Leveling through Lust

Marianne's breath escaped her mouth explosively as she collided on the floor. She lay motionless for a moment, trying to process the change in her addled mind, giving me just enough time to remove my pants, catching up with her in the scale of nakedness. I used the opportunity to remove her shoes as well, leaving her necklace as the only piece of accessory on her body.

Then, she managed to gather her wits enough to turn back, only to lose her breath once more. Unsurprisingly, I might add, even if it was a touch arrogant. During the last few weeks, my body had transformed from a shapeless blob into a chiseled masterpiece, a visual impact that was further enhanced by aura granted by my charisma. And to crown it all, my erection stood between my legs, dangerously present…

"N-no," she managed to say in shock, but it was a fleeting denial, ready to flutter away with the slightest wind. A wind that I was happy to provide, I thought even as I pressed my hand at her entrance, delivering a jolt of pleasure to her naked skin. Whatever she was going to say next disappeared into a moan that echoed on the walls, loud enough to force me to rapidly construct a silencing ward to prevent a wayward servant from checking the room.

[+1000 Experience]

[-25 Mana]

"Really, you don't want it," I said even as my fingers danced around her clit, triggering a new wave of pleasure that threatened to drown her without the escape valve of a climax.

It took four tries for her to answer properly, the first three melting down whenever I gently caressed her entrance, aborting her words in lieu of another moan. "My virginity," she managed to murmur at the fourth one.

"Why didn't you tell me so, honey?" I answered with an exaggerated cheer. "That's easy to solve." What I was talking about was easy to decipher when I jammed my thumb to her backdoor entrance, which I already magically prepared and cleaned for an intense session of lovemaking. It didn't prevent her from letting out a shocked cry, which was more pleasure than pain; inevitable at her current state. "Isn't that better?"

"N-no," she said, or more accurately, that was what I deduced she was trying to say. It was more of a gasp than a word, impossible to decipher even for my enhanced senses.

"Can you clarify, sweetie," I said even as I pushed my thumb deeper, enjoying the way she had clamped around my fingers. She tried to shift position, but I was ready for it, and put my left hand on her back, pinning her in place. She tried to stand up, but it was a weak, reluctant move, easily aborted by the weight of my hand alone. And when my other fingers joined the fray by circling around her knob, even that ineffectual resistance faded away.

[+1500 Experience]

I maintained the position for a while, but my pace picked up speed. When I decided to let another finger to join my thumb in its efforts to loosen her puckered hole for the next step, I let my other hand start dancing on her back, bringing her pleasure to an even sharper state of overwhelming,

I could see that she was ready for the next step. The biggest evidence for it was the lack of protest even as I pulled my hand away, and placed my erection between her plump cheeks, sliding back and forth rapidly. This time, unlike my previous disguised state, there was no missing what was there, but like before, she let out no words of protest. She did send a glance back -which took a great effort on her part in her exhausted state- but in her eyes, there was only helpless surrender against the demands of her body.

"I hope you're ready," I said even as I changed the position a bit, aligning the tip of my shaft against her entrance, but just before I pushed in, I slapped my forehead in an exaggerated manner. "I forgot to lubricate it," I said as I stood up and walked towards her other end. "Damn, what are we going to do?"

"W-what?" she murmured as she struggled to raise her head, and when she did so, she found herself just an inch away from my erection.

"Simple, honey," I said. "I can't, in good conscience, take your ass without a lubricant, it would hurt too much. If only there was a solution," I said, making a show of waiting for a few seconds before letting my face brighten. "I found it," I said even as I pushed my shaft forward, touching her lips.

The expression of scandalous shock on her face, thick enough to push through her pleasure-addled brain, was hilarious. It was likely that, as a noble heiress, she hadn't once considered she would hear such a scandalous offer, let alone receive that offer in such a visceral manner. "I would never-" she started, but I was quick to cut her.

"That's okay if you think that was enough for today," I said with a shrug, but kept my position stable. The level of desperation on her face as for the first time, she realized the depth of her mistake, enhanced further by the inescapable situation of it. She could have called it off, of course, but we both knew that it wasn't a real option, not with her body drowning in unmet pleasure.

She was mine.

"Good girl," I said as I patted her head patronizingly, which managed to awaken her annoyance, even if it was just for a moment before it was drowned by her desperate arousal. "Now, open wide, it's the time for your medicine."

The humiliating way I formed that order didn't prevent her from following it. She widened her mouth, surrendering to the inevitable invasion. The warmth around my shaft was positively delicious, enough to finally deplete my frayed patience. Instead of pushing it gently, allowing her to get used to my presence, I lunged forward in one sharp push, until the tip of my shaft was tickling the entrance of her throat.

It wasn't the nicest thing to do, but the resulting pleasure was too thick to ignore. I grabbed the back of her head, and pushing her even deeper, preventing her breathing. She gagged and gasped in a vain attempt to breathe while I enjoyed the virginal tightness of her throat. The tremors of her desperate moans increased the sensation even further.

