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Uzhegh's home was a walled-in compound in the rich district of town. A high iron fence surrounded the main building. Apart from it size, it differed from common homes in that it was made of impacted clay rather than wood or stone. The walls had gentle curves that were both distinctive and stylish. It was a form of architecture that ought to have thrived in the region if not for the press of humanity that forced speed over aesthetics.

Two guards stood by the main gate talking to each other in low voices. It had begun to rain lightly and the cobblestone streets shone dully in the moonlight. Lish quietly skirted into an alleyway that ran alongside the fence. Down at the end there was a plain building where the servants cooked and rested between shifts. It connected to the main house through a small iron door built into the fence. Lish could see the outline of three people huddled inside, evidently playing cards. Quietly she opened the iron door and entered the compound.

She found herself in a small garden. The servant's entrance into the house was at the end, but she didn't want to risk entering that route. Instead she climbed up onto a small eave over the door and crouched just under the window there. Sure enough, the moment she had climbed up two maids came through the door. She sighed in relief as she watched them head out to the servants building. Then she turned her attention to the window - her jaw fell open at what she saw.

Inside Kerry and Uzhegh were completely naked. They were on a huge, feathery bed. Kerry was mounted over him. She was grinding her torso in slow rhythmic circles into his. Loops of translucent silk hung elegantly from the four large bedposts; they were swaying as the bed rocked. Kerry looked completely enraptured. Her eyes were fixed on his. Her hands were splayed on his chest, her forearms squeezing her breasts together as she rocked back and forth. They seemed more full and more round than Lish remembered them.

From the window Lish could see Uzhegh's cock rising straight up into Kerry's body. Kerry was lifting herself up slightly as she circled her hips, pulling his penis slightly out before sitting back down on it. Lish could see Kerry's pussy lips straining around the thick shaft. Uzhegh's hands were splayed lightly on her hips, guiding her. Suddenly, as Lish watched, Kerry began to shake. She groaned loudly, her eyes fluttering back into her head. Her hips began to saw sharply back and forth. Lish had seen it a hundred times in the past - Kerry was cumming - there was no doubt about it. Lish stared through the window in shock and dismay - her best friend was fucking her worst enemy right in front of her and she was cumming!

She could hear Kerry's voice filtering through the window. "Oh God� I am so ready sir. I am so fertile. You made me so fertile. I feel it. I� I want you to finish inside me. I want�Oh god�."

Her monologue ended in a mumbled groan as she came again, her right hand snaking behind her to cup Uzhegh's balls. She rode him like that, pumping herself up and down, one hand on his chest, the other slowly milking his balls towards her pussy. Her eyes never left his.

Lish was so stunned she didn�t know what to do. She simply stared through the window, shaking numbly. She could see Uzhegh's muscles working beneath his skin. He was pumping his hips up to meet Kerry's. The sight revolted her. This was the man that had so terribly humiliated and abused her. She tried to clear her head and consider her options. For the first time since she could remember she was truly afraid. She knew she could try to burst through the window and kill him, but she was afraid she might not be fast enough. She remembered how easily he had beaten her in their contest. She remembered the way his voice had boomed in her head and the way he had frozen the muscles of her mouth before he poisoned her with his seed. Also, Kerry was a formidable fighter. There was no telling what she would do if Lish surprised them.

But even as she watched, Uzhegh's movements grew more turbulent - he began to pump his hips up harder, lifting Kerry's body with each thrust.

Kerry began to babble as he reached his climax. "Oh God� Yes� Cum in me� I want it� Please.. Oh I want it OhGodYes�.Please� now� Please� Fill me!OhGODYES!!!YES!!!"

Sperm started squeeze out between Kerry's pussy even as he thrust up into her. He was filling her as Lish watched. Lish could see his shaft throbbing as he pumped it up into Kerry's body. Kerry jerked backwards, sitting straight up, her right hand still wrapped around Uzhegh's balls. She buried his entire length deep inside her, her body crushing down on her hand and burying it under her ass. She gave one last tremor and then she came loudly. Lish was almost sure she saw moisture gathering on her nipples as she groaned in release. But then she flopped forward over Uzhegh and sighed contently, snuggling her face into the nook of his neck. His dick was still buried inside her swollen lips.

