Sara's She-cock Stories Ch. 03

"It's growing so fast," Sara said excitedly, her eyes not living Katie's crotch. "I can't wait to see how big you are..."

"This feels incredible..." Katie moaned, looking down at herself as her new cock began to emerge from her body. Within moments the thumb-sized nub grew almost twice its size, thickening up with veins beginning to pump and swell on the surface, the baggy skin around the base becoming more copious on the underside of the new growth, wrinkly and loose. With several strong throbs, the length of flesh flexed and lifted itself, and the slit at the tip opened and peeled back to reveal a glistening pink mushroom head, drooling a thin stream of precum. It was a small sized cock, no more than three or four inches with no balls, but as the two girls stared in awe, it continued to throb and pulse, each time adding a bit more length and girth to itself, each time making the bulbous head swell up and shrink back down.

Sara's hand made it's way to her own cock, and she started to jerk herself off as she watched Katie transform into a sexual goddess like her. She couldn't believe how erotic it was to watch Katie experience the emergence of her own cock, the throbbing length growing quickly, now easily six inches long. With one hard flex, Sara watched as a heavy looking oblong object pushed its way from inside Katie into the loose skin underneath the growing cock, plumping out the sack quite tremendously. With a second, equally heavy flex a second object pushed its way into the sack of skin, filling out the once empty ballsack with a pair of swollen, fat nuts that must ache to be drained.

After several more throbs, and only a few more moments, Katie's newly formed penis seemed to stop growing, standing at an impressive eight inches by Sara's estimation, with a fat set of swollen balls, the skin around them taught and firm, looking ready to burst. The entire length of Katie's cock was ridged with thick veins, and she was quite the girthy looking girl, about as thick around as her own wrist. The swollen cock kept throbbing and flexing, lifting itself up and holding before dropping back down, only to flex and lift once more. Katie looked painfully erect, and all the mom-bodied woman could do was stare down in awe at her engorged member.

"It keeps tensing up," Katie said, biting her lower lip as she watched herself throb. "It feels so good."

"My cock does that too, when I'm really, REALLY horny," Sara said seductively, feeling her own throbbing member in her hands. Katie went to reach down and touch herself, but Sara quickly stopped her, saying, "No, no! Not yet...don't touch it..."

"Oh gosh, why?" Katie said, a shocked expression quickly taking over her face.

"I'm sorry, I didn't mean to scare you," Sara said, lowering her tone. "I just...I want the first thing it feels to be me..."

"You want me to fuck you with it?" Katie asked sheepishly. "I...I don't even know how to use it..." she giggled, as her cock flexed and dripped a thick strand of precum onto the floor.

"It doesn't need an instruction manual, sweetie," Sara laughed, still slowly stroking her own massive dick, feeling it move slightly inside her pussy, making her cunt drool around its base. "You just put it in and go to town!"

"I guess you're right," Katie giggled, her face getting red. "I just...I'm nervous is all. And it's SO big...it's kind of intimidating..."

"Mmhmm, it's a gorgeous cock," Sara said, admiring the thick veins that lined her shaft, and the bulbous head the peeked out from Katie's foreskin. "I bet your husband isn't anything close to that size."

"Oh no, he's much smaller," Katie said, a twinge of embarrassment in her voice. "This is the biggest dick I've ever seen. Next to yours, of course," she added quickly.

"You'd be hard pressed to find a cock bigger than mine," Sara said in a mock-smug tone. "But you should see my friend Lindsey's...my god!"

"Oh yeah, is she really big too?" Katie asked, her tone excited and curious.

"Massive, like...wow!" Sara said, thinking back to having Lindsey's cock inside her, stretching her wider than she ever imagined, her enormous head pressed against her cervix before basting her insides with sticky seed. "She almost tore me in half, it was incredible!"

"I'd love to see it, someday," Katie said, her own cock flexing hard, looking massively erect and ready for action.

"Absolutely, I'm sure she'd love to fill your little pussy," Sara said, imagining Katie getting utterly dominated by Lindsey's massive dick. "But in the meantime, you've got a huge hard on that we need to fix, don't we?"

"Please...it won't stop throbbing..." Katie said, her eyes moving back down to her swollen member between her legs.

"Of course, Katie," Sara said, scooting herself closer to the newly-cocked woman, getting her own engorged mushroom tip next to Katie's pounding erection. "Right now my pussy is a bit...occupied. But I've got another tight, juicy hole you can shove that fat dick into."

