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Chapter Text

CHAPTER 1 CODES: MF

Hank McCoy, the Beast, was staring into a computer screen in one of his varied labs in the X-Mansion. As he was hard at work, David Alleyne, aka Prodigy, entered with a set of papers.

"Hey, Doctor McCoy."

Beast turned to face Prodigy. "Ah, David. Hello. What's going on?"

"I just wanted to turn in my paper to you before going to class." He said, handing it over.

"Hmm. My assignment isn't due for another week, David. Are you sure it's ready to hand in?"

"I'm very confident about the grade, sir."

"You just want it done so you can have the weekend homework free, don't you?"

"Yep."

"Well, I can't find a flaw in that logic." Beast smiled. "Very well. But I'm not grading this until the due date. Alas, my time is not as free as those with youth on their side."

"Have you been busy?"

"About as much as any other day, friend. Computer simulations, biological research, emailing concepts and discussions with my peers in the superhero industry. All in a day's work in my lab."

"Well, it's certainly one heck of a lab. It's really amazing how many projects you can run down here!" David said as he picked up a vial and held it up to the light.

"David! Put that down!" Beast shouted quickly at David, startling him. Prodigy quickly set the vial back down in the stand it had been sitting in.

"Sorry, Doctor McCoy. I didn't mean any harm." The nervous young adult apologized.

"I'm the one that should say sorry, David. I didn't mean to snap. It's just that that particular vial you held in your hand is one of a few pheromone samples I've obtained from Spider-Woman."

"Which one?"

Beast sighed, "The first. Logan recently obtained another sample since they've both joined the Avengers. A few years back, the sample I had been running some tests on for a non-lethal weapon had been released into the air within the mansion. The effects were... interesting."

"How interesting?"

"As in 'you're too young to know' interesting. Enough now. You're already running late enough for your class and I have no intention of letting your teacher excuse you again for being tardy."

"But, uh, Doctor McCoy... it's your class."

"It is?" Beast's eyes widened. He then pulled out his PDA and looked at the schedule. "Oh my. Then you'd better beat me to the classroom!" Beast grinned and then bounded out of his chair, bounced off the ceiling (bumping into the light) and out the door. David paused for a second as it dawned on what that meant. David then bolted out the door and tried to make it to class before he got another detention.

As the door quickly shut behind him, the slam had jarred the lighting fixture, and after Beast had already hit it, it was knocked loose and swung down past the table with the vial on it and slammed into the bookshelf. The bookshelf wobbled for a moment before it tipped over and spilled the textbooks and manuals all over the floor, computer and particularly, the table holding the samples and chemicals. One rather thick textbook had slid across the desk until it hit the stand holding the pheromone sample vials. And in a classic case of inertia, the book had stopped sliding, yet the vial stand continued on and sailed off the table, where it smashed on the floor in a puddle.

The spill started to evaporate as it was exposed to the air. The vapor then wafted its way up into the airshafts. It circulated through the vents, reaching every room in the mansion, including the holding cells in the lower levels of the mansion. One of the cells currently housing the former member of the Brotherhood, Mystique. She was currently being held as a "guest" of the institute after revealing herself, having infiltrated the mansion while posing as a woman named Foxx. Where before, she had a room and privacy, now she had a cot and a toilet and little privacy as the cell had several devices monitoring her every move.

She took a deep breath as she laid down on the cot. She kept trying to think of ways out of the situation she was in; how to sneak out of the cell, make her way upstairs and past the varying X-Men, much less her son and adopted daughter. Her mind then drifted to other similar tight spots she had been in through her career. She had remembered one time in Russia where she had killed a high-ranking general in the Soviet army and while making her way out of the military base, she had stumbled into the barracks. With several soldiers around her and a dead general one building over, she was forced to improvise in order to get out of there. She pretended to be a prostitute hired to entertain the troops. That night in particular, she had more sex than she ever had in her life. Every soldier in that platoon took a turn with her. In fact, there were so many men, they had to use every hole on her body. She had of course had threesomes in her long career, but this was the first time she had been gangbanged.

As Mystique reminisced about the fun she had, her hand had wandered down to her crotch. "Maybe I should be doing something else", she wondered. She slid her hand down her tights and started to gently rub her pussy. "A short break won't hurt", she thought. She rubbed her clit a little more and moaned lightly. She could feel herself getting wet with excitement.

Her breath got heavier as she quickened the pace of her rubbing. The room felt a few degrees hotter for Mystique, so she quickly pulled off her pants and sat up against the wall, spreading her sleek blue legs apart and resuming her masturbation. She was now using both hands. One sliding up and down her pussy lips while the other thrust in and out of her cunt. She tilted her head back and moaned. Her hands were now working furiously at bringing herself to orgasm, slick with her pussies wetness. She had now advanced to plunghing four fingers of her left hand inside and out as she groped her breast and pinched her nipple with the right. She pulled the nipple and shook her breast. Her eyes were closed as her mind thought of getting stuffed by a large cock. She thought of the old times she spent with Victor and the way his thick member drilled her during their frequently rough sex and how he would always come inside her.

"Should... I leave you alone?" A voice said. Mystique snapped back to reality and sat up straight as she saw Bobby Drake, Iceman, standing in front of her cell. He had a tray of food and a glass of milk that was about as white as his stunned face.

Mystique smirked and leaned back again, going back to masturbating. "Depends. There a cucumber on that tray?"

"No."

"Guess I'm sticking with my hand for now. Unless you want to join me..." She slowly rubbed her clit in a lazy circle, as if inviting Bobby into herself.

"Oh, come on. Seriously? Is this your big escape plan? Seduce me into opening the door so you can escape?"

"I'll admit, the idea is tempting. But right now, I'm more interested in getting off. And since you interrupted, I have to start all over again." Mystique leaned forward and got off the cot onto her knees. She crawled towards the cell's entrance and looked up at Bobby. "But if you want to watch, I don't mind putting on a show."

Mystique ran her hands up her body, over her breasts, around her neck and through her hair. She lowered her hands back down and swayed her hips side to side. She laid back on the floor and rubbed her thighs as she started to play with herself again. "You like this?" She asked.

"It's... okay." He stammered. He was completely transfixed on her nude form, his hardon pressing against his pants.

"Okay? Only okay? My body doesn't arouse you? Or would this be more to your liking?" Mystique then changed her appearance to Lindsay Lohan. The sight of the busty starlet was unbelievable to Bobby. "Ooh. Looks like that did the trick." She said as she noticed the bulge in his pants. As Mystique writhed on the ground, rubbing her pussy and tits, Bobby (without diverting his gaze from her body) slowly made his way over to the cell's control panel.

"I shouldn't be doing this. I shouldn't be doing this. I shouldn't be doing this. What are you doing, Bobby? You're going to regret this!" He muttered to himself as he punched in a code and the door slid open. Bobby set the dinner tray down on the table and undid his pants and pulled them off, exposing his hard cock to her. She got up on her knees again and took his prick into her mouth. He ran his hands through her red hair as her freckled face slobbered all over his cock and grabbed her by the back of her head, making her deep throat him. "MMmmm. Yeah, suck it. Suck my cock bitch."

"Mmmmmpplh! Mffffhhh! Ulk!" She gagged on his dick.

"Yes! Yes! Yesss!" He groaned. He pulled out of her mouth and let her breathe.

"Ahh yeah, you ready to stick that cock inside me now?"

"Fuck yes." He said as he pushed her to the ground. "Now make yourself look like Jessica Biel."

"Hmmm. Nice." She smiled as she did what was asked. Soon, she had changed her look again to that of the former 7th Heaven star. Bobby stroked his cock as he got on top of her and started to fuck her.

"Ohhhhhh my god, Mystique. this is so hot..."

"Uhhhhh! Don't you mean.... Mmmm fuck... 'Jessica'?"

"Yeah! Yeah! Unhh!"

"Please... ahhh! Gimme that big... RRH! Cock of yours!"

"Turn over. And now I want you to be Tyra Banks." As instructed, she turned over and got on her hands and knees changing into the supermodel. Bobby ran his hands over her nice rump and gave it a nice slap, getting a quick yelp out of Mystique. He stuck his cock in her pussy and went back to fucking her. "Oh! God! Ah! Aahahhh! AHH!"

"MMM! Like fucking... fuck! My big ass? Motherfucker?"

"Oh yeah! Fucking that ass! So AHH... good!"

"Ohh shit! Keep going! Do it! OOH YES!"

"Such a... yeah! Hot slut! Yeah!"

"Nnnnnn... I know what's... really gonna... get you off!" Mystique grunted.

"More than! Fucking! A pop star?" He asked as he continued pumping away.

"Yeah! This!" And on cue, Mystique morphed into her foster daughter, Rogue. Screwing celebrities was one thing, but the chance to fuck the ultimate dream girl sent Bobby into overdrive. Her large natural breasts swinging back and forth, her bubble butt slapping against his hips and tight-looking snatch wrapped around his cock. Iceman was now thrusting in and out harder and faster than he'd ever fucked someone before.

"Oh fuck yes! Fuck, you're so tight!" Bobby grabbed a handful of the white streak of hair and held it like reins, jerking her head back and forth, causing Mystique to buck backwards with it. He was thoroughly enjoying the chance to live out a fantasy of his; fucking Rogue like a piece of meat.

"Uh! UH! Oh god! Fuck my tight cunt! Fuck it with your big cock! I'm cumming! I'M FUCKING CUMMING!" She cried as he pounded away at her (currently) soft silky white skin. Bobby felt her pussy cumming all over his dick.

"WHAT THE HELL ARE YOU TWO DOING?" A female voice screamed at them.

Bobby and Mystique both turned their heads to see Gambit and most importantly, the real Rogue, staring at them. Rogue looked furious, but Gambit seemed to be hiding a degree of amusement. The surprise had come at an even more humiliating moment as when Bobby turned to see who was yelling at him, his cock had popped out and ejaculated all over Mystique, who had started changing back into her natural blue form. His spoiled orgasm spurting onto Mystique's back in white streams.

"I can explain!" Bobby said. He stood up and held his hands up as if he had one whopper of a tale, which this had certainly qualified.

"You sure as hell better!" Rogue snarled. She grabbed Bobby by the arm and yanked him out of the cell. "We're going to have a little talk!" She fumed as she was now heading towards the exit of the brig, still dragging Bobby.

"Can I at least grab my clothes first?"

"NO! Serves you right!"

As Gambit watched his girl pull Bobby out of the room, Mystique let out a slow smile as she inched towards him. Suddenly he flicked a few charged cards up, aimed at her head.

"Ah ah ah! Last I checked, you were still a prisoner, Mystique." Gambit whirled around. Mystique sulked and crossed her arms. Gambit then quickly snapped out his collapsable staff and with a flick of his wrist, it snatched up Bobby's uniform and flung it across the room into a trash can. With his other hand, he tapped on the console by Mystique's cell and locked it again. As Gambit headed towards the door, he looked back at Mystique and before he left, he said, "An' if I was you, I'd get dressed. Because somethin' tells me Rogue's gonna want to talk to you next."

Mystique sighed and turned back to her cot. As she strode back, Bobby's cum still remained and was trickling its way down her back to her round ass. She rubbed it around with her hands, wiping the load off before sitting back down. Slowly, she started to lick her fingers clean. She then thought to herself, "Maybe I could hang around a little while longer. Things are getting interesting here."

TO BE CONTINUED...

Chapter Text

CHAPTER 2: MF, MF+, Incest

In the Danger Room, the training hub of the varying X-Men teams, threats came in all shapes and sizes. They could range from automated traps and snares to holographic representations of the numerous enemies the X-Men had faced over the years. Currently, the program being engaged was an obstacle course. Logan, also known as Wolverine and his latest protege, Hisako Ichiki, were currently participating in this exercise, specifically designed to train their reflexes. Or at least Hisako's. As one of the senior members of the X-Men and the best there is at what he does, Wolverine was hardly in need of honing any of his numerous skills. Hisako however, was still relatively new to the school and the team. Her mutant gift of generating an armor made of super-durable psionic energy was a wonderful defensive ability. But today, the point of this training session is to help Hisako respond quicker to protect herself in situations where she might not have access to her powers. The goal, to last for a certain amount of time without Wolverine having to save her.

Currently, Hisako was leaping over a set of hurdles that sprung up in front of her. As the hurdles stopped coming, Hisako noticed a set of holes opened up in a wall nearest to her. Hisako dove to the ground as a barrage of darts were fired out and whizzed past her body.

As she was doing that, Wolverine was coolly walking through the course. A cigar in his mouth as he stayed a few steps behind Hisako's path. He stopped to take puff on the cigar as a series of flame jets burst directly in front of him. As the flames died down, Wolverine paced a little further ahead and casually stepped past two giant iron slabs that slammed together and could have easily pulped a person. Hisako looked up at Wolverine. "Are you having fun?"

"Could be worse. Now stop wastin' yer time jawing with me, kid. Pay attention to the job at hand."

Hisako shook her head and as she looked up, her eyes widened. She immediately rolled out of the way as a metal column came down right where her body had been. She scrambled to her feet as a pole extended from the wall and began to swing towards her. Hisako bolted towards it and before it could connect, Hisako leapt into the air and did a somersault right over it, landing perfectly on the ground as it passed by. She turned to Logan who seemed a tad surprised.

"Not too bad, huh?" Hisako beamed. Unfortunately, in her moment of self-congratulation, she hadn't noticed that a large axe had been lowered from the cieling and started to swing down right towards Hisako. Wolverine however, had noticed it.

"Kid, MOVE!" Logan yelled, spitting out his cigar and pouncing forward. He grabbed Hisako before whirling around and pressing themselves against the wall of the Danger Room as the giant axe swung right by where she once stood. The blade just coming within a hair of slicing open Wolverine's back. Not that he would be concerned about that, with a healing factor and all.

Suddenly, a horn blared in the room and all the devices stopped in their tracks. "Time limit: Up. Training program: Over" The computer bellowed over the speakers. The automated program shut down and the blunt and/or bladed implements retracted into the walls, ceiling and floor. Logan and Hisako stared at one another, the adrenaline still rushing through their veins because of that last moment of the program, their heavy breathing the only sound in the room. Logan looked down at Hisako, who was still pinned between him and the wall. Even though he didn't need to shield her from anything at the moment, he didn't exactly step away. In fact, he did the opposite. Logan lunged forward and kissed the demure girl. Hisako was shocked at first, but then started to enjoy it. Though before she could vocalize her enjoyment, Logan stopped and pushed her back a bit.

"Don't move". Logan growled. A loud "SNIKT" rang out in the room and Hisako saw Logan had extended the claws on his right hand. And before Hisako could respond to Wolverine, he quickly swiped his clawed hand at her. Hisako closed her eyes as Logan's hand passed over her. But when she fearfully opened her eyes to see what had been done to her petite frame, she saw that her outfit had been sliced open and her skin was completely untouched. Her small breasts were now exposed, her nipples hard from the excitement. The slice went all the way down to her torn panties, revealing a tiny patch of hair over her pussy.

Suddenly, Logan was on Hisako again. Pressing her back against the wall again, he was kissing, licking and nibbling all over her neck, lips and breasts. But it wasn't until Logan has slipped his fingers inside he cunt that she started reacting. She closed her eyes and let out moans that were stifled by Logan's mouth invading hers with his tongue while his digits wiggled inside her folds. It didn't take long for the wetness of Hisako's pussy to cover Logan's fingers. She continued to moan as the sensation rocked her body, but then as quickly as it started, it had stopped. He had pulled his fingers out. She opened her eyes again and saw that Logan had stopped simply to pull his dick out of his uniform. It wasn't immensely long, but it was rather thick and she soon got a better view of it as Logan grabbed Hisako by the head and shoved her down to eye level with it before ramming it into her mouth.

With both hands clasped firmly on the back of her head, Logan shoved it back and forth on his cock. Her tongue sliding up and down the bottom of the head and shaft, her gasping for air causing her cheeks to suck inward pressing on the sides of Logan's dick. Spit and drool coming out of Hisako's mouth, coating his balls and running down her chest. Hisako managed to stop the face fucking for a moment as she pushed hard enough against Logan's stomach to push his cock all the way out of her mouth. Hisako took a deep breath of air before Logan shoved her hands back down and resumed his sloppy blowjob. Hisako's hands went back to trying to find a hold on Logan. She grabbed his hips, then thighs and then tried to grab an asscheek with one hand and his balls with the other.

Soon, trying to get a grip in order to get some air back became moot. Logan had pulled his dick out of her mouth and pushed her to the floor where he pushed her legs apart and laid down on top of her and stuffed his prick into her cunt. The thickness of it stretching her out. The feeling of the largest cock she'd ever had inside her sent shivers through Hisako's body. Her eyes rolled up and her breathing became heavy, almost hyperventilating at some points. Sweat poured down her face and body, her b-cup breasts jiggling just a bit with every thrust. Hisako's hands reaching around to Logan's back and clutching it hard, her fingernails digging into it. Logan hardly paid attention, his animalistic grunting and panting with each pump of his cock inside her pink swelling vag.

Logan then pulled out and flipped Hisako over, He yanked off the remainder of her shredded clothes, throwing them aside as he leaned down and stuck his thick cock back in her pussy to fuck her. At first, Logan had held onto her waist as he pushed up and down into it, pounding away at her. But her moaning and whimpering had gotten to him, so he moved his hands upwards to wrap them around her neck and press her head into the ground where it would muffle her or occasionally squeeze and choke her for a moment before letting go again. Logan had even worked his fingers into the sides of her mouth and turned the moans into gutteral noises.

Logan dragged his hands back down to clutch her ass as he frantically humped her. He looked down at his throbbing cock going in and out of that tight pussy, staring at her tight little ass, her legs limp as they lay spread apart. Logan spread her butt cheeks apart to look down at her little butthole and her currently hard-fucked cunt. Logan heard Hisako scream and shake as he felt her cumming on his cock. The feel of her cumming on his dick sent Logan over the edge and he too climaxed. He threw his head back and let out a primal roar as he blew his load into his junior teammate's tiny snatch.

As the wave of euphoria passed, Logan's demeanor soon changed. He took a few breaths and looked down at his handiwork. Hisako laying sprawled face-down on the ground of the Danger Room, his spent cock pulling out of her vagina. Logan immediately stood up, realizing what he had done and an expression of shock on his face.

"Hisako, I... I don't know what happened! I don't know what came over me! I'm so sorry!" Logan said as he backed away from the still-nude body of Hisako as she turned back over and laid on the floor, his cum still dripping out of her pussy. She was staring straight up at the ceiling as her breath slowed back down. She then ever so slowly, propped herself up by her elbows and stared at Logan.

"Why? That was AMAZING." She smiled.

"What?" Logan asked. "You liked that?"

"Liked it? I LOVED IT! If I didn't, don't you think I would have screamed or said no?

It was incredible! I've never been fucked like that! It was so passionate and so intense! I came, like five times! I never knew you felt that way about me!"

"Kid, I don't know what to tell ya! Whatever happened, wasn't my decision! I lost control! I don't know what's goin' on here! That wasn't love you felt!"

"Who said anything about love! I'm not looking to marry you! I just didn't know I got you so horny! And that was the best sex I've ever had. I just wish you'd have let me taken control during that blowjob, then it would have been better. I've got to clean off. I'm going to go shower. You ever want to do that again, you let me know." Hisako said. She stood up and happily strode out of the Danger Room, almost skipping out. "And next time, you can do my ass if you want!" She said as she exited.

Logan stood in the empty Danger Room, still taken aback by what had happened. "Program off." He said. The Danger Room flickered and the setting had reverted to the cold metal floor and walls. Logan's cock still dripping cum onto the floor near the tiny puddle of his jizz that had a few moments earlier leaked from Hisako's cunt. "I need a beer." Logan said, tucking his cock back in, pulling up his tights and exiting.

***

Upstairs, Scott Summers, aka Cyclops, was in the middle of one of the more tedious duties of running a school: Ordering the supplies. Normally, this kind of job he would delegate to someone else on the school staff. Occasionally though, that would backfire, as demonstrated by the time the funds were used on imported beer rather than textbooks. But today, in a rare instance of Scott having some free time, Scott had been placing orders on those, medical and janitorial supplies. Trying to estimate how much floor cleaner would last the mansion a month was one of the things that made Scott miss Forge and inventions like cleaning droids.

There was a knock on the door. Scott looked up from the computer. "Come in."

The door opened and the Stepford Cuckoos; Celeste, Mindee and Phoebe, walked in. All three girls were wearing the same thing; a white blouse with short sleeves and plaid skirts that were almost distractingly short. Short enough that if a girl had bent over even slightly, their panties would clearly be visible.

"What's going on, girls?" Scott asked.

"Ms. Pryde sent us to see you, Mr. Summers. She didn't like our wardrobe." The Cuckoos said all at once.

"Okay, one at a time, girls. Please."

"Ms. Pryde scolded us for wearing our skirts this high..." Mindee said.

"Even though Ms. Frost said these outfits were okay and we shouldn't let other people's outdated modesty dictate our comfort and self-esteem..." Sophie continued.

"Ms. Pryde said she didn't care..." Celeste continued.

"So we called her a bitch!" All three finished together.

"Okay, stop!" Scott held up his hands. "First, don't call your instructors names. Second, those skirts are too short. Don't wear those to class. I'm not sure I'd even recommend you wearing them outside of class."

"Do you want us to take them off?" They all asked.

"Yeah." And before Scott could correct himself, all three girls took their skirts off right there in his office. "No! I didn't mean--" Scott got distracted as they turned their backs to him as they kicked their skirts off from around their ankles. He couldn't help but to notice that all three were wearing tiny white thongs.

"He likes our butts." The Cuckoos said to one another.

"No, no, no! It's not like that! That's my subconscious."

"You have a hardon." They all pointed out.

"That's instinctual, girls. You all need to--"

"You want us, Mr. Summers."

"Could you let me finish a sent--"

"We want you too, Mr. Summers."

"I just... what?"

"We've all listened in on you and Ms. Frost. We liked it." And before Scott could reply to that statement, the girls all approached him and started pawing at him. The three-in-one were now three on one as Mindee and Celeste pushed Scott back against his desk, holding his arms as Phoebe dove to her knees and quickly undid Scott's belt, unzipped his pants and pulled them and his underwear down just enough to free his erect penis so Phoebe could take it into her mouth.

"Oh!" Scott gasped. He looked down and wanted to tell her to stop, but, which Cuckoo was she? He wondered, was it Celeste or Phoebe that was trying to deep throat him? Before he could figure out which one was which, the other two had dived to the ground and joined in. One was sucking on the head of his cock, another was licking along the shaft and the other was licking his balls. And they were doing all that with a lot of energy. There was also the hands. Scott had noticed that the girls all had their panties now pulled down to their knees and they were playing with each others hairless pussies. The one in the center was fondling the girls on either side and the ones on the sides were returning the favor. Scott could see the wetness of their now aroused slits.

But before Scott could figure out which one was doing what to his dick and whose hands were fingering whose cunt, they switched places and roles; one on head, one on shaft and one on balls and back to fingering one another. It became a shell game with blowjobs and mutual masturbation. The girls were slurping, drooling and humming with such fervor, that all Scott could bring himself to say was "You girls... oh... shouldn't be... unh shit... doing this."

"Not if they're going to blow you that horribly, they shouldn't." A voice said. Scott looked up to see Emma Frost, the White Queen, standing there with her arms crossed and a look of utter annoyance.