Uzhegh started whispering in her ear then. From the window Lish could not hear what he was saying, but whatever it was seemed to make Kerry tense. They spent a few minutes like that, Uzhegh whispering and Kerry quietly listening, but after a while she seemed to relax. Her muscles melted as she draped herself over him, her breasts crushing against his chest.

He stood up, pushing her off apathetically. For a moment Lish could see his naked body completely head-on. As much as she hated him, she had to admit he was incredibly fit. His cock, shinny with Kerry's juices, glittered obscenely in the moonlight. Quickly and efficiently he pulled on his clothing and left the room. Kerry remained flopped on the bed, her legs splayed at odd angles. She was smiling, but the expression was unreadable - her concentration seemed to be centered deep inside herself.

Silently Lish tried the window. It swung open smoothly on its hinges. Quickly she darted inside. Kerry sat up in alarm, but Lish was on her in an instant. She locked her neck under her arm and clamped her hand over her mouth and nose. Kerry kicked and struggled, but after a while her movements grew weaker and weaker, until finally she passed out. Lish ripped the silk hangings from the bedposts and made a makeshift rope.

"Sorry to do this to you, love, but you are definitely not yourself."

She tied her hands together behind her back and hoisted her up. Kerry's breasts brushed against Lish's arm as she lifter her. Lish felt wetness on her nipples. "Definitely not yourself..." She repeated, shaking her head.

She dragged Kerry's body out of the window, awkwardly propping her against the wall as she figured out a way to get her down without dropping her. Kerry began to shift groggily, but eventually Lish managed to get her down from the window and out of the compound. The wagon was waiting for them just as she hoped. As it pulled away Lish looked back at the compound and silently swore revenge. @@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@@

Betrayal

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Lish's breathing came in ragged spurts. Slowly she nodded her head; her eyes fixed on Kerry's.

Kerry smiled. "Is that a yes?" She asked.

Lish nodded again, her skin erupting in goosebumps.

"Do you promise to be good? Do you promise not to cum when I kiss it?" Kerry asked

Lish slowly nodded again, her eyes big as dinner plates. The thin stick was quivering a few inches below her pussy. She waited for the sting, her nostrils flaring as she breathed.

Suddenly someone laughed behind her. It was a deep masculine laugh. She heard a crunch of branches as the man stepped closer.

Lish twisted alarm but she couldn't see who it was. Just at that moment the stick slapped up hard against her pussy. She screeched in shock, biting the gag. Stinging warmth radiated through her loins. Almost immediately her clit started throbbing with the aftershock. The throbbing felt exquisitely good; she almost felt like she was going to cum. Onelick from Kerry and she would probably explode. She looked back at Kerry desperately.

"Looks like we have company�" Kerry said, smiling. She was looking at whoever was behind Lish. "Too bad, huh? You were so close too�"

"Mmmmfft! Mmmmft!!" Lish mumbled, her eyes signaling in alarm as she tried to look behind her again. The branches of the tree shook with her exertions.

"Shhh�" Kerry cooed. "Shhh� Don't be rude to our guest..." She stood up, dropping her stick at her feet and started talking to the man behind Lish. "I did like you told me." She said.

"Excellent� But are you certain that she was seen in Giragi?" The man asked.

"Yes, master. Everyone saw her; she made quite a scene with a barmaid."

"Very, very naughty� I knew you would succeed. Now� come here."

At his command Kerry quickly stepped around Lish and hurried over to the man. Lish could hear them kiss behind her. She twisted to see but she could only catch glimpses of the man's body. While they whispered Lish struggled with her bonds. She tried to pull her legs free, but they were pinned tightly to the earth. She was nearly in tears again. She was still struggling frantically when she heard footstep walking towards her.

The man stepped into view. Lish recognized Uzhegh's evil, unnatural smile instantly. Her heart dropped like a stone.

"MMMmmmfft!" she cried as she thrashed against the ropes.

"Ah� I see you haven't forgotten me." He said coolly. "I'm so glad�" He ran his gloved hand across Lish's cheek. She twisted sharply in hatred.

"What an unexpected reunion. I'm sure you are just filled with questions�"

"Mmmfft! Mmmfft!" Lish mumbled.

