Downfall of Heroines Ch. 05

Propped up on her elbows with her back bent forward, Helena continued watching, finding the vile act being done to her quite arousing, the normally dominant warrior enjoying the submissive aspect to letting this creature continue. Her belly quivered every now and then as she reacted to the lovely sensations she felt. As the venom flowed through her, she found her body growing warm, and in her mind a yearning desire to be conquered by this creature.

Lina slept not ten feet away in another bed, the lovely young elven woman unaware of what was being done to her protector, the noise being made by Helena not awakening the girl.

Helena tenderly bit her lower lip while she cooed playfully, her eyes half closed, watching as she allowed this vile undead fish thing to continue its horrid deed as it injected her luscious body with its putrid venom. As it continued, Helena's breathing began to grow more and more labored, eventually her lips parting as she panted deeply, her body loving the sensations brought upon it.

"Oh god!" She stammered, her body tensing up suddenly as she felt a sharp twinge of pleasure within her.

Her knees bent and she tucked her legs up a bit as her body trembled; reacting to the intense pleasure she now felt within her. Helena let out a quick cry, her entire body jerking momentarily, unable to hide her reaction to what she was feeling. She felt the creature's tentacle arm push down firmly on her lower belly, sinking her shapely hips into the mattress as it pinned her down, holding her still, allowing its mouth to continue uninterrupted as it continued to inject more and more venom into Helena's lovely body.

Her head and upper body dropped back down onto the bed rather suddenly, her fingers gripping a handful of sheets and squeezing. Her back arched sharply, her legs trembling as she began to chant "Yes" over and over. Her hips jerked and gyrated uncontrollably as she orgasmed, her body surrendering to the stuff that filled her body.

Finally the undead fish like creature raised its hideous face from her belly, her flesh quickly returning to its normal color as the venom dissipated into her. The bloated eyes on the end of its eye stalks stared down at her, watching the firm, athletic warrior as she lay still, a serene smile on her lovely face as she panted deeply, her mind relaxed and soothed after what she just experienced.

"I don't know what you did to me." Helena moaned, looking up at the creature as her body lay still, a soft smile on her lovely face. "But...I liked it."

In a moment of clarity, she realized they were not alone, her charge Lina slept nearby. Glancing over, the elf was still asleep, undisturbed by Helena's passionate cries. She smirked and glanced back at the dead fish thing, not really caring if Lina happened to awaken.

"Well, it would be quite rude of me to not return the favor." She said to the creature, an inviting smile on her lovely face, Helena's mind now at the mercy of the stuff she had allowed the creature to pump into her.

Helena sighed pleasantly as she felt the arm across her belly move. Shifting her gaze, she watched while feeling it move over one of her hips, then slowly down her thigh, dragging the sheet covering her lower body with it. Looking up at the creature, she gave it an approving smile. Parting her lips, Helena let out a sultry sigh as the sheet was dragged down her legs, revealing her lower half to its gaze. She closed her eyes and groaned lustfully as she felt the suckered tentacle slide from her thighs and down between her legs to slowly glide up and down along her wet, womanly folds.

Helena responded to the sensation of this creature fondling her sensitive body. It watched as her hips slowly gyrated, simulating the act of her body being taken. Her belly undulated deliciously and her plump lips remained open as she sighed pleasurably, enjoying what the creature was doing to her. Her gaze focused and stared up at the creature, giving it an inviting smile.

"Damn, you feel good." Helena moaned, her voice quivering as the pleasure continued to flow through her from its touch, guided by the rather large dose of venom her body had taken in. "You can do whatever you like to me, just please, don't stop."

A disgusting gurgle came from the creature's mouth, the closest it had to speech. The thing obviously approved, and it would take full advantage of Helena's lewd offer. The bed shifted as she felt it move, the creature shifting itself over and settling down between Helena's splayed thighs. She smiled widely up at it, knowing what it intended.

A loud gurgling came from within the creature, the vile noise followed by the growth of its cock from within the creature. A large torrent of black goo poured forth from the creature's crotch as its organ emerged, the lengthy thing looking much like a series of balls or bulbous sacks attached end to end. The rotted flesh was disfigured, pieces missing to reveal the maggot infested insides, the grotesque thing all for Helena.