"You want it in your butt?" Katie asked, her cock swelling up as the words left her mouth.

"I want it in here," Sara replied, tracing her pointer finger around the opening of her urethra, which gaped and drooled precum. "I want you to fuck my dick hole..."

"Oh wow, is that...possible?" Katie looked unsure, but her flexing cock seemed to know exactly what it wanted.

"I pushed eggs out of it, and had yours inside of it...I think you'll fit," Sara said, shimmying herself a bit closer, the head of her cock almost touching Katie's. Sara's urethra gaped as her cock flexed, as if it were trying to open itself up to swallow Katie's cock. "I've been dying to try it."

"If you're sure...then okay," Katie murmured, and no sooner than she finished, Sara thrust her hips forward to press her cock against Katie's, her urethra partially parted as Katie's mushroom head kissed the entrance. Sara shifted on her knees, getting even closer still, holding her cock by the base to keep it steady as she watched and felt Katie's cock begin to slide inside of her own.

It was an incredibly pleasant stretching and burning sensation as she felt the thick cock begin to enter her, almost as if she had to pee but couldn't. Sara's eyes rolled back as she pushed herself closer to Katie, getting her lover's cock deeper inside of her still, feeling the swollen mushroom tip burrow it's way inside of her further and further. All Sara could do was moan quietly to herself, one hand around the base of her cock, the other now clutching at her left breast.

"Ho-ly shit..." Katie murmured, her mouth wide open, her eyes half closed and locked on the sight of her cock disappearing into Sara's. Katie slowly began thrusting her hips, almost instinctively, as Sara did the same, pulling back at the same time and thrusting towards each other. "This feels...amazing..."

"You're telling me..." Sara groaned, feeling how absolutely rigid Katie was inside of her cock, while her own massive shaft bulged and flexed to fit the thick, girthy member. The initial burning sensation had faded and was replaced by a warm fullness, not quite the same as being penetrated vaginally, but equally pleasurable in a different way. "You're so big..."

"I love this...so much..." Katie moaned, her face dreamlike with pleasure as she worked her hips, her fat cock gliding in and out of Sara's, lubricated with their precum that drooled from Sara's opening in thick, almost milky-colored strands. Sara could feel a pressure building up in her groin, her dick getting massively hard as it began to flex and throb, her orgasm brewing deep in her belly as Katie fucked her urethra.

"Deeper..." Sara cooed, pushing herself further against Katie, more of the thick shaft vanishing into her engorged mushroom head, plumping her up as it filled her urethra deeper. It wasn't enough for Sara though, she wanted more, wanted it all, and as she thrust herself against Katie, she watched as her swollen crown finally pressed against her partner's pubic mound, her cock fully swallowing up the slightly smaller one attached to Katie, her lover's balls pressed against the underside of her dick head.

"Fuck..." Katie whispered, her eyes locked on Sara's genitals, which throbbed and pulsated, massively swollen with another cock inside. The veins on Sara's penis were enormous and powerful looking, bulging through the flesh of her now reddening shaft, her bulbous crown a deep shade of purple as it held onto Katie's she-cock, gently massaging her as it flexed and gripped.

"Fuck me, Katie," Sara coaxed, reaching out to take Katie's hands, bringing her face close to her partner's. Fully sheathing Katie's cock inside of her own felt incredible, it was so deep, and made her feel so full, and now she wanted her partner to pound her urethra, to cum her thick load down her shaft. She wanted to feel the throbbing, aching dick inside of her climax and explode, to feel it feed her it's pearly white seed. "Take my cock, fuck it hard..." Sara moaned, before leaning in and locking lips with Katie.

Katie moaned loudly as Sara kissed her, their tongues sliding into each other's mouths as she started to move her hips, thrusting in and out of Sara. The feeling was unreal, unlike anything Sara had ever experienced, and as Katie drove her cock in and out of Sara's, she could feel her partner begin to quicken her pace, her thrusts becoming more shallow, the soft moans becoming deep groans, and Sara knew Katie was going to blow her load soon.

"Cum in my cock," Sara whispered, nuzzling her face against Katie's. "Give me your cum, baby..."

"I think I'm...so close..." Katie groaned, her mouth hanging open in a look of ecstasy. "I think...I'm gonna..."

