I face down my arachne weaponsmaster trying to look at her face and waist instead of at her nearly exposed tits. We’re not holding any weapons, just fist fighting today, tomorrow though we would be using blunted swords. 

 

She’s literally using a piece of cloth as a bra, it just barely covers her nipples and ties around the back, not only that but she’s using a cloth just as small to cover her pussy as well! I’m nursing a hard on just facing her.

 

The Arachne grins toothily, “You ready for some toughening up?” I had of course done some training before, enough to hold my own in a bar fight or in the boxing ring. Nothing more than that though, this would be my first real taste of intense training. 

After hearing about this, I decided to hold off on spending my mod points for mental things and save up for a special one that I saw.

 

[Fast Recovery 1-Lets you heal faster.] I figured that since excercising is supposed to create tears in your muscles this would help me get stronger, much faster. I would be able to keep on going for a while. I only needed to grab [Resistance: Pain] and I would be good to go. 

 

I keep my hands in high guard, protecting my face, since she taller than me I would need to worry about face kicks, not only that but I would need to hit upwards to get her face--I decide to just go for body shots they were easier and when placed well could do plenty of damage. 

 

She comes at me fast a leg coming straight for my face, I duck under and place an upper cut into her thigh. Whew, apparently my body is a lot faster as well, not to mention stronger! She grins at me and throws another leg, I step to side and put a punch into her spider body. Might as well try right? I aim so that it hits the area right where the spider leg meets spider body. 

 

My punch lands with a thwack and my wrist buckles. What the hell? That was like punching a brick wall! I look upwards to see how she took it, I detect a faint grimace but she hides it quickly with a grin. “Nice try chump, maybe on other arachne but I’ve got [hardened carapace]. Your blows won’t do nothing.” 

 

She comes at me like a lightning storm, kicks and punches coming from all over the place. It’s all I can do to protect my face, much less the rest of my body. She’s not even using her spider legs! 

 

Ugh, might as well try to get something good out of this, I lash out with a punch that takes her right in the stomach, folding her over--I take a kick to the jaw in return but manage to shrug it off in time to reach (using my other hand) her beautiful, bountiful tits. I grab the piece of cloth and rip it off letting me see them in their full glory.

 

I stand staring for a while and some of the flight attendants that had been watching stare as well. They were beautiful! A dark purple breast, with light purple nipples and aerola. The skin was smooth as well and the breasts despite there size were firm. My hand holds her ‘bra’ and she’s looking at me dumbstruck, so, taking advantage of this I quickly finger her nipple. Squeezing it and feeling the titflesh around, the smoothness, I let out a little moan and so does she, her nipple going hard in my hand. 

 

Then my luck runs out. With a predatory look the arachne uppercuts me, I feel blood come from my mouth and hear a crack, and as I go down she lands a punch on my nose. Blackness over comes me. 

 

It was worth it though.

 

…

 

I wake up to a flight attendent bustling around me. I reach up to touch my jaw and find that, incredibly, it’s okay. I feel my nose and am once again surprised. 

The pretty flight attendent comes over with a smile, “Your up! I’m surprised! Those last two punches looked pretty painful and even with my healing magic you should’ve been under a few more hours if not days.”

 

I look up blearily. “Thanks.” 

 

She grins wider, “No problem. You were a pleasure to work on, it’s not often I see such a powerful body not augmented by some sort of magic or tech.” She turns around a bends over, “I’ve got something for you by the way. Thought you might want it.” I take a good look at her beautiful ass as she speaks, the flight attendent uniform only highlights it, her tits were nothing to speak of but man. I could stare at that ass all day and not get bored!

 

I could see it as it strained against the tight uniform, thicc, juicy, and taut, not floppy. Something I feel like I could bounce a grape off of. The cheeks themselves were nice and round, tapering like heart, I could only imagine what those would like in some tights. She continues to rummage underneath the bed beside me, obviously looking for something of mine. “Hey, what’s your name by the way? I didn’t quite catch it.” 

 

She turn her head to look at me and I notice that she’s just a plain old human. The sight is erotic though, and all sorts of images come to my head. “Lalnyan, you can call me Nyan though.” Nyan goes back to searching and I go back to staring. After a while longer, just as my hands start twitching towards her bottom she turn around. 

 

In her hands is the ‘bra’ that I had taken off the Arachne. She hands it to me with a smile, “Good move by the way. I’m impressed.” Just looking at that bra gives me a hard on. The flight attendant notices. With a thoughtful look on her face she starts talking. “If you try to hook me up with that spider I’ll give you a handjob now and if you manage it a blowjob.”

 

I look at her in surprise, but it soon turns to thoughfulness. I have no idea if the spider-lady is lesbo or not but I wouldn’t be particularly surprised if she was. I also wouldn’t mind what the flight attendant had to offer, besides what’s the worse that could happen? I look at her and eventually nod yes.

 

“Under one condition though. I want two assjobs--not a handjob and a blowjob.” She looks at me wierdly, “No, no way am I getting something stuck up my ass.” I roll my eyes at her. “Not anal. An assjob. Like a tit-fuck but with your ass cheeks instead.”