A minute later, in a moment of mercy, I pulled out, examining her face, tears of strain filling her face, but it was nothing compared to the euphoria that was on her face. "Did you enjoy that, you whore," I said even as I caressed her cheek with a contrasting gentleness, and received an obedient nod in reply.

"Excellent," I said as I pushed forward once more, invading her throat once more, this time even deeper. "Just tap my leg if you need a break." And with that, one of the most pleasurable experiences of my short but renewed life had started. She coughed, wheezed, and trembled, but at no point, the tap that would make me stop had arrived. And despite the minutes that passed, she managed to stay conscious, probably only thanks to the supernatural endurance given to her by the system.

And with each passing minute, my pace increased, until I was fucking her face ferociously, in a way that doubtlessly damaged her throat — lucky that we both had access to healing magic to fix it later on. But the real surprise was the great tremor that caught her body a few minutes later, giving her an explosive orgasm.

[Achievement: Boundless Bliss. Create a pleasure explosive enough to break through a faultless magical barrier through sheer intensity. +1000 Experience, +2 Strength, +2 Speed]

[+2000 Experience]

Level UP!

[Select one of the following skills: Expert Arcana, Expert Biomancy, Advanced Speech]

It wasn't a surprise that when her throat tightened around my shaft, combined with the rather distinctive sensation of power spreading through my body due to level and stat increases, I started to fill her throat with my seed. But even then, I was familiar with the leveling up enough to pay the proper attention to the significance of the level up, and picked Arcana to improve. I needed to maximize the benefit of my studies with Helga, after all.

I didn't need my enhanced observational skills to know that she was about to fall unconscious as the orgasm hit her with all the subtlety of a crazed dragon. But that would not do, not when I just started. The solution was simple, I put my hand on her body, and cast a healing spell that would remove the exhaustion and clear the mind. It was underpowered, of course, just enough to keep her awake, but under the control of the haze. And I didn't bother to hide the move, as she was too far gone to notice it.

[+1 Biomancy]

[-10 Mana]

I had already pulled out of her mouth and had taken my earlier position behind her, my shaft -erect once more- pushing against her puckered hole. "You're ready for the main course, right, slut," I said, punctuating the degrading comment with a rather loud spank that sent her plump bottom rippling.

I wasn't surprised when she murmured weakly instead of the angry exclamation she would have used just minutes before. It was a pity that she didn't reply with an explosive moan of acceptance, begging for more, but I had a solid read on her, enough to realize her shyness was the only thing that prevented it. Not to mention the fear she was feeling at the prospect of her first real anal experience.

Initially, I was thinking about letting her lay on her chest while I abused my full access to her bottom, but her shyness was enough to change my mind. I rolled her with a push so that she ended up laying on her back, her eyes widened at the unexpected eye contact. While she tried to process the new position, I took my place between her legs, and cast a small arcana spell to create a small bump on the mattress, just enough to bring her puckered hole into the perfect elevation.

The expression of panic and pleasure that danced in her eyes was delicious as I leaned forward, placing my crown against it. Her eyes continued to grow as my shaft slowly disappeared into her tightness. "Damn, your grip is delicious," I said with a smirk on my face, which enhanced the scandalous expression on her face, even more, her lips tightened further in shock.

[+1500 Experience]

[Achievement: Tasty Technicalities. Convince a noble lady to protect her virginity in an unusual manner. +500 Experience, +2 Manipulation]

Her sudden shock was understandable. Clearly, she had to expect the experience to be similar to our earlier massage session, covered with a veil of denial that allowed her to act like it was nothing more than a professional treatment, just a bit more intense than the usual. But our current position was too intimate for her to maintain that particular lie, particularly thanks to our eye contact.

A moment later, she decided to take the simplest option, and closed her eyes. I had to intention of allowing such a simple plan to succeed after all the effort I had gone through, but I wanted to do that in a fun manner. Since her eyes were closed, she didn't see the momentary glow of my fingers as I cast a small spell that would increase her sensation, nor she noticed its destination until my fingers clamped around her nipples. A gasp escaped her mouth as I squeezed her breasts, my perception providing me information about the exact pressure I should be using for the maximum benefit. She opened her eyes, but it lasted a fleeting moment when she met with my gaze, colored with a victorious amusement.

[+2 Biomancy]

[-50 Mana]

[+500 Experience]

But that was just a beginning. I pushed my shaft deeper and deeper, forcing frequent moans through the lips she tried to keep shut, with not an inconsiderable amount of assistance from my fingers mauling her bountiful breasts. This time, she managed to keep her eyes closed.

So be it, I decided as I leaned forward, and my lips pressed against her neck with surprising gentleness, leaving feather-light kisses that made her shiver sexily. It was effective, because the gentleness of my lips was contrasted greatly with the merciless pumping of my hips, drilling deeper and deeper into her tightness without a shred of mercy, the lubrication I had applied to her tightness that prevented her pain to rose high enough to cloud her pleasure.