"What's that? I can't hear you too well with Kerry's panties in your mouth. Whatever are they doing there? I hope you weren't naughty�"

Lish mumbled louder, thrashing so violently against her bonds that that the leaves in the tree rattled.

"Now, now� All that thrashing is going to chaff the bark�Think of the poor tree�" He said, picking up the stick that Kerry had dropped. Lish's eyes widened in horror as she saw the stick in Uzhegh's hands. She began to writhe all the more. Uzhegh enjoyed the show, watching the way her breasts shook as she twisted her shoulders and pulled on the rope.

"I saw you outside my window you know�" he said, idly tapping the thin stick against Lish's nipples. "You were quite clumsy really�but at least you were considerate� Did you enjoy watching us?"

Lish mumbled into her gag, her eyes narrowing in hatred. Uzhegh smiled. He drew the stick back and smacked her on her ribs, his blow stinging much more than Kerry's gentle blows. Lish screeched.

"Kinky�" he said.

Just then Lish felt Kerry fingers touch her ass from behind; she was tracing the curves with her fingertips. She leaned around and kissed the spot that Uzhegh had hit her, trying to soothe the hurt.

Uzhegh smiled, examining the end of the stick and then carelessly tossing it away. He fixed his creepy eyes back on Lish. "So I guess I should tell you the good news� I'm sure you'll be thrilled to hear. �I'm dead. Well, at least everyone else thinks so�" He paused to watch Kerry slide along Lish's bound body, kissing her waist and hips and tracing her fingers across her side.

"Guess who killed me? �You did! I thought of it right then when you were peeking at us through the window. It's such a perfect story! Imagine it: Drow elf escapes from jail, slaughters a bunch of guards, murders me and kidnaps my prisoner, runs back to the elven city� Boy, did that piss off the humans! And with me dead, well, I'm free to go about doing more important things� Perfect really. And the best part is that most of it is true!"

Kerry knelt down behind Lish, bringing her face up between her ass cheeks. Suddenly Lish felt Kerry's tongue lap against her pussy with a long upward stroke. She squirmed away violently, mumbling into her gag. Kerry giggled as she watched Lish's ass squirm around in front of her. She reached forward and grabbed Lish's hips, holding her still. She used her thumbs to stretch her ass cheeks apart and leaned forward, licking her again and tickling her tongue against Lish's clit from underneath. Uzhegh smiled as he watched Lish squirm.

"Normally I would have just killed you�" he continued, "but I really hate to destroy such a good cocksucker, and Kerry is so fond of you�"

He began to unbutton his pants, slowly pulling off a thin cloth belt and pushing off the garment. Kerry mewed as she realized her master was undressing. Suddenly her tongue shot up and plunged directly into Lish's pussy, twirling in a circle around the wet entrance. Lish shivered. She felt her emotions twisting into a knot inside her. She felt utterly betrayed. She wanted to scream, but Kerry's wet panties were choking her. She felt the thin cloth bundled against her tongue. It was soaked through with her saliva. She felt the belt strap against her head. It would be a simple thing to pull it off, but her hands were tied. Even her feet were tied! She was helpless. She couldn't touch where her body stung. She couldn't push Kerry off. She couldn't do anything but twist as Kerry's tongue lapped at her� She just had to take it. She looked forward and saw Uzhegh undressing.

When he was fully undressed he took his penis in his hand and began to stroke it towards her face. Lish could see it right before her eyes; it was long and rigid just as she remembered it. It was like a nightmare coming back to haunt her. She had truly believed that nothing could be worse than the ordeal that she had suffered in the street�but now it was all happening again and she just didn't know how it was going to end. All she could do is watch the man she hated stoke his dick towards her face.

"Would you like to see what I really look like?" he said, staring down at her. Lish lifted her eyes from his dick and stared back at him. His grin grew wider and more evil. Lish remembered the odd shifting under his skin that she had seen back in Retsek. The shifting grew more and more pronounced as she watched. He continued smirking at her, his hand stroking his length towards her slowly.