"Emma! This... this isn't what you think!"

"I already know they instigated this, Scott. They aren't exactly being discreet with their thoughts right now. I'm not angry with you. I do have to admit though... at least all the parties involved here have good taste. Now if I saw a redhead in here sucking your dick, THAT would be upsetting. But this? Seeing three girls I've regarded as the highest caliber students on campus slobber all over your prick like babies on a candy... That's just disheartening. Back away from him, girls. Amateur time is over and you now get to see how the pros fuck."

The Cuckoos stood up and backed away as Emma strode over to Scott, where they embraced. "Emma, are you sure about this?" He asked.

"If they're going to learn, they might as well learn from the best." She replied. They kissed for a long moment.

Then, without a moments hesitation, Emma stripped out of her clothes and now totally nude, she helped him remove the rest of his clothes. She glanced over at the Cuckoos and with the raise of her eyebrow, they got the hint that they should do the same. Mindee, Celeste and Phoebe took off the rest of their clothes as Scott and Emma had cleared off the desk so it was bare enough and watched as Emma shoved Scott on to the desk. Scott moved a bit further back onto the desk and ajdusted to make himself more comfortable while Emma climbed onto the desk and straddled Scott before lowering her pussy onto his rock hard dick. His hands caressed her perfectly toned ass. Her large shapely breasts heaved as she rocked back and forth.

"Ohhhhhhhhhh! Yesssss!" Emma moaned. She then alternated between quickly bouncing up and down on his cock then writhing slowly on it. She looked over at the Cuckoos, who were once again fingering one another and playing with each others breasts. "Celeste. There's no sense in letting Mr. Summers' tongue go to waste. Come here."

Celeste perked up and hurried over to the desk. She eagerly climbed on and knelt over Scott's face and smiled happily as he started to lick at it. "OH! It feels so good, Ms. Frost!"

"Mmmm! Getting one's pussy eaten out should always feel good. And Scott knows how to please a woman! OHH FUCK!" Emma groaned. She then grabbed Celeste and leaned in, kissing her. Mindee and Phoebe grinned, watching the action as they slowly made their way behind Emma and Scott. They sat down on the floor as Celeste started sucking on Emma's tits.

As Mindee and Phoebe sat on the floor and watched Emma and Celeste double up on Scott, they couldn't help but giggle. They'd never seen someone have sex a foot or two away from them. And they liked seeing how a cock as big as Scott's could fuck someone.

"Girls, I expect you to do more than sit there like lumps." Emma said through gritted teeth. "I would appreciate some anal stimulation! MMMmmm!" Mindee then leaned forward and spit on Emma's anus before reaching out and pressing her finger against it. Mindee's finger slipped in easily. She thrust it in and out before working a second in. "Ooh! Excellent, Mindee! AHH! Yes!" Emma shook her head, throwing her hair back. Mindee had pressed a third finger to Emma's asshole when Emma reached back and grabbed Mindee's wrist. "I said I wanted stimulation, not to be fisted!"

"Sorry, Ms. Frost." She apologized. Mindee went back to plowing Ms. Frost's ass with two fingers while Phoebe decided she was going to rub Scott's cockshaft as he fucked Emma. This made Scott start to pump harder and deeper up into Emma's pussy. Phoebe could hear Scott was now moaning, loud enough that she could hear it even though Celeste was sitting on Scott's face. And for Celeste, the moaning on her clit along with his licking of it, was enough to make her cum.

"Ahhhhh! I'm cumming!" Celeste moaned. Her body shuddered as she came on Scott's lips.

"OHHH YESS! I'M CUMMING TOO!" Emma screamed. She arched her back as the wave of ecstacy passed over her. Celeste had opted to hunch forward, leaning her head against Emma's breasts. Phoebe withdrew her fingers from Emma's ass as Mindee now moved her hand slightly down from rubbing the shaft still pumping in and out of Emma's cunt and now just rubbed Scott's balls. Emma's pace returned to normal before she slowed down to a halt.

"Very good work, girls." Emma moaned. She climbed off of Scott's cock and the desk, tugging at Celeste's arm, indicating that she was to do the same. Celeste immediately got off and stood by Ms. Frost. "Scott, if you'll please..." Emma motioned for him to join them. He sat up and hopped off the desk, still rubbing his cock to stay hard. Emma pointed to Mindee. "You, my dear. Bend over the desk so Scott can fuck you."

"Yes, Ms. Frost." She quickly got up and leaned over the desk. She wiggled her tight little ass at Scott, who got behind her, using his free hand to position her.

"Please assfuck me, Mr. Summers!" Mindee asked. Emma then lunged over to her and sharply slapped her across the face, stunning her, her sisters and Scott.

"Considering your rudeness in not asking for my permission to fuck my significant other, I'd say you're hardly in a position to be asking for things now. So you'll take his cock into your slutty little cunt and enjoy it. Got it?"

"Yes, Ms. Frost." She whimpered as she bent back down over the desk. Scott looked at Emma with a look of confusion. Emma looked back at him and smiled before he went back to what he was doing. He shoved his cock deep inside Mindee's pussy. It was so wet, it slid right in.

Emma shoved Phoebe into the chair by the desk and knelt down in front of her. Emma hungrily lapped at her cunt before working three fingers inside of it at once. She pumped them in and out rapidly, pulling ever so slightly up as she drew them out. Her lapping quickly became a furious licking, almost as if Emma was trying to devour Phoebe. Celeste was kneeling down and watching from off to the side. She reached over and rubbed Phoebe's breasts. Phoebe's already labored breathing got more intense. Finally, she couldn't hold out any longer and Phoebe made a loud grunt, as she did this, Emma had pulled her face away from Phoebe's quim and marveled as she saw Phoebe let loose a hard burst of cum from her snatch. It sprayed Emma's breasts and stomach before the stream lost pressure and started to dribble out and onto the floor.

"Impressive squirt. Hmm. Well, that's certainly one way to tell you girls apart." Emma quipped, wiping her mouth and body, getting up from the sizable puddle. "Two down, one to go."

Scott was still fucking Mindee from behind. Her face was pressed hard against the desk as she was bent over it. She was on one leg as well, her other up just enough that her knee was on the edge. Scott's hands were firmly on her hips as he pumped back and forth into them. Emma walked up and gave a few slaps to Mindee's bottom.

"Unh! Unh! Yeah! Yeah!" Scott grunted, looking down at his cock, thrusting in and out of Mindee's tight pussy.

"Oh god! Yes! Fuck me! Uh! Slap my ass!" She cried. Emma gave a few more hard slaps, Mindee's ass getting red from it. It only took a few more to send her over the edge, making her cum on Scott's cock.

"Scott, please let me know when you're about to cum." Emma asked, gently touching his face.

"I'm... ah... getting very... nn... close."

"Excellent. Be a dear and pull out. Girls, get on the floor now." Emma commanded. As ordered, Scott took his cock out of Mindee and kept stroking it as the girls all knelt on the floor. "Closer together, please. And I want your eyes and mouths closed. You haven't earned the right to take his jizz down your throats." Emma directed. The triplets leaned in together, eyes and mouths closed. Emma reached out and helped Scott jerk himself closer to his climax. As she leaned in and kissed him, Scott came. And he came hard.

"Ahhhhh! Fuck! YESSSS!" Scott moaned. Spurts and spurts of cum blasted across the three girls faces. Emma helped aim it to coat the girls even further, shaking it off at the end to splatter their perfect blonde hair. Celeste had gotten the majority of Scott's load, a thick rope of it going down her brow over her left eye, down over her nose and across to her right cheek. Mindee got it over her lips and mouth, forcing her to breathe through her nose as to not upset Ms. Frost. Phoebe got it over her right eye and on her nose.

Emma was frequently surprised with Scott's cumshots. As hot as her sex was with Scott, they didn't do it nearly as often as some people believed. This left his orgasms comparable to some pornstars. Scott leaned back against his desk, now trying to catch his breath.

"All right girls, that's enough for now. So if you'll excuse us, we do still have a school to run."

"Yes, Ms. Frost." The girls said simultaneously, gently wiping some of the cum away from their eyes, mouths and noses.

The girls got up and collected their clothing, they then started to make their way to the private bathroom in the office, only to be blocked by Emma. "Excuse me, but that bathroom is for teachers only. If you want to get dressed and clean that cum off your faces, you'll have to use the bathrooms outside."

"But Ms. Frost! The closest bathroom is down the hall!"

"What if someone sees us?"

"They'll laugh and point!"

"Then I guess you'd better hurry." Emma smirked. The girls faces looked incredibly upset as they rushed out the door and streaked across the corridor towards the bathroom, hoping no one would see their sweaty nude bodies and cum drenched faces.

"You know they could just use some kind of psychic glamour to hide that, uh, semen on their faces."

"That's not the point. It's the principle of the thing. They need to know their place. That I'm the dominant one and they must answer to me. If sex is a weapon, then they still lack the training and expertise in it that their peers have."

"That a Hellfire Club thing?" Scott asked, raising an eyebrow.

"Absolutely. One of the finer points gleaned from my time there." There was a pause. "So, are you ready to go again?" She asked.

"Again? Emma, I need like a few minutes to rest."

"You've got a minute to get hard, and then I want it in my ass. Understood?"

Scott sighed and rubbed the back of his neck. "Yes ma'am."

TO BE CONTINUED...

Chapter Text

CHAPTER 3 CODES: MF, Anal

One of the better things about living at the X-Mansion was that during the summer, it was an incredible place to live. Lots of green grass, plenty of trees, a nearby lake... and all under a sunny sky. All that added up to the fact that there were some lovely picnic spots there (when the X-Men's home wasn't being attacked, that is). And it was Jay Guthrie, aka Icarus, and Laurie Collins, aka Wallflower, who were taking advantage of that fact today. Laurie was happily setting out some plates as Jay strummed on an acoustic guitar he had brought along.

"That's a nice song. What is it?" Laurie stopped to ask

"Oh. Sorry, I don't think it's anything in particular. I was just goofing around."

"Ah. Well, it sounded nice. Maybe you could make it into a so-"

Jay held up a hand to cut her off mid-sentence. "Hold on, Laurie. I'm sorry if I seem out of line, but I have to ask this; This isn't another attempt to make Josh jealous, is it?" Jay asked, referring to a time when Laurie had prompted Prodigy to kiss her so she could make Elixir jealous. A ploy that worked, back then.

"No. Of course not. I just wanted to have a nice lunch outside today and thought I'd invite you. Sometimes you seem so sad, and I thought that this might cheer you up."

Jay set his guitar down, looked at Laurie and half-smiled "I appreciate that." He leaned forward, looking over Laurie's shoulder into the basket that had their meals. "So what are we having?"

Laurie looked up and was now face-to-face with Jay. "I brought some grilled chicken." She nervously gulped as she looked into his eyes. "You want the wings or the breasts?"

"I... think I'll have the breasts." Jay said softly.

"Then I guess the wings are mine."

That's when Jay closed his eyes, leaned forward and kissed Laurie right on the lips. Jay caught himself and broke the kiss by gently pushing her away. "Laurie! Did you make me do that?"

"What? No! You're telling me you didn't want to do that?"

"Well... yeah. I like kissing a lot. But I just didn't expect to do it. Like I lost control!" Jay explained. He was about to continue, but got halted when Laurie leaned in and kissed him again on the lips. They stopped again.

"Sorry." Laurie bit her lip. " I kinda lost control myself. I just thought about it for a moment and then I did it."

"Do you want to keep doing it?"

"Do you?"

They paused, then grasped each other to kiss again. This time it was more than just gentle kisses on the lips. This time, their tongues danced in each other's mouths. Their arms wrapped around each other tightly pulling in one another. The two of them brushed all the food Laurie had carefully laid out off to the side, clearing the blanked off as they scrambled onto it. Jay stopped the kissing yet again. "Maybe we should get out of here." He nodded back towards the direction of the mansion.

"I don't think I can wait that long." She whimpered. She then reached down to Jay's jeans and unzipped them as she also unbuckled his belt. She opened them up and saw his cock. "No underwear? You are a rock star." She smiled as she grabbed his dick with her hand and started massaging it.

"Holy shit! Laurie!" Jay gasped. He'd had been with his late girlfriend and lots of groupies several times, but never figured a shy girl next door like Laurie would pull his cock out so boldly and start playing with it.

"Wh-what if someone catches us?" Jay struggled to ask, while Laurie continued with her handjob.

"Just use your wings to block anyone's view of this. Unless you want me to stop..." She said, smiling coyly.

"No! No. Keep... keep going. Oh man." He rubbed his face with one hand while he repositioned himself so he was sitting on the blanket with his back facing the edge of it. He leaned back propping himself up on the grass with his other hand. He then brought his wings around to their sides like Laurie suggested. Once his wings were moved, Laurie stepped up her pace and was now using both hands on his cock. She locked her fingers together and was kneading them as she ran them up and down his shaft, her palms just ever so slightly squeezing the bottom of his dick, and her thumbs lightly rubbing the head.

"Does this feel good?"

"YES!" He grunted.

"Don't cum. Not yet!" Laurie ordered. She released her grip on his penis. Jay's cock continued to throb as Laurie stood up. He looked up in confusion at her.

"What are you doing?"

Laurie reached down the waistband of her skirt and after fussing a bit, Laurie shuffled her legs side to side and Jay saw her underwear slide down to her ankles. "Getting ready." She replied. She then straddled Jay and gently lowered herself onto his cock. "Oooohhh..." Laurie moaned.

"Uhhhh... Laurie, this feels so good..." Jay groaned as he rocked forward.

"I know... you're so big... it's so nice!" She slowly gyrated around on his manhood. As she did this, Jay kissed her all over her face and neck and took few moments to kiss all over her ears. He then ran his hands all over her body, moving up, down and around her waist before moving up to her breasts, squeezing them through her dress, then moving to her arms, caressing them gently before moving upwards to her shoulders. He did stop once he reached the straps of her dress.

Jay yanked down on the straps of Laurie's dress and stared at her small breasts, her puffy pink nipples. Jay dove forward and started to suck on them, wiggling his tongue around each areola. Laurie gasped and pushed against Jay's chest, pulling his had away from her breasts. She thought Jay's nibbling was going to make her cum immediately, and she wanted this to last a little longer. Yet her subconscious desire to cum caused her to start bouncing up and down on his lap faster than before. Her skirt was now flopping up and down fast enough that Jay could see her bald cunt and bare legs moving up and down on his cock. He reached under her skirt to grab a hold of her ass. The tingling of his hands across her backside caused Laurie to giggle.

"Ha! Oh! Heh! Mmmmm! Oh Jay! Keep doing that!"

"Okay!" Jay said. He then took a quick glance around to see if anyone was nearby and might discover them.

"I think the coast is clear. No one can see us." Laurie said, grabbing him by the head and directing his attention back towards her.

"But what if someone does?"

"UH! Then so what! Let 'em watch us fuck! This is so hot!"

"You're not kidding. Ah. Oh man, your butt is so soft, Laurie! And you're so tight!" Jay grunted. he started to pump upwards as hard and fast as she was. As they kept their now-frantic humping, the intensity of it soon became too much for Laurie.

"Ah! Ah! Ahhh! I'm cumming, Jay! You're making me cum! OHHHH!" Laurie moaned. As she came, she threw her head back, tossing her blonde hair back as she pulled Jay in close towards her breasts, allowing him to suck on her nipples again.

"Yeah! Yeah! I'm about to cum too, Laurie!" Jay panted in between licking her tits.

"Give it to me! I want to taste it!" Laurie begged. She hopped off his prick and shuffled back a bit so she could bend over and take his cock in her mouth. She wrapped her lips tightly around it as she sucked on it.

"OHHHH! OHH GODDDD!" Jay stiffened. He clutched at Laurie's head as he came. His body twitched as his spunk flooded Laurie's mouth. She breathed hard through her nose as she took the entirety of Jay's load in her mouth and down her throat. As Jay's orgasm subsided, Laurie slowly pulled back, keeping her lips locked on his cock before finally drawing it free. Laurie licked her lips and swallowed the jizz. "That was incredible." Jay said as he leaned in and kissed Laurie one more time. Their kiss lasted several moments before they finally separated. Jay pulled his jeans back up as Laurie quickly put her panties back on and pulled the top of her dress back up. They then laid down on the grass and embraced.

"It was incredible. I almost can't believe it just happened." Laurie said with a laugh.

"So what's Josh going to think of this?" Jay asked, looking over at her.

"I don't know. Let's worry about it later. For now, I just want to enjoy this afternoon."

"Sounds fair to me."

As Jay and Laurie laid back on the grass and cuddled, they both smiled, enjoying the thrill of having sex in public without anyone seeing them. Unfortunately for the two, they failed to notice the tiny camera hidden in one of the nearby trees that was focused right on them.

***

In Sage's monitor room, the X-Men's "living computer" was sitting back in her chair and softly smiling watching the screen. Watching Icarus and Wallflower make love so tenderly had aroused her. Sage was originally just using her cybernetic glasses to cycle through the various newswires looking for any items of interest, but while briefly scanning through the security camera feeds, she had stumbled upon their picnic and couldn't help but to continue to spy on them.

"Playback feed from security camera 58, starting twenty minutes ago." Sage commanded. The images on screen immediately rewinded. Sage stifled a giggle as she saw Jay's load go back into his cock from Laurie's mouth as the video continued to reverse. Sage sat back and felt a bit flushed as the video began to play forward again. She bit her lip as she saw Laurie using both hands to jerk her lover off.

Sage never considered herself a voyeur, despite her current role as an analyst and her frequent monitoring duties. Even when she was undercover in the Hellfire Club, she was more comfortable getting involved in certain activities than just simply watching. In fact, Shaw would have Tessa take part in frequent gangbangs with the Hellfire Guards. She would strip down and lay on a mattress in the Club's ballroom and get fucked vigorously by all the guards in service to the Club. One man after another would take turns jackhammering away at her pussy until they came in it or on her. Shaw would place limitations on the event though; only one man at a time and only in the hole of the Black King's choosing. This was to keep the guards and Sage disciplined. The guards could fuck Tessa, but not in any way they pleased. And Tessa, well taking fifty men all in her cunt or up her ass or having to blow all them until they came in her mouth or on her face was somewhat of a chore.

Not that she didn't enjoy it. As tiring as it could be, she enjoyed it. Particularly anal. Any time that Shaw buttfucked her, she would be in utter ecstacy, as his giant manhood ravaged her ass. Pierce was also very skilled if a bit too quick. Sage n could even cum when Leland would pound away at her, even though his pudgy hands tended to smell of whatever food he would shovel in his gluttonous mouth.

"Slow playback by ten percent. Zoom in on center and enhance." Sage ordered. The images on the screen slowed down as Sage watched Laurie mount her boyfriend. The image zoomed in on her butt as it bounced up and down on Jay's cock, her skirt fluttering up and down, giving Sage repeated views of her bare pantie-less ass. Another zoom and enhance allowed Sage to see the wetness of her pussy dripping down on his prick. "Pause playback." Sage couldn't handle the arousal anymore and quickly stripped out of her clothes, reached into her purse that had been resting on the floor by her chair and pulled out a small vibrator. She hurried back into her seat and leaned back in it, spreading her legs over the armrests before turning the vibrator on and frantically rubbing it up and down her clit. "Ohh god... resume play and ahhh... repeat video sequence when feed ends." Sage asked the computer. She sure didn't want to have to stop what she was doing to rewind and start it all over again.

Sage quickly dipped the toy in and out of her rapidly dampening pussy, pausing often to wiggle it from side to side so she could tickle the folds of her slit. With her free hand, she reached up and undid the tight little bun in her hair to let her dark locks flow down as she ran her hand through them before she brought her fingers to her lips. She licked her fingers, coating the tips with her saliva, then brought the hand down to her pussy and slapped it a few times, then started rubbing her clit. She pulled the vibrator out of her cunt as she did it and moved it lower to her ass. She shifted her butt forward so she could insert the toy easier inside.

Tessa was loudly grunting as she finger-fucked her cunt and worked the vibrator in and out of her ass. She stared at the screen and matched her pace to the video. As she kept going, the wetness of her pussy was leaking down to her ass and acting as lube for the toy, allowing it to go in deeper with ease. She began to breathe harder as she continued playing with herself. She started to slow down as she rubbed her pussy, but sped up faster with the vibe in her ass. Soon, Tessa was bucking her hips as she started to climax. The cum from her pussy ran down past her ass to a tiny puddle on the seat of the chair where it got spattered as her ass rose and fell. The orgasm ceased and Sage relaxed.

"You know, I would expect this kind of behavior from some of the students, maybe even Bobby, but I don't think I ever expected to see you succumb to self-gratification. Or at least I would have expected you to lock the door." A voice nearby said.

Sage clicked all the screens off with a thought and slowly craned her neck around to to see her partner, Bishop, who she had worked with on a few special cases for the X-Men. Recently, the two of them had investigated the murder of one of the Cuckoos, prior to the incident with Xorn and Jean's death. She laughed a little as she clicked off the vibrator and set it down. "You don't need to worry about me, Lucas. I just couldn't help myself."

"Are you feeling all right?" Bishop asked as he came closer. His tone hardly changed as he asked. Like seeing a pale-skinned living computer slash telepath masturbating both of her holes was nothing shocking to him. But then again, cops see a lot in the line of duty. Who's to say what a cop from the future will end up seeing.

"I am most definitely feeling all right." She replied, breathing a little slower now.

"What were you looking at that got you so worked up?"

"Heh. It doesn't matter now."

"Want me to leave you alone?"

"Actually, I was thinking the exact opposite. Come here." She motioned for him to come closer. He did. If Bishop was confused at all by the situation, he hid it very well. He approached her and immediately started fondling her soft breasts with his hand as he rubbed the back of her neck with the other. She returned the favor by fondling the growing bulge in his pants. As he cupped her breast, his fingers circled her nipple. "Mmmm. I like that." She cooed.

"I like what you're doing. But you sure you want to do keep doing this, partner?" He replied.

"No. I want to do more." She grinned. She undid his belt and pulled down his pants and underwear, revealing his meaty prick. It was currently unerect, but for a limp cock, it was seven inches. Her eyes widened as she wondered how big it was going to get once he was hard. She took him into her mouth and started sucking, running her lips up and down the shaft. Bishop's cock was getting harder quick, and as it grew it was getting tougher to blow him. She finally had to pull her mouth off of it, making a soft 'pop' with her cheeks. She took a few deep breaths.

"Too big for your mouth?" Bishop asked, raising an eyebrow.

"A little." Sage said. She then realized as she held his cock that it still wasn't fully erect! "This is going to take a little more work." She muttered. She sat a little straighter upright and leaned forward, pulling his cock towards her chest until she could place it between her tits. Once her supple C-cup breasts were wrapped around it (as far as they could anyways) she began to writhe up and down on it.

"Ohhhh shit. That feels good. You like getting titfucked?"

"Of course. But I'm not used to such big cocks between them." Sage said softly as she looked up at him with her eyes, tinted by her glasses. She quickened her pace until he wasn't even remotely soft anymore. She looked down and saw Bishop's rod was a full foot long and very wide in the middle. Tessa sucked in her cheeks and then spit all over his cock, using her hands and tits to coat his prick with her saliva, jiggling up and down even quicker than before.

"Ahhhh... You trying to get me to cum on your breasts?"

