. Another did the same to Cleo too. Then, one more tentacle quickly hovered over Cleo's pretty face, floating there for awhile. Her eyes watched it, as her mouth suckled and slurped away at the tentacle in it. Suddenly, the tentacle darted into her mouth, spreading it open much more, forcing Cleo to suckle on two tentacles. Cleo didn't mind though, it almost looked like she was smiling! Annie then moved her velvet hands onto my waist, and pulled me in with each strong thrust of hers.

I came then and there, arching my back and crying out loud into the tentacle in my mouth, which was now ruthlessly fucking it. It was absolutely covered in my saliva. Despite cumming and being sensitive all over, Annie kept on ramming in and out of me; her grip on my waist was almost deadly. She just

couldn't

stop moving her hips. Beneath me, Cleo was happily sucking away at the two tentacles in her mouth, when

five

tentacles pierced her vagina, making her moan loudly. The five tentacles started to stretch her out, and fuck her simultaneously. First, for a few seconds at the opening of her womb, then finally penetrating into her womb.

It was quite a sight. My womb, and Cleo womb were being distorted like crazy from Annie's huge cock in me, and her five tentacles in Cleo. She was merciless while fucking us, she just wanted

her

orgasm, and nothing else. We were basically seen as sex objects when she fucked us. As Cleo's legs were wrapped around my waist, Annie let go of my waist and grabbed onto Cleo's ankles and started to worship her feet, while her hips kept on thrusting hard and fast into me. Annie licked her arches up and down; those beautiful high arches. She sucked on Cleo's toes passionately and licked and nibbled at her heels. I swear I felt her get bigger inside me.

All of a sudden, Annie cried out and Cleo and I felt a warm and gooey liquid at our breasts. I looked down, and Annie's tentacles at our breasts were cumming! Our breasts were covered in semen. The cum being released on my breasts were dripping down onto Cleo's. Then, the tentacle in my mouth slowed down, and I prepared to swallow. The first spurt hit me hard, but I swallowed quickly. The rest of the load came fast after, and spurt after spurt was unloaded into my mouth, and I swallowed the sweet cum. I watched Cleo as she tried to swallow two tentacle's worth of cum. Her eyes were closed and I watched the gulps go down her throat quickly. Even so, two tentacles cumming in her mouth was too much for her, and cum started dribbling down the sides of her mouth, which I quickly leant over to lick up. All while we were swallowing, Annie was still fucking me hard, and worshiping Cleo's feet.

Now I could

really

tell the main course was coming. Annie's cum. In my womb. I wanted it, wanted it so bad! I wanted to be impregnated with her child again. Annie started to fuck me harder, pounding away at me, and the tentacles fucking Cleo were really going at it too. We moaned and squealed in unison as Annie fucked us roughly. Soon, she was fucking us so hard and fast, we both came instantly.

"Ohh yess! Here I cum! Straight inside both of you!"

"Ahh! God! Yes, get Lily and I pregnant! Please!!"

"I'm going to impregnate you!!"

In saying that, Annie rammed one last, very hard thrust into us, then let her load go. I could feel her cum travel from the opening of my vagina, all the way through her shaft then spray out into my womb; being released like crazy. It came out like lava, in long thick streams, and full of sperm. My womb and Cleo's started to inflate quickly with Annie's cum, Cleo's more, as she had five tentacles all cumming at once into her unprotected womb. Annie gripped my waist firmly and pulled me as hard as she could towards her, trying to get deeper than she already was in me as she continued to release her sperm laden semen into Cleo and I.

After Annie had unloaded into both of us, we rested for awhile. Cleo and I were gasping for breath, as our breasts heaved up and down against eachother. Soon though, after barely a minute, Annie picked me up by her tentacles and threw me behind her. I bounced on the bed gently. Annie then picked up Cleo by the waist with her hands, turned her around and forced her onto her knees.

"I'm going to do you from behind, okay?"

Cleo nodded and watched eagerly as Annie's huge cock aimed at her wet pussy. Annie gripped Cleo's butt and pushed in, penetrating her. Cleo squealed in pleasure as Annie's cock head was in her. Annie moved her hands to Cleo's waist, and pulled her in, making 1/3 of her cock inside of Cleo. Despite being so wet, Cleo was still very tight and Annie struggled to get her entire length inside her. Annie pulled and pulled Cleo by her waist, but couldn't penetrate through to her womb. Annie then reached over and placed her hands on Cleo's shoulders and pulled

hard

. Cleo cooed constantly and arched her back as Annie tried to force her way into her pussy. Annie then successfully got her full length into Cleo. She penetrated who womb with such force that the bed rocked slightly.

I then got a shock when Annie's tentacles descended down on me from behind her. One tentacle went straight for my mouth that I started to suck on hungrily. Two went to my breasts to squeeze them, and one thrusted between, fucking them. Another two hovered above my hands, waiting patiently to be stroked. I waited not another second before I wrapped my soft hands around the tentacles. Two more tentacles wrapped around my thighs and then started to fuck my knees, while a lone one wrapped around my heels, through my arches then in between my toes, and started to thrust. The last tentacle was waving around, looking for something to fuck.

Annie stopped to think for a moment, then bended Cleo's legs, so they were wrapped around Annie's waist; Cleo's feet soles face up, occupied with a horny tentacle.

"Gotta make good use of your feet, you know?"

I thought about what Annie had said. In her eyes, Cleo and I were sex objects, I didn't think much more of it, as I knew that was Annie's lust talking, and Cleo probably didn't even care, she just loves getting fucked, purely for pleasure. She was a slut, no doubt! I had to admit though, we all were. Getting fucked by Annie just felt

so

good. Annie's tentacles were fucking the parts of my body they had roughly, while her huge cock deep inside of Cleo's cum filled womb started to move. Annie spanked Cleo's butt as she started to fuck her at a quick pace, both of them moaning loudly with pleasure. The sounds of the tentacles fucking me, Cleo and Annie moaning and the sound of Annie's huge cock ramming in and out of Cleo turned me on

so

much, I couldn't take it.