Chapter 3: Erza

Erza Scarlet was not having a very good day. She and Team Natsu had just got back from a daylong mission in which Natsu and Gray had managed to burn/freeze a large chunk of a town, Lucy had yet again got her clothes shredded after the monster they'd been fighting swiped its claws at her, and now an Unidentified Flying Happy had smacked right-dab in the center of her favorite strawberry cake.

"Happy," she growled, standing up and glowering at the remarkably frightened blue cat, "you have five seconds to soar as far up in the sky as you can. Five."

"AHHHH!" Happy shrieked, paling as much as someone with fur covering their faces could pale. "I'M SORRY, ERZA, DON'T HURT MEEEEEE!" And he immediately jumped up into the air and took off, flapping his wings to fly at full speed out the guild hall.

"Four," Erza hissed. She cracked her knuckles, and all the men around her shivered in fear and looked away. Wendy, sitting in front of her, just sighed and kept sipping her glass of tea.

From an impressive distance away, Happy's voice echoed, "I REGRET EVERYTHIIiiiinng…!"

"Wow, would you look at that," a very relaxed Cana observed, leaning out a window and cranking her head up to the sky. "I think he's achieved orbit."

"Three."

Natsu and Gray, their fighting being the cause of Happy's unfortunate, previous crash landing, hugged each other in a corner of the wall tearfully and begged for their mommies. Gray had at some point gotten himself naked, but no one questioned it. At this point, they'd all just given up on him.

"Two."

"You look stressed, Erza," the guild's personal beauty, Mirajane Strauss, giggled as she strode up to her redheaded friend. Her younger sister trotted behind her happily. "Might I be of service?"

Service? Lucy's almost entirely naked bust, rendered that way by clawed up clothes that afternoon, flashed through Erza's mind, and the extra package between her legs twitched. Ah, yes, she could use some service. That would be very nice. Effectively distracted from her Happy-induced rage, the Queen of the Fairies swiveled her head around to look at Mira and Lisanna. Over in the far corner of the guild, Natsu and Gray stopped shivering and blinked.

"I could use some… service," Erza admitted huskily, quietly. "What… did you have in mind?"

Mira clapped a hand on Lisanna's shoulder. "Well…" Both girls blushed and looked at each other, and Mirajane rubbed the side of her head. She lowered her voice so only Erza could hear. "You see, a couple days ago, Lisanna and I, um, fooled around with each other, and then Cana got involved last night. But, uh, I think maybe giving her to Cana might not have been the best option…?"

"Erza, I need more of this pleasure," Lisanna added in, leaping up to her and gazing at her with intensely needy eyes.

Mirajane yelped. "Quieter, Lisanna!" she gulped, looking around the guild. Nobody seemed to be paying them anymore attention, although across the table from them, Wendy's cheeks were now extremely red and she pointedly stared at her cup of tea. The long-haired bar tender swallowed and then looked up at her friend. "Um, yes. That's the problem. I think when she had sex with Cana, Cana might have done it a little too long and… good… and now Lisanna has been bugging me all day for more? I did it with her this morning in the bathroom… and again beneath the counter… but she's just not satiated."

Erza's face reddened in both awe and embarrassment at the thought of the two most beautiful sisters in the town fucking each other all day. Okay, now her cock was definitely bulging. "So, you're saying that I can calm down by helping your sister calm down," she summed up.

Mira's eyes lit up, and she clasped her hands together desperately. "Oh, yes, can you please?"

"Please, Erza?" Lisanna whined desperately, and the redhead sighed. Well, she couldn't deny a begging girl her needs…

"Fine," Erza huffed, her cheeks the color of her hair. "But we're starting right away. Lisanna, come with me."

And with that, she tugged her best friend's now-extremely happy little sister out the guild with her, leaving a relieved Mira and extremely embarrassed Sky Dragon Slayer behind her.