"No. This is just foreplay. I think we're ready for where I'm going to put it next." She got up out of the chair and stepped around in-between the chair and Bishop, with her back facing him. She then promptly bent over and placed her legs far enough apart so she'd be able to stay upright. She leaned over onto her left arm which was resting on the arm of the chair. Meanwhile, her right arm reached back so her hand would rest on her right ass cheek, which she pulled slightly to the side so Bishop could get a clear view of her asshole.

Bishop looked down at Tessa's ass then over at her. "You don't want it in your pussy?"

"We can maybe do it there later. But being assfucked really gets me off."

"Okay." Bishop complied. Bishop placed his left hand on Tessa's left ass cheek and helped to spread her ample butt apart so he could guide his cock in easier. He looked down, spit on her asshole, and with his cock held in his right hand, pressed it up against her sphincter and pushed in. But Bishop didn't just work the tip in and stop. With one moderately smooth and continuous stroke, Bishop had thrust all twelve inches of his manhood into her ass.

"OOOOOOOHHHHHHHHHOOOOWWWWW! UNH! FUCK! AAAHHHHH!" She screamed as his long, thick cock invaded her bowels. It dawned on her in that instant, that maybe some more lube should have been in order. Some mild spit clearly had not been enough. Sage was no longer leaning on the chair, but had been jolted up enough by this deep ass fucking that she was now clutching the arm of the chair with both hands as Bishop pounded away at her little hole.

"Unh! Yeah! Like getting buttfucked now?? HUH?" Bishop grunted with each thrust, as he pulled back far enough so only the head of his dick was still in her anus, then plowing it right back in as far as he could go.

"AHHH! YES! SHIT! OOOHHHH! FUCKING YES!" She screamed. She now bent way down so her face was almost touching the seat of her chair. And with each pump of his cock into her, she would come closer and closer to getting her face pressed right into where she came a little earlier. In fact, the fucking was so powerful, Sage's glasses had started to slide down her now-sweating face. Enough that she would quickly move them back upwards. Normally, Tessa could take multi-tasking to a new level, thanks to her abilities, but while getting anally reamed by a beefy footlong cock, it somehow became a little more difficult.

"ARGH! YEAH! FUCKING TAKE MY DICK IN YOUR ASS!" Bishop yelled as he stepped up the pace, fucking her harder and faster.

"OOOOH! YEAH! GIVE IT TO ME! HARDER! FUUUUUUCK!" She moaned, bobbing her head up and down.

"MMPH! COME ON! RIDE THAT SHIT! UHHH!" Bishop slapped Tessa's ass as he was fucking it. Between the deep dicking and now the feeling of Bishop's large hands spanking her, the sensations were getting more and more intense. Sage knew she was getting very, very close to her next orgasm.

"OH MY FUCKING GOD! YOUR HUGE COCK IN MY ASS IS GONNA MAKE MY PUSSY CUM! OHHHH!" Sage cried out. She reached under to rub her pussy as she felt her climax wash over her body, her own cum drizzling out of her cunt and down her legs. She shuddered and as Bishop plowed his cock balls deep into her ass, she suddenly felt him yank it out as quickly as it went in.

"What? What are you doi-" Sage tried to ask Bishop. But in one quick strong motion, dragged her off the chair and onto her knees in front of his cock. He put one hand on her shoulder to hold her still as he stroked his dick briefly. Sage winced a bit as she anticipated the streams of cum that were about to erupt from his big black cock. Bishop groaned as he came, the blast hitting her square on the bridge of her nose and splattering all over her face. Her glasses took most of it, but they then deflected the jizz to down her nose and cheeks, across her forehead and in her hair. She didn't get a drop in her mouth, at least not until Bishop had her lick his member clean, getting the last few drops out so she could swallow them down.

Tessa sighed as she took her glasses off and wiped some of the cum from her face. She looked at the white sticky mess that now coated her interface with the computer. "Well, these are going right in the trash. I wanted you to cum in my ass, but if this is what you wanted, I would have liked to have taken these off first. Since they're not going to work anymore. Even if I managed to clean the lenses, the drying sperm has probably already seeped into the delicate circuitry in the frames."

"Uh, sorry."

"Don't concern yourself with it. I have other pairs. I should probably see if I can get some made from unstable molecules so I don't have to worry about this kind of thing next time."

"If you say so. Though I bet that made an otherwise dull monitoring duty a little more lively for you, didn't it?"

"Absolutely. My, I haven't had my ass stretched out like that in a while."

"Since your time in Hellfire?"

"Hm? Oh, no. Not nearly that long ago. I meant since I've been here." Tessa smiled and reminisced. "Mmm. Largest I've ever taken."

"Large? What? But you were saying how big I was..." A confused Bishop said, but was stopped when Tessa put her hand on his chest.

"Lucas, your cock *is* big. but Hank... he's HUGE! After a night with him, I almost needed a cushion put on my chair. Now if you'll excuse me, I need to clean up."

Tessa exited. The tiny roll and the bottom of pale butt jiggling as she walked away. Bishop wiped his hands off ans shook his head. "We've got to get a Mac. It's got to be easier to deal with than her." Bishop said, shaking his head.

TO BE CONTINUED...

Chapter Text

CHAPTER 4: MMF, Anal, DP, DPP, FFF

The screen came to life. Someone had turned on a camera and it was quickly coming into focus. Once it did, the shot was of Julian Keller, aka Hellion, sitting on someone's bed in what was apparently a dorm room. Julian was wearing a red silk robe, one that made him look almost Hugh Hefner-esque. He looked at the camera with a smirk and a raised eyebrow.

"Hi, and welcome to the very first volume of X-Debutantes! The video series that's going to spotlight the finest mutant hotties in the hottest of situations. I'm Julian X and-" Julian was suddenly cut off by a fit of laughter coming from behind the camera. Julian looked annoyed. "Something funny?"

"Julian X? Are you serious? That sounds so douchey!" Josh Foley, aka Elixir was saying from behind the camera as he kept filming.

"It's not really your job to give your opinion. You're here to film this! Now be quiet!"

"Hold on. I'm still not convinced this is such a good idea."

"It's a great idea! There's a huge untapped market for adult films featuring mutants and I'm gonna be the one to cash in on that."

"But this? There's got to be something illegal being done here."

"The fact that we're all mutants is probably illegal enough by some people's standards. We can debate this later. We're boring our star." Julian snapped. Josh turned the camera to the star in question, Laura Kinney, aka X-23. She was right next to Julian, sitting cross-legged on the bed, wearing only a tiny black leather thong and bra that accented her perky b-cup tits for the camera. She had a flat expression on her face as she looked at Julian, then to the camera.

"Are we boring you, Laura?" Josh asked her.

"No. I'm fine."

"Good. Let's pick up where we left off then." Julian said. Josh pointed the camera back at him. "I'm Julian X. And with me today is this little cutie right here." Josh pulled back to get Julian and Laura in frame. "What's your name, babe?"

"I'm... Laura Leather."

"Now that's an unusual name."

"But you said I should call myself that." She seemed mildly confused.

"No, I..." Julian paused to rub the bridge of his nose. "Pretend you came up with it. Just say what I told you as if you came up with it."

"Okay." She complied.

"Josh, edit this out later." Julian asked.

"You got it, Mister X." Josh replied sarcastically.

Julian seethed at him before he turned back to Laura. "So how did you get your name?"

"Well, I'm tough as leather, and I love the way it feels on my skin." Laura replied with almost no change in her tone. Julian wondered to himself if there was anyway to make her show some emotion, but he'd worry about that later.

"Well, I'll tell you one thing, you might be as tough as leather, but your skin feels like soft silk." Julian said as he ran his hand over her arm and shoulder before cupping one of her breasts with his palm. Josh rolled his eyes. Julian went in for a kiss with Laura and got one. They kissed for several moments, working their tongues around in each others mouths. Laura had liked Julian for some time, so the opportunity to do this with him was something she had been waiting for. The best part was how surprised Julian was at how little convincing he needed to do when he offered Laura the chance to be in his first movie.

As they continued kissing, Julian slipped off Laura's bra and exposed her breasts to the camera. Her nipples were small yet very hard from the arousal she was feeling. As Julian was caressing her tits, she had opened up Julian's robe, revealing that he was nude underneath and rock hard. They broke apart and Laura looked down at his throbbing cock and immediately started to go down on him. Julian fully removed his robe and threw it and her bra onto the floor as she was sucking him off. He then started to slip off her underwear so he could finger her bald pussy.

Josh zoomed in on Laura's cunt and the fingers that were rubbing it. Laura's pussy looked incredibly tight and the digital camera he was using was so good, he could see the wetness forming on her pussy lips. He then panned the camera over to her face as she was deepthroating Julian's large cock. She was slowly working it in and out of her mouth, sucking her cheeks in the whole time. She then noticed the camera and stopped, pulled the cock out of her mouth, stared at the camera, slapped it against her cheek, then spit on it before going back to sucking it. Josh was really impressed with her skill and he was really getting aroused by it.

Julian then pulled Laura up and laid her back on the bed as he climbed on top of her and slid his manhood inside her. Laura sharply inhaled as he entered her, but that was it. Her demeanor went right back to normal as Julian started fucking her. Josh hurried behind them to get a shot of the penetration. He was not disappointed. The view of Julian's long prick thrusting into her was a good one, her sweet young pussy lips were tightly wrapped around it as they fucked.

"How is she?" Josh asked as he moved around to the side so he could get a view of her breasts as she was getting deep-dicked.

"Oh man. She has the tightest pussy ever. And she is so sexy." Julian responded.

"Laura, are you enjoying this?" Josh asked.

"Yes. It feels good. Julian has a nice big dick."

"And you're gonna get every inch of it, babe!" Julian grunted as he sped up.

Josh kept filming, but his mind started racing as he was getting more and more turned on by the hardcore show going on in front of him. He held the camera with one hand as he quickly reached down with the other to adjust himself. His hardon was feeling constricted in its current position, so he shifted it over. But in the brief moment he took to make himself a little more comfortable, Laura had noticed. While Julian continued to fuck her, she reached over and with both hands, she started to undo Josh's belt and pull down his pants and underwear.

"Wha- Laura? What are you doing?" Josh asked.

"You're aroused. You might as well join in." She responded as she took his gold cock in her hand and jerked it a few times before taking it in her mouth.

"Oh. Ohhhh. Okay." Josh moaned.

"Told you she was sexy, man." Julian said. He was slightly put off that his one on one scene had now become a threesome, but he figured this couldn't hurt anyone and make the scene even hotter.

"Can we change positions? I don't like having to twist my body like this." Laura said between gulps on Josh's cock.

"Of course." Julian said. He then got off her and as they moved around, Josh raced to strip naked. As he finished, she had been turned around so she was on all fours. "This better?" Julian asked.

"Yes." She quickly responded before getting back to sucking off Josh, who was running his hands through her dark hair. She liked how smooth Josh's shiny skin was, and as Julian fucked her from behind, with each thrust, she would be pushed forward on Josh's slick cock. And over the next several minutes, Julian and Josh would trade places. One would be fucking Laura as she blew the other. They would even take turns holding the camera and filming themselves penetrating her snatch or fucking her face. It didn't matter to Laura who was doing what to her, so long as it kept feeling good. But soon, Julian would test this.

He wanted to shake things up and take the scene to its next level, so when he got his next turn at fucking Laura from behind, he opted to not stick his cock in her pussy, but into her ass. As the head of his cock made its way into her tight browneye, her eyes widened in suprise and she let out a sharp gasp that came out as a gurgle due to the cock in her throat. But that reaction only lasted a second before she returned to her usual manner and went back to concentrating on giving Josh a nice solid blowjob.

"Dude! Her ass is the greatest thing on the planet! If you thought her pussy was tight, you need to buttfuck her!" Julian laughed as he kept fucking her.

"Cool! Lemme have my turn then!" Josh smiled.

Suddenly, Laura stopped sucking off Josh, and leaned back to push against Julian so he'd pull out.

"What? Are you okay? Did we do something wrong?" Julian asked.

"No. I just want a different position." She said. She then pushed Julian onto his back and mounted him. She was bouncing up and down on him and rubbing his chest with one hand and her nipples with her other. She then leaned down and stuck her butt up a little as she was fucking Julian. Then with her hair covering half her face, she looked back at Josh and said "If you still want your turn in my ass, do it now."

Josh looked stunned, but only for a second. He didn't need to be asked that kind of question twice. He hurried over and slid his cock into her ass as she worked her way up and down on Julian's dick. She rocked back and forth and up and down on the two cocks that were inside her. She threw her head back and breathed deeply as she sped up. Josh leaned down to rest his head on her back as he pumped into her. And Julian, he leaned up to suck on her tits. Laura used one hand to reach around to rub each of the boys necks as they all fucked faster and harder. But the ecstacy was about to be too much for some.

"Oh shit! I'm cumming!" Josh stammered. He then started shaking as he came inside Laura's ass. So hard, he almost dropped the camera. Julian looked annoyed as he leaned over to glare at Josh. Laura now started shaking her hips from side to side.

"Are you fucking kidding me? We're supposed to pop on her face, and you just blew your load in- UNH! OHHH FUCK!" Julian was immediately caught off guard by his own orgasm, brought on by Laura's quiet but energetic wriggling. Julian's sperm shot up inside her and leaked down and out her pussy. "Wow."

Both Josh and Julian pulled out of her and sat down on her bed. Laura stood up and fondled her holes, wiping some of their jizz off them. "So you both came. What about me?"

"Well, usually the girl cumming isn't a big priority in these kinds of movies. The girl usually just fakes it and-" Julian stopped himself mid-sentence as he noticed Laura was looking visibly annoyed and cracking her knuckles. "On the other hand, why don't we take a few minutes for a break to recharge and then once we're hard again, we'll both get you off. That way we might still be able to do the facial ending to make up for that creampie earlier. It'd probably make for a better scene anyways. "

"Nice save." Josh said as he kept filming. "Maybe we could do an interview thing until we're ready. Then just do some more editing later on."

"Okay with me." Laura said.

"Good idea." Julian replied. Josh, aimed the camera back at Laura, getting her in something of a close-up. Not too close, though. He made sure that he could still keep Laura's bare breasts in frame.

"So Laura, tell us about the kinkiest thing you'd ever done sexually." Josh asked.

Laura paused for a moment as she thought. "Well, there was this one time while I was being held in the labs. I had been sedated and I was brought back to my cell. Some of the guards came in later that night while I was still sedated and stuck-"

"Ah, maybe we should rephrase that." Julian interrupted. "That might not be the kind of thing the audience wants to hear."

"Fair point. Tell us about the most *fun* you had sexually."

"It was the same night, but the sedatives had worn off, so I could kill-"

"Maybe we should change the line of questioning." Julian interrupted again. "Laura, what do you think is the sexiest part of your body?"

"Probably my butt."

"Why?"

"It's very firm and tight. Before I came here, a lot of guys would compliment me on it or offer me money to let them fuck it."

"Can't argue with any of that. What do you think is the sexiest part of of a guy?"

"His cock."

"And why do you like that?"

She raised an eyebrow. "Because that's the part that makes me cum."

"How does it make you cum?"

"When I've got a big long thick one that's in my pussy or ass, it gets me really wet. I even masturbate while sucking cock and that gets me off."

"Any examples of you getting off from a blowjob?"

"Yes. One time, my old pimp Zebra, had taken me out for a late-night dinner at some fast food place. It was about 2am and it was me, him and one of his guys. We got our food and sat down at a booth where the workers at the place couldn't see us. But he wouldn't let me eat until I blew them both. So I got under the counter and sucked Zebra off, then his buddy, then I had dinner."

"But you could have just killed them both and had the dinner anyways, right?" Josh asked.

"Yes. But I liked the idea, so I went along with it."

"This is the greatest interview ever, even if she hasn't changed the tone of her voice once." Julian said.

"Agreed. I'm so ready again." Josh said, stroking himself a bit as he was now fully erect.

"Me too. So what do you want us to do to make you cum?" Julian said, standing up while he gripped his again-hard cock.

In one quick move, Laura had grabbed Julian and had him lay down on the bed. She then climbed on top of him in a reverse cowgirl position. She held his cock steady as she impaled her pussy on it. "Hold me up," she ordered Julian. He grabbed her hips to hold her up as she leaned way back. She then looked at Josh and motioned for him to come closer. "Put it in my pussy."

"But, you've... already got one in there." Josh asked.

"I want more."

"Uh... All right, I guess."

"Just do what she wants, man. This pussy is worth it!" Julian groaned as he was pumping up and down into her pussy.

Josh positioned himself and pressed his shiny gold cock against Laura's cunt and slowly worked it inside her. It took a few moments, but soon, Laura was getting double penetrated in a single hole. She was sweating, her hair now draped down in front of her face. As Julian had his arms against her back, Laura had her arms wrapped around Josh's body. Like before, her breathing was heavy, but she was still very quiet. No loud moans or screaming, just rapid breaths. Josh held the camera and kept alternating between focusing on the cocks simultaneously plowing her snatch and her petite breasts which were glistening from the beads of sweat forming on it.

As their cocks both pistoned in and out of her wet and stretched out pussy, she suddenly gritted her teeth, closed her eyes tight and tensed up. "Unh!" was the only thing Laura grunted before she relaxed again. She opened her eyes, looked at Josh and "I came. You guys can pull out now."

Now that Laura finally came, it was time to wrap the shoot up. Laura got off the bed with Julian and Josh and onto the floor. Josh and Julian then moved and stood on each side of Laura while Josh held the camera out so her head and their cocks were in frame.

"I'll hold the camera for you guys." Laura said. She took the camera and turned the screen so she could see what the camera was aiming at. She stared into the camera lens, occasionally pausing to look up at Julian and Josh as they jerked themselves off. She briefly bit her lip and then leaned over to give very quick suck on the tip of Julian's cock before then leaning over and doing the same to Josh.

"Here I go!" Julian grunted. Laura quickly tilted her head back, opened her mouth and leaned slightly toward Julian as he came. He shot a couple intense streams of jizz into Laura's mouth, with only a little getting on her cheeks, lips and chin, not nearly the coating either were expecting. She kept her mouth open as she now looked up at Josh and moved towards him.

"Okay, I'm cumming!" Josh moaned. And on cue, his golden cock let loose possibly a bigger load than the one he shot earlier. Had Josh aimed as he was cumming, he might have gotten the majority of his jizz in Laura's mouth; instead, he kept jerking as he was climaxing, which caused him to cum all over Laura's face. A nice wad had landed on her tongue, but the rest splattered the same areas as Julian.

The bottom half of Laura's face was now a gooey mess. She looked back into the camera and held her mouth open to get a good view of the cum inside it, which quickly disappeared when she swallowed and then opened wide again and stuck her tongue out to show off. Then for the first time since the shoot had begun, Laura had wrapped it with something that really made Julian and Josh raise an eyebrow: She smiled. Brightly and excitedly, still with a lot of cum on her face, she smiled and laughed as she faded out the camera and stopped the recording. "So was that a good first volume?" She asked.

"Definitely." Both Julian and Josh responded.

"I feel like I'm gonna pass out. That was so damned hot. I can't wait to make the next volume." Julian sighed.

"I have to pee." Josh said as he wiped the sweat off his forehead. Laura then quickly tilted her head back and opened her mouth again as she looked up at Josh. Josh was visibly stunned at Laura's offer. "Uh, I'm gonna just go use the toilet. Thanks for, uh, asking though." He shook his head and turned to the door where he immediately stopped in surprise. Julian and Laura quickly turned to look and see what had stopped Josh.

It was Laura's roommate, Sooraya Qadir, aka Dust. She was staring wide-eyed at all three of the nude individuals in front of her. The men's softening cocks with the tips still a little moist from the cum that Sooraya could see had been plastered around her roommate's mouth.

"We made a movie. You want to be in the next one?" Laura (still smiling) broke the silence by asking. Sooraya responded by running out of the room.

"Shit. Think she's going to tell Ms. Frost?" Josh asked.

"Hope not. She'll probably want a cut of the profits." Julian answered.

"Oh my god. What if she tells Wolverine???" Josh asked nervously. Both the guys looked at each other with terror on their faces.

"I'm outta here." Julian said, grabbing his clothes and the camera and rushing out. Josh grabbed his clothes and followed.

Laura continued to sit alone in the room, still nude and cum-covered for a few moments before she just stretched out and then laid down on the floor, closing her eyes and taking a nap. The smile still hadn't left her face.

***

It was in the newly refurbished room of Ororo Monroe, aka Storm, where she was having a late night conversation with her friend Betsy Braddock, aka Psylocke. Betsy had recently returned from the dead, like many other X-Men before her, and was now enjoying some time catching up on all the adventures she had missed out on (in addition to hanging out with one of her close friends). They sat together on the couch facing the balcony window, glasses of wine in their hands with an empty bottle and one half-full bottle by their feet.

"So Scott is now seeing Emma?" Betsy gasped, incredulously.

"Mm-hmm. It's certainly raised more than a few eyebrows around here." Ororo responded as she took another sip from her glass.

"And to think how I threw myself at him several years back. Then he finally decides he wants a woman who isn't afraid to flaunt her sexuality and I have go and be dead!"

"Yes, we imagine that when Jean is inevitably resurrected she'll have a few words for those two. Which reminds me, we've started a pool on that. Did you want in?"

"Please. Just put me down for whatever Remy chose. He's usually good with these betting pools."

Both ladies laughed. There was then a frantic knocking on the door. Ororo walked over and opened it to see Sooraya, looking very upset. "Sooraya. Is something wrong?"

"Yes, Ms. Monroe! I wanted to let you know about some inappropriate things the other students have been doing!"

"Okay, come in then. Let's talk." Ororo escorted Sooraya in and over to the couch she had been sitting on. Betsy moved over to make space as they both sat down, Sooraya sitting between her two peers. "Now what happened?"

"I had gone back to my room after class and when I entered. I had seen them doing the most horrific thing!"

Both X-Women sat up straight and looked incredibly concerned. "What did you see?" Ororo asked.

"I walked in on people having the filthiest sex!"

There was a brief pause. "And?" Betsy asked.

"What 'and'? That was it!" Sooraya shouted. Betsy and Ororo then let out a deep breath and slouched back in their seats.

"Goddess, she had me worried." Ororo sounded relieved.

"I know. I was ready to hit the red alert on my communicator." Betsy replied.

"What do you mean? You're not concerned?" Sooraya seemed surprised.

"Sooraya, dear... In our line of work, the most horrific thing tends to be demons invading, attacks from the Brotherhood or giant Sentinels hunting us down. People having sex does not necessarily send us into a panic." Ororo explained before she reached down and grabbed her glass of wine to take another sip.

"Who did you walk in on? If I might ask." Betsy inquired.

"Laura..."

"Hmm. That she'd be having sex doesn't totally shock me." Betsy smirked. "Who was she with?"

"Julian..."

"Eh. She could do worse." Ororo quipped.

"...And Josh." Sooraya said, at which point she flinched from the spit-take both Ororo and Betsy did.

"At the same time? My goodness, the apple certainly did not fall far from the tree for our little clawed vixen." Betsy said, rolling her eyes.

"And she certainly knows how to pick them. If those two had been around when I had come to this school, I would have walked around nude a lot more often." Ororo said, winking at Betsy, who stifled another laugh.

"You're both making jokes about this! I can't believe you!" Sooraya shouted, standing up.