With a guttural cry of pleasure, Katie's cock throbbed hard inside of Sara's and no sooner than it did, Sara could feel a hot spurt of cum shoot into her shaft, slowly oozing down deeper into it as a second hot gush escaped from Katie's member. Pump after pump of seed fired off into Sara's hungry cock as Katie's body quivered uncontrollably, overtaken by her first orgasm through her newly grown dick. Katie's thrusts became erratic and random as her orgasm overtook her, her body seeming to be overwhelmed by the sensation as she moaned loudly, her eyes rolling back as she gripped Sara's hands hard, her knuckles white.

Sara joined Katie's thrusts with her own, fucking herself with the cumming cock as she felt her own climax rapidly approaching. Having Katie cum inside her dick was such a unique sensation, one she had dreamed of experiencing since she first passed eggs through her massive urethral opening, and now that it was happening, her body could barely take the pleasure. Sara rammed herself against Katie, her mushroom head slapping against her pubic mound as she savagely thrust herself on the fat cock inside of her, her ass cheeks clenching hard, and her toes curling as her leg muscles stiffened.

"Keep cumming...keep filling my cock..." Sara moaned, her teeth gritted with effort as she fucked herself on Katie's dick, her body getting more tense by the second. "I'm gonna...cum too..."

"It's too much...I'm too sensitive!" Katie cried out, gripping Sara's hands even harder, her body shuddering as Sara pounded herself against Katie.

"Here...it...comes..." Sara groaned, and felt her cock hit the point of no return, throbbing intensely as her whole body relaxed. She felt lightheaded as her swollen shaft flexed and pumped, her seed backed up by the plug Katie's dick made in her urethra.

"Pull out, pull out!" Sara demanded, and as Katie quickly pulled herself out with a wet pop, a thick blast of sticky cream sprayed from Sara's cock head, splattering across Katie's belly. Sara's engorged member was like a fire hose set loose, pumping thick ribbons of milky white semen out erratically, arcing across the carpet and couch, and most of all Katie's sweat-soaked body as the two women held each other's hands tightly, both of them reeling from their climaxes.

"Gah...fuck!" Sara screamed a few moments later as her cock finally stopped throbbing and pumping, a thick drool of seed clinging to the underside of her swollen head before oozing onto the floor. "I didn't think I could cum that hard..." she panted, her cock flexing weakly, already starting to sag and go flaccid.

"That was amazing," Katie said, her breathing heavy as she let go of Sara's hands. Her own cock had lost some of its potency as well, though still semi-erect. "No wonder guys jerk off so much...that felt so good..."

"Doesn't it? That release, it's heavenly," Sara said, watching her massive cock shrink before her eyes, her head getting swallowed up by her foreskin as her erection faded quickly. It was a strange sensation, almost like a gentle tugging in her belly that pulled her penis back in with slow muscle contractions. "God, I needed that," she said, as her length hung limply between her legs, the soft flexing of muscles in her stomach reeling her shaft back inside her womb. Slowly and steadily Sara's cock slid back up inside of her, her thick foreskin sliding over the bulbous glans of her penis, before disappearing back into her dripping wet cunt. Her puffy labia came together as her penis worked it's way fully inside, back up into her womb, in wait and recovery for the next time Sara birthed it out for more pleasure.

"Does that feel weird? Having it go back inside?" Katie asked, her eyes moving between Sara's face and crotch.

"A little, it feels way better coming out than going back in," Sara said, gently rubbing her belly, which was significantly smaller than when she arrived at Katie's house. "But it's still kind of hot, feeling it slide back up into me."

"Is mine going to go away soon, too?" Katie asked, her cock almost completely flaccid though still impressively sized.

"It should, yeah!" Sara said, hearing a twinge of disappointment in Katie's voice. "But it doesn't have to, not yet anyway."

"I don't think I want it to," Katie said, biting her lower lip. Her dick flexed hard, lifting itself and getting slightly plumped up before dangling back between her thick thighs.

"Then have another egg, sweetie," Sara said warmly, reaching to grab the cooler again, sliding it over next to them. "Or two, or three, or the rest of them."

This time Katie reached into the bag, pulling one of the wrapped bundles out, letting the dish towel fall free. Sara nodded, and watched as Katie popped her thumb through the soft shell, quickly bringing the egg up to her mouth to drink from it heavily. As she did, Sara watched the woman's cock throb and swell, her erection coming back in full force as the contents of the egg slid down her throat.

"Listen to your desires, Katie," Sara said, a motherly tone in her voice. "Let your sexual urges free..."