Lish felt a sickly pull of magic energy centering towards him. The very air around him began to waver as if gravity was warping slightly towards him. She realized that he was going to transform in front of her - a real shapeshifter transforming. She watched with a mix of fascination and revulsion. Behind her Kerry's tongue began licking higher and higher. She was mewing like a kitten as she licked. Suddenly she felt Kerry's tongue swirl against her asshole. Lish's breath caught in her throat. She squirmed, but she couldn't get away. Kerry spread her apart with her thumbs and began to lick up and down, swirling around her ass and then snaking back down to her clit.

Thousands of tiny hairs suddenly erupted from Uzhegh's skin. They began to squirm like worms. As Lish watched they turned in on themselves and plunged into his pink flesh. His entire body seemed to boil over, the waves of gravitational force increasing drastically. His body began to take on various shapes, flipping through each in quick succession: human, elf, man, woman. Lish's attention was caught between Kerry's tongue and Uzhegh's body as it transformed before her.

During one of the transformations she gasped in horror. Without ever having seen it before she knew it had to be Uzhegh's true form. He was an abomination - thin, tall, sickly�but powerful. Seeing it shocked her. He was so cruel-looking that it was almost painful to look at.

Uzhegh's skin stopped shifting. He stood taller than he had been, close to seven feet tall. But he was thin; the bones of his ribs poked out of the sickly green skin. His arms were long and bony, the elbow joints jutting out like knots on a tree. His fingers were longer too, ending in thin black claws. His face was demonic and feral. His long thin teeth jutting outwards like they had been push out with a ball. His nose was two thin slits; his eyes deflated and opaque like a dead fish. The only thing that didn't look frail was his dick. Unbelievably it had grown longer and thicker than before. It stuck out from his body disproportionately, the middle bloated and wider than the head. He grinned as he watched the line of Lish's gaze, stroking his length with his thin, clawed hand.

"Master�" Kerry cooed from behind Lish.

He stepped forward, stroking his penis inches from Lish's face. Slowly he dipped it down, rubbing the tip against Lish's nipples. A wet strand of precum wet her chest. Lish shuddered in revulsion, breathing hard into her gag.

"Master," Kerry said, pushing the tip of her forefinger into Lish's ass. "Fuck her here� Fuck her in the ass. I've got it all wet for you�" Suddenly she swirled her tongue again around the rim, wiggling the very tip around the center. Lish shivered as a sickly tingle bolted up her spine.

"No, she likes that way too much." He said, stepping around behind Lish. "You saw how she came on the street didn't you?"

"Oh Master!" Kerry cooed. Lish heard the wet sound of Kerry taking Uzhegh's cock into her mouth. "Mmmm! Master! Mmmm!"

Lish began to struggle against her bonds again, closing her eyes and praying to Llothe for a miracle.

In a moment Kerry stepped around to her front. She was grinning impishly, her face wet with Lish's juices. "He's going to fuck you now... God... I can hardly wait. Did you see his dick?!" She knelt down in front of Lish, giggling happily and reaching between Lish's legs. Her fingers closed around her pussy, spreading her lips. Suddenly she plunged two fingers inside.

Lish closed her eyes as she felt Kerry's fingers invade her. She tried desperately to close herself off, but Kerry's fingers had entered with disheartening ease. She had wanted at least to fight, but she knew she was already wide open - Kerry had made sure of that. Still, she clamped down as hard as she could, staring up at her friend with hatred and hurt.

Kerry ignored her. She squealed to Uzhegh. "Oh Master, I think she is still trying to resist!" She felt Lish's pussy pulse around her fingers.

"Good." Uzhegh said, positioning himself behind Lish. Kerry's fingers slipped partially out, spreading Lish's lips as Uzhegh pushed forward. Lish jerked her hips to get away, but Kerry held her steady, two fingers holding her pussy open. The head of Uzhegh's thick penis pushed into Kerry's fingers, crushing them aside. Kerry pulled her fingers away to let the head pass, then she began to rub Lish's clit frantically.

Uzhegh pushed forward harder, spreading Lish wide. Her pussy involuntarily began to spread, curling back and allowing him deeper access. Lish cried in desperation as she felt her body opening.

"No." Uzhegh warned. "Don't give in so easily� It's so much tighter when you are fighting it."

Lish bit her lip, trying to clamp herself off, but the melting feeling was irresistible - she was opening wide. She felt Kerry's fingers slip around her clit. She expected her to stroke her more, but instead Kerry suddenly pinched down, squeezing the knob sharply between her fingers. Lish thrashed in shock, screeching into her gag. Her pussy clamped down hard on Uzhegh's partially embedded member.