"Sooraya, please. Calm down for a moment." Ororo said, taking Sooraya by the hand and sitting her back down. "You have to understand, where we come from, this is not some type of major offense. Fact is, we see death and hatred every day. So people making love, provided it's safe and consesual, shouldn't be something we punish."

Betsy then sat up and placed her hand on Sooraya's shoulder. "Believe us, we can see why you would be angry, but not everyone is going to feel the same way about sexuality as you. One of the purposes of this school is to promote tolerance and equality for everyone, and we're not just talking about human versus mutant. And if you're going to be an X-Man, you need to keep an open mind to new experiences."

"New experiences? Like sex?" Sooraya asked.

"Sure. Casual sex between friends and lovers can bring people closer together." Storm answered.

"Exactly. Watch." Betsy said. Her and Ororo then leaned together in front of Sooraya and passionately kissed. Sooraya seemed shocked at the display, but for some reason, she felt incredibly warm. The kiss broke and Betsy looked back at Sooraya. "Now me and Ororo aren't what one would call a couple, but we trust and respect each other enough to show how much we care for each other."

Ororo noticed how tense Sooraya seemed. "Are you okay, child? Are we making you uncomfortable?"

"Yes. No! Maybe a little. I feel hot."

"Well, I wonder why? You're all bundled up in the middle of the summer. Here, let us help you with those." Betsy and Ororo then leaned over and started undressing Sooraya. Before she could nervously protest, she was in her underwear and her clothes were on the floor.

"Hmm. It is rather hot in here. I could cool the room down with a breeze." Ororo suggested.

"I have a better idea." Betsy suggested. She then removed her blouse and removed her skirt, so she was now sitting in her bra and panties.

"That actually does sound easier." Ororo said, removing her clothes. But unlike her teammate and student, she hadn't been wearing any undergarments. Sooraya's jaw dropped when she saw Ororo's large breasts and tiny patch of white hair above her vagina.

"You're always one-upping me, aren't you, Ororo?" Betsy laughed. She then took her bra and panties off. Sooraya was now surrounded by two of the X-Men's most powerful and gorgeous women, both of whom were nude and moving closer to her.

Sooraya couldn't help but to be impressed with how stunning she thought their bodies were. She normally didn't think of girls in such a way, but there was something in the air tonight that was making this whole experience exhilarating and more and more arousing for her. "You're both so beautiful", she squeaked out.

"You're quite beautiful yourself." Ororo said, as she grabbed Sooraya's face and kissed her hard. Sooraya returned the kiss with incredible passion. Betsy blushed as she watched the young student tongue her peer with the intensity most lovers don't even show. As they kissed, Ororo had managed to unfasten Sooraya's bra and exposed her breasts and was soon playing with her nipples.

Betsy decided she wasn't going to just sit around and watch, she was going to get the last piece of clothing off Sooraya and have some fun of her own. Betsy slunk down onto the floor and slid between Sooraya's legs and with one sultry yet fluid motion, she had pulled them down and off her legs. "Oh my." Betsy said upon noticing Sooraya's unshaven bush. "We'll have to do something about that later, but for now..." She cut her sentence short by burying her face into Sooraya's pussy.

"OH! OHHHHHH!" Sooraya gasped, breaking the kiss. Sooraya continued to moan as Ororo leaned down and started to kiss all over Sooraya's tits. They were big, but not nearly the D-cups Ororo and Betsy had. But while Betsy was going down on her and Ororo was fondling her boobs, Sooraya had started running her hand over Ororo's ass and through Betsy's hair.

Ororo then stopped and shifted around on the couch so she was kneeling. She then prompted Betsy to stop her oral antics so she could change things up. "Get up on the couch, child." She ordered Sooraya, who did as she was told and knelt alongside Ororo. Betsy joined them and once again, Sooraya was sandwiched between them.

Betsy was now kissing Sooraya and Ororo was now drifting her hand down to Sooraya's pussy and started to finger it. Sooraya's pussy was now totally soaked from her arousal and Betsy's spit. Ororo worked one finger in and started wiggling it around, causing Sooraya to moan louder. Ororo then worked in a second finger and was now pressing them in and out... soon, a third and even a fourth finger had made their way in. Ororo now had half her hand inside Sooraya and was pumping it in and out. All while she sucked on Sooraya's breast.

Meanwhile, Betsy had taken up suckling on Sooraya's other tit, but her hand was headed elsewhere. She caressed alongside Sooraya's firm butt, and then slid down between her asscheeks, where her middle finger pressed up against Sooraya's bunghole and squeezed inside it.

"AHHH! OH! OHH.... FUCK!" Sooraya yelped, straightening up. Both Ororo and Betsy immediately stopped and looked at Sooraya, then at each other. They had never heard her curse before. Sooraya looked down at them. "Don't stop! Not now!" She yelled at them. Betsy and Ororo looked at each other again, smiled, shrugged and went right back to what they were doing, though with a slight change; their free hands were now all over Sooraya's breasts and their mouths had now moved upwards to her neck.

Sooraya now couldn't even make a sound, she was so in the throes of ecstacy. With Ororo's fingers in her pussy, Betsy's finger in her ass, their other hands groping her breasts and their lips and tongues running all over her neck, Sooraya's breathing got heavier and heavier, her eyes then started to slightly roll back, Storm looked at Betsy and they both smiled. They knew what was coming next. They pulled their fingers out of Sooraya's holes and started rubbing her clit. Sooraya placed her hands on Ororo and Betsy's shoulders and her body stiffened.

"AAAHHHHHH!" Sooraya cried out as she let out a stream of pussy cum, that jetted out and squirted all over her legs and everyone's feet and the floor. When her orgasm subsided, she collapsed back on the couch. Betsy and Ororo leaned back down next to her.

"Seems like that's been a bit overdue." Ororo said.

"How do you feel, dear?" Betsy asked.

After a moment, Sooraya answered, "Amazing. I've never felt anything like that ever before."

"We're glad. And this doesn't have to be a one-time only thing. If you ever want to feel like that again, let us know." Ororo said.

"I will. This was a wonderful experience."

Betsy raised an eyebrow. "You say that like we're finished tonight."

"We're... not?" Sooraya seemed confused.

"Oh no. Helping you climax was only the first part. Now we're going to show you how to return the favor." Betsy said. At which point, she stood up on the couch, then threw her leg over so she was stepping on the back of it and straddling Sooraya, then crouched down so her pussy was right in Sooraya's face. "Now lick." Sooraya seemed nervous. "Would you like me to shove your head in closer?" Sooraya shook her head and then got right to licking Betsy's cunt. Betsy would then start giving directions. "Gently. Stay on the outside with the lips. Work slow. Now speed up. Good. Very good. Ahhh..."

Sooraya kept eating out Betsy's snatch, but noticed out of the corner of her eye that Ororo had gone off into the bedroom. She then saw her come out with a particularly large dildo. But before she could ask about it. She felt Betsy's hand on the back of her head shoving her and her tongue deeper into her pussy. "Focus. Ohhh... much better."

It didn't take much longer before Betsy came. She threw her head back and laughed loudly. "Very, very good! Ooh!" She shivered as she stepped down. "Could use a little more practice, but you'll certainly have the chance to learn."

"Exactly. Now shall we continue our fun with some toys?" Ororo asked holding up the hefty dildo.

"That looks rather large for me." Sooraya said, raising her eyebrows in awe at the size of it. "Do you have a smaller one?"

"Smaller? This is my smallest one!" Ororo deadpanned. "It's okay. Just lay back and watch us. You can join in when you want." She said as she walked over to Betsy and kissed her.

Over the next couple hours, Sooraya learned a lot from the two senior X-Women. She sat back and watched as Ororo held the dildo like it was her cock and Betsy demonstrated how to give a perfect blowjob. She watched and got more and more pointers on how to eat pussy as Betsy and Ororo 69'd each other. She watched them eat each other's asses. Sexual positions, g-spots, toys, lube... they demonstrated everything. And when Betsy and Ororo weren't using the dildo, Sooraya was certainly was. She had fucked herself thoroughly with it several times while watching her instructors and came again and again. She even got the chance to use it on her teachers; once when she was ramming it into Ororo's pussy and later when drilling it into Betsy's ass.

By the time they were through, all three girls were lying together, naked on the floor in varying sized pools of their own cum. Sooraya's head was resting on Ororo's breast, Ororo's head was resting on Betsy's stomach and Betsy's head was resting on Sooraya's lap.

"So what do you think, Sooraya? Is casual sex still something we need to frown upon here?" Ororo asked as she stroked her hair.

"No. I have to admit, you've both made a strong case for it. I feel like by doing this, I'm now a part of the group."

"Hmm. You're closer anyways." Betsy said.

"Closer? What else would I have to do?" Sooraya asked.

"Well, we have a bit of an in-joke between us X-Women..." Storm smiled.

"You're not really a part of the team until you've been with Logan." Betsy completed her thought. Her and Ororo then laughed loudly again. As Sooraya watched them giggling, she silently wondered how soon could she start practicing what she was taught.

TO BE CONTINUED...

Chapter Text

CHAPTER 5 CODES: MFF, MMFF, HJ

"I want this ship plundered and burned down! ARRRRR!" The Pirate King shouted. His nefarious henchmen hurried around the deck of the frigate they had boarded just moments earlier. The frigate had been on a mission of exploration, but had stopped to give aid to a vessel they had thought had been damaged, only to discover it was a ruse by The Pirate King once they had gotten close enough for the evil invaders to board. "And find me some prisoners!" The King shouted, spittle flying out of his mouth. For some odd reason, the ship seemed to be deserted. This confused the Pirate King, because if no one was on board, then who steered it towards his ship? "Where the hell is everyone?"

"Perhaps you're just not looking hard enough?" A voice cried out from up in the riggings.

The Pirate King and his henchmen looked up and saw an individual most people knew as Kurt Wagner, high up by the crow's nest. He was wearing leather pants tied at the waist, a white flowing shirt and brandishing a shiny cutlass. "You!"

"Yes! It's me, the incredible Nightcrawler!" He said, puffing out his chest and smiling broadly.

"And the magnificent Phoenix!" Another voice said, this time coming from the other set of riggings. The Pirate King and the henchmen whirled around to see a redhead up by the other mast. She had a on a long flowing skirt that was blowing in the wind to show off her legs, clad in thigh-high boots. A corset around her waist, totally accenting her buxom body with a strapless top with sleeves down to her wrists. It was Kurt's teammate, Rachel Grey.

"'Magnificent'? A bit much, don't you think?" Kurt asked. He half-smiled and raised an eyebrow.

"Oh, and 'incredible' isn't?" She replied.

"Hey, that was my name in the circus!"

"So I'm making my own name! One I took from my mother, granted. But still..."

"Should we just come back later when you're both ready and agreeing on names or what?" The Pirate King shouted at them. Kurt and Rachel exchanged a look and nodded in a silent agreement.

"You're absolutely right. We apologize for keeping you waiting! Let's get on with your beating!" Kurt shouted down at them. At which point he leapt off the crow's nest and bounded his way down to the deck. Once he reached it, he bounced back up and punted the Pirate King in the face.

Rachel grabbed hold of a rope and swung down towards the henchmen. They all stared up at the ginger beauty as she came down, her puffy sleeves fluttering, yet her skirt somehow managing to stay perfectly down (Rachel certainly didn't want to give the flunkies a peek at the red silk thong panties she had on). until she reached the deck. She then lunged at one of the goons, grabbing him by the shirt collar, then whipping around to throw him into some others. As the stunned men struggled to help their friend up, she threw a wicked right that connected with all three men's jaws.

As this fight was raging on, no one happened to notice that there was an unseen spectator in all this. Several feet away, there was a large stack of barrels. Behind these barrels was a young student at the school by the name of Megan Gwynn, who went by the codename of Pixie. She had heard the two X-Men talking about the program earlier and wanted to check it out, so she snuck in as the program started and hid. So far, it was one hell of a show. Megan was amazed at how well the two fought. Even more amazing was that neither Kurt or Rachel were using their mutant powers. Just fists and feet. She kept peeking through the stack as the fight started to die down. One man after another was being knocked out, and fading away right after, as if they were characters in a video game.

POW! Both Rachel and Kurt simultaneously decked The Pirate King, sending him flying back, flipping head over heels and landing face-down on the floor. Rachel and Kurt stood back to back as they watched him vanish. They then whirled around to face each other. Both were breathing heavily from the workout they had just gotten. Sweat all over their bodies; soaking Kurt's forehead, and Rachel's neck, the beads rolling down past her shoulders and down her cleavage.

Megan couldn't help but to think how hot and sexy the two of them looked. Apparently Kurt and Rachel were thinking the same thing as they suddenly kissed each other. Megan's eyes widened as she watched them aggressively swapping spit and swirling their tongues around their mouths before working on their necks and ears.

Then, with his blue hands, Kurt yanked down Rachel's top, revealing her large firm tits. He then mashed his face between them, licking all over them. She gasped as he nibbled his way up to her collar, his fanged teeth tickling her skin. "Ohhh my god. Now this is a pirate story!" Rachel whispered.

"Indeed. And between the sea air and your epic loveliness, this story will be one for the ages." Kurt purred into her ear.

Rachel turned and looked him square in the eyes. "Only epic thing you're going to be telling people about is this!" She then dove to her knees and undid the laces to Kurt's pants and yanked them down a bit so they were around his thighs. Rachel then cupped Kurt's balls and enthusiastically started sucking his cock. She bobbed her head up and down, writhing it around his shaft.

Megan's jaw dropped. Not only had she never watched people having sex, but she had never seen a dick that big. Kurt's prick must have been ten, possibly even eleven inches long. Even more stunning was how Rachel was managing to take it all into her mouth. She had slurped and slobbered, gagged and coughed over his rod so much, her spit had been frothed around her lips and dribbled down the base of his cock to his balls.

Kurt reached down and grabbed Rachel by her sides and pulled her to her feet. She looked over and pulled a bench over to them with her telekinesis. She sat on it and laid back, her weighty breasts flattening just slightly as she looked up at Kurt. She lifted her legs up as he neared, pulling her skirt up to expose her panties to him. The panties did not stay on long. Kurt quickly yanked them off and spread her legs apart before he knelt down and started eating her pussy. He buried his mouth into her cunt and hungrily tongued her slit. Rachel closed her eyes and rocked her head from side to side. Her short red hair thrashing around. She gritted her teeth as she ran her hands up and down her smooth legs while Kurt kept lapping at her clit.

There was a moment when Kurt was going down on her where Rachel turned her head so she was facing the barrels. In that instant Megan could have sworn that Rachel was looking past the barrels and right into her eyes. Megan wondered if she had been caught and they were going to be angry. But that moment past when Kurt stood up and plunged all of the near-foot of his cockmeat into her now wet and dripping pussy. The two X-Men groaned as they started fucking with astounding passion. Rachel reached up and with one swift rip, she tore open Kurt's shirt so she could feel his blue hairy chest. Kurt ran his hands all over Rachel's legs as he pumped in and out of her moaning body.

Megan was completely fixated on what she was seeing. She started to feel a tingling in her pussy, her nipples getting hard and her heart beating a little faster. She couldn't help but to start touching herself. Megan slowly lifted her shirt and training bra up enough to show off her supple tits as she started rubbing them. She then quietly undid her shorts and pulled them down so she could finger herself as she continued kneeling. All while she kept a close eye on on Kurt and Rachel, who had now changed positions.

Now Rachel was hunched over a bench and getting fucked from behind. The slapping of Kurt's thighs into her ass was making them jiggle as he drove his fat blue rod into her dripping snatch. He gripped her waist harder with his three-fingered hands, making sure her skirt was kept bunched up and not obstructing his view of her bubble butt. Her tits heaving as he kept pumping away. And Kurt's tail... he slowly brought that up and slowly whipped it around his waist so it was brushing against her ass before it started to rim her tight little asshole, tickling it as he continued fucking her. But before the tip of Kurt's tail could slip in, Rachel immediately reached back and grabbed it, shaking her head.

"Whoa there, fuzzy! I don't take it in there!" Rachel said.

"My apologies, dear! I think I'd let my libido get the best of me." He said, pausing his thrusts to lean down and kiss Rachel's neck.

"It's okay. I said I don't take it there. But who knows, maybe our audience would like to help you out."

"Our what?" Kurt asked.

And with a simple nod towards Megan's hiding spot, the barrels she was hiding behind telekinetically moved, revealing the young student. Megan blushed as she stopped dead in her tracks. Her one arm holding her shirt up, exposing her breasts as she cupped one with her hand. All while her other hand was buried in her tiny slit while she knelt on the ground, her shorts around her ankles. Megan looked terrified and embarrased. "I'm sorry! I snuck in to watch and when you guys started to do it, I couldn't help myself and I just liked it and had to--"

"It's okay! Don't worry about it! But no sense in us stopping now!" Rachel smiled. She then TK'd Megan up off the ground and over to the wooden bench her and Kurt were screwing on. Rachel leaned down as she then laid Megan on her back, so the two girls were stacked up doggystyle. Their curvy soft asses both facing Kurt, his cock still inside Rachel and Megan's tight pink hairless snatch just above, wet and begging to be fucked.

"Are you both sure this is a good idea?" Kurt asked, raising an eyebrow.

"Oh yeah. She totally wants this." Rachel replied.

"Yes! Please! Fuck me!" Megan begged. Her wings twitched with anticipation.

"You heard the girl, fuzzy. Give it to her. And get back to me while you're at it!" Rachel smirked. Kurt grinned and got the message loud and clear. He curved his tail over his hip and worked it into Megan's quivering pussy as he started thrusting in and out of Rachel's cunt again.

"OH! OH MY GOD! OH YES! OH GOD YES! I'M HAVING SEX! YES! YES! YES!" Megan cried. She continued to moan as she reached her arms down and around Rachel to hug her and grab her breasts as she continued getting fucked. Rachel then reached her arms back as she continued to get stuffed. One arm went up and rubbed Megan's shoulder and neck, occasionally brushing her pink hair around a bit. While the other arm reached back and slapped Megan's ass cheek a few times, the sensation of the slapping adding to the already intense feeling of Kurt's thick blue tail pumping in and out of her.

"Unnnhhh! Yeah! I love getting fucked! Feeling that big cock in my pussy! AAAHHH!" Rachel groaned.

"Mmmm! You both feel so good!" Kurt grunted. The fucking he was giving both girls felt twice as good for him. As Rachel had been spanking Megan, Kurt was giving a nice playful slap of his own to Rachel. Soon, Rachel's left buttcheek was just as rosy as Megan's right one.

Soon, the girls learned the real benefit of being fucked by Kurt; his agility. Kurt had hopped up onto the bench, perching himself higher and switched the holes he had been screwing. His cock was now plowing into Megan's little slit and his tail had gone back and under his legs to now fuck Rachel. If Megan felt good just with his tail, his cock, which was certainly thicker, was really getting her off... and quicker.

"OOOHHH! OH! OH! OH MY GOD! I'M CUMMING! I'M CUMMING NOW!" Megan screamed. She bucked wildly and thrashed around on Kurt's rod, her pussy cumming all over his cock. And she wasn't the only one who felt that orgasm. Rachel telepathically linked herself and Kurt to Megan. The blissful feeling causing Kurt to pump the two girls even harder and faster. And for Rachel, the feeling of Megan's orgasm combined with then now-frenzied thrusts of Kurt's tail was definitely enough to send her over the edge too.

"AH! AHHH! Cumming! UH! Cumming now! Shit! UHHHH!" Rachel grunted through her teeth. She telekinetically pulled his tail out of her pussy and let loose a stream of her cum. As Kurt now psychically felt a second orgasm as he kept fucking Megan, he soon felt a little more than just a TK tug on his tail. He was being lifted off the bench he had been crouching on, his cock popping out of Megan's slit. Megan was also lifted off, but she was set down on her feet as Rachel quickly stood up and whirled around. The two girls were now facing Kurt's prick, which he was still stroking to keep hard. "Come on, kid. We gotta return the favor for him making us cum so hard." Rachel said as she lunged forward to suck his dick. Megan was still a bit euphoric from her orgasm, but still lucid enough to follow orders. She stepped forward and started sucking on his fuzzy blue balls.

Both women were using their hands to rub Kurt's thighs and ass while they kept orally pleasuring him. Kurt leaned his head back and started to let out a long groan. Rachel didn't have to use her telepathy to know what was next. She then wrapped her lips tightly around his shaft as Kurt came inside her mouth. Rachel sucked hard and long until his spastic climax had ceased. Soon, she slowly drew her head back off his spent cock, her lips tightly closed. She felt his load sloshing around in her mouth but didn't swallow or let a drop spill out. Rachel grabbed Megan and deeply kissed her, swapping the cum into the petite student's mouth. Rachel finally broke the kiss, a tiny bit of Kurt's sperm stringing between their lips until it finally broke. Megan then swallowed the thick mouthful of cum and smiled. "Wow." was all she could say.

"Great, right?" Rachel asked as she pulled up her bustier to cover her breasts again and lowered Kurt to the ground. He picked up Rachel's underwear off the deck and handed it to her as he started to pick his clothes up and dress himself.

"Yeah! That was awesome! Can we do it again?" She asked happily. She then noticed her shirt was pulled back down into place and her shorts slid back up around her waist.

"Maybe another time, kid. We gotta end playtime for now." Rachel said.

"Yes. This was more of a romp than I think any of us had expected. End program." Kurt said. And the holographic setting of the Danger Room had faded away, reverting back to the cold steel walls of the X-Men's training hub.

"Aw... All right then." Megan sighed as the door to the Danger Room opened and the three mutants headed towards the exit.

"Don't sound so sad. Us adults just need a breather for a while. Believe me, when we get going again, I'll definitely send for you." Rachel smiled, putting an arm around Megan.

"Ja, I've been feeling particularly randy lately, so I imagine we might be doing that sooner than you think." Kurt smiled, also putting his arm around Megan.

And with that, the trio left the Danger Room and made their way upstairs.

***

Santo Vaccarro, aka Rockslide, was walking down the hallway with a few energy drinks as he passed by Rachel, Kurt and Megan. He couldn't but help but to notice how close they seemed to be. Walking arm in arm. Santo was amazed at how much a player Nightcrawler must be.

He walked into the game room where his friends Brian Cruz, Noriko Ashida and Sofia Mantegna (respectively known as Tag, Surge and Wind Dancer) were in the middle of a rousing session on the XBox. He handed them their drinks and sat down on the couch with them, being careful not to smoosh any of them with his massive frame, before picking up the controller he had set down while he left.

"Hey guys, does Megan have some kind of power that makes her glow?" He asked.

"Not that I know of. Why?" Brian replied.

"Cuz I just passed her in the hallway with Nightcrawler and Phoenix and she was glowing."

"Maybe they had a good training session or something?" Sofia said as she set her controller down to take a sip from her drink.

"I'll bet it was something all right." Noriko quipped.

"What's that supposed to mean?" Brian asked.

"Well, maybe they were fooling around. There's been some kinky rumors going around lately and this would fit right in with them."

"Wait, what kind of rumors?" Sofia asked.

"Well, I heard from a friend of a friend that Dust spent an entire night in Ms. Monroe's room with that purple-haired chick that recently arrived and when she left the next morning, she looked like she spent the night at a frat party." Noriko said.

"That's nothing. I was just talking to Jay and he heard from Kevin that there's some kind of freaky sex tape Julian made." Brian said.