~o~

Half an hour later found the girls at Erza's apartment in Fairy Heights, relaxing in a warm bath. Or at least, in Erza's case. Lisanna wasn't particularly relaxed, though the steamy water lapping at her flushed skin did feel nice. Already aching for girl-dick as she was, thanks to Cana's far-too-good sex the previous night, seeing the bustiest, curviest woman in the guild naked mere inches from her did nothing to help her wet pussy. She squirmed and shifted her legs in a futile attempt to stave off her desire.

Erza was, in a word, hot. Sure, she'd noticed this before; who hadn't? Since coming back, she'd even seen Erza naked a few times before, such as when everyone in Fairy Heights went to the pool, or when they'd gone to the hot springs before the whole Grand Magic Games mess. Even back then, Erza's curves had definitely been attractive, and Lisanna had been embarrassed by how… yummy the woman's dick had looked. But now? Erza's entire being radiated sexiness; she turned Lisanna on so damn much that the poor girl could barely keep herself from leaping onto the redhead, dunking her own silver-haired head into the water, and sucking her dick right there in the tub.

Lisanna shivered. God, that sounded great.

"Lisanna, you need to relax," Erza told her, those beautiful eyes closed peacefully, a content smile on her face. Her huge tits must've been really buoyant, because they floated in the water. Her skin was flushed red from the heat of the tub in several places. Lisanna wished it was her who had made that skin red. "If you don't relax, you may get hurt when I relieve you."

Relief. Yeah, Lisanna needed a lot of that. Relaxing seemed just about impossible, though. Especially since her entire face was beet red now. Embarrassed, Lisanna slid down further into the water until only her eyes and forehead poked out. This hid her blush, but had the unfortunate side effect of making Lisanna's foot accidentally slip between Erza's legs and press against her thick girth.

Oh. Oh, god. It was even bigger than Cana's and Mira's.

Suddenly Lisanna was very nervous.

Erza cocked (ha!) an eyebrow up and blinked. "You really can't wait?" she said, surprised. "You must've been more antsy than I thought. Well, we'll need to switch to a shower after this to clean ourselves, but I suppose getting us both naked wasn't the best option I could've taken to help you relax, so I'll take responsibility."

Blowing bubbles of air out of her mouth, the youngest Strauss rose back up above the surface of the water. "Take responsibility?" Lisanna repeated curiously, hopefully.

"Indeed. Watch, Lisanna."

Lisanna watched. And her mouth dried in awe. Erza stood up elegantly, water cascading off her beautiful, smooth, and unblemished skin. How Erza had managed to maintain such perfect skin despite getting so many injuries from fighting all the time was beyond Lisanna's imagination; she should've had countless scars for her to run her fingers over and trace, and yet there was nothing. She distantly realized that her newest lover must've used some sort of magic to either hide (unlikely in Erza's case) or get rid of the scars completely. Erza's breasts bounced deliciously with the change in motion, and her strong hands reached down to her crotch, where that perfect cock hung, several inches long even in its flaccid state.

A sudden thought coursed through the young woman's head. Wait, is she… is she going to jack off for me?

Erza's hands grabbed her own futanari dick, and Lisanna licked her lips when one rubbed up and down while the other played with her full balls. Yeah, yeah Titania totally was going to jack off right in front of her. She was doing it right now. Those dainty fingers running over the length of that wet girl-dick, squeezing balls filled with sticky girl-cum. Lisanna had never needed something in her pussy more than she did right then as she watched Erza's dick slowly harden to full height.

Her initial analysis had been accurate. Erza was bigger than either Cana or Mirajane. Reaching a whopping fourteen inches in length, she had probably the biggest cock in the whole world. Lisanna almost came just from imagining that thing—that monster plundering her. Hell, Erza probably didn't even have to fuck other people, she probably could just bend over and suck herself off.

Damn. Now Lisanna wanted to see that. Badly.

"There," Erza grunted, cheeks now painted the slightest bit red, just enough to make her look really, really goddamn beautiful. "Full… full mast. Fuck. Lisanna…" Wordlessly, the older woman pointed to her dick, and Lisanna instantly understood. She got to her knees, scooted over, and stopped when the woman-destroyer was touching her lips.

