Growth Lab 03: Moon Base Breakout

"AHHHH, what are you-?" Benton could barely finish his sentence before getting lambasted by warm titflesh as Ultima leaned forward on her knees top of him, hands on his shoulders, her meaty legs keeping Benton's closed she pinned him down. 

"Like I said we are going to do this the fun way, you think you can just break our machine and have your way? Ha! Luna must have known this would happen, she's trying to test me, show that I'm just as weak her, well forget that, I'll just manually decom you Benton, so get ready!" without so much as a pause for breath Ultima brought her legs around again, this time putting Benton in some weird variation of a scissor hold, sitting on his crotch, legs crossed in front of his head keeping him pinned to the floor so she could focus on serving his rigid member which had now crossed the seven foot long mark and was rapidly thickening to match the circumference of her thighs. 

"Urgghh, don't bite off more than you can chew" Benton gurgled from down between her ankles as Ultima pouted her now full lips to kiss the tip of Benton's cock, her hair falling across her bosom as she leaned over and firmly slinked both hands across the shaft that was so big even both hands could not fully encircle it as this point. 

Not stopping her kiss, Ultima's lips parted partially, then fully, Benton could swear he heard as crack as her jaw unhinged to fully encase his head, her warm breath on his tip setting Benton's senses on fire.  The view of his shaft was obscured by Ultima's boobs, and somehow this made the experience even more gratifying as he could only feel her oral pleasures unable to anticipate what would come next.  With a loud pop, Ultima freed her oral cavity of Benton's member temporarily, tongue licking her lips as she brushed her hair back in preparation for another deep dive. 

"Are you going to give it to me or what, baby?" Ultima cooed nuzzling her cheek teasingly against Benton's cock, feeling the veins pulse against her skin.

"OOOooorghh, cum, CUMMING!"  Benton's legs gyrated behind Ultima, and she closed her eyes and used both hands to plunge his member down the back of her throat so that the tip could be seen bulging out around her clavicle.  The decom machine droned on as the two subjects writhed in sultry passion below.

"_Warning, Storage Tanks full, Energy Still Detected, commencing room lockdown procedures,_" The radiators retracted up into the column and the single exit to the room was blocked off by another hatch closing in front of it.  Ultima and Benton were oblivious to this of course, Benton was spastically releasing his pent-up energy into Ultima who for her part was gobbling it up with glee, her gulps forming a synchronized call and response pattern to Benton's pleasured moans.

Slowly though the tune changed, as Ultima's swallows moved from low deep tones to more high-pitched tones.  She moved her hands from Benton's shaft behind her back to massage his balls below milking out the energy as if he was a cow.  Her tits were now at least six feet in diameter and were growing less and less malleable by the second, as the skin began to tighten.  The wall of tit flesh now fully covered Benton's torso and although the thought of getting smothered by breasts did not alarm him, he found an inner determination to change the tide of domination that was being wrought upon him at the moment.

"He-he, are you having fun yet?" Benton cackled maniacally as he watched Ultima's nipples finally begin to extend from her ballooning tits like groundhog's looking to catch their shadow.  Ultima's gulps were broken by a long painful moan deep emanating deep within her chest, her eyes opened wide as she could no longer swallow willingly, and instead just felt energy continue to flood her open gullet and permeate every cell of her body.  Realizing she may be in over her head, Ultima tried to pull her head back, pulling her hands back up to push Benton's head out of her throat. 

"Please, its rude not to finish your plate!" Benton bellowed from below, and Ultima felt the head convulse within her and begin to elongate, reaching, twelve, now fifteen feet, her hips slid onto the cool metal floor as she was pushed back, her legs releasing Benton from the scissor hold.  The growth pace of Benton's penis increased rapidly, giving Ultima no time to regain her footing, until finally with a loud smack her ass cushioned her impact on the far side of the dome, and her head was kept pinned against the wall by Benton's cock. 

Benton, glad to be free, stood up and inspected his member which now stretched a good forty feet across half the dome, longer than he was tall, now at thirty-five feet.  Ultima's tits occupied at least twenty-five feet of the space between them, almost perfectly spherical at this point, no longer sloshing but pulsing with a high frequency.  Benton could barely make out Ultima's face smushed in between her teats, cheeks bulging, eyes watering from the onslaught of energy, hands desperately splayed against the dome wall trying to find a way out of her current predicament. 