Sofia raised her eyebrow and thought for a moment. "Hmm, I did recently hear some story about how someone saw the Cuckoos streaking out of Mr. Summers and Ms. Frost's office. But it sounded so silly, I just dismissed it."

"You dismissed it? Why?" Noriko asked.

"Well, the Cuckoos are all sisters right? And they're related to Ms. Frost too, yes? So that would just be really weird."

"Weirdly hot, you mean." Brian said.

"I heard somewhere they're clones and not like, family. So it doesn't count." Santo shrugged.

"What do you mean it doesn't count?" Noriko turned and looked at Santo.

"Just what I said; Clones don't count. They're grown in labs and stuff. So it's nothing like they're related."

"That is so wrong I don't even know where to begin."

"I'm just telling you what I read."

"And where did you read that?" Sofia asked.

"On the internet." Santo said, prompting a laugh from his friends.

Santo adjusted in his seat. Something that did not go unnoticed by his friend Brian. "I think we'd better cool it with this hot talk, otherwise Santo's gonna mess his pants with lava or something."

Santo rolled his eyes. "Dude, it doesn't work like that."

"What doesn't work like that?" Sofia asked.

"My junk. Since I'm not like a typical person, my stuff works differently. I was asking Dr. McCoy about it and he said I got some kinda psychic entity thing going on. I can get my dick hard and control it like I can any other part of my rocky body. But that my orgasms are like, purely mental and stuff. I can cum, but I won't ejaculate. Or something like that, I wasn't really paying attention."

All three of his friends stared at him for a moment.

"So let me get this straight; This massive dong of yours stays as hard as you want it to and can still cum without even the remote chance of getting a girl pregnant?" Noriko asked, with disbelief in her voice.

"Basically. Yeah."

"Show me."

"Noriko!" Sofia said in shock.

"What? If he says he's got every single young girl's dream in his pants, he's gonna have to expect to get called out on it!" Noriko defended her statement.

Santo looked over at Brian, who shrugged his shoulders. "Don't look at me, man. I got no suggestions!"

Santo then turned back to look at Noriko, then shrugged himself. "What the hell. You asked..." He said, as he stood up, undid his jeans and pulled them down. His fat twelve inch dick was now right in Noriko's face. Her eyes widened and jaw dropped. She laughed as she looked up at Santo.

"Wow. You weren't kidding!"

"Oh my god!" Sofia covered her mouth in absolute shock.

"Dude. Even I'm impressed." Brian stifled a laugh.

"It looks less like granite and more like marble." Noriko said as she impulsively reached out and wrapped her hand around it. "Feels like it too!"

"Mmm. Glad you all like it." Santos briefly moaned.

"Oh shit. Sorry. I didn't even think. Is this okay?" Noriko looked up at him and asked, continuing to rub his cock.

"Not exactly the kind of thing worth complaining about." He replied. She smiled and looked back at his cock. She looked over at the surprised Brian and Sofia, then grinned and leaned in to give Santo's dick a nice big suck. Brian's jaw now dropped as Sofia covered her eyes with her hands, but then kept peeking out.

Noriko pulled back and again looked up at Santo. "Did that feel good?"

"Ohhh yeah. Hell yes." He nodded.

She stuck out her tongue and slapped it with Santo's smooth dick a few times before giving it another suck. "Good. Wouldn't want to upset you. Could kill someone with a rod like this."

Brian and Sofia couldn't take their eyes off the show Santo and Noriko were putting on. Sofia and Brian then looked at each other. Sofia still looked a bit nervous, so Brian leaned in and kissed her. The kiss didn't do much to rid her of the butterflies in her stomach, but it did feel good. As they kissed, Brian ran his hand up and down her body until he took her by the hand and brought it to his crotch where she could definitely notice the hard bulge in it.

Sofia bit her lip and undid his jeans and pulled out his hard cock. She slowly started to stroke it as she went back to kissing Brian.

Over by Santo and Noriko, she had gotten tired of the foreplay and felt she was wet enough to take this to the next level. She stood up, and motioned for him to sit back on the couch. He did as he was told and sat back, his huge rocky member sticking straight up like a stalagmite. Noriko slipped out of her tights in record time and climbed onto Santos, straddling him and his cock.

She rubbed her pussy a few times, getting it nice and wet before lowering herself onto him. The very tip of his cock entering her felt like she was being fisted. Not that she'd know what that felt like, but back when she was living on the streets trying to get pills to keep her powers in check, she remembered she had done some kinky stuff. She had given blowjobs and handjobs, gotten fucked in every hole, in back alleys or in motel rooms. If the choice was have sex or accidentally hurt people with her powers, it wasn't a tough choice. She finally worked his cock all the way inside her and she was already in ecstacy.

"Oh my fucking god! It's gonna stretch me out!" Noriko moaned as she slowly rode his cock. "How does this feel Santo?" She asked.

"Fuckin' great. I wanna see your tits." He grunted as he fondled her every curve with his giant hands. She agreed as she lifted up her T-shirt to let him see her large tits. He couldn't help but notice she had a pierced nipple. Santo couldn't help but to find that totally hot.

Sofia was still jerking Brian off as Santo and Noriko were fucking off to their side. Brian's face was buried into the side of her neck and kissing her all over that area as she stared down at his penis. She really wanted to suck on it or even fuck him the way Noriko and Santo were, but she liked this degree of control she was having where they both wanted more, but she could resist it and deny him... for now anyways.

"MMM! YEAH! FUCK! OOH!" Noriko groaned. She rose and fell down hard on Santo's prick. Her bright blue hair bouncing with her. Her tight perfectly round little ass looked like it was being speared by a pillar of stone (and she technically was).

"Oh man. Keep doing it. Shit, you're hot!" Santo grunted as he moved her up and down his pole.

As Sofia kept stroking Brian's cock, she glanced over and locked eyes with Noriko. Noriko smiled at her and then leaned down to sandwich Santo's face between her breasts as Sofia now started jerking harder and faster while using her other hand to rub his balls and even give his ass a little tickle. This was enough to send Brian over the edge.

"Ohhhhh fuck! Uhhhnnn shit!" Brian grunted. He spasmed, breathing rapidly as his cum erupted from his cock, spurting several times and pouring down all over Sofia's hand. Gobs of his jizz running through her fingers.

"AHHH! AHHH! OOHHH! I'M CUMMING! MY WET FUCKING PUSSY IS CUMMING!" Noriko squealed as she bounced up and down, her wetness drenching Santo's massive cock. She then slowed down, coming to a halt when she collapsed onto Santo's chest. She laid on him for several moments, totally spent. Her arms hanging limply around his waist and his member still inside her.

"Noriko, you okay?" Santo asked.

"Mm-hmm." She mumbled.

"You want to get off me?"

"Uh-uh." She continued mumbling. Santo rolled his eyes and lifted her gently off him and set her down on the couch next to Sofia and Brian. She slouched in her seat, totally spent. Her gaping slit dripping her pussy juice all over the furniture. she then slowly looked over at Sofia, who was wiping her hand off with a kleenex. She smiled. "Your turn."

"What?" Sofia gasped.

"I've cum. Brian came. It's just you and Santo that haven't cum yet. and you absolutely have to try it."

"I do?"

"Oh yeah. You're never going to live down passing that up."

Sofia looked nervously over at Brian, who was now passed out and snoring, his cock now limply hanging out of his pants. she then looked over at Santo, who gave her a thumbs up.

"Okay." She said. She stood up and removed all her clothes so she was totally nude. She started to walk over to Santo, but Noriko stopped her.

"You should try it doggystyle!" Noriko said.

"Oh... Okay." She bit her lip and got on all fours, her arms resting on the seat of the couch. Noriko knelt down beside her and leaned over to place her hands on Sofia's ass cheeks to spread them and her pussy open while Santo got into position. He lined his cock up with the Venezuelan's tight looking snatch as Noriko got it ready for him. He pressed the tip of his huge dick up against her pussy lips. Noriko spat on Santo's cock to get it just lubed up enough as he pushed his way inside.

Sofia buried her face into the couch cushion and was breathing heavily. "It's so big!" Her muffled voice said.

"I've only stuck half my cock in. Should I stop?" Santos asked aloud.

"Nope. You're gonna give her every inch you gave me." Noriko said, spitting more on her pussy to add more lube. Santos pumped slowly, but after a few minutes, he had done it. With Noriko helping to make Sofia's cunt as slick as possible, he was giving his all to her. Sofia was taking the deep-dicking of her life. She was moaning, sweating, crying and straining with the intense feeling she was getting. She started muttering "Fuck me! Make me cum!" in both her native language and English.

It wasn't long before Santo and his giant prick granted her wish. He pumped harder and faster and was getting closer as well. Noriko was rubbing Santo's arm with one hand and Sofia's ass with her other.

"I'm gonna cum! Here I go!" Santo grunted. He then shook hard, pumping even faster in and out of Sofia. He nearly knocked her face first into the floor, but managed to maintain some composure. "Ahhhhhhh YEAHHH!" He groaned as he stiffened up.

"I'm cu-cu-cummmming tooooo!" Sofia shrieked. She bucked wildly and threw her head back, exhaling slowly as she climaxed. Santo pulled out and sighed. The now wiped out Sofia flipped over to sit back on the ground against the couch.

"Whoa." Santos said.

"That ruled." Noriko smiled.

"I can't believe I did that." Sofia said. She had her head tilted back on the couch and was staring at the ceiling, gently rubbing her sore pussy. "What if someone had walked in?"

"Way you were moaning, I'm surprised no one did." Santo scratched his head as he pulled his pants up.

"Maybe everyone's just too busy doing stuff to notice." Noriko said, getting re-dressed as well.

"What could they be doing that they wouldn't have heard us?" Sofia said as she too got dressed again.

"Saving the world, perhaps? Being X-Men?" Noriko replied.

"I'm telling you guys, something fishy is going on around here." Santo held up a finger, as if to help make his point seem more important. He started to make his way out of the room, Noriko and Sofia following.

Sofia paused as they headed out of the room. "Should we wake Brian up? Or at least pull his pants back up?"

"No. That way, when someone else wakes him up, it'll be funnier." Santo replied, grinning evilly.

Noriko and Sofia giggled as they all quietly left the room and made their way down the hallway towards the stairs up to their rooms. They were halfway up the staircase when they heard Mr. Guthrie yelling "Aw, for pete's sakes! TAG! WAKE UP! Put that thing away, son!"

Santo, Noriko and Sofia did not stop laughing for the rest of the day.

TO BE CONTINUED...

Chapter Text

CHAPTER 6 CODES: MF, Anal, MMFF, DP

Kevin Ford, aka wither, was showering after a particularly long solo training session in the Danger Room. He liked being alone in the showers as it was one of the rare occasions where he didn't have to have every part of his body covered by something to prevent his powers from rotting things. He also liked the quiet that a shower provided.

The quiet however, was soon shattered when he heard another shower in a nearby stall turn on. He wasn't thinking too much about who it might be until he heard... singing? In a female voice?

"Hello? Who's there?" He asked.

"Who am I? Who are you???" The shocked voice asked.

"It's Kevin!" He said. He paused for a moment as he tried to place the voice. "Cessily?"

"Yeah!" Cessily Kincaid, aka Mercury, responded. "Why are you in the women's showers?"

"This isn't the women's showers! It's the men's!"

"SHIT!" was all Cessily could say as she hid behind the shower partition. "I'm so sorry! I cannot believe I goofed like this!"

"It's fine, but what *are* you doing in the men's locker room showers?"

"I swear, it was a big mistake! I was working out in the gym and walked into the wrong locker room! It's not like there are any signs on these doors!"

"I know. Julian keeps taking them off hoping for women to walk in on him. Guess it finally happened."

"So what do we do now?" She asked.

"I don't know. I'm closing my eyes, so if you want to leave, I won't look!" Kevin responded, covering his eyes.

Cessily then slowly stretched her neck around the partition. She saw his eyes were indeed covered, which let her check out Kevin's body. He was very fit, and his cock looked very sexy. While she was staring at it, she was a bit too quiet, which made Kevin think she had left, so he stopped covering his eyes and saw his classmate staring at him.

"Cessily!" Kevin snapped.

"Shit! Sorry! I couldn't help it! You look great!"

"Thanks, I try and work-- wait! Stop staring!"

"Sorry! Sorry! Here, this'll make us even!" She said as the rest of her body moved over to join her. Kevin suddenly stopped being upset and totally lost his train of thought. She looked like a statue come to life. Her breasts were big and perky, her hair wet and hanging down.

"Whoa. You look amazing." Kevin stammered.

"I guess I do, judging from the looks of things." She said, looking down. Kevin now had a raging hard-on.

"Oh, sorry."

"It's perfectly fine." Cessily said as she strode over to Kevin. "You know, we're all alone in here. Maybe we could have some fun. You know, like some of the others..."

"What others?"

"You heard about Brian, Santo, Noriko and Sofia, right?"

"I heard about Brian getting busted for jerking off in the lounge."

"That's just what the teachers think! Everyone's been fucking like crazy lately! Rumor has it Julian even made a sex tape!"

"That doesn't sound too surprising." Kevin shrugged.

"Yeah? There's another rumor Hisako screwed one of the X-Men, but she won't say who!"

"That... does sound surprising."

"So come on! Let's really give people something to talk about!" She said, getting closer to Kevin, prompting him to back up against the shower wall.

"We can't! My touch..."

"Won't make a difference here. You affect organics, right? My body isn't like that." Cessily said. She then grabbed Kevin by the hand and placed it on her breast. Nothing happened. He waited another moment. Still nothing. He then started to massage her silvery breast and squeeze it in his hand. "You like this?"

"Yeah."

"You can touch me anywhere you like, if you want."

Kevin certainly liked that offer and took the opportunity to go in for a kiss as his hands wandered all over her body. Her skin felt so good. It didn't feel like metal, but like a very slick vinyl over a muscular body. He felt up her breasts and butt until he got to her crotch where he slipped his fingers in, making her moan.

She pushed back away from Kevin, looking him in the eyes as she then got on the ground and started rubbing his cock before getting it in her hand and putting it in her mouth.

"Ohhh man. That feels so good. I totally want this."

"Mmmmmm!" She responded, continuing to massage his cock with her tongue. Licking and sucking it gently. She then stopped and looked up at him. "You want just this, or some more?"

"More?"

Cessily turned around and got on all fours. Kevin saw a slit where her vagina was, but no asshole. "If you want more, then fuck me, Kevin."

Kevin did not need to be told twice. He slipped his cock into her very easily and started to pump in and out. It felt like he was pushing his dick into a satin sleeve and it felt amazing. Soon he was pressing down on top of her so much that he was lying on top of her as she was lying face down on the floor of the shower stall. His ass was bouncing up and down so much that his frantic humping was making a loud slapping noise.

"Holy shit, this feels so fantastic."

"You like my tight pussy, Kevin?"

"I love it. I love your tight pussy."

"You want it tighter? MM! Want a tighter hole for your big cock?"

"Yes. Ahh! Yes!"

"Okay! Ooh!" Cessily moaned. She then reshaped her "pussy" into an asshole. The sudden tightness sent shivers through Kevin's body.

"Oh my god! Oh god yeah. You're so hot!" Kevin muttered as he pumped harder and faster.

Cessily was now breathing harder and harder and she felt like she was getting so close. "Keep going! Keep doing that! Do it do it do it! I'm gonna-"

"UHHHH!" Kevin shuddered as his load shot deep inside her. "Fuck! Ohhhh..." He grunted, stopping his thrusts.

Cessily looked heartbroken. "You came already? I didn't get to cum!"

Kevin looked embarrassed, if the shower water wasn't running down his face, one might almost think he was crying. "Oh shit. I'm sorry! I'm sorry! I didn't mean to... I've never-" He was stopped as Cessily put a finger to his lips.

"It's okay. I understand." Cessily hugged him as they kissed for a few moments.

Kevin and Cessily then sat down on the shower floor, sitting up against the wall. His cock going soft and his cum dripping out of Mercury and ran down the drain.

"Whew." Kevin gasped.

"I know. That was all pretty hot. We can do it again when you're ready."

"Okay, maybe in a few-" Kevin was about to continue when they heard some people entering the showers. "I think we should go."

"Yeah, I agree." She said.

Kevin grabbed a towel and headed out, trying to see if the coast was clear for Cessily to make her way out, only to turn back and see her using her Mercury form to slip out through a window. With her gone, he left the showers and headed back to his room, a little disappointed. As they went their seperate ways, Kevin hoped to himself he'd get another chance to have sex and hopefully perform better. Cessily was hoping she'd just get another chance with Kevin.

***

Piotr Rasputin, aka Colossus, stared intently at the objects in front of him. His stoic gaze didn't waver for a moment as he thought carefully about his next move. "I... will take... four." he said, laying down four cards on the table in front of him. "This is not a good hand."

"Sweetie, telling the other players you don't have a good hand is not exactly a winning strategy." Kitty Pryde, aka Shadowcat said, looking up from her hand of cards. Rogue and Remy LeBeau (aka Gambit), stifled a laugh from their side of the poker table.

"I apologize, Katya. I am just not good at this... bluffing. I believe this is why whenever I would play this game with Logan and Kurt, I would usually lose."

"So who would usually win?" Rogue asked.

"Kurt, as Logan would be completely drunk two hands into the game." He replied, prompting more laughs.

The laughs were probably just what the doctor ordered. Piotr had only recently returned from the dead thanks to Ord of Breakworld, and both Rogue and Gambit had lost her powers in a near-death experience with a psychopath named Vargas, though Gambit's powers eventually returned. A nice friendly poker game in the private game room of the senior X-Men (a far quieter room than the one the kids would use) made for a nice stress reliever.

"You know I have to admit I'm surprised the game is going the way it is. For all I've heard about your card sharking, Remy, I'd have expected you to have cleaned us out by now." Kitty said, setting her cards down.

"Maybe I'm just playing nice, little Kitty. It'd be easy to take all of your money, with the tells all of you are flaunting around, but that wouldn't be any fun!"

"Tells? What tells? I don't have any tells."

"Everyone has a tell. Like my chere, here." Gambit nodded to Rogue. "She taps her fingernails when she has a good hand. And you... your eye twitches like you ready to kill someone."

"How do you know that's my tell?" Kitty asked.

"You have the same look whenever Emma is talking."

Kitty raised an eyebrow and thought about it for a moment. "All right. Fair point." Piotr laughed at the exchange.

"Do I have tells, tovarisch?" Piotr asked Gambit.

"You smile when you have a good hand, you frown when it's bad. Poker's not your game, ami."

Colossus nodded in agreement. "I prefer baseball."

Rogue then rolled her eyes and looked at Remy, "If we're all so easy to read cajun, then why don't we all find something else to play?"

"We could always make this game a little more... interesting." Remy said, shuffling the cards.

"Like how?" Rogue asked.

"We change the stakes. Any of you ever play Strip Poker?"

"Are you joking? What are we, in college?" Kitty scoffed. Colossus looked amused by the suggestion.

"Remy, we can wait until later if you want my clothes off that badly!" Rogue said, nudging him. Losing her powers was the best thing to ever happen to Rogue. Sexually, anyways.

"Come on, we all adults here! If you too afraid to rise to the challenge, maybe this team is in trouble!"

"Fine. DEAL." Kitty said.

"Katya?" Colossus seemed surprised. Rogue seemed a little caught off guard by her response as well.

"Listen, this isn't just a game of chance. There's a degree of statistics and probability calculus involved here as well. I've got this covered. So if he wants to be naked and embarassed. Fine by me."

THIRTY MINUTES LATER...

"You totally cheated." Kitty said as she tossed her panties on the pile of clothes in the center of the table with one hand, while her other arm was covering her smaller b-cup breasts. She looked incredibly annoyed, which made her cheeks blush giving a little color to her now totally nude body. The also-nude Piotr and Rogue didn't look as annoyed. Colossus was concerned with what Kitty was going to do as she didn't like losing. And Rogue, who wasn't embarrassed about her body or ashamed of being only in her birthday suit, was wondering how Gambit had managed to stay totally dressed.

"I'm offended! I played totally fair! You the one that went on about math this and algebra that. There's more to the game that counting cards than all that. There's luck! And I got that in spades! A full house of it, even!" Gambit said, pointing to the hand of two aces and three kings that was laid out on the table in front of him.

"I cannot believe this is happening." Kitty sulked back in her chair, crossing her legs and still covering her boobs.

Piotr leaned over to her and whispered into her ear, "I presume you will pay me back later for 'spotting you' with my clothes?"

Kitty looked over at Piotr and his handsome face, briefly down at his growing erection, then back up into his eyes. "Definitely."

"Hold on just a minute! I'm not gonna let this scoundrel get the last laugh!" Rogue barked.

"What you have in mind, chere? Another hand?"

"No. Just a simple draw for the high card. I win, and you have to get naked and we get dressed. Fair?"

"Maybe, but there's got to be something in this for me. So if I win, I get anything I ask. Deal?"

"Fine! Now draw already!" Kitty ordered. "Come on, Rogue!"

Gambit and Rogue each drew a card from the deck. They eyed their cards before holding them up. Rogue had a queen of hearts, Gambit had another ace. "Aces high, chere. I win!"

"Dammit!" Kitty shouted.

"What are you complaining about, sugah? I'm the one who lost!" Rogue shouted back at Kitty. "Now, I gotta do whatever this hound dog wants!"

"What exactly are you going to have Rogue do, Gambit?" Colossus asked.

"Nothing too naughty, Pete. In fact, she's gonna find out right now." Remy said, as he leaned over to whisper into Rogue's ear. She looked surprised at first, but then a sly grin came across her face.

Rogue got up out of her chair and walked over to the stereo on the wall. She turned on a soft ballad as she moved over to where Kitty was sitting. She then took Kitty by the hand and gently pulled her from the chair. Rogue pushed the pile of clothes off the poker table and climbed up onto it. Kitty reluctantly climbed up with her. Soon, the two of them were dancing together on the table. They were bumping, grinding, gyrating and writhing around as Colossus and Gambit looked up at them.

Colossus looked up at Kitty in awe. As he watched her, he asked Gambit, "You wanted Rogue to dance with Kitty?"

"For starters, yeah." Gambit replied, as he was getting undressed. "The best part is up next."

"And what is that?"

"Lap dances."

On cue, Rogue and Kitty came down and over to their men where they started dancing just for them. Rogue turned her back to the now-naked Gambit, climbed onto his lap, leaned back against him and started rubbing up against him. Remy wrapped his arms around her and started to kiss her neck.

Over by Piotr, Kitty had just decided to straddle him and start kissing one another. She didn't know how to do a lap dance, but figured this would be more fun. Kitty could feel Piotr's massive cock pressing up against her pussy, which was definitely getting wet. She reached down and rubbed his cock, getting it nice and stiff in her hand. His dick was so big, she was soon using both of her tiny hands to jerk him off.

Rogue was now on her knees between Remy's legs and giving him a energetic blowjob. The two of them had made love several times since Rogue lost her powers, but this was a different. Sucking him off wasn't something she had tons of experience with, but now doing it in front of other people? She'd never done anything like that. She bobbed her head up and down, drooling and licking his cock while Gambit looked down at her, running his hand through her brown and white hair.

Kitty was now tired of the foreplay and wanted to get right down to business. She stood up, quickly knelt down to spit on his dick, then strode over to the poker table and bent over onto it. She stuck her ass up and wiggled it for a moment as Piotr positioned himself behind her and started fucking doggystyle. With one hand, he ran it down her long brunette hair, past her back and down to her ass, where his other hand was firmly placed.