"Hmm, irresistible." She moaned, running a hand along her neck while her tongue circled her lips. "My body is ready to pleasure you, I am yours, please, take me."

Helena lay back, spreading her hair out as she relaxed before the creature, ready to give in to its desires and let it conquer her. Her lips parted and she sighed softly as its tentacles arms slid over the swell of her hips, slowly gliding back and forth along her supple flesh, enjoying her warm beneath their touch. She felt the bed shift, and a moment later its massive organ came to rest on her firm belly, the thing pulsating obscenely against her. Slowly, it pistoned the organ up and down along her belly, showing Helena just how deep into her body he would be going, flexing his dominance over her while it listened to her submissive moans of pleasure.

Finished toying with her, the creature desired to properly enjoy Helena's fertile young body. With a long motion, its organ slid down her belly, and down between her open thighs. She groaned deeply as the slimy organ nestled up against her wet, eager womanhood, parting her lips slightly. She looked up, its eye stalks aimed down between her legs, the creature wanting to fully experience the moment it took her.

"Yes..." She gasped, her belly growing taut as its rancid organ spread her pussy open and began to ease its foul cock into her firm body.

Her body swallowed up the first "orb" that made up this creature's unusual organ, slurping loudly as it entered her, causing her to squeal in delight. The creature went to push further into Helena, then stopped. The thing let out a disgusting gurgle, realizing it had encountered her maidenhood. It was going to have the pleasure of claiming her purity! She smiled up at it, then nodded, revealing that she did indeed want this vile creature to claim her virginity, something no one else would ever have the pleasure of doing.

She gasped as the tentacles draped over her hips squeezed, rocking her hips forward. The creature stared down between her legs, and slowly inched its way deeper into the virginal Helena. It listened to her gasp sharply while it felt her maidenhood stretch, then slowly peel away as he conquered it, gurgling in delight as her belly quivered before him while she gave him her most precious gift, submitting fully to the creature.

Relaxing, Helena moaned in satisfaction, happy to have finally experienced that intense moment, eager for more. Her hands came to rest on the tentacles that had wrapped around her hips, her legs remaining open as she felt the creature then begin to push the rest of his rancid organ into her luscious body.

She bit her lower lip and groaned as she felt the rancid cock stretch her out, her body wrapping snugly around the thing while it slid deeper and deeper into her, Helena gasping in pleasure as the creature's rotted and boney hips finally pressed up against hers, the entirety of its vile cock now inside her.

"So big, it makes me feel so...weak." She moaned, smiling up at it, wanting this creature to conquer her and make her succumb to it.

Gurgling again, the creature pulled back, then pushed into Helena once more, moving at a more steady pace, allowing her to enjoy the vile pleasures of its unusually shaped organ bullying its way into her conquered body. Helena cried out in response, her love canal molding to the thick orbs of its cock, no doubt to the creature's delight as well.

The bed was now creaking steadily. Between Helena's long thighs, the creature's hips steadily fed its cock into her over and over, her pussy slurping loudly as it accepted the rancid thing into her. Helena's body slid back and forth along the bed, her thick breasts jiggling beneath her nightgown that was still pulled up over them. Her mouth hung open and she moaned lustfully, her mind lost in the pleasure as she happily let this disgusting undead fish thing take her.

As Helena was violated and conquered, the lovely elf Lina slept not far away, laying on her back, the outline of her lovely form visible beneath the thin sheet that covered her body. Her plump breasts moved slowly, rising and falling as she breathed. Above her a dark figure loomed, moving slowly as it approached the lovely elf, intent on using her for its own vile pleasures.

The figure lowered its face to her neck, several tendrils that surrounded its mouth, gently flowing around her slim neck, moving along her soft flesh as its mouth pressed against her softly. Anchoring itself to the young elf's neck, the creature's cheeks began to expand and contract, expand and contract. Similar to what Helena had experienced, this thing was pumping something into Lina's lovely body; no doubt to help facility the vile deeds it would soon be inflicting upon the elven princess.