 

Nyan gives me another look. Then looks down to the bra. I make the deal sweeter, “I will also try to remove her clothing whenever possible.” She looks at me for a moment, before nodding once. Turning around she quickly takes her uniform off, stripping down to a bra and panties before taking her panties off as well. I get a full on view of a beautiful ass, a nice tan brown as if she had sunbathed nude. Just the thought gets my cock rising. 

 

“Nuh-uh, not yet. You and I are both going to have a shower. I’m not clean and neither are you. If I’m going to fuck your ass-cheeks I want everything clean.” Nyan glares at me, “Fine.”

 

She puts her uniform back on and I lead her toward the luxury bathroom. She rolls her eyes again but follows. We get a few odd looks but that’s about it eventually we make to third deck, the one exclusively for me and my entourage. I take her into my room and into the bathroom. It’s truly a bathroom meant for nobles. The bath looks more like a pool and the shower is big enough for five. 

 

Toy is cleaning and when I come she lets out a startles yelp before sending her eyes upward and saying, “You literally cummed on my tits and were knocked out yesterday, how much of a horndog can you be?” 

 

I flinch as the flight attendant behind me lets out a giggle. Fuck. Whatever, nothing for it. “Yeeeeeah. Well can you exit the room please I have buisness that needs doing. Thank you.” She walks out and whispers something to flight attendant on the way, Nyan looks at me, eyebrow raised. The door closes behind us. 

 

“Let’s begin huh?” She once again takes off her uniform, revealing a tanned, toned, body and more importantly a beautiful ass. Her tits a good as well, grabbable, not big like I usually liked them but not small either. Enough to fill my hands up. Her pussy is also nice looking, shaved and… wet. Seemed she wasn’t a complete lesbian huh? She looks at me eyebrow raised, I take off my shirt, and then loosen my pants, “Wow.” Is all she says as my cock flops out, its not at full mast but its rising how could it not? 

 

She tentavily reaches out and grabs it, “I’ve never seen one this big. It’s bigger than the toys I play with!” It comes to full mast in her soft hand and I thrust a little bit, a bit of precum dribbles out. Shaking her head she seems to come out of it, “shower time.” With that she turns around and starts walking, I can’t help but get a light squeeze of her rump in as Nyan leaves she yelps but keeps walking. Turning on the shower she hops in, the glass quickly steams up blocking her from view. 

 

Until her bottom rubs against it that is. It squeezes up against the glass, flesh wrinkling, and it slowly rubs up and down the glass, the tan flesh presses against the glass and I can get glimpses of her pussy as well. Her hand comes into view and presses between the cheeks slowly rubbing between them. Her rump dissapears for a while the glass remisting before coming back, soapy, rubbing up and down the glass, soap trailing after it. 

 

I grab my erect and stroke it, damn that’s an erotic sight. I can only imagine what it’d feel like with my cock between those cheeks.

 

It dissapears again before coming back, this time though her asshole it leaking the white, liquid, soap in the shower. Her finger comes into view and sticks itself in, more white soap leaking out. 

 

I pump harder, “Fuuuuuuuuuuuuuu-” before stopping and just heading toward the shower. That tease is way to much for me, I open the door to the shower and step in. Finding her with her hand in her ass and moaning. I watch for a second as she takes the finger out and starts rubbing her pussy. I look on wide-eyed, that is a beautiful sight. She starts muttering, “Yeah, oh, oh, mmmmmmmmmm.” 

 

That’s about as much as can take, I walk over and stick my cock between the glass and her ass. She yelps and jumps up, glaring at me. “I couldn’t resist the tease.” With that I grab the soap and start washing my erect cock, looking at the hottie in front of me. I pump up and down and moan. A voice sounds in my ear, [Take her. Take her! Assjob first and maybe if you’re lucky something more!]

 

Nyan is looking at me lewdly one hand rubbing her pussy, “Not bad.”

 

Two quick steps and I’m over there, I grab her waist spin her around, bend her over my knee, press her against the shower glass and shove my cock between her ass cheeks. I start pumping, grabbing her ass I squeeze the flesh around my cock, I’m to big for it to fully engulf me but man does it become tight. I grab some soap and soap her up some more, giving my cock an even easier time thrusting. 

 

Thwap. Thwap. Thwap. The sounds start to fill the shower as my balls hit her pussy, she moans and I moan with her. I grab her assflesh harder and squish my cock between it, I look mesmerised as the tan ass wrinkles underneath my hard grip, . Pumping harder and harder, the thwaping becomes louder and more violent. She starts to move with me, twerking, grinding my cock into my abdomen, her back arches and her ass slides with it before coming down… hard, again and again this happens, the soap makes it hard to keep my large cock in between but with a grip like mine it’s fine. 

 

I go harder and harder and she moans. Then just as I’m about to cum I spin her around, open her mouth and push my cock inside--letting loose. I can feel her surprise but after a couple seconds she gives in, her tounge circling sloppily around my cock, I shoot wad after wad into her mouth, finally I pull away with a gasp. 

 

Nyan pouts, “I haven’t come yet!” 

 

My cock rapidly re-erects itself. “I can help with that.”