Rogue and Gambit soon joined them on the table, him picking her up and laying her down back-first onto it. Gambit then spread her flexible and finely toned legs apart as he pushed his way into her remarkably tight slit. For a while, both gentlemen were plowing their girls on the table, rocking it back and forth. The girls, moaning and the guys, grunting. Since the girls were positioned so close to one another, they would occasionally slip each other a quick and gentle kiss, or grab each other's breasts. Colossus was oblivious to this, focusing so much on pleasuring his Katya, but this didn't get by Remy, who then got an idea.

"Ngh... yeah... I think it's time to take this to the next level." Gambit said, continuing to fuck his southern belle.

"Huh? Oh... uh... yeah, what?" Rogue asked?

"Another high card draw. Winner gets a threeway!"

"So... shit! What, unh! Happens to the fourth! God!"

"They just gotta watch. Hmmmp!"

"Count us in! MMMMM YESSS!" Kitty moaned as Piotr kept pounding his cock into her snatch, his hips slapping against her ass.

Gambit reached for the deck, but Rogue grabbed it first. She offered Kitty the first pick, which she took in between Piotr's thrusts. She pulled a seven of clubs. Piotr stopped for a moment to take his card, pulling a three of diamonds. Gambit reached for the deck and although Rogue teased pulling the deck away from him, she let him draw. He pulled a five of spades. Rogue then took her card and as Gambit kept fucking her, her large breasts bouncing with each pump, she got a look at what she pulled: A jack.

"Woohoo! UH! I won! YESS!" She threw her arms up in victory, following it up by kissing Remy.

When they finally broke their embrace, Gambit asked, "So who's going to be sitting this one out?"

"You!" Rogue said, shoving Gambit back into his chair. She then hopped off the table and hurried over to Kitty and Piotr. They stood up and surrounded Rogue, each of them taking turns kissing her.

Rogue then pushed Colossus to the ground. Kitty and Rogue then knelt down by his waist and gave him a double blowjob. When Rogue took him into her mouth, she had some difficulty at first. His cock was thick like a beer bottle and nearly twice as long. She didn't know how Kitty managed to suck him off. She would have seen for herself, but when it was Kitty's turn to blow him, Rogue took that opportunity to lean over by Kitty's crotch and eat her out. Kitty moaned onto Piotr's cock as Rogue licked her twat. Colossus then reached down and started fingering Rogue's cunt. They were all doing something to please one another... until Kitty lifted her head off Piotr's cock and tapped Rogue on the shoulder.

"He's ready for you." Kitty softly said as Rogue looked at Piotr's stiff rod. Rogue grinned, then immediately crawled into position over him before she lowered herself onto him, Kitty guiding his cock into her pussy. Rogue bounced up and down happily on Piotr's cock as Kitty moved over to sit on his face, leaning forward to suck on Rogue's tits. Rogue and Kitty's hands roving around each others bodies, rubbing and fondling their soft skin. Colossus' hands were also busy as well. His left hand was gripping Rogue's ass and guiding her at the pace to ride him while his other hand was spreading Kitty's asscheeks, giving him better access to lick her cunt and ass.

Gambit sat back and watched the show on the floor, stroking his cock a bit to keep his erection, though it's not like he needed too much help. "Looks like you all havin' fun down there, but what about ol' Gambit? You not gonna let me join in?", he said.

"Unnnhh... maybe I got used to the idea of you watching me cum, Cajun!"

"Tell you what, chere. We draw cards again. Double or nothing. High card wins. I win, I get my own threesome. You win, I sit this hand out."

"Hmmm... well... oh fuck... sounds fair! OOOHHH! OH GOD I'M CUMMING!" She moaned as her pussy started to drench Piotr's cock. Rogue thrashed around a little more as she kept cumming before finally stopping and collapsing into Kitty's chest.

Kitty looked up at Gambit and then reached for the deck of cards. "Since Rogue is, Mmmmm, otherwise occupied, I'll... oh shit, Piotr... keep doing that... I'll draw for her." Kitty drew a card, followed by Gambit. She held hers up: A nine of spades.

Gambit held up the ace of diamonds. "I win again."

"So now what, sugah?" Rogue asked, catching her breath as Gambit helped her to her feet. Kitty got up as well.

"Well, he wanted a threeway. I guess he's won it fair and square."

"Indeed I did. But I never said with who. Stay down there, Pete." Gambit said as he took Kitty's hand and motioned for her to get on top of her Russian beau.

"What are you up to now?" Rogue asked, with a skeptical look on her face, while Kitty mounted Piotr's still hard cock.

"Now it's your turn to watch, chere!" Gambit said. He then squatted down behind Kitty, positioning himself near her butt. "See, there a reason I said this was double or nothing."

"Now what are you going to doooOOOH!" Kitty yelped as her asshole was suddenly filled with Gambit's prick as he slowly worked his way into her. Kitty's eyes went as wide as they'd ever gone as even though she had done a double penetration once before, it was something she still hadn't gotten used to. She then let out a deep breath and closed her eyes while Remy and Piotr continued to take turns thrusting in and out of her holes. She wiggled her ass so she could push up and back against Gambit's cock before she'd go down and forward on Piotr's cock. She threw her head back and smiled as she felt both their hands fondling her breasts.

Rogue laid back on the poker table and caressed her body, still reeling from her earlier orgasm. She tilted her head to the side, biting her lip as she stared at Remy's tight ass pumping away into Kitty. She then tried to get a better look between his legs to see his and Piotr's cocks lubed with pussy juice, giving Kitty a good double fucking.

Soon, both guys were no longer alternating their thrusts and now giving it to her in both holes at once. It was so intense that Kitty didn't last more than a minute before she was cumming.

"FUCK! OH GOD YES! FUCK! OHHHHHH!" She squealed, tensing up for a moment before she leaned forward, resting her arms on Piotr's chest and then in turn resting on those. But this rest was short lived as both men were still fucking her. Piotr looked up at Gambit, giving him a nod and a raised eyebrow. Remy returned the look knowing full well what the "comrade" was tipping him off of.

Both men pulled out of Kitty, Colossus picking her up and setting her down on the poker table next to Rogue. Both men moved over to by their heads, jerking their cocks faster now. Each girl quickly shifted looks between the cock in their face and up at their man. Rogue knew what was about to happen and opened her mouth with anticipation, but Kitty was still so dazed from her orgasm she just kept smiling. It wasn't until Piotr said, "Open your mouth, Katya." that Kitty got the picture.

Now with both the girls mouths open, the guys jacked harder and soon the guys were cumming. Gambit leaned slightly forward and pressed the tip of his cock right against Rogue's lips so he would get every drop of his jizz into her mouth. While Piotr just shot stream after stream into Kitty's mouth, getting some on her lips and cheeks, but the majority of his thick load in her mouth.

Kitty was about to swallow the cum when suddenly Rogue lunged over and kissed her deeply. Kitty felt Remy's cum mixing with Piotr's as Rogue swirled them around with her tongue. Their kiss lasted quite a while as they played with the cum in their mouths before finally breaking apart and swallowing their seed.

The guys took a deep breath as the girls finished. "That... was far different from the poker games I see played on television." Piotr said, wiping the sweat from his forehead.

"No kidding." Kitty said, sitting up.

"Aw c'mon, guys! That was fun!" Rogue propped herself up and grabbed the nearby deck of cards. "If this is why the Cajun loves these cards so much, I think I'm startin' to see the appeal." She then raised an eyebrow as she noticed something. She saw another ace. She looked at the table and saw four already there; the two from Gambit's winning hand, the one he drew for the dance from the girls, and the one he drew for his three-way. She then thumbed through the rest of the dack and found at least four more aces slipped in there. "Remy, would you care to explain why there are a whole lot of aces in this deck?"

Kitty and Piotr joined Rogue in her questionable glare at Remy, who would have tugged at his collar, had he been wearing any clothes. "Well... this can't come as a complete shock, can it? At least we all got something out of it, non?" He smiled.

The response came to Gambit in the form of the cards being thrown at him for once... along with some poker chips, the snacks and even one of the chairs. All of which Gambit dodged as he scrambled out the door with his clothes in hand.

TO BE CONTINUED...

Chapter Text

CHAPTER 7 CODES: MF, MMMF, DP, DAP

"All of y'all should be ashamed of yourselves! This is a classroom meant for learnin', not... what y'all were doing!" Sam Guthrie, aka Cannonball, was chastising some of the young students.

Standing next to him was Danielle Moonstar, aka Mirage or Psyche (or whatever codename she was going with that month if she used one at all), was glaring at the students, her arms crossed. "Do you understand how much trouble you four are in right now? How serious this situation is?"

In front of them were two girls and two boys, all four were nude and dripping with sweat, the girls dripping with a lot more. Ruth Aldine aka Blindfold; Andrea Margulies aka Rubbermaid; Nezhno Abidemi aka Gentle; and Paras Gavaskar aka Indra. Their clothes were scattered all over the floor, draped over chairs and desks.

"Mr. Guthrie, we're very sorry! We don't know what came over us! We were just studying after class and then one thing led to another and now... we're here." Paras tried to explain.

"You should lock the door." Ruth said. Everyone looked at her in confusion, but given her general odd mannerisms that came as the result of her precognative abilities, they couldn't tell if she was behaving the way she normally did or if she was just making incoherent statements because a few minutes earlier she was being rocked by the best orgasm of her life while she was getting fucked by Neznho's massive cock. Her current state of undress, the semen coated on her lips and chin didn't help the distinction.

"Ruth, get your clothes on and go to your room. Same for you, Andrea. Go." Dani ordered as the girls quickly put their blouses and skirts on, quickly grabbing their undergarments. As they left, Andrea tried to quickly wipe off Ruth's face to avoid any undue attention. Andrea didn't have to worry about wiping off her face as Indra came inside her. But the jizz trickling down her leg meant she should still hurry back to her room as soon as possible.

"What's going to happen to us?" Neznho asked.

"We'll discuss it and once we've come to a decision we'll let ya'll know your punishment. But don't be expecting a slap on the wrist. Those girls don't know any better, so for you fellas to do what you did is gonna be taken seriously!" Sam said.

"But, but... they came onto us, sir!" Neznho responded.

Indra agreed, "Yeah, they practically tore our clothes off!"

"Y'all expect me to believe that? Lyin' ain't gonna help y-" Sam started to yell. Dani put her hand up and stopped him.

"Go. Get out of here and stay in your rooms." Dani ordered. The guys had their pants back on by then so they left immediately.

"Can you believe the nerve of those two? Sayin' Ruth and Andrea would do something like that!" Sam shook his head.

"They weren't lying."

"What?"

"They were telling the truth. The girls really did make the first move."

"How could you tell? Some kinda psi-thing?"

"Yeah, but that only confirmed it. The rest was all in their eyes. Sam, didn't you pay attention in class when the Professor taught us about how to read people without using our powers?"

"Of course! It's just... Y'know..."

"Oh my God. You really can't believe a girl can be sexually aggressive, can you?"

"Dani, it's not like that. Ah'm just used to a girl bein' a lady about those sortsa things!"

"Are you serious? We work with Emma Frost! She's walking evidence that not all women are 'ladies about those sortsa things'! Or remember that time when we were all in Asgard when that one girl practically mounted Roberto?"

"I just figured that was an Asgardian thing."

"It's not. Women are every bit as capable of making a move as a man is!"

"Well, the guys should have put a stop to it."

"It's never that simple. Let me show you!" Dani said as she lunged forward and grabbed Sam for a deep kiss, her hands grabbing Sam's blue jean-clad ass. Sam's shock lasted all of a half-second before he reciprocated the kiss and their tongues met and his hands slid down to grab her ass also.

Sam slowly started to lean Dani back as they kissed, but Dani instead flipped Sam around and pushed him against a teacher's desk. As they kept kissing, she ran one hand over his chest, pushing him further back to lay down on it as her other hand undid his belt and jeans to yank them down quickly so she could grab his stiff dick.

"Mmm. Already hard. Good. Less work." Dani said as she knelt down and engulfed his cock with her mouth. She sucked hard, slurping her way up and down the shaft, licking it all over before pulling it out, spitting on the head and going back to work on it.

"Ohhhh Dani. That feels so good."

"MMMphllm!" She gagged as she took him all the way down her throat. Sam's breathing was getting quicker, which Dani could tell since her hand was still on his chest. So she stopped her blowjob and stood up.

"Whuh? Why'd you stop?" Sam asked.

"I don't want your cum on my clothes." She smiled. She then took off her plaid flannel shirt and the white t-shirt underneath to show off her hard abs and perfectly shaped breasts.

"No bra?"

"Rarely if ever."

"Thank heaven for that!" Sam said as he sat up and started sucking on her ample breasts. His hands went down to her pants and undid them so he could have easier access as he started to fondle her ass with one hand and finger her cunt with the other. She was clearly already wet, Sam noticed as his fingers ran across her pussy lips.

"Mmmm. Good, but I didn't say you could take over." Dani moaned. She then shoved Sam right back down onto the desk and after freeing her legs from the pants around her ankles, she climbed up onto the desk and mounted Sam's cock. The second he was inside her, she started rising and falling down on it quickly. "Oh fuck! Yeah! This is soooo much better!"

"Ah! Ah yeah! This is great!" Sam said as Dani bounced up and down happily on his shaft. He continued to fondle her tits as she rocked back and forth. She then looked down and grabbed Sam's white shirt and ripped it open to reveal his muscular chest before she leaned down to lick his nipples as he kept fucking her.

Soon, she could feel him tensing up and decided to ease up a bit. She didn't want him cumming before she did. She climbed off of him and moved over a bit to bend over the desk. She rested her head on her hands as she looked into Sam's eyes. He looked a little confused, but when he glanced down to her butt, she wiggled it for him. He got the message. He sat up got behind Dani and slid his cock right back into her pussy. She smiled as he started pumping, mainly because she was hoping he'd stick it in her ass, but realized he's too much of a southern gentleman to change that quickly.

"Ohhhh yeah. Fuck me. Fuck my pussy harder!" She moaned as he grabbed her hips harder and started to quicken his pace.

"Mmm. Oh damn. Yeah Dani..." Sam grunted as he kept fucking her on the desk. He then slowly crept his hands up her hips to her back, then eventually her shoulders.

"Go on. Do it! I know you want to. Everyone wants to do it when they fuck me." She grinned. Sam obliged. He took his hands off her shoulders and grabbed her trademark ponytails and yanked back just hard enough to pull her head back as he pumped harder. She laughed as his dick pounded inside her. "UNNHH YEAH FUCK ME JUST LIKE THAT! YES! OH GOD!"

Sam's waist slammed into Dani's ass harder and harder, making her firm ass jiggle and a loud slapping noise. With the force that he was screwing her, it didn't take much longer for Dani to start cumming. "Fuck! Fuck! Fuck! I'm cumming! Go, go, go! Keep doing it!" She yelled as she came on his cock.

As she finished climaxing, Sam started to tense up and it was his turn. "Dani, I'm gonna cum!"

"Don't pull out! Don't pull out! Just cum inside me!"

"OkaaaaAAAAYYY! UNNNHHH!" Sam grunted as he blew his load inside Dani's pussy. He shuddered as his climax finished and he leaned down onto her back as he gently kissed her neck.

"Believe me now when I say girls can make the first move?" Dani coyly asked.

"Uh-huh." Sam mumbled.

Suddenly, Jamie Madrox, aka the Multiple Man entered the classroom with a duplicate and stopped immediately. "Hey, can someone tell me where I can find- GAH!" They stopped dead in their tracks as Sam and Dani stopped kissing to try and hide their embarrassment.

"Fer cryin' out..." Same blurted out as he scrambled to cover himself. Dani kept silent as she lurched behind the desk to grab ger clothes.

"Oh! Shit! Uh... sorry! I was looking for someone to drop off an invoice and... er... Sorry!" Jamie stammered before he quickly turned an abrupt about face and hurried out of the room.

The dupe kept staring as he watched Dani rush to pull her panties back on. He smiled. "You guys don't have to go through all that trouble! Is there room for one mor-WAUGH!" He said before the original Jamie grabbed him by the collar and dragged him out of the room.

Dani and Sam looked at each other in amusement at that. "Blindfold was right. We should have locked the door." Dani muttered. They then went back to quickly getting dressed before anyone else came in, let alone one of the students they had just scolded.

***

Down in one of the many underground corridors in the X-Mansion, Hank McCoy and David Alleyne were heading back to Hank's lab, this time with Alex Summers and Lorna Dane tagging along. Problem was, Alex and Lorna weren't the happy couple they once were. A psychotic break for Lorna and a failed wedding had driven a bitter rift between the two.

"I'm just saying that if you wanted your stuff back so badly, you could take it yourself! I don't care!" Alex griped.

"You'd love that, wouldn't you? I get my things while you're not there and then you can accuse me of stealing your belongings!" Lorna snidely replied.

"What would I gain from accusing you of stealing?"

As they continued bickering, David leaned over to Beast. "Dr. McCoy, why are they following us?" He asked.

"I wish I knew. Just don't get involved." He sighed.

"Sorry, Hank. Scott just wanted me to come down and pick up those files he asked you about." Alex said, overhearing them.

"Ah, yes. I have them ready, all in my lab. I've just been a little busy lately. But it should be no... problem." Hank stopped abruptly as they reached his lab and opened the door, where he saw the mess. A light hanging by a broken cord, a tipped shelf with books strewn all over the place and most notably, broken glass vials on the floor. "Oh no!"

"What happened here?" David asked.

"Was this some kind of break in?" Alex followed up in asking.

Hank looked around at the situation, then at the broken vials again. "No. I believe what happened here is the lighting fixture I've been meaning to have repaired has broken and set in motion a Rube Goldberg-ian chain of events that will likely affect us all."

"How so?" Polaris asked.

"Lorna, my dear emerald coworker, inside those broken vials was the pheromone virus." He responded. Lorna and Alex's eyes went wide. David noticed their reaction and looked confused.

"THE pheromone virus? The one from a few years ago?" Alex looked surprised.

"The same."

"And it's on the loose again?"

"More than likely. And like last time, we're all likely infected."

"Infected? Dr. McCoy, that was the vial you didn't want me handling a few days ago. What is it? How much danger are we in?" David asked nervously.

"Nothing life-threatening at all, David. The virus was released some years before your recruitment and what it did is it affects the portion of the brain that controls our more sensual desires as well as the part that curbs those impulses."

David was trying to comprehend what Beast was saying, "So it..."

"Makes everyone horny." Lorna finished his statement. "People get turned on, then have sex. Doesn't matter who the people are or where they are. It kicked people's sex drive into high gear. Last time this thing was on the loose, the mansion became an orgy house."

Hank removed his glasses and rubbed the bridge of his nose. "Thank you, Lorna. Your tactless response sums it up bluntly and with as little subtlety as possible. But it's nonetheless true."

"It was incredible, though there was some awkwardness after. But we kinda swept it under the rug and never mentioned it again."

"Wait... So there's a virus on the loose and it makes people have sex? That sounds like the plot to an adult movie!" David said.

"We know. Bobby tried to sell it to a porn company." Alex quipped.

"So is there a cure?" David asked.

"The closest thing we figured at the time was to burn it out. Have so much sex, that it just went away. But that was about it. Now, perhaps enough time and technology we can find something. Though it'll take some more research and experimentation." Hank mused.

"Well, I'm not waiting for all that. I want this taken care of now." Lorna said as she started to undress. Before either Alex or Hank could protest, she was standing nude and climbing up on an examination table. David's surprise was completely visible. "So who's first?"

"Lorna, are you out of your goddamned mind? Stop this!" Alex shouted.

Lorna leaned back, spread her legs and rubbed her clit. "You stop it. Stop acting like you're all going to restrain yourselves. You're infected also. So whip out those cocks, fuck me and cum in my mouth."

"This is..." David was stunned.

"Weird? Yes, par for the course." Hank responded.

"Actually I was going to say AWESOME!" David grinned.

Lorna sat up and looked at David. "You haven't seen awesome yet." She got off the table, then crawled over to David, who immediately started stripping off his clothes. Lorna then took his cock in her hand and started to suck him off. He looked down at the top of her head, her green hair flowing as she bobbed her face along his cock.

Hank and Alex looked at each other, then shrugged before they took out their dicks and approached her. Lorna looked up at them and as she sucked off David, she grabbed the other pricks and jerked them off. She would then rotate, sucking off Alex's dick while jacking the others, then moved on to Beast's thick blue meat while stroking David and Alex. Her enthusiastic cocksucking leaving a large trail of saliva running down her chin and dripping onto her breasts.

"Wow. She's... good." David weakly moaned as his dick continued getting sucked and stroked.

"Yeah, it's still one of her finer points." Alex groaned as he rubbed his face.

"Rrrrrr. Yes. She's doing good." Beast purred.

Lorna stopped her blowbang and looked up at them. "If you think I'm good now, just wait until you fuck me." She then stood up and grabbed David, pulling him over to the examination table. She motioned for him to get up on the table. He did as instructed and soon Lorna climbed on top of him and started riding him. Lorna moaned and writhed on his cock while Hank and Alex debated their next course of action.

"So... now what? We just gangbang her?"

"So it would seem. But before we continue, I must preface this with an apology, Alex. While I certainly mean no disrespect to you, because of your history with Lorna, I have to let you know right now; My more primal instincts are influencing me, and I am about to fuck your ex in the ass."

"Hank, leave it to you to find a way to debase my failed relationship and still be a truly considerate friend. But seriously? You're going to buttfuck that psycho with that thing? Is that even physically possible?"

"Alex, the human anus has remarkable elasticity. I assure you I have performed this act on more than one occasion to be certain of it."

"So I'm stuck just getting head from her?"

"For the moment. Though given her aroused state, it's a safe deduction we will all have a turn in her every orifice."

"And I have to get sloppy seconds in her ass?"

"Unfortunately. Because if you get in there before me, my bestial nature will be forced to put you through a wall head-first."

There was a beat of silence between them. Havok then gestured to Lorna, still wiggling around on David's cock. "After you, sir."

"Much appreciated."

So as David was screwing Lorna's wet pussy (something he still couldn't believe was happening), Beast hopped up on the table, leaned down and licked Lorna's asshole so it was nice and wet, then proceeded to shove his giant blue cock inside her anal passage. Hank and David started alternating thrusts as Alex stood up on the table so Lorna could suck him off. She would have moaned out some more profanities, but with Havok's eight incher in her mouth, all she could let out was a muffled "Ulp! Gulg! Fuk mmh!"

As all three men made the erstwhile daughter of Magneto their air-tight slut, she moved her head and body back and forth in order to maximize her pleasure. David frantically screwed her wet pussy, Beast plowing her ass and her ex-fiancee face-fucking her.

"Oh shit, she's so sexy. So good." David groaned.

"Hhnn! Yeah! Fuck she is a sexy little tramp, isn't she?" Alex grunted as she looked up at him, her eyes watering a little bit as she took him deeper into her mouth.

"MMM! FUCCK! SO GOOD! YEAH! FUCKING HRRRNN!" Hank growled as he pumped harder and faster between her buttcheeks.