"Now that's what I call a decom!" Benton proudly roared as he used one meaty hand to violently tug his cock, which popped out of Ultima's mouth and limply fell like a hose at Benton's feet. 

"What do you think?" Benton addressed Ultima as he took a knee in the center of the floor to reel up his forty-foot cock like a garden hose. 

"GUrrrglghghgl" Ultima's guttural sounds emitting through the tit flesh gave Benton pause.  "GUrgllmff... *urp* mmmooree" Ultima's voice had lost all sense of rationality. 

"Hm, her tits are definitely full, but she's not blowing, just incubating it, no signs of overload yet, and she's asking for more, how curious" Benton mused, shrinking back down to a measly fourteen feet, and crossing his legs as he pondered.  "That can only mean one thing, she's not yet at her limit.  There's no way this system can decom her now, so I guess we'll have to finish what we started, but how?" Benton pondered looking up at the radiator system cooling down above him. 

"Ohhh Beentooonnn" Ultima cooed snapping him to attention.  "You know those two giant craters outside the base? You know why they are called the Montgomery craters right?"

"Oh, so of course you're an unstable battery, just like Commander Masters," Benton said as he stood up to get a closer inspection of Ultima whose pulsing twenty-five-foot diameter orbs of tit flesh cast a shadow over his fourteen-foot frame as he walked closer.  Her skin appeared to glow and looked almost transparent, spider-like veins showing through underneath. 

"So much for your, mmm, control of the situation" Benton grunted, he could still feel himself generating growth energy but something, or someone was still sucking it away. "_She can absorb energy like this even at a distance?_" Benton pondered. 

"Oh Benton, if you could be a dear, I seem to be a little *hiccup* congested at the moment," Ultima's hands pressed against the pliant wall of dome to give herself leverage to get her bulbous ten-foot-long legs underneath her. 

Daintily she pushed herself up along the outer wall of the dome and then pushing off with her feet, rolling forward on her spherical boobs so that she could use them as a makeshift pillow, lying horizontal to the floor (albeit twenty-five feet high) so she could finally make eye contact with Benton below, a painfully wide smile stretching across her face, her mouth visibly watering from the energy liquifying inside her, a line of drool falling down her chin, mixing with her long blonde hair and falling down and disappearing between her two pulsing chest spheres.

"Pleeaaase *Baapp* Bentoonnn, only you can decom all of this_,_" Ultima's lavish pleadings were interrupted only be her explosions of indigestion as she splayed her hands as far as she could stretch across her pillow bosom and assaulted Benton with her best "F*ck me" eyes she could muster in her current condition.

"Well... *MUrghh*... since you asked nicely!" Benton's posture stood erect as his back muscles bulged out forming striations of muscle fibers pulsing up to his shoulders bulging like bowling balls and to his neck which thickened from a standard nineteen inches all the way to forty inches, wider now than his head and at least two feet long, combining with his elongated torso to bring him up face to face with Ultima. 

His dick was beginning to re-harden down below, unfurling itself on the floor like an inflatable toy, but Ultima, feeling (Very!) impatient reached out her arms to bring Benton's head forward into a passionate kiss, mouth agape wider than a trained prostitute. 

Benton, for his part, matched her pace and vigor, his veiny arms reaching behind Ultima to get two handfuls of her plump ass, spreading them to reveal her twitching hole, inserting a finger (or two!) to explore her depths from behind as his tongue explored her depths in front. The two figures moaned in their mutual embrace, a synchronous bond that served to amplify the energy and they grew in tandem, reaching thirty feet, now forty feet high as the wet sounds of their kiss "*schlorp*...*Mulpp*... *schlorp*," echoed through the room.

Ultima's spherical breasts were now occupying almost a full half of the decom room dome, her breasts congealing around Benton's muscular form so that she could still reach him.  The two were now tall enough that Benton's bulbous back was pressing against the decom tower where the radiators had retracted.  Benton's eyes, for his part, were closed, enjoying the building passion of foreplay that would eventually lead to an even more passionate pounding soon. 

Meanwhile Ultima had set her sights on a larger prize, one of her eyes opened while still locked in embrace Benton, and she moved one of her hands down his neck sensually before extending it outward behind Benton to grasp at a lever on the decom tower. 