"Mmm�That's more like it. " He said, pushing forward against the new resistance.

Kerry kept her fingers pinched tightly around Lish's clit as her master worked his thick dick into Lish's body. At first Uzhegh's penis was only barely inside. Lish twisted to throw him off, but as he pushed forward it slipped inside deeper and deeper. Soon it was too late. Her pussy started opening wider despite the way Kerry was pinching her clit. The tiny knob began throbbing and pulsing between Kerry's fingers, straining for release. Lish bit her gag as she felt her pussy lighting on fire.

Kerry let go just in time. Her fingers began to circle around Lish's throbbing clit in small sensuous loops. Involuntarily Lish moaned, her hips matching the tight circles of Kerry's fingers. Kerry lifted Lish's face by her chin and looked into her eyes. Uzhegh suddenly pushed forward firmly, tunneling all the way inside.

Lish's eyes fluttered for a moment and Kerry burst into giggles. "Mmm! You love that don't you!" She squealed, kissing her gag. She began to lick all around Lish's lips, licking up at her nose and her nostrils as Uzhegh moved slowly, sliding inside Lish's hot, clenching body.

"Ooh, my master is fucking you� He's fucking you!" Kerry moaned, beginning to masturbate herself again.

Uzhegh's long hands wrapped around Lish's chest and cupped her breasts in his clawed fingers. He pulled Lish back against him, pushing her breasts together and offering them up to Kerry. Kerry squealed in delight and nibbled her way down Lish's neck. She took the offering into her mouth and began to chew lightly on one of Lish's nipples. Shocks of pleasure immediately radiated though Lish's tortured mind. Uzhegh pushed her breasts closer and closer together, feeding them into Kerry's hungry mouth. Kerry took both nipples at once and began sucking and nibbling loudly. She worked her fingers along Lish's pussy, flicking and rubbing rhythmically.

Uzhegh squeezed Lish's breasts, pulling them towards Kerry's mouth as she twisted her head back and forth, mewing and groaning as she bit and nibbled on Lish's rock-hard nipples.

"Mmmm�Tight�" Uzhegh moaned as he drew his hips back and pumped forward, sinking his length into Lish's quivering body. "Wet and tight�" His hips slapped up against Lish's ass.

Lish froze as she heard Uzhegh's voice next to her ear; it was slithering and snake-like. Her hatred of him momentarily cleared her head. Her nostrils flared as she tried to breathe. She forced her body to stop thrashing. Even though she couldn't prevent them from using her, she could at least make it less enjoyable. She gritted her teeth and tried to remain quiet.

Kerry made her way back up from Lish's chest. She began to kiss her on her gag as she stoked her pussy. Lish stared at Kerry with scathing hate, but also with disbelief. She couldn't believe her friend had turned so completely against her.

"Come on�" Kerry whined, noticing her expression. "I know you like it� Stop pretending!" Her fingers caught Lish's slippery clit. She smiled wickedly as she began to roll the nub lightly in just the way she knew Lish loved. It never failed to bring Lish off. Lish's eyes narrowed slightly as she tried to remain distant.

"You love that don't you�" Kerry teased. "I know you do�you just always cum when I do that, don't you?" She arched her back and lined her breasts up with Lish's breasts. Uzhegh was still cupping them firmly in his clawed hands. She rubbed her nipples against Lish's nipples, turning them in tiny circles as her fingers continued to roll across her clit. "You just LOVE that don't you�" she said, "my nipples against yours�.like this�and this�" She leaned forward and nuzzled her face in Lish's neck, reaching further between Lish's legs to cup Uzhegh's cock and guide it as it slowly slipped in and out of Lish's body. "I bet this feels good too�doesn't it? So big�and moving so slowly and nice�"

She began to whisper in Lish's ear. "Do you want me to kiss it?" She said as she flicked her thumb over the tip of Lish's clit. "Do you want me to kiss it here�while his cock is still inside you?" She nuzzled her face deeper into Lish's neck. "I bet that would feel nice�.Do you remember how good I am at kissing it?"

