“Maybe this is a bad idea,” Zoe muttered.
She nervously knocked on Athena’s front door, almost hoping her friend wasn’t home. The two had spent the better part of the day avoiding each other. After their unexpected make-out session the previous day, both were feeling confused and uncertain. They had briefly run into each other at lunch and decided they should talk about what had happened. Even though Zoe kept telling herself that they were just going to talk, she had still popped a breath mind and checked her generous cleavage before she knocked on the door.
Zoe was just about to chicken out and leave when she heard the deadbolt click and the door slowly opened. Athena stood in the doorway, a shy look in her eyes as she would only take quick glances at Zoe before looking away. “Hey,” Zoe said quietly. Athena nodded nonchalantly, before opening the door wider to let her friend in. Zoe’s heart was racing as she stepped into the silent house. “Is... your mom home?” Zoe asked. Athena shook her head in the negative. Zoe’s heart skipped a beat. It was just the two of them, and Athena was aroused. It was as obvious as the pussy on her face.
The previous day Athena had possessed a normal mouth, but instead of her nose there had been a dick hanging in the middle of her face along with penises replacing both of her nipples and a massive cock stuffed into her tight goth jeans with no sign of a normal girl’s privates. Despite having four dicks, Athena was consided female and making out with her had been Zoe’s first lesbian experience. At least in the current reality.
In a previous reality, Zoe and Athena had been intimate lovers and Zoe had inadvertently made a wish where Athena’s body would constantly alter itself to accommodate Zoe’s desires. While Zoe had enjoyed sucking on Athena’s dick-nose, her curiosity about experimenting with a girl’s sex had cause Athena to grow one where it was most convenient for Zoe. While neither had thought anything was unusual about Athena having a vagina for a mouth, both were acutely aware of how aroused it was.
Athena took Zoe gently by the hand and led her down the hall into her bedroom where she closed the door. She turned to face Zoe who was standing nervously in the middle of the room, shifting her weight from one foot to the other.
“So...” she ventured. “Should we talk about what happened... or something?”
Athena shrugged, her eyes darting about the room and looking at any except Zoe.
“Should we... do something... else?” Zoe ask with anticipation. For the first time, Athena made eye contact with Zoe. Their stares held for several moments of silence before Athena looked glanced down at Zoe’s breasts confined within her tightly stretched shirt then back up at her eyes. Noticing the stare, Zoe brought her hands to the hem of her shirt and slowly began to pull it off. Athena watched on as Zoe’s bra-clad breasts bobbed on her chest as the shirt was peeled off. Zoe dropped the shirt to the floor and returned to silently starring at Athena, now joined by the exposed eyes of Tiffany and Amber hanging on her chest.
Athena’s face pussy was red and wet with arousal. She quickly reached down and peeled off her own shirt. Her bra was quickly becoming uncomfortably due to her erect dick-nipples pressing against their padded confines. Athena unclasped the offending garment and let it fall to the floor next to her shirt. Her erect nipples stood proudly from her chest, a bead of pre-cum dotting both.
Muffled voices could be heard coming from under Zoe’s bra. She smiled sheepishly and reached behind her back and unclasped her own bra before slowly lowering it. “Oh, yeah. I’ve been waiting for that cock all day,” Tiffany muttered from Zoe’s chest. Zoe blushed deeply at her tit’s admission. She looked up and saw that Athena was slowly moving towards her.
As the gap between the two closed, the breast-girls attached to Zoe’s chest were firmly focused on Athena’s cock-nipples coming closer and close. Athena was equally focused on the two boob girls. Her hands began to rise up until they hovered just in front of Zoe’s chest. She looked into Zoe’s eyes who gave a slight nod.
Athena cupped the two breast-girls’ faces, feeling their warm, soft, sensual skin. She pressed the two together and watch the valley of cleavage grow before letting go and watching them jiggle wildly, causing the two boobs to giggle. Athena’s cheeks raised around her face-pussy in an attempt at a smile. She reached towards Tiffany and gently teased the nipple in the middle of her face where a nose would have been. Multiple voices groaned and Athena quickly retracted her hand.