This lever was not intended to be easily accessible, being fifty feet off the ground, nearly halfway up the decom tower, and was marked with yellow and black stripes and a warning sign reading "DANGER, Emergency Valve release for Decom Storage Tanks."  The energy that had been successfully drained during their earlier encounter was being held just behind this panel, under a layer of shields that kept Ultima from remotely absorbing it in her current condition.

"If that panel opens the shields should deactivate automatically, then ALL the energy will be _mine_," Ultima thought to herself, her mind set on the one-way track of acquiring more energy at any costs. 

"_My job code states lab technician, but for some reason I'm always the test subject. Well, now I'm in control of this test, so let's go all out and see what I can do!_" Ultima thoughts spun as she slowly pulled away from her French kiss with Benton. 

"Ready to get this party started?" Ultima said with a wink, her hand grasping the lever behind Benton who had yet to realize what was happening. 

"I see you already have the balloons and I have the present," Benton smiled as his erect cock finally pushed its way through Ultima's cleavage to occupy the space between them, as thick as Ultima's head and leaking pre-cum ferociously. 

"OHH, *smooch* is all that for me?" Ultima's perfected blonde bimbo routine was on full display as she gave a light peck to Benton's member, sucking some of the pre-cum down her throat.  "Just give me one second baby, before the main course I need to finish my appetizer" and with that Ultima pulled the lever behind Benton.

Ultima may have been riding a "growth high" as it were, or maybe it was just her standard trait of overconfidence coming through, but she assumed the lever would simply open the panel like any normal door.  She was wrong.

Pulling the handle caused a cylindrical device that fastened along the side of the cylinder to detach, the system droned out "_Gravity enhancers offline for Stored energy transfer_."  The cylindrical hose began to move about easily in the low-gravity environment aided by actuators along the length of it giving it the agility and mannerisms of a snake. 

The system then beeped again, "Transfer Unit Detected" and the hose made a beeline for Ultima, plunging down her throat in one stroke, elastic band with magnetic ends extended from the side of the hose and around Ultima's head.  Ultima's eyes opened wide in surprise; Benton gave a slight tug on the hose to see that it was indeed not going anywhere soon.

"Hrrmph you're just insatiable aren't you!" Benton pushed off the floor with his size twenty feet and the two began floating upward toward the top of the dome, the hose retracting off the column to follow Ultima. 

"Energy Transfer Initiated" droned through the speakers and a vat of liquified, concentrated energy began to be pumped through the hose into Ultima, who moaned in a mixture of surprise and pleasure.  Before reaching the apex of the hop Benton pushed Ultima away to free his torso from the death grip of her cleavage, and bracing Ultima against the ceiling of the dome maneuvered his way among the circumference of her pendulous boobage which was quickly becoming less spherical as they began to slosh with the liquid being forced into Ultima from above. 

As he rounded the bend, he found the handholds he needed, as Ultima's nipples had twitched and elongated to around four feet long and two feet in diameter, with areolas that would cover half a tennis court.  Grabbing hold Benton swung his torso, and his penis, which now was equal in size to his legs, about twenty feet long and four feet thick, around to enter Ultima's vagina from the other end, in a fantastic acrobatic display of sexual prowess. 

He gently poked his cock through Ultima's still moist lips, then plunged ferociously into her deep depth until he could plunge no more, bottoming out and three quarters of the way in, watching the outline of his cock bulge through Ultima's abdomen almost all the way up to her sternum.  Her body had not grown much since her oral attack on Benton earlier, her body now about fifty feet tall overall, with only twenty-foot worth of torso to try and sheath Benton's cock with. 

Above him he heard Ultima's involuntary groans and gurgles in response to the double-sided slaying of her innards with energy and cock.  For her part Ultima was in ecstasy, unable to do much but beyond comprehending the slow pressure building in her core, getting stirred up by Benton's raging hard-on and fed by the energy flowing down her throat.  Her body was on fire, nipples getting pleasurably twisted by Benton, any space that was left in her abdomen outside of Benton cock was flooded by energy pumping from the holding tanks in the tower opposite her which was rapidly getting closer to her face as her butt pressed against the upper part of the dome, Benton supporting her below but her eighty feet long tits no longer left any space between them and the floor. 