Under the combined assault, it wasn't surprising that her determination to keep her voice down hadn't survived for long. Her moans rise unbidden, surprisingly melodic now that she deserted her attempts to stay silent. I was curious of the expression I would find in her eyes, but chose to continue my focus on her neck instead, determined to fill her with pleasure until her concerns drowned in a sea of euphoria.

The treatment lasted for several minutes before I pulled back from her neck, though I continued impaling her mercilessly. This time, when I met with her eyes, she made no effort to close them, her pleasure easy to read. "So, Marianne, what's your opinion on the true version of my massage technique? Much better, right?"

In response to my question, Marianne did something I would have assumed to be impossible in her current state. She blushed cutely, so much that it tempted me to lean forward and catch her lips in a sudden burst of hunger. Her lips joined the dance in enthusiasm, her tongue readily accepting mine in response, answering my question much better than her words could.

[+500 Experience}

[Achievement: Unusual Usurpation. Manage to trigger a crush in a lady under unusual circumstances. +500 Experience, +2 Charisma]

The last achievement managed to put a smile on my face. When I managed to convince her to this moment through underhanded seduction, I was expecting to establish a love-hate relationship based only on physical needs from her part. Her crush was an unexpected surprise, but by no means unwelcome. On the contrary, it gave me another hook to convince her for more.

I changed position once more as my own pleasure started to become too high to contain. I pulled away from the kiss, and grabbed her hands for extra leverage before starting to slam into her in a renewed speed, each connection creating another naughty clap that filled the room. Her tits flailed wildly with each repeat, the way her butt was wobbling was enough to break the resistance of a less experienced man.

But the most important part was the expression of ecstasy on her face, her reason lost, stealing any recollection about her current location, or the significance of the events that brought her to this particular point.

The climax hit her as I started filling her tight hole with my seed, triggering a climax from her side as well. She gasped and moaned, trembling like an out-of-control earthquake, looking as delicious as a freshly-baked birthday cake…

[+2500 Experience]

Continuing further was a tempting idea, but after the emotional and physical ordeal she had gone through, Marianne looked just a dash away collapsing. Instead, I decided to lay next to her to leverage her recently generated crush. In her daze, she said nothing when she found my arms around her, embracing her with surprising gentleness. Though I was surprised when she leaned forward, initiating a kiss on her own volition for the first time.

I said nothing as I felt the softness of her chest against mine, the gentle kiss we shared reminiscent of the ending of a romance tale. I could feel my manhood awakening once more at the sensation, but this time, I decided to act patient. I wanted the moment to be clear on Marianne's mind, that she was the initiator.

It took a while for her rationality to catch up. Her hand had been wandering over my chiseled torso, enjoying the contours, when it slipped too low and wrapped around my shaft. Even then, only after she delivered several enthusiastic tugs she remembered the full extent of the situation.

The yelp that escaped her mouth was cutest to date. "I need to go," she stammered in panic even as she dashed towards her clothes, trying to put her corset in panic, only to fail due to her trembling hands.

"Why don't you come here so I can help," I said with a smirk. She looked at me in shock, like I had spoken the most absurd thing I could. "Really, that's what you feel self-conscious about after everything," I added, and she dipped her head. But her resurfaced shyness didn't prevent her from walking to me, one hand between her legs to hide her treasure; a move that would have made more sense if my seed hadn't been dripping out of her other hole.

She sat in front of me, and despite the temptation of pushing her down for another round, I kept my fingers on the hooks of her corset, slowly linking them. I didn't miss the opportunity to sensually caress her skin, of course, something that she hadn't missed. I even grabbed the shirt I ripped earlier, and repaired it magically to a workable degree.

[-7 Mana]

But when she reached for her ripped panties, I was quicker to grab them, and slid them into my pocket before she could say anything. "My payment for the services rendered," I said with a smirk. She said nothing, and just continued to dress in a blush on her face, well-aware of my gaze watching her every movement.

She said nothing while she finished her preparations, but turned back after putting her hand on the doorknob. "This was a one-time thing, there'll be no repeat!" she said in the sharpest tone she could manage, which would have been marginally convincing if she hadn't run out of the room with a distinct stumble in her steps.

The repeat was inevitable. The only question was how long she would be able to last…

[Level: 11 Experience: 61975 / 66000

Strength: 15 Charisma: 17

Precision: 11 Perception: 11

Agility: 12 Manipulation: 17

Speed: 11 Intelligence: 12

Endurance: 10 Wisdom: 18

HP: 649 / 649 Mana: 763 / 935 ]

SKILLS

Expert Arcana [50/75]

Advanced Subterfuge [50/50]

Advanced Biomancy [44/50]

Advanced Melee [29/50]

Basic Speech [25/25]