“No!” Zoe said in a husky voice. She reached forward and took Athena’s hands, guiding them up and putting them back on her breasts. “No. It feels good,” she said, closing her eyes. Athena resumed caressing and fondling Zoe’s altered mammeries. Zoe stared at her friend through lust-hazed eyes. The vagina in the center of Athena’s face was soaking wet, its juices coating her face.
Zoe lazily reach up towards Athena’s “mouth” but paused. Seeing the hand hovering before her, Athena took the initiative and leaned forward, wrapping her misplaced love canal around her friend’s fingers. From Zoe’s perspective, this was the first time she had ever touched a “normal” vagina. Even now, she could feel Sarah in her pants smacking her lips and drooling her own arousal. Athena’s pussy, though, was very different. The softness of her lips, the way it gripped at her fingers, the lack of a tongue, it was all foreign to her.
After several moments, Zoe pulled back her hand. Athena’s eyes rolled wildly and Zoe saw that her fingers were slick and wet. Tentatively, she licked a finger and was pleased to find it was not an unpleasant taste. She looked up and saw that Athena was watching her. Feeling emboldened, Zoe grabbed Athena and pushed her to the bed. Her face-pussy was like a faucet now, and her cock-nipples looked painful erect. The bulge at her crotch looked as if it was threatening to burst her pants at the seams.
Zoe quickly straddle her friend and pushed their crotches together, loving the sensation of Athena’s erection pressing against Sarah’s face through their clothing. She then bent over, only hesitating to make sure her boobs’ mouths lined up with Athena’s nipples. Tiffany and Amber greedily wrapping their mouths around the cocks in front of them and began to suck and pleasure the hard members eagerly. Athena’s hips bucked, causing a muffled moan to come from Zoe’s crotch.
Athena was in a haze of pleasure. The two mouths sucking off her nipples were heavenly, causing her whole body to twitch and shudder under Zoe’s weight. She opened her eyes to see Zoe’s face right before her. Please, she silently pleaded. As if hearing her thoughts, Zoe leaned in, extended her tongue, and parted Athena’s lips as she broadly licked the slit. The two pressed further together as Athena writhed on the bed.
Athena wrapped her arms around Zoe and rolled them both over, taking position on top. Zoe found herself grinning widely, loving Athena’s aggressive approach. The silent girl sat up, her cocks pulling out of Tiffany and Amber’s mouths with slick pops. The two breast-girls began to whine with need even as Athena began to undo Zoe’s pants. As the jeans were pulled down around Zoe’s ankles, Athena could see that Zoe’s panties were absolutely soaked. Sarah’s tongue pressed against the thin material as she licked her lips. Rather than fumble more with Zoe’s pants, Athena grabbed the the lacy material and ripped the panties off to expose Sarah’s wet face.
Zoe felt a rush surge through her. Athena was a mad woman. She was letting nothing get in her way... it was so fucking hot! She looked up at the slit on her lover’s face, finding herself disappointed. I wish she had a mouth, one perfect for me... I want to be eaten out-
Immediately, the pussy on Athena’s face was gone. In its place, her mouth had returned. But not as it was. Her pouty lips parted and a long, thick tongue emerged. It twisted and snaked out of her mouth, craving the musky juices between Zoe’s legs. She dove between her lover’s legs, enthusiastically kissing and licking Sarah’s lips. The taste of Zoe’s arousal was intoxicating.
Zoe let out a cry as Athena's tongue slipped between Sarah’s lips and began to fill her. As it caressed her inner walls, Zoe reached down and ran her hands through Athena’s long, midnight black hair. As she did, a moment of disappointment passed through her. I wish I could fondle more than her hair. Responding to Zoe’s desires, Athena’s body altered again. She instantly had two breasts mounted on the top of her head in perfect reach for Zoe to play with while Athena continued to eat her out. Her hair remained but was now a single strip resembling a horse’s mane that ran down the center of her head between her new tits. Zoe moaned as she firmly groped Athena’s head-boobs.