Ultima closed her eyes in bliss, but then they shot wide open again as she felt a balance shift within her.  The pressure was building at a faster clip inside her core, possibly an unforeseen effect of her ingesting the energy from the storage tanks and Benton's energetic pre-cum soaking into her body.  Ultima's eyes watered as her mind struggled to comprehend the sensations flowing to her, but one thought rang clear in her mind, "_I've gone too far_". 

The sound of fracturing and splintering metal registered in her ears as her still-growing breasts finally rested the decom tower from its moorings at the top of the dome, bending to the side as the rivets holding it to the top of the dome popped off succinctly, until the tower completely detached and slowly fell in the one-sixth gravity to nestle itself in Ultima's cavernous cleavage.  The hose pumping Ultima with energy became lifeless as the detached tower had no power source and slipped loosely with a wet *Pop* from Ultima's mouth.

"Uuunnngghhhh, SO much pressure" Ultima's arms stretched out, slightly entangled in her twenty-foot length blonde locks to grab handfuls of her breasts, squeezing them in tune with Benton's massaging below to heighten her pleasure even more.  A low rumble began to emit from within Ultima's bloated abdomen, signaling the beginning of the end for her recent unbridled energy binge. 

"Ohhh Bentonnnnnnnnn," Ultima's breathing rasped faster and faster, as Benton picked up the pace below, his five-foot diameter balls *PLAP*ing against Ultima's rear end and scraping against the domes outer wall as their two bodies vibrated orgasmically.  

"Ohhh, it's happening!! I can't hold it anymore, I'm gonna blow!" Ultima's words were barely intelligible between her raspy moans, mouth open trying desperately to relieve the pressure building in her as her body began massively multiplying the energy stored within her, growing denser, so that even in the one-sixth gravity her body began to press harder against the floor, smooshing Benton beneath eighty feet of tit.  Benton for his part did not let up his assault, understanding Ultima's warning, and recognizing that the nipples he had been holding shut would be best be released to avoid making Ultima overload. 

"_If she unloads here, we could lose half the base,_" Benton thought to himself.  As he released the nipples, both began to bulge outward, flesh mushrooming on top of flesh, Ultima's "mmmm's" up above slowly turning into manic "ohhh," as the nipples resembled rocket engines, vaporized energy leaking from the cavernous two feet diameter gaping holes while more and more energy built at the exit point. 

"_Good thing she's facing down"_ Benton thought as the feeling Ultima's legs brush his balls penis as her body thrashed about wildly to ride the explosion attempting to find its way out of her. 

"AHHHH CUMMMINNNGNGNG!" Ultima roared as simultaneously both nipples tore open like paper, revealing new flesh beneath it as the energy both rapidly healed and tore apart Ultima's body at the point of exit.  Unable to resist his curiosity, Benton peaked inside her right nipple to witness a spectacular "Russian Nesting Doll" effect of nipple flesh opening inside, pulsing hot with energy, a bright light deep inside getting larger and larger, then blasting out, hitting Benton face first, burying him into the metal floor beneath, which began to melt under the intense onslaught. 

Both nipples fired down into the floor like rocket engines, concussive ripples reverberating through the skin back up to Ultima's shoulders, who was spread eagled, hands pushing herself up like a mermaid on the beach, back arched viciously, shining eyes rolling back into her head as her body quivered through the first wave of the most intense orgasm she's ever experienced, oblivious to the cracks forming in the dome where her butt and head were pressing into it.  The elastomeric surface slowly lost its transparency as the structural integrity failed, oxygen spurting out through the cracks.

"_Warning, depressurazaaatiiooonn, dettecccted,_" the system droned its final commands out as the locked down room began to vacate oxygen to prevent catastrophic depressurization as the dome wall began to lose shape around the two inhabitants.  Ultima's body, racked by the-minute-long orgasm went limp, arms and legs resting on the pillowy bosom that was still shaking from the eruption happening on the other end of her. 

Slowly Ultima began to rise off the floor, the pressure of energy erupting from her nipples propelling her upward, the energy stored in her now self-sustaining, the dome above her shattering into millions of pieces as she slowly accelerated upward into the vacuum of the moon's atmosphere.  Benton was pulled along for the ride into space, his head bursting from the molten ground, both hands still grasping the open maw of Ultima's right nipple, and penis still buried halfway into her body, the hair on his hulk-head singed to a crisp, but otherwise unharmed.