Lina's eyes fluttered open, as did her lovely mouth. A soft sigh flowed past her lips, the lovely elf appearing quite relaxed, docile even. Laying still, she allowed the creature latched on to her neck to continue. She felt its teeth within her flesh, the creature holding them still as it continued to inject something into her body. Lina felt dizzy, her body growing warm as a deep yearning began to fill her belly, her womanhood growing quite wet as she became aroused.

After several minutes the creature released its grasp upon her neck and raised its head from the woman. It had given her more than enough to ensure she would be quite willing to participate in what it intended to do to her.

As the thing rose up into her view, the dim moonlight allowed Lina to make out the form of the creature. At first she thought this creature might have been a fabled and terrible mind flayer; for its elongated head and tentacles encircling its mouth looked quite similar. However, the rest of its body did not. Instead, she found herself thinking it looked much like a humanoid lobster. Its long, thin body was hunched over, a thick carapace adorning its back and tail. However, its underside was soft and fleshy; though quite rotted and worm ridden, Lina able to see many of the vermin slithering about the exposed organs. Its long, gangly arms ended in taloned hands, slimy webbing spread between its boney fingers. Dangling from where she would expect its crotch was a horrific cock. The thing was covered in a series of linked chitinous plates, between them rotted flesh pulsated visibly, the thing ending in a thick armored head that sported a large hole with which to empty its seed into Lina's fertile body. Its thick, digitigrade legs ended in large black talons.

The creature stepped back from the bed, and Lina began to stir from her postion, sliding the sheets to the side and standing up, her luscious form hidden only by the fragile nightgown she wore. Unable to think of doing anything but what this creature wanted, Lina followed it, leaving the small riverside cottage and stepping into the cool night air. Not far from the still smoldering fire that heard and Helena used to cook their dinner was a unusual sight at the shores of the small river. It looked like a shallow pit, filled with a thick, dark slime. Surrounding it, and smattered about within the pool were many eggs, the things ranging in size from a few inches to a few feet, though all were a mottled black and brown in color, looking quite disgusting. It looked like a spawning pool for this creature, and it motioned for her to enter.

"Oh, you want me to go in there?" Lina asked gazing at the pool, its vile nature quite evident.

Though, she found it inviting, along with the idea of this creature joining her there, and using her to mate while she felt its organ plunging deep into her body. The whole thing was so horrible, but so alluring.

"OK!" She said a bit energetically, her body suddenly becoming more erect, unlike the sleepy stance she had a moment before.

Looking at the creature, she found her gaze drifting to its grotesque cock, unable to look away as she found herself yearning to know how it felt to have that thing thrusting into her as she was bred by this vile thing.

"I can't wait for you to be...inside me." She said, a sultry tone to her voice as she began to untie the laces down the front of her nightgown.

The creature stared at her, watching her undress, knowing it was going to enjoy her immensely, and for a long time tonight. Panting deeply, desire in her eyes, Lina finished untying the garment. Her hands slipped around the hemline, and without hesitation she peeled it away from her lovely body, revealing her glorious massive mounds, her soft elven flesh, slim waist and shapely hips.

She giggled nervously, blushing as her body was displayed for the creature; though she knew it was going to be much more familiar with her soon enough.

"I've never been with a man before." Lina admitted as she approached the spawning pool. "I never imagined my first time would be like this. You know, so gross, and undead."

Tenderly, she raised one leg and stepped forward, placing her foot in the pool, feeling the thick goo flow up around her foot, the stuff quite warm and pleasant. She smiled and sighed pleasantly before bringing her other foot into the pool. Looking back at the creature, she gave it a wide smile before stepping into the center of the pool, the putrid goo rising up to just above her knees, the sensation of the stuff against her flesh so soothing, relaxing. Lina almost felt as if it were sapping the strength from her body.

"Are you trying to make me helpless against you?" She asked with a giggle as she lowered herself to her knees, submerging her body up to her waist.

The creature approached as Lina lay back, resting her body against several of the large eggs, finding their slimy surface to be rather leathery and soft, the things giving in a bit as her weight came to rest, her thick breasts jutting out from her slim form as her back arched, molding to the contour of the eggs.

With a loud splash, the creature's feet stepped into the pool, the thing standing above the giddy elven princess whom it was going to enjoy tonight.

"As a princess, I have never been allowed to..well, you know." She blushed, smiling mischievously.