Fuck her! It looked even bigger up close!

"U-Um," Lisanna gulped, suddenly unsure of herself, "I d-don't… I'm not sure if th-this is a good—MMF!"

There are several things that might cut someone off mid-sentence. For Lisanna, this was achieved by Erza slamming her cock down Lisanna's throat in a single instant. Having fourteen inches of thick, tasty girl meat shoved into your face isn't exactly conducive to making intelligible sound. It hurt a little, and it definitely stretched out Lisanna's throat about as much as it could, safely. Had Lisanna had a mirror, she would have seen her throat bulging out in the shape of a cock, but none was currently available due to the position of everything in the bathroom. The only mirror was behind her.

"Shit, you're tight," Erza gasped, stunned motionless for a second.

So I've been told, Lisanna thought dryly in an attempt to distract herself from the slight pain caused by her mouth being filled with Erza. She desperately felt the need to choke, but couldn't quite do so. There was absolutely no room for her to breath through her mouth, either, so she sucked in air through her nose.

"Alright, Lisanna, sorry for the suddenness of this all. But you did want this. So now… you're going to get it."

Erza pulled mostly out, easing her cock in to stop Lisanna from hurting as much as possible. The older and taller woman then pressed back inward at the same speed. Her cock brushed slowly along the Take Over mage's tongue, and she tasted its saltiness and bitterness. It was a taste that on anything else would be strange and something she wouldn't have liked, but here made Lisanna yearn for more. Her newly found concerns towards getting taken by such a deliciously huge futa dick ebbed away as the pain of sucking it eased.

"You're adjusting well," noted Erza. "Then I'll reward you, my good little girl…"

Lisanna shivered and moaned, earning a little grunt from her lover as a result. She'd clearly liked the extra bit of pleasure caused by the vibrations of her lips.

And with that extra bit of pleasure came a sudden spurt, a pouring of white, hot cum down Lisanna's throat. She gasped and tried her best to gulp it all down like the tasty and sweet treat it was, but the load proved impossible to fully swallow. Some dribbled out of her mouth and around Erza's delicious dick, where it slipped down her face and at last dripped into the warm tub water. Her chin now painted with thin streams of cream, Lisanna stared up at her new futa lover like a dog grateful for its owner giving it food.

"That's a good look on you," Erza approved, and Lisanna felt a shudder of delight at the praise. "You're good at this. Now stand up and press your front against the wall." She pulled out of Lisanna's mouth and rubbed her cock some more to ensure it was still at its tallest and hardest.

"Y-Yes, Erza." Lisanna gulped air and licked her lips. She quickly stood up; water cascaded off her smooth, creamy skin, off her medium-sized and pert tits. Blushing, squirming, she turned and followed the sexy futa's orders by smushing herself against the wall so that her breasts flattened against its cold surface. The difference in temperature between her warm skin and the cold wall made the sensitive flesh quiver. Eager to please, Lisanna took a further step and stuck her round ass out.

"Good girl," Erza approved, smiling warmly. She reached up and stroked Lisanna's hair with her strong hand, running her fingers through the silver, straight locks. She leaned against the young Strauss, and her hot breath on Lisanna's neck made the poor girl bite her lip. "You have a very nice ass, did you know that? You may be rather small, but you certainly have the curves of a born slut."

Lisanna's hands strained against the wall. "Yes," she gasped, jiggling her butt needily. "Yes, I do. And not just any slut."

"No?" Erza's hands strayed down from her hair to her back, tracing along her spine. "What kind of slut, then?"

"A futa slut," Lisanna declared, loving how the words felt coming off her cum-stained tongue. "I'm a slut for futanari girls, Erza!"

"Is that so?" Erza's finger drew a circle just above Lisanna's crotch, drawing a breathy moan from her. "Then what do you call us futanari who you so desire?"