Soon, Lorna gave them an indication she wanted to switch positions. And partners. They pulled out and she then had Alex lie down on the table. She turned around so her back was facing him and squatted down. Lorna slowly lowered her ass onto Alex's cock, getting a good rhythm going once he was inside her. Then, Beast, in a phenomenal feat of agility, perched himself over her waist but just lowered himself down far enough he could work his long shaft into her pussy. His blue fur rubbing up against her green pubic mound as he fucked her. But as if two cocks in her holes weren't enough, David found a way to get in there as well. He stepped up, bent down just a bit, then pushed his cock into Lorna's ass alongside Havok. Lorna took a deep breath in surprise and the third unexpected entry. Her eyes widene and she let out a loud "SHIT!"

Lorna's first triple penetration was the most intense sexual feeling she'd ever had. The feeling of three large pricks inside her tight holes was so strong, she came almost instantly. "FUCK! BIG DICKS INSIDE ME! CUMMING ALL OVER 'EM! GONNA GET THOSE FAT LOADS IN MY SLUTTY MOUTH!" She jerked and spasmed. Her head thrown back and eyes rolling in the back of her head. All three guys kept fucking her body which was slowly going limp, prompting all three of them to prop her up.

"HRRGGG! RAHHH! I'm... about to... Cuummmmm!" Beast roared. Loudly at first, but then he slowly started to regain some composure as he realized what he needed to do. Beast quickly pulled out of Lorna's snatch and leapt over to a table where he grabbed a specimen cup and came inside it. He set it down, then grabbed two other cups as David and Alex kept at it with their double-stuffing of Lorna's ass. "I need you both to refrain from ejaculating inside Lorna and provide me with some samples for analyzation."

"Uhn! Uh! I think they're too busy analizing me, Hank!" Lorna grunted. Hank rolled his eyes. That was a bad pun, even for him.

"That's fine, uhhh... I'll let you know when I'm about to finish." Alex groaned.

"Uh-huh. 'Kay. Fuck." David muttered as he kept pumping. A second later, he pulled out and shuffled over to grab the cup from Hank and shot his load into it. He closed it and awkwardly handed it over.

"Aahhh... two down, one to go, lover! Almost there?" Lorna asked as she bucked her hips back and forth on the remaining rod in her ass.

"Hmmmm.... yeah, here I fuckin' go!" He groaned as he lifted his ex off and reached over to grab the cup. He arched his hips up to tip the head of his cock down into the cup and jizzed inside. He then collapsed back on the table as he slowly held the cup out to set it on the tray with the other two samples. "Here."

Hank put his glasses back on as he was still catching his breath. "I apologize for the awkward request, gentlemen, but given the situation we once again find ourselves in, I feel the need to take every opportunity to examine whatever evidence we can get."

"And that's evidence?" David asked, wiping some sweat from his brow.

"We won't know until we start running tests. But those are as good a place to start as any."

As Alex stood up, he looked over at the tray. The sample cups were gone. "Where'd they go?"

All three of the guys looked at the empty tray and then at Lorna, who had two empty cups in one hand and was emptying the last into her mouth with the other. She swallowed the loads with a big gulp and set the cups down before she wiped her lips with her fingers. All three men looked at her in shock.

"What? I said I wanted your loads in my mouth and I'm not going to be denied. It's not like we can't get more." She said as she climbed back onto the table and spread her legs, rubbing her pussy to get ready again.

"Hmm. Seems that wasn't enough sex to cure her. Alex, I apologize for disagreeing with you earlier. You were correct. She is absolutely fucking crackers."

"Told you. So do we let the others know?"

"Yes. But we might as well finish here first."

"Looks like David already started. Again." Alex said as they watched David already between her legs and pumping away.

"Ah, to be young and full of energy."

"I don't think we ever used our energy for that."

"Um... no. Of course not. Never."

Alex turned and looked at Hank. "Well, that certainly wasn't very convincing, Hank. What aren't you telling me?"

Hank sighed. "This isn't the time, but one of these days, I should tell you about a sleepover we had back in the First Class."

Alex's eyes widened.

"OH FUCK YES!" Lorna screamed.

"OHHH GOD! UNNHHH" David grunted as he came for a second time.

"Hmm. The boy may be a genius, but Ron Jeremy he isn't." Hank said.

TO BE CONTINUED...

Chapter Text

CHAPTER 8 CODES: M+F+, Anal, DP

Beast had almost regretted letting the information out that the pheromone virus was once again on the loose, as it appeared that whatever last vestiges of self-control people had were soon cast aside like much clothing (though in more than one case, that analogy seemed to be taken quite literally). Sure, the senior staff might have tried to keep things quiet, but David and his youthful enthusiasm let the secret slip to his classmates. And like all young people, they spread the word fast. So fast the entire school knew and all bets were soon off. Instructors and students alike were now engaging in wild trysts around the once-again quarantined mansion.

Like when brothers Sam and Jay had an impromptu threesome with Tessa in her monitoring room. It had begun with Tessa and Jay, fucking as they watched the camera footage of his romp with Laurie, until Sam walked in. Tessa then demanding he screw her, to show the younger Guthrie "how it was done". Soon, the two were competing to make her cum, right down to them stuffing both her cunt and ass with their well-endowed cocks.

Down in the holding cells, Bishop and Ororo had a very unique way of interrogating Mystique for information; by bringing her to the brink of orgasm then immediately stopping. For once, it didn't take an eternity to get her to spill the answers to any questions they asked.

Hisako even had another encounter with Logan, as evidenced by her hurried rush down the hallway to her room one late night. Bottomless and her hands rubbing her sore bummy-hole. Had Hisako shuffled any slower she might have run into Sofia, who was making her own "walk of shame" back to her dormroom after a wild night and her own anal experience with David and Neznho.

And Sooraya was taking what Ororo and Betsy had taught her about sex and put it to good use during a very sensous encounter with Josh. She knocked on the door to his room and when he answered, she pounced on him with kisses and groping. She was the dominant one and he was subservient to her needs. And Josh was certainly a very giving lover. By the time they both came, Sooraya thought to herself that maybe boys weren't all bad.

That's of course, if boys were needed. Down in the gym showers, Lorna, Betsy, Rogue, Dani, Rachel, and Laurie spent a steamy lunch break fingering and licking each other's clits. Each girl on all fours with her face buried in the next girl's rear end; licking quim and tonguing ass until their mouth was filled with pussy juice. The all-girl group grope was so frantic and passionate that in the end, all five women were laying on the shower floor, water cascading all over their nude bodies. It would have been quite a sight to behold had anyone been lucky enough to walk in on it.

But it was Julian who was prospering the most from this situation. His first edition of X-Debutantes with Laura was so much fun, he managed to record as many as five additional volumes featuring several other ladies. He filmed a point-of-view scene with himself having sex with Noriko, which was exciting given her penchant for the way she talked dirty directly into the camera until the climax where he came all over her bright blue hair.

Then there was the sex tape he made of Kitty and Piotr, which was very erotic at first with a lot of kissing and caressing, but then eventually turned into him on top of her, pumping his massive rod in and out until he came inside her. Julian spent most of the time behind the camera for that shoot, but not all since Kitty did allow him to jack off on her breasts. the impressive thing about that was how she hardly seemed to notice. Her and Piotr barely paid any notice to the camera that was filming them, they were so focused on one another.

The next volume was a foursome, but with one boy and three girls. Bobby had begged Julian to let him star in his own scene, to the point he damn near bribed him. Julian, for all his ego, thought it a bit unnecessary, as he would have let him star just for asking nicely, but Hellion couldn't help but to enjoy making Bobby think he owed him one. And after getting to fuck all three Cuckoos, Bobby would definitely feel he owed Julian. The scene itself was a drastic departure from the previous installment. Where Kitty and Piotr were so reserved, Bobby was playing it up for the camera. He was flexing his muscles, making "porno faces" and talking about fucking each girl. To the point that Bobby was concentrating on everything BUT pleasing the girls he was with. Julian stifled a laugh as he caught the bored look on Celeste's face as she was bouncing up and down on Bobby's dick as she got fucked reverse cowgirl, his hands on her hips moving her at the pace he liked. Mindee actually got the closest to cumming when he was ass-fucking her doggystyle, but before she could climax, he pulled out and came in Phoebe's mouth. Julian decided to make it up to the girls by filming a bonus scene with them laying on his bed and masturbating with vibrators until they came.

The fifth edition was a lesbian scene featuring Pixie and Mercury. Watching them sixty-nine each other was almost enough to make him cum in his pants, but then seeing Cessily form her own cock and bang sweet little Megan from behind took it to a whole new level.

Now the sixth... The sixth volume was Julian's pride and joy. In that one, he got to fuck none other than Emma Frost. The chance to fuck his mentor was better than any sex act they could have partaken in. She was particularly aggressive, forcing Hellion to eat out her pussy and ass and pleasure her before she ever touched his cock. Once she did, she showed exactly what a pro she was. Expertly jerking and sucking his prick to total hardness, then riding on top of him like he was a prized pony until she came, climbing off him and giving him a titfuck right until he was about to jizz, when she pulled away, making him shoot his wad all over his stomach and chest. Julian wondered what Cyclops would say if he knew he had just had sex with his significant other.

But unbeknownst to Julian (and probably knownst to Emma), Scott was in his office with Laura bent over his desk, her hair in ponytails, a sports bra pulled up to expose her breasts and little running shorts now around her ankles as he was pumping his cock in and out of her ass. Scott had not had many personal experiences with rough sex, but getting X-23 like this and fucking her the way he was, worked for him on several levels.

Once Scott and Laura had finished their little rendezvous and he sent her on her way (to whomever she was going to have sex with next), Scott and the other instructors had a meeting in his office to discuss the situation. Scott was sitting behind his desk as Emma, Kitty, Hank, Ororo, Alex, Sam and Rogue stood around in front of it. "Obviously, due to the sheer number of people infected, this is a far touchier situation than the last time around. Hank, have you made any progress with your research?"

"None thus far. At this point, there's no difference between this outbreak and the last. So the evidence hasn't offered up anything new. Perhaps if I had the means to study an individual at the moment that the virus 'burned out' and the person being cured, it could help."

"Ah don't think you'll find yourself short of subjects, sugah." Rogue said.

"Hmmm." Scott paused.

"Why bother with subjects and research? We know how to cure this. Why not just fix this the old fashioned way? We can deal with it." Alex asked.

"It's not us we should be concerned about. It's our students. We have a responsibility to fix this." Ororo replied.

"Plus, it was awkward enough dealing with the Generation X class afterwards the last time around. If all of us did the same thing this time, it'd be about ten times worse with the current bunch." Sam commented.

"But trying to deny human nature is better? This virus is casual sex at its best, excusable infidelity at its worst. Nothing more. Given the debauchery we've all engaged in and the overly convoluted relationships we subject ourselves to as a part of this group, it would be remarkably hypocritical to deny our students the kind of life experiences that could benefit them in the long run." Emma stated.

"Ahhh..." Scott was about to interject when Kitty stood up.

"Are you kidding me? Your solution is to just allow people to have sex indiscriminately? This is not The Hellfire Club, Emma!" Kitty pointed angrily at the White Queen.

"Don't be so obtuse, Kitten! We've had sexual education classes, we can provide protection, there's no risk here outside of your puritanical sense of monogamy!"

"Puritanical? Why you... Your solution is to turn the mansion into just have one big orgy! How is that better?"

"If I might interject, it might not be such a bad idea." Beast interrupted.

"Huh?" Scott asked.

"Last time we cured the virus, we were all a part of it. Perhaps some objective study of a larger sampling might yield better results. We have the infected students restricted to the Danger Room, take out variables like the alcohol we consumed at the last 'party'. The results will still likely be a cured class of students, and without any of the complications of them having further intercourse with their instructors than they already have."

"Hank makes a strong case, Scott. And as loathe as I am to side with Emma, sexuality should not be totally hidden from our charges. I never hid it when I first arrived at this school and I refuse to start now." Ororo said, calling back to the days she would go au naturale around the campus.

"Fine. My reservations aside, if this is the route we're going, I'll trust Hank and Ororo." Kitty replied, glaring at Emma.

"Good. Go start setting up whatever you have to. I'll be right behind." Scott nodded.

As they filed out of Scott's office, Kitty paused to turn to Emma. "Just so you know, Emma? I'm not puritanical! I made a sex tape!"

"Just one?"

Kitty stammered, looking for a response, resulting only in a "Oh, screw you!" before storming off. Emma looked back at Scott, still sitting at his desk, winked at him, then left.

After a few moments, Scott let out a deep breath and shuddered in his chair. "Okay, they're gone and I'm finished. You can get up now." He said as he pushed his chair back from the desk. Betsy then crawled out from under it, swallowing the load of cum he shot into her mouth moments earlier.

"Think anyone noticed?" Betsy asked, wiping her mouth and pulling her shirt back down over her breasts.

"Emma. Definitely. But she won't care. Hank, maybe knew. But he's more focused on trying to find a cure. If Logan had shown up to the meeting like I asked, he probably would have. But everyone else probably didn't notice." He replied, zipping up his pants.

"Well, if Emma doesn't care, and Hank doesn't find that cure, you know where to find me. I've been waiting to get that cock of yours inside me for some time now. Talk to you later!" She said as she exited the office.

Scott stood in his office for a moment. "This job definitely has its benefits."

***

It was later in the Danger Room, Hank was preparing for the big student experiment to commence. Now with the school as big as it was, it was considered by some a thankful small favor that a good portion of the students were away on either holiday or a special training exercise out of state that was being headed by Amara Aquilla (who would years later voice her disappointment upon missing out on the opportunity to partake in group sex, something she had personal experience with having grown up in Nova Roma). Students like Anole, Ernst, Onyx, Flubber, Rain Boy, Bling and a few others were all away. Students on-campus considered this a blessing in disguise as no one, student or instructor, particularly wanted to imagine No-Girl in a state of arousal.

But the number of students that were on campus for this quarantine was still a hefty number in and of itself. Already in the Danger Room were Julian, Kevin, Santo, Josh, Jay, Brian, David, Nezhno and Paras. Joining them were Ben Hammill aka Match, Lazaro Kotikash aka Kidogo, Mark Sheppard aka DJ, Nick Gleason aka Wolf Cub, Dallas Gibson aka Specter and Max Jordan aka Quill. Though as many guys were there, the ladies actually outnumbered them. Joining Laura, Sooraya, Mindee, Celeste, Phoebe, Cessily, Laurie, Hisako, Noriko, Sofia, Megan, Andrea and Ruth were Sarah Vale aka Network, her sister Jessica Vale aka Preview, Hope Abbott aka Trance, Alani Ryan aka Loa and Callie Betto aka Dryad. Twenty-nine students, 16 women and 13 men, all milling around the Danger Room with only a vague idea of what was expected to happen. That's if they understood at all the situation at hand.

"So... what are we supposed to do in here?" Andrea asked.

"Essentially, we're going to be cured of the virus the way our instructors originally did it." David explained.

"Heh, you said 'did it'!" Brian said, prompting David to roll his eyes.

"Anyways, as we... do this... The Danger Room's systems are going to monitor, scan and analyze all of us. Hopefully, the results will come up with a cure."

"Isn't there something illegal about corralling a bunch of folks in a room and studying them having sex?" Andrea replied. "And why aren't they in here... 'doing this', then using the cure for us afterwards?"

David was caught off guard by the question, then turned to look up at the control room. "You know, she has a point! Why are we the guinea pigs?"

Hank sighed and turned on the P.A. into the Danger Room. "Actually, David, we have a valid reason. See it's to-"

Before Hank could finish, he was cut off by Julian. "Who cares what the reason is? They probably have a valid one, now shut up and don't spoil this for the rest of us! Come on! Let's get this party started!" He immediately started taking off his shirt and undoing his pants. As he stripped down to his underwear, an awkward silence overtook the room. "What, I'm the only one ready to go? Come on, really? Anyone else totally looking forward to having loads of sex?"

Laura immediately raised her hand. And as everyone turned to look at her, they couldn't help but to notice she was already nude. Cessily, who was standing right by her, was probably the most confused. "How the hell did you strip so quickly? I've been next to you since we came in!"

X-23 just smirked. She then strode over to Julian and started kissing him, reaching down into his boxers to start jerking him hard as they embraced. Everyone was watching the two in awkward silence.

"So... What now? Do we join in or do our own thing? What?" Sofia asked.

"I think I know how to get things moving along." Laurie said. She then closed her eyes, took a deep breath and used her own pheromone powers on the people around her. Moments later, some of the boys started advancing on some of the girls and kissing them. A few more moments passed by and everyone had started undressing themselves (or each other) as they were overtaken by the lust brought on by Wallflower. Soon, all the men and women were nude and starting to grope and fondle each other. Laurie must have made one final nudge with her powers, because after a while, the kissing stopped and the guys were then getting on their knees to bring their faces in contact with the ladies' pussies and started licking them. Like how Josh was hungrily lapping at Noriko's snatch, her blue pubes brushing against his nose. Or Jay, who was licking his way up and down Sofia's shaved hairless mound. Julian, always the rebel, was kneeling behind Alani and eating her out from behind, occasionally tonguing her ass. As David was going down on Callie, she had gotten so aroused, she leaned back against the wall and threw her legs over his shoulders, his hands then propping her butt up as he continued eating her pussy. Throughout the Danger Room, the only sounds that could be heard were the muffled breathing of the men and the moaning and heavy breathing of the women.

It wasn't long before it became time for the women to return the favor to the guys. So one by one, they got down on their knees and took their cocks in their mouths. Hisako was working on Dallas's cock like a harmonica, side to side as his precum leaked out and rubbed across her cheek. Megan was sucking hard on the tip of Lazaro's prick. She paused to smile and look up at him as she rubbed his balls and gripped his shaft and ran her hand slowly up it before taking him into her mouth again. Andrea was on her knees her mouth expanding to fit Santo's giant granite cock inside it, deepthroating him with ease. The back of her head stretching a bit as the tip of his dick pressed against it. All three Cuckoos were working together once again as they worked over Mark's dick; Mindee on the cock, Celeste on his balls and Phoebe rimming his asshole. Cessily was the only girl that was capable of going down on Kevin, but he was more than content to have her sucking him off again. This time around she was a little more enthusiastic and rapidly bobbing her head up and down on it. Now the only noise in the Danger Room were the sounds of slurping and the grunting of the men.

It was as Mercury was in mid-blowjob that Ben crept up behind her and worked his cock inside her and she was being pistoned back and forth on their dicks. This was when the action really started. Initially, the group sex was fairly coordinated. Julian started directing traffic by having all the women get on all fours side by side. The guys would then take a turn with each woman, pump in and out a few times before moving on to the next hole on the circuit. And while they were waiting in line, the men could get a woman to suck them off before they moved around to fuck whatever hole they chose. Nick had just finished getting head from Sooraya and now started fucking her from behind, he then moved onto Sofia, Laurie, one of the Cuckoos (he couldn't tell which was which), then Alani. It was when he made it to Laura that he started putting it in the girls' asses, which was also around the time that he really started humping them more and more frantically. When Sarah felt that cock enter her backside for the first time, she started screaming out as the feeling got her closer and closer to cumming.

But as organized as the sex train had started, it soon broke down to wild hedonistic fucking. Cessily was getting banged in her slick pussy by both Santo and Dallas; Laura had Jay's cock in her ass as she rode it reverse cowgirl; Callie and Sooraya were in a sixty-nine licking each others clits as they got fucked by Josh and Ben; Julian and David were laying on their sides giving Megan her first double penetration; Alani was bouncing up and down on Mark's cock as Noriko sat on his face, the two girls sucking on each other's breasts; Laurie was on her back, working four fingers in and out of her twat as Neznho knelt in front of her, fucking her ass; Sofia was jerking Nick off with both hands; and Hisako and Hope were kissing each other as they fingered each others cunts while Lazaro and Max were banging them in the asses. Just listening in, all you'd hear is grunting, moaning and either profanities like "UH! FUCK ME HARD!" or declarations of religious fervor such as "Mmmm! OH GOD YES!" and many such variations.

Meanwhile, the Cuckoos and the Vale sisters had gotten together and formed a daisy chain. Mindee was on all fours eating out Jessica, who was on her back and had Celeste sitting on her face as she held Sarah's waist up to her mouth, Sarah with her head on the ground and face buried in Phoebe's pussy. Some of the guys were turned on by watching this and masturbating, until a couple of brave souls stepped up to join in. Brian walked over to behind Mindee and was about to slide into her dripping wet pussy until she reached an arm back and poked her finger into her ass. Brian got the message and pushed his cock in to ass fuck her. And Kevin, who wasn't about to fuck a girl, stood near Phoebe and jacked off less than an inch away from her face while she talked dirty to him. "I want it, Kevin. You need to give it to me! I need that spunk on me! How will I cum without your jizz on me?" She moaned. She even braved a few very quick licks of his shaft with her tongue. Her contact was so quick, his powers didn't have a chance to come into play. A Cuckoo was nothing if not bold. And that boldness made Wither cum hard and all over Phoebe's face, dripping down her breasts and onto Sarah's. Not long after, Brian pulled out of Mindee's bum and came on her back. As the guys stepped back to rest, the ladies kept at each others pussies until they all came; squirting hard in Jessica and Phoebe's faces.

But there was a legitimate reason why the women liked playing with each other. As horny as everyone was, inexperience was still in play. The guys in particular were susceptible to premature ejaculation. Nick had been receiving a blowjob from Laurie when he couldn't hold out and nearly gagged her on his thick load. Then there was Max and Neznho, who were DP'ing Hope, but the boys were positioned so awkwardly on the floor that they were almost crushing her between them, making her very uncomfortable. It didn't help things any when Max came in her ass after about five thrusts and Neznho pulled out to cum in her face. She sat there, on top of a softening Max, jizz running down her cheeks and totally unfulfilled. At least until when Julian and David started double penetrating her. They were far more giving and considerate.

Other people weren't proving to be as inexperienced. Sooraya had gone from being timid and shy around people, to hopping from sexual partner to sexual partner during the orgy. One moment, she would be gobbling on both Mark and Josh's cocks stuffing as much of them in her mouth as she could before they unloaded their cum onto her face and breasts. The next moment, she would be on the floor scissoring with Hisako, their clits rubbing until they simultaneously climaxed. Then later, she would be getting butt-fucked by Lazaro until she eventually moved onto fisting Celeste. The Stepford Cuckoo moaned and whimpered as Dust's hand pumped in and out of her. "Yes! Yes! Fucking take my hand! Cover it with your pussy juice, slut! Cover it!" Sooraya shouted. Her lessons with Storm and Psylocke were paying off.

Elsewhere, X-23 had probably more sex in her life than Sooraya and all of the girls in the Danger Room put together. And for the most part, it showed. She took it every conceivable way during the experiment, getting her pussy pounded by Dallas, getting reamed in the ass by Brian, taking load after load on her face. But it was later in the day when she got the hardest fuck of her entire life. At the moment, Laura was going down on Megan, eating her pussy with gusto. As Laura was bent over forward, her mouth licking Pixie's twat, Santo had come up behind her and pushed his massive cock directly into her tiny little anus. Her ass was perfectly lubed from all the anal she had done earlier with other guys, but there's not enough lube in the world for a prick the size of her forearm. That exact moment gave Megan a sight she never expected, Laura's head jerking right up, her eyes crossing as she screamed "HOLY FUCK THAT'S A BIG COCK!"