Kerry began to kiss her way back down her chest, mewing softly. Lish stared forward into the dark trees as she felt Kerry's tongue and mouth wander down her stomach. Uzhegh pulled his penis completely out of her body, pausing for a few beats. Lish struggled to breathe, her entire body throbbing with life. She could feel Kerry's tongue wandering through her pubs. Suddenly Uzhegh plunged forward again, sliding all the way inside in one quick stoke and hitting a pleasure center. Lish moaned involuntarily, breaking her silence and sending a shower of spittle from between the corners of her gag.

Kerry twisted around, pulling herself up with her hands on Lish's thighs. Her wiggling tongue found Lish's clit just as Uzhegh's cock resumed its pumping. She began sliding it up and down, back over Uzhegh's penis and across Lish's pussy, nipping at her clit. Lish closed her eyes as she felt the entire area become one wet sliding mass.

"That's it�squeeze�squeeze and milk just like that�" Uzhegh taunted. Lish suddenly realized that she had been milking his cock inside her body. She tried desperately to stop.

Uzhegh slowly pulled all the way out again. Almost instantly Kerry's tongue swirled around to where his cock had been, licking Lish's wet hole and dipping inside. Lish shut her eyes tighter, fighting back the slippery, ticklish sensation. One of Kerry's hands curled around the head Uzhegh's fat cock and began to guide it up and down over Lish's pussy. She pushed it sensuously up towards Lish's ass. Lish squirmed as she felt the thick member push against her asshole.

Kerry began swirling it in tiny circles, teasing her. Lish moaned in desperation, biting into her gag. Suddenly her breath caught in her throat as Uzhegh pushed forward lightly. It was aimed at exactly the right spot. Lish shook her head from side to side as she felt herself opening to accept him. Just then Kerry relented. She guided Uzhegh's cock back down towards Lish's pussy, opening her mouth and cupping the base of his dick with her lips as he pushed forward again. Lish grunted, her eyes squinting closed as he buried himself inside her body in one long thrust. Her body swayed forward with the momentum, pleasure shooting through her.

"That's it�" Uzhegh said, feeling her pussy milking him again. She had given up trying to fight it. Even as he taunted her she let her body clamp tightly around his dick, milking in tight rhythmic contractions it as it entered her.

Kerry's mouth wandered back up to Lish's clit, capturing it in between her lips. She began to suck and lick on the hard nub, pulling it out and holding on as Lish's body was rocked back and forth with Uzhegh's thrusts.

Lish closed her eyes and bit into the leather belt. Kerry's tongue began drumming against the same spot, flicking and flicking against her clit as Uzhegh fucked her slowly from behind. Suddenly Lish felt the first ticklish sparks of an impending orgasm flittering through her body. It only got worse the more Kerry licked.

Nooo�.. She thought, opening her eyes and trying to remind herself of her situation. Everything was in darkness before her. The dying fire only dimly lit the thick trunks of the trees; the moon and stars were too far to cast any real shadow. She was in the middle of nowhere. She was tied up. The man fucking her was not a lover�It was her worst enemy. She tried to focus on that. The woman flicking her tongue against her clit was not her lover either� it was somebody else�somebody transformed�someone evil. She fought down the pleasure radiating through her. She focused on the fear and guilt instead trying to resist the oncoming orgasm. She began pulling against the ropes in desperation.

Kerry twisted all the way around, using both hands to pull herself closer Lish's body. Her hands wrapped around her ass, spreading it wider as Uzhegh plunged inside rhythmically. She captured her clit once again in her mouth and mercilessly flicked her tongue against it, faster now. Uzhegh slowly drew his thick penis out of her body and plunged it forward again, stretching her wide.

Nooo�. She thought as that little tremor resurfaced. Nooo�.

One of Uzhegh's hands left her breasts. It curled up into her hair, pulling her head back slightly. He began raking her hair out of the way, exposing her neck. He scraped his sharp teeth across her delicate skin, his movements still rhythmic and slow. She could feel his fetid breath on her skin.

"You are going to die tonight�. " He whispered. His dick pulled all the way out again, and Kerry's tongue plunged into the absence. Lish squirmed, her body disoriented, her emotions in a knot. What he was saying was vile, she tried to cling to that. Kerry guided the penis back in, licking it before he plunged forward. She used her hands to pull Lish's ass cheeks wider apart, lifting herself up with them and capturing her clit again in her mouth. Uzhegh pumped forward firmly and slowly.