Zoe’s boobs, however, were less than satisfied. The cocks they had been enjoying had been rudely taken away and were far out of reach. They wanted to be played with, teased, fondled and pleasured. Two new voices joined the collection of moans and cries as mouths with plump lips appeared in the center of both of Athena’s hands. As she used her extended tongue to stimulate Zoe’s g-spot in Sarah’s mouth, Athena reached up to the giant tits on Zoe’s chest.
Athena’s right hand reached up, her fingertips caressing Amber’s form. Her eyes fluttered as she felt her soft, jiggly form being caressed. The mouth on Athena’s hand opened and a tongue extended from her parted lips. Meeting Amber’s lips, the two mouths passionately embraced. Athena’s left hand, meanwhile, had begun to suck on Tiffany’s nipple while the outstretched fingers squeezed and fondled her. The girl-turned-breast let out squeaks and gasps of pleasure as she was played with.
Athena hummed into Sarah’s face as Zoe groped her head-tits, causing the pussy-girl to instinctively sucked harder on Athena’s transformed tongue. Feeling the delicious pleasure Sarah was causing, Athena couldn’t help but wondered what it would feel like to fuck her perfect mouth. Zoe and her parts let out moans of protest as Athena pulled away from them and sat up. Zoe fought through the haze of pleasure and tried to focus her gaze on Athena who was fumbling with her belt and pants. Undoing the garments, she pulled them down, briefly rolling onto her butt as she completely discarded her pants and panties before kneeling in front of Zoe.
The dick between Athena’s legs was rock hard, its purple head smeared with pre-cum. Athena gripped it with her left hand, the mouth in her palm licking the shaft, while her right hand reached across her body and enveloped her left cock-nipple into the hand’s eager mouth. Athena let out a groan as she looked at her friend. Zoe was breathing deep, heavy breaths as she looked at Athena and the massive cock she was presenting. She bit her lower lip, still not believing she was so horny for a girl, and spread her legs to further expose Sarah wet face nestled in her crotch.
As the legs to either side of her face parted, Sarah opened her mouth wide to the waiting cock. Athena began to shuffle forward, lining the hard rod up with Sarah’s inviting mouth. Sarah stuck out her tongue and ran it along the bottom of the shaft as Athena slowly inserted it into her mouth. When it fully filled her mouth, Sarah wrapped her lips tightly around Athena’s dick before beginning to enthusiastically suck on the warm shaft.
Zoe gave a moan and her legs shuttered slightly as her pussy wrapped tightly around Athena’s member. Sarah was enjoying herself as she sucked away at the dick, but she offhandedly wondered what it would be like if Athena had been packing something a little bigger. Sarah was fortunate that her transformation into a vagina had removed her gag reflex. Athena's cock instantly expanded to completely fill Sarah to her limit. The member she now possessed would put a porn star to shame. The veiny rod filled Sarah’s mouth completely, stretching her lips tighter around its girth while its length pressed further into her. As Athena began to pump, Sarah felt her lips clinging to its length as she pulled out. Zoe cried out and Sarah gave a muffled grunt of pleasure which buzzed into Athena’s cock, only encouraging her to pump more.
Zoe felt like she was being swept away in a flood of pleasure. She could barely see straight, she felt her body twitching in spasms she couldn’t contain, and she realized with shock that the high-pitched cries filling the room was her own voice. She felt the bed shift as Athena lowered her body and was now on her hands and knees, never once breaking her rhythm of thrusting.
Seeing Athena’s penis-nipples dangling in front of them, Tiffany and Amber greedily reach up with their tongues and licked the wet dick heads, coaxed them lower. Athena got the hint and lowered her body more until she was practically laying on Zoe, their tits pressed together as Zoe’s sucked off Athena's.