Katie placed the hollow shell of the egg on the floor in front of her, and reached into the bag again, looking at Sara for reassurance. Sara nodded again, smiling comfortingly at Katie as she drew another egg from the bag, puncturing it's shell and sucking it down just as quickly as the last. She repeated the process three more times, drinking down the remaining eggs until the cooler bag was empty, each one getting swallowed down faster than the last. Katie let out a quiet burp, wiping her mouth with the back of her hand as she took in several deep breaths. Her cock was rock hard, the veins in it bulging and swollen, her mushroom tip bulbous and purple, foreskin pulled completely back.

"How do you feel?" Sara asked, amazed that Katie consumed all the eggs she brought.

"Really horny," Katie said, her face flush as sweat beaded up on her forehead. "My cock aches, like it's throbbing so hard..."

"Oh is it?" Sara said seductively, watching Katie's cock flex and bounce, her engorged head glistening in a sheen of precum. "It looks so hard."

"Mmhmm," Katie murmured, her breathing quickening into soft pants. "I'm getting really hot again...like before..."

"Just relax, hun. It'll be okay," Sara said, moving to Katie's side and putting an arm around her. She could feel how wet her skin was, her body sweating profusely, and she radiated heat. "I think you're changing again."

As Katie's cock throbbed, it seemed to swell, each involuntary flexing added more length and girth to her already sizable shaft. Her glistening crown drooled precum as her member became more and more engorged, thickening noticeably from earlier. Katie's hips bucked slowly, as if she were fucking an imaginary partner, the flexing of her cock happening more rapidly, making her grow larger and larger still.

"It's getting so fucking big," Katie groaned, her entire body getting tense as she thrust her hips, making her huge cock bounce. "It's so fucking heavy!"

"You're huge, I can't believe it..." Sara moaned, watching her partner swell and grow, her cock getting close to a foot in length and enormously girthy. Her balls had ballooned out to correspond with her cock, becoming fat and swollen, hanging low under their own weight. As Katie's cock became more and more engorged, Sara noticed that Katie's breasts had swollen up a bit as well, her nipples fat and thick, the twin globes looking much heavier and fuller than they were moments before.

"Oh my god, this is unreal..." Katie said, her mouth hanging open as she stared down at herself. "My whole body is burning up...everything is changing..."

"You're becoming a goddess, Katie," Sara said, watching the mom-bodied woman undergo a transformation, her cock a raging behemoth in front of her as her body became more curvaceous, more plump in the chest, thighs, and hips. Her already enormous ass grew even more so, her hips seeming to widen as her thighs became thicker. She had consumed half a dozen eggs in such a short time, and Sara could only wonder at what would ultimately become of Katie once it was done.

"My fucking tits..." Katie moaned, grabbing at her chest as her breasts continued to swell, her nipples getting fat and dark. The veins in her breasts bulged out a bit under her skin, and as Katie clutched at them, thin dribbles of milk began to leak from her engorged chest. "They're so full, my god..."

"This is incredible," Sara murmured, her eyes moving all across Katie's sweat soaked body, taking in the sight of her bodily transformation. Katie's cock was gigantic, it's head a huge mushroom the size of her fist that dripped thick globs of precum as it flexed and throbbed. Her tits were enormous, hanging heavily above her pudgy stomach, nipples dark and puffy, and her ass had become even larger and rounder than it was before, making her look incredibly pear shaped as she knelt on the floor.

And as Sara took in deep breaths, her own arousal and excitement going through the roof, she could smell intense and erotic pheromones emanating heavily from Katie's body, as if every pore was exuding her powerful musk, much in the same way that Sara's body began to do the same after her own transformation. And just as Katie couldn't resist the smell of Sara's pheromones, Sara could feel her pussy throbbing between her legs, aching to feel that fat, long cock inside of her.

"Fuck me, Katie," Sara said, moving back from the newly cocked woman, spreading her legs a bit. "I need that cock inside me, now..."

"I thought you'd never ask," Katie said, moving to follow Sara. Her huge cock flexed and bounced as she started to mount Sara, who spread her legs wide and wrapped them around Katie's back. Katie pressed her swollen cockhead against Sara's aching pussy, and Sara could feel her opening burn slightly as Katie slowly penetrated her with her enormous crown.

"Holy FUCK that's big..." Sara groaned, feeling the swollen head push into her, stretching her wide as Katie bore down above her.

"You're so tight, so warm..." Katie moaned above her, her mouth hanging open in pleasure, her eyes shut as her head rolled back.