"Soon� You're going to die soon. Your whole life�has led up to this point�tied up like this�" He pushed forward and Lish could feel his penis throbbing deep inside her. Kerry pulled tighter on her clit, sucking it into her mouth and rolling it gently between her teeth.

Nooo�. Lish thought. She heard Uzhegh's words but her mind was focused on her impending orgasm. Uzhegh began pumping harder. Lish's breathing became uneven and frantic. Her body started shaking, her pussy contracting tightly. She was going to cum.

Kerry stopped sucking on Lish's clit, detaching herself and twisting back around to be level with Lish face. She looked into Lish's eyes and saw how she was trembling. She squealed in glee. "Oh, master! I know that look! She is almost there." Her hand darted back between Lish's legs and began to roll across her clit sensuously in just the way that would always make her cum. "Oh God! We�re going to do it� She's going to cum!" She said, kissing Lish frantically on the belt strap wedged between her lips. "There is no way she can stop when she's this close!! Do it now! Do it now!"

Lish's nostrils flared as she fought for breath. She closed her eyes as her head began to spin. Uzhegh drew his penis all the way out and the plunged forward again, pumping quickly and sending Lish's body rocking against her bonds.

"Soon�" Uzhegh whispered. She felt his teeth grazing her neck.

Suddenly she felt a sharp stab of pain. Uzhegh's teeth pierced her skin and plunged into her arteries She twisted violently against her bonds, trying to open her eyes, but she was so close to cumming that it was hard to do. Even as she writhed the pain disappeared. She felt a cold numbness spreading through her neck. It happened so quickly and painlessly that she almost didn't believe it had happened. But when Uzhegh pulled his mouth away she felt a gush of warm blood trickle down her chest. He bit down again immediately. Lish could hear the crunch of his teeth breaking her skin, but she couldn't feel it. She twisted her neck back and felt a weird pulling of his teeth inside her She stared at Kerry, begging her frantically with her eyes.

"He said it wasn't going to hurt.." she said. She was looking at Lish with a strange mix of excitement and concern. "You�you're going to die Lish� But it's ok. I'm going to be here, so don't worry. He said�he said that you might even cum if we do it right�"

Lish mumbled into her gag, trying to say something to her friend. She suddenly started to feel dizzy. Kerry leaned in and looked at her closely, her eyes narrowing in concern.

"Lish, baby, don't fight it. I�I want you to cum. I want you to die nice�" Her hand reached forward again and began stroking Lish's clit harder. "You don't have much time� I can see where he bit you�You have to cum soon�or it will be too late."

Lish mumbled into her gag. She started to feel more and more dizzy. It was true, she couldn't feel anything from her neck - it didn't hurt at all. All she could feel was Kerry's fingers on her clit and Uzhegh's penis filling her. She strained to feel her neck, but all she could feel was a distant pulling in her veins. Her entire consciousness was becoming focused on her body.

Uzhegh began pumping harder, driving his cock into her with strong, rhythmic thrusts that shook the tree branch. He seemed to be going into a feeding frenzy as he fucked her. Lish looked at Kerry in horror, but Kerry smiled sweetly and leaned forward, pressing Lish's face between her breasts.

"Don't be scared�" She said, "I will help you." She used her free hand to guide Lish's hips back against Uzhegh, forcing them to grind up and down lightly. Everything was happening too quickly. Lish couldn't see anything anymore except for Kerry breasts surrounding her face. Numbness was spreading in waves from her neck. She began to feel the world spinning around her, blackness coming over her eyes.

"Quickly�" She heard. "You have to cum quickly."

Somewhere in her deranged mind she believed her. She felt Kerry push down on her hips, forcing her to arch her back and push out her ass. Uzhegh's penis slapped into her completely unobstructed. He began pumping harder, grunting as he sucked the blood from her neck. Lish felt another wave of blackness sweep over her. His penis began pumping faster and faster in and out of her upturned pussy. Her body shifted forward on her knees, pulling at her bonds and stretching her out.

Lish wanted to scream - not through a gag, but scream for real. A ticklish fire had started to burn between her legs. She heard the wet splash of Uzhegh's cock slamming quickly in and out of her.