What does she call them? Lisanna's pussy was so wet, her mind so focused on cock now, that she was having trouble thinking. She obviously took too long to answer, because Erza's hand smacked Lisanna's ass cheek hard enough to leave a sting after it was done. The impact jolted her mind, though, and she quickly responded. "M-Mistress!"

"Good," Erza hummed. "You do know your place. Do you believe you're a good enough girl to get my cock inside you, Lisanna?"

"Y-Yes, Mistress," Lisanna moaned. "Please!"

The older woman's hand ghosted down to rub at the red flesh it had just spanked. "Please what?"

"Give it to me," came the gasp of a response.

"Where? I can't give it to you if you don't tell me where it is you want my hard futa cock."

"Ohhh, Mistress, put it in my wet pussy, please," Lisanna pleaded desperately, eyes watering in her intense need. Erza chuckled.

"There you go," Erza prided her. "That wasn't so hard, was it? And now since you've asked so nicely, you may receive your prize."

And what a wonderful prize it was! The thickness that pushed into Lisanna's tight cunt was warm and hard, filling her up satisfyingly. It kept on going, too; inching inwards further than she thought was even possible, until it was fully enveloped in her soaked sheath. The silver-haired girl couldn't help but let a moan escape her open, moistened lips. She felt so good pierced like this.

"T-Thank you, Mistress," Lisanna gasped. Her already-red cheeks reddened even more from her continued use of her new name for Erza and all futas like her.

"You won't be thanking me when you can't walk tomorrow," the redhead warned, although Lisanna decided that if her ability to walk was the price to pay for getting railed this good, she could do without it for a while. Then suddenly all thoughts focused on dick and dick alone as Erza's hips swished backwards and then slammed forwards. Her whole mind jolted, and a slutty moan slipped, unbridled, out of her lips.

"So good," Lisanna moaned when Erza found a rapid rhythm.

The redhead played her like notes on a chord, drawing her along on a series of high-pitched moans and low gasps for breath. Her breasts chafed against the wall with every down beat, and the cock in her pussy punched forward with every up beat. Her fingers desperately scratched for a better hold on the wall, even as her whole body was continuously pounded into it. Her ass jiggled like a cymbal quivering after being struck.

Sex was like a symphony, and while Erza was the conductor, Lisanna was definitely the song.

"Fuck me harder!" Lisanna pleaded. Sweat mixed with the water droplets still clinging to her body, as well as the remnants of Erza's cum from sucking her cock. Her eyes rolled up in her head, and her gasps came at a million miles an hour. The desire in her pussy roared and stole all of her attention and focus. "Cock! Give me your futa cock faster, Mistress!"

"You are such a sweet slut, Lisanna," Erza cooed, stroking her hair while raising the tempo of her thrusts a few notches. "I'll humor you."

"T-Thhaaaank yhoouuu…" Lisanna gurgled. The words strangled as they fled into the air, becoming little more than another needy moan. "Imma shlut… a duh… diiiirty futa slut…"

"That's right, that's exactly what you are," Erza agreed. She lifted a hand up and slapped Lisanna's full, tempting butt roughly, eliciting a delightful yelp from the girl. "A whore, a bitch, a futa's toilet…"

"Toilet," Lisanna echoed numbly. "De… Deposit all of… your thick miiiilk in my toilet b-bowl pussy…"

She decided to go for another experimental spank; again, the slut moaned deep in response. "You love punishment, and need all of your futa Mistresses to dominate you completely and utterly, every day."

"Yeeeesh!" the poor girl groaned. "Yesh, dominay… dominate meee…"

If someone were to have asked Lisanna whether she'd have pegged Erza as a master dirty-talker before today, she wouldn't have said yes. Erza had always seemed like the cool and collected lover, definitely taking the wheel, but gently. She'd never expected the famous Titania to have such wild, unadulterated speech, spinning her in a web of submission like a fly caught by a spider. And the more Erza spoke, the more wrapped up in it Lisanna became until she knew there was no going back. If she hadn't been before, she was definitely a futanari slut now. Like a potter carefully shaping his creation, the swordsmaster had taken Lisanna and shaped her into something new, something she had always had the potential to become as long as someone would have been there to push her along this red-lit path.