Athena’s body was warm and soft. Through her haze, Zoe could feel her lovers hot breath on her face. Zoe opened her eyes slightly and saw Athena’s beautiful face before hers. Her mouth was open, an occasional gasp escaped her throat as her long tongue dangled limping from her mouth. Lust filled Zoe’s reality. She wanted everything Athena had to offer and more. The two never broke their rhythm as Athena’s modified mouth instantly reverted once more into a set of soaking wet pussy lips. Athena lowered her head and Zoe enthusiastically licked and sucked the wet slit.
Zoe was in heaven. Her cunt was filled more than it had ever been before, her tits were sucking on a pair of perfect dicks, and she was immersing herself in Athena’s musk. The only thing possibly left would be...
The tapping at her face broke Zoe’s concentration and she pulled away to see Athena’s tail, which she had not even had just a moment earlier, reach up and was hovering near the lovers’ faces. The tail was long and completely hairless. In fact, its only remarkable feature was that the end was a dick. Athena paused pumping in Zoe and eyed the interrupting appendage before looking into Zoe’s eyes and fluttering her eyebrows suggestively. Zoe smiled coyly and opened her mouth, allowing the hard cock to enter her mouth. Zoe sucked on it wetly, letting her saliva coat the tube of flesh. After a few moments, Zoe felt it tugged out of her mouth, a stand of spit hanging to it. She watched as Athena guided it into her own face where it gave several wet thrusts into her pussy.
Athena pulled back her tail, pleased with how wet the end now was. As it snaked back behind her, she looked into Zoe’s eyes. The tail went lowered and lowered before it looped around and moved between their legs. Zoe gasped as she felt the hard wetness tap her asshole just below Sarah’s stretched mouth. Athena paused and Zoe hesitated, the only sound in the room was breathing and Zoe’s tits continuing to suck on Athena’s cock-nipples. Finally, Zoe gave an almost imperceptible nod and Athena began to press her tail forward.
The lubricated shaft stretched her ass as it moved in. Zoe gave a hard grunt and Athena reached forward kissing Zoe’s cheek and forehead simultaneously with her palm mouths. Slowly the tail moved forward, filling her more and more before it stopped. Zoe let out a groan. She had never felt this full before. Her pussy... her tits... her ass... Slowly, Athena began to pump her main dick in and out of Sarah’s mouth, her tail remaining stationary inside of Zoe’s ass. Zoe leaned in and resumed eating out Athena’s face-cunt and the pace intensified. Soon, Athena was once again hammering into Zoe. She let out a squeak as the tailed began to move again. Athena was now bucking her hips and thrusting her tail in an alternating rhythm, fucking Zoe’s pussy and ass.
Zoe couldn’t even think anymore. Her arms clawed at anything they could reach, namely Athena’s back. Zoe’s lust driven mind, wanting nothing more than more pleasurable flesh, caused Athena’s back to blossom in a cluster of seventeen breasts which pressed together tightly against each other to create interconnected valleys of deep cleavage. Zoe pawed and grabbed at the expanse of tit-flesh as Athena fucked her pussy, ass and tits simultaneously.
Zoe’s breath caught in her throat before a loud scream drowned out the sounds of wet slapping in the room. Tiffany and Amber latched down onto the dicks in their mouths. Sarah felt her mouth begin to spasm beyond her control, fluttering across the cock that was filling her. Even Zoe’s sphincter began to flex and pulse around Athena’s tail-cock. From her erogenous zones, the pleasure radiated out and Zoe began to twitch and shutter as though possessed.
Feeling her lover cumming beneath her, Athena could no longer hold out and gave one last simultaneous thrust with all of her dicks before all four blew their loads into Zoe while her own pussy spasmed and gushed as she squirted onto Zoe’s face and chest. As the last spurts of her cum died down, Athena collapsed exhaustedly onto Zoe’s still twitching body.