The creature chuckled, the sound mixed with a disgusting gurgling, thick slime spitting out from its disgusting mouth. It was truly going to break this woman in tonight; by the time it was through she would do anything to experience him again.

Barely visible beneath the stained goo, Lina spread her legs for the creature, moving them wide apart so this abomination could move freely and do as it pleased with her. The thing lowered its rotted body down into the spawning bit with Lina, the goo splashing up against her massive breasts as waves rippled out from the creature.

Taking her wrists within its grasp, the creature raised them from the pool, then kept going, lifting her arms up above her head.

"What are you doing?" She asked, puzzled, but still quite playful.

Her back arched more as the creature brought her arms up as far as they would go, then pushed them back against a small tree that grew up next to the spawning pool Lina resided in. Grabbing a vine, the creature then began to wrap it around her slim wrists, securing her arms to the tree, binding her in a helpless position so display its dominance over her.

"Uh oh....I am in big trouble now." She giggled, looking up at her wrists, realizing she as going nowhere until this creature freed her.

"Well, now that I am your prisoner, I guess you are going to do to me as you wish?" She smiled, her body hot with lust, wanting this vile dead thing to take her, and breed her.

Its hands slowly glided down her arms, caressing her flesh while Lina closed her eyes and sighed softly, content in the knowledge that this creature was now going to give her body the carnal pleasures she so needed. Reaching her shoulders, its clawed hands moved down to her heavy breasts, gliding beneath them and cupping the thick mounds, feeling her tremble in pleasure as his rotted flesh pressed against hers, slimy webbing stretching out over the swell of her mounds. The thing stared at her, watching her breasts yield to his touch as his fingers squeezed into them, her flesh so warm and smooth. Lina was truly a prize, and she was all his. Her eyes closed and a soft moan flowed from her mouth as she relaxed, enjoying the touch of this vile creature.

Her large breasts glistened from the rancid slime that now covered them, the creature's hands continuing to massage the fleshy orbs, soft gurgles of satisfaction from the creature as it did so. Lina's submission to it delighted the thing, her mind was so easily swayed, and he was going to use that to his full advantage. Eventually one hand left a breast, sliding between them, pressing firmly against her soft flesh and it rubbed up and down, feeling the lovely elf tremble at his touch.

Lina opened her eyes as it eventually released her breasts, its hands sliding around her small body, stretching her arms as it pulled her forward a bit. She gazed up at it, the creature moving its face above hers, its mouth inches from her soft lips. She panted slowly, her lovely lips parted as its tendrils spayed open, revealing a circular ring of brownish, stained teeth, black slime covering the sharp things. A loud gurgle came from within the creature, its body lurching for a moment. Then another. Lina waited in anticipation, knowing it was going to bring something up and spill it into her mouth and down her body. She wanted it, and could hardly wait.

Then, with a sickening schlorp, a thick mass of writhing worms shot forth from the creature's mouth, the creature spraying them down into her, many slipping past her soft lips and landing on her tongue while others plopped down onto her neck and slid down, coating her plump breasts, slithering wildly against her sensitive flesh.

Lina's eyes closed and her body relaxed. A soft moan flowed from her mouth as she experienced this, enjoying the violation of these grotesque things in her mouth, wriggling against her tongue as she tasted the rancid worms, the black, slimy things crawling freely. Her belly quivered, the sensation of the things on her flesh driving her wild, her breasts swaying as her body jerked uncontrollably several times.

The creature watched with glee as she reacted to this, her mind only able to find pleasure in an act as vile as this. She would be quite willing to endure anything he did to her this night.

Lina felt the things within her mouth crawl deeper, inching their way down into her throat. She let them do such a thing, swallowing as they did so, the vile worms flowing down into her belly while she panted softly, feeling a soothing slithering deep within her body.

She did not know how long her attention was focused on the worms, but as her mouth was free of the things and her mind began to clear, she realized the dead lobster thing was preparing himself to claim her body. The creature's webbed hands cupped her bubbly tush, squeezing tightly as it pulled her hips forward. Beneath the slime of the spawning pool she then felt the thick, chitinous head of his massive cock against her virginal pussy, the thing gently pressing against them, slowly easing them apart to allow his entrance into her.