"Thank you…. Mistress Ersha…" Lisanna moaned as she felt her pussy clench. "I'm g-going to… c-cum~!"

"Yes, that's it," Erza panted. Her own skin was slick with a mixture of sweat and water now as well, and her big, thick balls slapping repeatedly against her own pussy as she drilled Lisanna was quickly bringing her close to her own climax. "Cum for me, my slut. Let's cum… let's cum together."

"Inside me?"

"Deep inside you," she promised.

"Oog, good…" Lisanna gulped. "C-Cumming! Mistress!"

"Lisanna!" Erza yelled, squeezing her eyes shut, and her dick twitched and bulged. A spurt of hot cum, thick and creamy, burst into Lisanna's pussy. The poor girl moaned with delight at the feeling of getting filled with the warm futa dick milk, but still wasn't quite ready. A simple tweak of her nipple fixed that, however, and she fell into a deluge of pleased screams. She drowned in her orgasm even as she panted for air like a bitch in heat.

Gasping, Erza pulled out, her weapon of mass penetration still hard as a rock. Cum dribbled out of Lisanna's bulging pussy and into the bath water, so much that they'd have to drain the tub and refill it if they wanted to bathe in clean water. The young girl's whole body quivered in her climax. Her legs trembled and she collapsed into the cum-saturated tub water.

"Oh, that was… very satisfying…" Lisanna announced, blinking water out of her eyes and smiling beautifully up at her new Mistress. "Erza, thank you."

"Not a problem," the other girl assured her, stroking her futanari meat. "You look delicious in the afterglow of sex. Did you mean what you said?"

"What I said?" Lisanna tilted her head, confused.

"When I was talking dirty to you," Erza clarified. "Did you really mean that you're a futanari slut?"

"Oh." A blush stole over her cheeks, and she squirmed a little, looking to the side. "Um. Well. I guess so. Yeah. I'm satisfied for now, but… It's a bit embarrassing, but, uh, I can already feel that my pussy… it'll want more cock. And I'm definitely more attracted to girls than guys. So… yeah. I kind of am a futa slut, now, I suppose."

Smiling at her lover, the buxom redhead sashayed over to her and stood over her. Erza's erect cock and still-full balls, as well as her dripping pussy and tight anus, all ended up right above Lisanna's head, and the girl's pupils dilated a little as she stared, amazed, at the beauty of the other woman's complete package.

"Whoa," Lisanna gulped.

Erza chuckled. "Whoa indeed. If you really are a futa slut, then I have a proposition for you. I'm still hard, and haven't yet came with my pussy. Eat me out and jack me off like the whore you are, and I'll give you a list of all the futanari I know about."

Lisanna swallowed hungrily. "That's all?"

"You say that as though you expect this to be quick," Erza chided, smiling. "Don't you know us futanari cum even more times than the average woman can? I'll give you one name per orgasm until I'm spent, and then I'll give you the rest afterwards. I suppose I should give you a fair warning, though… we're going to be here for a few hours at least if you accept. Possibly all evening. Do you think your jaw is up to the task?"

Oh. Oh dear. Eating Erza out for hours? It sounded… well, it sounded delicious, but also very painful for her jaw. Still, Lisanna wanted, no, needed those names. "It'll have to be," Lisanna said, a little fearfully.

Erza snorted. She turned so her cock was in a good position for Lisanna's hands to reach, and lowered herself down on Lisanna's face. The younger girl's entire world became musky pussy and wonderfully smelly balls. She could even smell herself, the futa's cock still coated with her love juice. "Then start licking and rubbing, bitch."

"Yes, Mistress!"

The next day, if Mira wondered why her sister had a pained expression each time she took a bite of food, she didn't ask any questions.