"Mmm, Yes�" Kerry cooed, "fuck her just like that�she likes it like that."

Her head began spinning faster. She needed to scream. Almost on cue she felt Kerry undoing the belt that held her gag in place. Kerry held Lish's face buried between her breasts as she pulled off the leather strap. Lish wanted to scream so badly she could hardly wait. Her life was ending. The fact slammed into her with horrible force, but all she could feel was Uzhegh cock pumping into her harder and harder.

Kerry was milking at her clit furiously, pulling it towards Uzhegh's invading cock. Everything was confused - she wanted to scream in terror, but she felt like was going to cum instead. Her head went dizzy. Her eyesight was growing fuzzy. The more Kerry pulled at her clit, the more her body felt like it was becoming disconnected from her mind. She just couldn't pull her thoughts together. She could hear Kerry telling her to cum, and desperately she believed her. She began pushing her ass back at Uzhegh.

Kerry pulled her chest away. She was looking at Lish straight in the eyes, but Lish could hardly see her - there was nothing but a fuzzy blur where Kerry's face was.

"Quickly�" Kerry said. "Quickly!"

Lish felt a sudden flaring inside her body. It felt distant, almost unreal. Her nostrils flared as she watched Kerry pull her panties from her mouth. She opened her mouth wider to scream, but there was no sound - her body was too tense, too tight to move. She felt Uzhegh pull his mouth away from her neck. A sudden thought flashed across her mind: why did he stop drinking� Then she realized that he was finished - there was nothing left inside her - no blood, no heartbeat. Her body was completely quiet, knotted like a vice. She realized that she was at the very moment of death.

But then the silence inside her was broken �there was a new, distant drumming like a heartbeat coming from somewhere inside her. In slow motion she realized what it was - Uzhegh was cumming inside her. His hips were slammed up against her ass, his dick shooting his cum into her womb. Distantly she heard his animal-like growling� Kerry was giggling, her eyes glittering with lust.

Suddenly, on top of all those sounds there was another sound - a rushing louder than anything she had ever heard before. She stared at Kerry in utter desperation. She saw Kerry's mouth moving, saying something to her. "Yes�Cum�CUM!"

"Ke�.Ker�." She stammered, but at that moment the erotic rush in her ears slammed into her full on. Suddenly Lish screamed with all her soul.

"UUUUUUUUAAAAhhhhhhhhhhhhhhhhh!!!!"

Her voice cracked in mid scream. The pleasure was so intense that it took her a moment to realize that she was cumming.

She almost wanted to laugh with joy. In that one utterly blissful moment her body seized with a pleasure like she had never known. She felt consumed by it totally. Kerry lifted Lish's face by the chin and stared into her eyes. She watched in glee as Lish gasped, shuddering all over.

Lish looked back at her, her lips quivering in an awkward mixture of bliss and horror. Her head cocked to one side, her face contorting to try an express the inexplicable. Her eyes were twinkling behind her pale skin. Kerry watched in utter fascination, the way a child looks at a bug after he has pulled off its legs. Her heart was in her chest as she struggled to understand what Lish was trying to communicate, but even as she watched Lish's body suddenly went limp and the light passed from her eyes.

"I think she's dead master!" she squealed. "I think she dead!"

Uzhegh laughed. His dick was still buried inside of Lish's limp body. He began to transform, his skin pulling back, his stature changing and filling out. Slowly he grew smaller and fuller. His penis retracted back into his body, disappearing completely. His skin grew darker, his chest swelling into feminine breasts. In a moment there was no remnant of his true form, but an exact duplicate of Lish stood in his place. He smiled evilly, slapping Lish's ass as her body hung before him.

"Ooh, Master!!!" Kerry groaned flying into his arms and kissing him on his full lips. "Oh, Master�You're perfect! You are so perfect!!!"

He pushed Kerry off, grinning happily. His grin on Lish's face looked all the more evil - the skin rippling in the same unnatural way it had when he was still in Uzhegh's form. He dressed quickly in Lish's clothes and walked over to her pack, easily hoisting it over his shoulder. "Come on. We don't have much time." He said.

They left Lish hanging there, tied and naked and dead. Next