Laura rocked and writhed as his member plowed her insides. But Megan was so close to cumming, she didn't want to stop. "Finish what you started, Laur!" Pixie barked before grabbing X-23 by her hair and shoving her face back into her cunt. Megan bucked her hips up and down, grinding her slit into Laura's nose and mouth. Laura still came first, as the shaft ramming in and out of her couldn't help but to make her climax. But the intensity of it drained her last ounce of energy and she went limp, passing out face first into Pixie's pussy. Megan leered at Santo.

"What?" He cluelessly asked.

"I'm next. Now fuck me!" Megan begged. Santo shrugged and pulled out of Laura's hugely gaping ass, gently rolled her over out of the way and pushed his way into Megan's cunt, causing her to yelp as they started fucking. Soon, they both came. And they certainly weren't alone. More men were cumming and more women were squirting. For all of them, this was their second orgasm at the very least.

It was after six hours of the students having nearly non-stop sex with one another, everyone had finally tired themselves out. They laid scattered across the floor of the Danger Room, either totally out cold or just out of breath and feeling heavily dehydrated. The floor to the room was practically slick with sweat and the cum of students of both genders, though there was more semen on the ladies than the floor itself. Every girl had it dripping from their holes and spattered over their faces and bodies. At least every woman that wasn't X-23 anyways. Laura had clearly such a cum fixation that she was virtually covered in the stuff by the time everything was done. Coated in sperm from head to toe, asleep and her healing factor removing any soreness she may have had from all her fucking.

So with the experiment clearly over and done, Beast ran a final scan over the students and the fluid samples taken from the room. The virus was out of their systems. "Thank heavens. At least one group has a clean bill of health in all this. Computer? Wake the participants, please. And pass along the instructions that they should go straight to their rooms from here." Beast said aloud to the Danger Room's controls. He had the system switch to a voice command operation about an hour into the experiment when he needed his hands free as he could no longer restrain himself from masturbating to the show in front of him. The thought had crossed his mind "So this is what it feels like to be Bobby!" Fortunately as the Danger Room was running the majority of the scans, his self-gratification wouldn't affect the results. Though he did make an effort to not ejaculate on any of the consoles and damage the computers.

In the Danger Room, one by one, all the students there woke up enough to stagger out and back to their dorms. Some were clearly so worn out, they didn't even bother picking up their clothes or cleaning off. Beast looked down at the now empty training facility and the grungy uniforms and clothes scattered all over amid the puddles of sweat and jism.

"And computer? Sterilize the hell out of that room. I have some results to study."

TO BE CONCLUDED...

Chapter Text

CHAPTER 9 CODES: M+F+, Anal, DP, DAP

Scott, Emma, Ororo, Kitty, Logan and Alex were in Scott's office as Hank entered with results and analysis of the student "experiment". Scott stood up (proving he was not getting a blowjob under the desk this time around) and looked at the expression on Hank's face. "What did you find?" he asked.

Beast straightened his glasses and took a deep breath. "I didn't find SHIT! NOT A GODDAMN THING!" Hank said, slamming the papers down on the table. He then looked around the room at the shocked expressions on his fellow X-Men's faces. "Pardon my French."

"All this alien tech and it's useless against our libidos. Score one for the human race." Logan said, prompting Hank to roll his eyes.

"So what do we do now?" Ororo asked.

"I think there's only one alternative." Emma smiled. Now it was Kitty's turn to roll her eyes.

"Really? We don't have any other options? Don't we know a few mystics or something?" Alex asked.

"Unfortunately, this sort of situation isn't under Doctor Strange's purview." Hank replied. "I checked. So unless someone can come up with another solution, then our home is about to become something akin to the fabled Playboy Mansion grotto."

"Don't knock it 'till you've tried it." Logan blurted out, prompting puzzled looks from the others. "What?"

"All right, what kind of arrangements do we need to make to ensure the kids don't get re-infected?" Scott asked.

Hank sighed and thought for a moment. "I would say we should have the kids stay in their rooms for the night while we restrict ourselves to the Danger Room this time around. I'd like the circumstances to be as close to the prior experiment as possible. Then compare our results to the ones from the study done on the kids. See if age is a differing factor."

"Well, if our night of debauchery is going to take place in the Danger Room, I have a program that will make the setting a little more palatable." Emma said.

"There's another more pressing issue at hand than the aesthetics. What about Mystique? She's as infected as we are. What do we do with her?" Ororo asked.

"Give her a vibrator and tell her to suck it?" Kitty suggested.

"Kid, I know Mystique. If anyone could break out and cause problems using only a sex toy, it's her. Personally, I'd rather have her where someone can keep an eye on her. Like Rogue and Kurt."

"Fine. Storm, give her the choice of participating or staying down there." Scott ordered. "But let her know she'll be sealed in a room with nineteen X-Men, so she'd better behave."

"Understood."

"So... spread the word: The Danger Room at 7pm sharp. See you all then."

As everyone started to exit Scott's office, Emma psychically called out to Ororo and Kitty. "Ladies, I have something I'd like to discuss prior to our get-together tonight. If we can meet at six with the other women, I'd appreciate it."

"Mind cluing us in before we agree to this?" Kitty asked in her head. At that point, Emma gave them a strong mental image of what she had planned.

"Count me in. Sounds like fun!" Ororo agreed.

"Don't encourage her!" Kitty chided Storm.

"Kitten, I know this isn't your cup of tea, but if your phenomenal adult film debut is any indication, you'll become even sexier." Emma said.

"You watched my sex tape???" Kitty asked in astonishment.

"Oh yes. And I came."

"...Fine. I'll see you at six."

***

It was seven o'clock as all the men arrived. Scott, Alex, Hank, Bobby, Logan, Piotr, Kurt, Sam, Remy and Bishop all entered, surprised by the holographic surroundings programmed into the Danger Room. The normally cold metal floor, walls and ceiling of their training hub now resembled an elegant ballroom. Luxurious sofas, ornate tables and chairs decorated the room. Soft pillows were scattered around the floor on fancy carpets. Off to the side of the room was something with a drape covering it.

"Did Emma intentionally program this room to look like something Sebastian Shaw would bang five hookers in?" Bobby asked looking around.

"Aw, come on ami! Jus' because some of our nemeses appreciate the finer things in life, doesn't mean we can't!" Gambit said, plopping down on the couch. "Look at this table! I think it's 19th century!"

Everyone then stared at him. "You steal a lot of antique furniture?"

"Maybe."

"It would seem redundant to admire all this when one considers what we're about to do on it." Piotr flatly stated.

"Well, if one is going to do what we're about to, why do it on anything but the best?" Emma asked as she strode in with the other women, wearing dark hooded cloaks that covered them completely. Emma stepped to the center of the room with Ororo, Kitty, Betsy, Rogue, Rachel, Tessa, Lorna and Dani following behind.

"Hold on. Am ah supposed to be aroused by what y'all are wearing?" Sam asked.

"I am." Bobby raised his hand.

"Ach, Robert... is there nothing that won't turn you on?" Kurt asked Bobby.

"Probably not, so yeah, I'm definitely the wrong person to ask."

"Gentlemen, if the one positive thing I can recall from my days in the Inner Circle, it's our frequent celebrations of life..." Emma said, pulling her hood down.

"Very frequent." Tessa emphasized.

"...How we would all give pleasure to one another..."

"Sometimes giving 'til it hurt." Tessa added.

"...Discovering new ways to explore our own sexuality..."

"Usually with black cocks in our ass."

"...FOR FUCK'S SAKE, SAGE! WOULD YOU SHUT THE HELL UP?" Emma shouted. Everyone stifled a laugh as the White Queen recomposed herself. "Anyways, ladies... disrobe!" And on Emma's cue, all the women dropped the hooded cloaks they were wearing to the floor, revealing they were all wearing corsets pushing up all their ample breasts, stockings running up to their thighs, hooked up to garters surrounding the crotchless panties on their waists. The only difference was the colors of the lingerie. Emma in white (of course), Ororo and Tessa in black, Kitty in blue, Betsy in purple, Rachel in red, Rogue and Lorna in green, and Dani in yellow.

"Wow." Alex sputtered out.

"So... where's Mystique? I thought we decided she was going to be allowed in on this." Bobby asked weakly, still taking in the sight of all the nude girls.

"She is. And I had her prepared as well." Emma said before walking over to something that was covered by a sheet. She pulled it off revealing Mystique bent over a bondage horse, her hands and feet held apart by bars and clamps with a red rubber ball gag stuffed in her mouth. "She'll be here as anyone's personal fuckhole, to do with what they want. Either in her natural form or whomever else you desire." Emma stated flatly, before slapping Raven's ass quickly.

"Oh for... That's my mother you have tied up!" Kurt exclaimed.

"Kurt, we're all a little outside our comfort zone here. All you can do is steer clear of her for the time being." Scott said, trying not to let on that he wasn't totally pleased either given Rachel's presence either.

"It's not just you that finds this unsettling, Kurt. Mystique is going to be tied down in those stocks this whole time? Seems a tad too non-consensual for my tastes. I realize how dangerous Raven is, but it is a remarkably creepy way to deal with her." Hank said as he looked down at the nude Mystique.

"Actually, it was her idea." Ororo replied.

"Oh. Really?"

"Mm-hmmm!" Mystique nodded and grunted through her gag.

"Hate to say it, but I believe that." Rogue scowled.

"Damn, that girl is a freak." Logan muttered. "I'm going to need a lot of beers 'fore this night is done."

Emma passed by Wolverine, running her hand across his chest as he "Bad news, Logan. No alcohol tonight. Hank still wants all variables removed in the interest of further study. So you're going to have to party sober."

"WHAT? Great, just great! Well if that's the case, then someone had better start sucking my-" And before Logan could get the "d" in "dick" out, Lorna had dove to her knees in front of him, yanked down his pants and started sucking him off. "Oh! Okay. That's... that's all right." He grunted as he started removing the rest of his clothes.

With that clear indication that the "festivities" had started, the other men started to take their clothes off as well. Some with the hurried assistance of the women. As things kicked off, most people coupled up; Scott with Emma, Piotr with Kitty, Remy and Rogue, Alex and Lorna (reluctantly). But then the rest started to cozy up to whomever was closest. Ororo dropped to her knees to take all of Kurt's long blue cock into her mouth, Bishop nibbled on Dani's ear as he grabbed her big round ass, Bobby stood behind Tessa wrapping his arm around Tessa's waist and played with her clit, Sam and Betsy dove to the floor to go down on each other, while Beast took the first turn mounting Mystique to jam his thick blue cock into her equally blue pussy.

After a while, everyone switched partners. Emma was now lying on the rug, Bobby on top of her thrusting into her wet pussy. Scott had Betsy bent over the couch, pounding her from behind. Kitty was kneeling on the seat of a chair facing the back as Bishop eased into her pussy, shocking Kitty with it's size. Piotr was big and thick, but Lucas' rod was long and deep. And Piotr was standing up, bouncing Dani up and down on his shaft, making her scream in ecstasy. She wasn't the only screamer in the room as Rachel was moaning loudly as she rode Beast's big blue member reverse cowgirl. Alex was laying down, Rogue writhing on top, rocking back and forth while smothering his face with her large breasts. Kurt had Tessa pinned up against the wall pistoning her slit while his tail toyed with her supple ass. Remy was squatting down on the table, piledriving his cock into the upside down Lorna's pussy. Sam was screwing a former mentor as he sat on another chair, Ororo riding him missionary style. While over in the stocks, Logan was now taking some long overdue liberties with Raven's ass. She had briefly shifted to look like the late Jean Grey, but that only made him angry, causing him to ream out her back passage a lot faster and harder. This of course was a turn-on to Mystique, but she certainly didn't let on easily.

Couples traded off with one another, then another, and so on throughout the night. Though not everyone paired up for obvious reasons. It was easy for Rogue, Kurt and Mystique to steer clear of each other physically, but visually would be slightly more difficult. Seeing someone you consider family get a load of sperm shot into their mouth and face or across their back and tits can be off-putting for even the most stoic individual. Though the waves of pleasure brought about by other women certainly took one's mind off the more awkward aspects of the night. Likewise, Scott, Alex and Rachel made an effort to avoid any awkwardness, which wasn't made easy when they saw Emma take a moment to bury her tongue into Rachel's asshole while Rachel's pussy was being fucked resoundingly during the orgy.

Emma's assplay with Rachel soon set things in a kinkier direction as the sexual escapades had escalated to some threesomes. Alex was getting a turn with his brother's girl as he stuffed Emma's asshole with his hard cock while Kurt laid on the ground and pumped upwards into her snatch. "Ohhhh shit that ass is tight." Alex groaned, realizing what his brother saw in her. Emma grinned as she felt them both inside her, Kurt's three fingers playing with her firm breasts.

Turnabout was fair play though as Lorna was on her side, both Scott and Bishop were working both her holes over also. As Scott pulled out of her ass, Bishop pushed in. Back and forth as Lorna moaned and cursed. Ororo was also taking a DP as she squirmed between Sam and Piotr's cocks. Colossus on the floor bucking his hips hard, driving his thick metal prick into Storm's butt while Sam kept fucking her wet pussy.

Of course, while not all the girls were getting tag teamed, that didn't mean they weren't each taking it in the ass. Logan was buttfucking Dani standing up against the wall. Kitty was sitting back on the couch, her legs spread as far apart as possible while Hank worked his big rod inside her ass. And Bobby? He was just keeping it simple by cornholing Rogue doggystyle on the carpet.

Rachel however was not into anal, though at this point, she was so horny she figured she'd give it a try. She motioned for Gambit to come over. "Will you please assfuck me? I've never done it before." she sweetly asked. Remy had been in the middle of doing Betsy in the rear, but the look of excitement that crept across her face made it seem she wanted him to switch partners. Gambit moved over to Rachel and she got in position facing away from him. Betsy followed Remy over and helped get Rachel ready. The busty Asian spread Marvel Girl's asscheeks apart and spit on Remy's cock to lube it up. He then pressed gently against her hole and pushed in. Rachel moaned and started to breathe hard as Betsy leaned over to look her in the eyes and caress her face.

"He's got the tip in. You're doing so well!" Betsy said, playing with herself as she watched.

"Ohhhh fuck! It's so big!" Rachel moaned.

"You can take it all! You look so sexy!" Betsy encouraged her.

Gambit was struggling with the urge to cum, but managed to hold off. He had gotten the entire length of his cock eased into her ass and started to fuck her a little faster. Betsy reached under Rachel and rubbed her pussylips. Rachel did not last long before she came, sending a trail of her juice running down Psylocke's hand.

But with all the guys occupied, Mystique wondered when it was going to be her turn getting another good hard ass pounding. She had cum several times already as everyone took a turn with her holes (except Kurt), making her change into everyone from a supervillainess like Viper (getting assfucked) to a musician like Christina Aguilera (getting her virgin cunt stretched out) to a former X-Man like Jubilee (getting a facial) to even another hero altogether like The Scarlet Witch (getting DP'd). She was starting to get lonely when she felt a thick cock pass her ring and enter her anus. She moaned into the gag as she was fucked roughly. She let out a muffled laugh as the stranger pulled her hair and slapped her ass. Soon, the person pulled out and walked over to in front of her, revealing it was Tessa and a strap on. Tessa unbuckled Raven's gag, pulled it off and threw it to the floor as she held the rubber dong in front of her.

"Clean your ass juice off my cock, bitch." Sage ordered before shoving it into Mystique's greedy mouth. As Mystique sucked on Tessa's dildo, she was caught totally off guard as Colossus drove his giant member directly into her twat. Mystique's eyes almost bugged out of her head, she then convulsed with her umpteenth orgasm of the night.

As Piotr was railing Mystique, his girl Kitty was in the midst of her first double anal. Logan was laying on the floor with his cock pumping upwards into the reverse cowgirl Shadowcat, holding her up with his arms. Bishop was squatting down and also plowing into her anus, holding onto her waist. While they were double stuffing her butthole, Kitty was playing with her nipples with one hand and fingering her pussy with the other. As she shook from cumming again, Emma strode up to her.

"Hmmm... Two in your ass, Kitten? If I didn't know any better, I'd say you were trying to out-slut me. Is that your game?"

"Uhhh... ooohhh.. fuck... yes! I'm such a.... dirty slut!" Kitty groaned as Emma gently brushed Kitty's matted sweat and cum drenched hair out of her eyes so she could see the look of euphoria on her.

"Good girl." Emma responded before she leaned down and deeply kissed Kitty. She then broke the kiss and straddled her face. "Now show me what a whore you are and eat my cunt!" She growled, grabbing Kitty by the back of her head and shoving her face into Emma's hairless pussy. Kitty obliged and lapped at the White Queen's slit with gusto. "Ahhhh YES!"

Emma looked down at Kitty and her wide hungry eyes and got an idea. She reached out telepathically to everyone in the room. "Gentlemen, when you feel yourself reaching a climax, would all do Ms. Pryde the honor of shooting your thick and creamy loads directly into her mouth? Kitty wants all your cum! Don't you, sweetie?"

"Mmm-hmmmm!" Kitty moaned, her mouth still munching away on Emma's box. "YES! I want cum!" She cried telepathically. Kitty wasn't normally into swallowing any cum, outside of a few occasions when she took Piotr's load down her throat. But she was so worked up into a sex frenzy she would have done any sex act suggested to her.

The rest of the women helped get the men to their peak; Ororo was bouncing up and down on Scott as Dani sucked on his balls. Rogue was jacking Hank off with both hands. Sam was now wildly humping Mystique, who was lapping at Rachel's slit. Lorna was giving Piotr an aggressive blowjob. Betsy was being assfucked by Alex while Tessa fingered his asshole. All that was going on as Emma guided Bobby into Kitty's gaping cunt now turning her double anal into a triple penetration.

"UUHHHHHHH FUCK MEEEE! I'MMM CUMMINGGG!" Kitty jerked he had back and away from Emma's clit to scream. She would have screamed louder, but Scott had reached his point, so he pulled out of Storm's cunt and hurried over to Kitty, took Emma's place straddling her, stuffed his cock in her mouth and came.

Kitty Pryde, model student and everyone's favorite X-Man, was now an airtight cumslut.

As she swallowed the first load, the second came not long after. Beast lunged over to where Scott stood and almost filled her mouth totally. She got it all down in a couple of labored gulps. Sam and Remy both came next, standing on each side of Kitty, shooting most of it in her mouth, but getting a few spurts across her nose and cheeks. As she swallowed their cum, Kurt bamfed over and with his cock behind her head he shot a ropey string down her forehead and into his friend's mouth. Alex rushed over as Bobby pulled out and they were next to cum as Kitty rubbed their cocks and balls. Bishop and Logan pulled out as well and got up off the floor, now they stood around her, Piotr joining them. They last three jerked their cocks faster, Kitty bobbing back and forth, alternating between sucking each of their cocks before she held her mouth as far open as it could go until they finally released their sperm into her waiting hungry mouth. She shut her lips, and struggled to get the last gulps down, almost gagging before getting it done. As some leftover jizz dripped down her face, running down her chin and onto her chest, she let out a gasp of air, a tiny burp and collapsed to the floor tired.

Now, the room was no longer a loud bacchanal, but now a lot quieter. Everyone was spent and either had fallen asleep on the floor or passed out on the tables and chairs strewn around the hall. Some cuddled with their closest, spooning like Rogue and Remy, or just sat against the wall and nodded off, like Logan.

Eventually, morning came and Scott woke up with Emma asleep on top of him. Sure they had passed out in a sixty-nine, but she was still on top nonetheless (and not an unfamiliar situation for the two). He nudged her awake, and she rolled to wake up next to him.

"So... was this what it was like in the Hellfire Club?" Scott asked.

"Eh." She shrugged. "That was like a Tuesday night at the club."

"The Friday parties were much more raucous." Tessa chimed in, awake as well. "We called them TGIF. Thank God I'm Fu-"

"I get it." Scott shook his head in disbelief before looking to Beast, who was waking with the rest of the team. "Hank? Are we all cured?"

Beast rubbed his eyes and picked a computer device off a table and scanned the room with it. "According to this, that would be an affirmative. We're all clean of the virus. It would have been nice to have found a more formal and prudent cure, but we don't always get what we want. And once again, the X-Men triumph over adversity." Beast opined. "Just with anal, this time."

"Wonderful. Bishop? Betsy? get Mystique back down to her cell. Hank, have this room sterilized. I'm going to go shower and get breakfast." Scott said, putting his clothes back on.

"Oh man that sounds great. We definitely worked up an appetite." Bobby said.

"I'll pass. I think I had enough to eat and drink last night. I think I'll be skipping lunch too." Kitty said, blushing at how far she went in the orgy.

"I will pass on breakfast as well. I have the feeling I will be in our chapel for the rest of the morning." Kurt said before teleporting out.

"Heh. Think someone should tell the elf there ain't enough Hail Marys in the world to cover what we did." Logan chuckled. Everyone stared at him. "What? Fine, whatever. I'm getting a beer." He asked.

"Heh. Everything seems back to normal, non?" Gambit said.

"Hopefully. The kids aren't likely to forget this for a while though. But I guess if this is the worst thing to happen to them while they're here at the school, maybe their futures won't be all bad." Rogue said, putting her top back on.

"OH SHIT! Jamie!" Sam shouted as he bolted upright off the floor, slapping himself in the forehead.

"Excuse me?" Rachel said, getting to her feet as Sam practically threw her off him.

"Oh no." Dani said, remembering.

"A couple days ago, Jamie Madrox walked in on me and Dani! I plumb forgot about it."

"Hank, if he's infected..." Ororo said. Hank cut her off.

"Yes, Ororo. I fully comprehend the ramifications of The Multiple Man carrying a sex virus. I will contact him post-haste... as soon as I find my clothes." Betsy walked by pointing up towards a chandelier, where his briefs hung with several other articles of X-Men clothing. Hank scowled. "This sort of thing would never happen in the Avengers."

***

At X-Factor Investigations, Jamie Madrox raised an eyebrow as he listened to Beast's explanation on the other end of the phone. "So that's why they were doing what they were doing? Huh. And you'd like me to stop by the Mansion to get tested? I'd love to, but I'm kind of busy at the moment. No, I understand the importance, but is there any cure?" Jamie paused. "That's it? I'd have figured you'd have something a little fancier than just doing that." Jamie paused again, holding the phone a little bit further from his ear to protect it from the yelling coming from the receiver. "Sorry! Sorry! Geez. Well, if that's all I need to do, I'll hunker down and take care of this. I've got this covered, Hank. I'll give you an update when I can. Keep in touch." He said, hanging up.

"So what was that about?" Guido asked.

"Nothing. Just go back to what you were doing." Jamie shrugged, throwing the phone over his shoulder. Both men then went back to what they were doing: Fucking their teammates senseless.

Guido currently had Monet bent over a coffee table and pistoning his massive cock in and out of her tight. strong cunt. Her teeth were gritted and her jaw clenched as she fought to take every inch of it, her toned body sweating like crazy as he stretched her pussy out.

Jamie was face-fucking Theresa, his hands returning to running through her bright red hair. At least, getting head was what Jamie Prime was doing. His dupes were all over the place doing a lot more. Two were double penetrating Terry as their progenitor was getting his blowjob; another was balls deep in Rahne's ass as she rode on top of Rictor with another dupe getting a titfuck from her as she licked the tip of his cock. Several other dupes were lined up and stroking their cocks waiting for their turn at the girls.

Jamie thought to himself that this virus was a lot more fun than the last one he caught.

THE END