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This is a work of complete fiction. It just popped into my brain so I wrote it down and share it for free and make no money off of it. No one under legal age may read this, if you know what's good for you. No one over legal age should read this for the same reason. All characters used in this story are a parody of any real or fictional person. I do not own Doctor Who or the characters from it. Comments are always welcome and appreciated so you should feel free to share.

Story Code: F/F, FF/Tentacle, FF/M+



Doctor Who: Clara And Me
by Muhabba

Clara gasped in pleasure, her chest heaving, her large breasts swaying, her nipples hard, as Me delicately licked her dewy labia. She gripped the immortal woman's long, dark hair as she rolled her hips up trying to hump her fellow time traveler's face, desperate for more friction but Me continued teasing her by barely touching her over-heated pussy.

Me held Clara firmly by her thighs as she teased the school teacher with her tongue. She smirked into Clara's wet pussy as the taller woman struggled from flat on her back with her hand entwined in Me's hair. Clara's own dark hair was matted to her head as she struggled to hump Me's face but the much shorter woman's grip on her thighs meant that she had the upper hand, so to speak. On her stomach, Me held on firmly as Clara squeezed her head with her thighs, desperate to cum.

"Ohhh, bloody 'ell, Me," Clara gasped as she tried to pull Me's smirking face to her needy pussy, "Just let me cum."

Me licked from Clara's puckered asshole, up her wet slit, to her hard clit before licking around the hard, little nub causing Clara to shiver in pleasure. "We've got all of time and space to cum, Miss Oswald," she said with a knowing smirk, "Why such a hurry?"

"This is so unfair," Clara groaned as she reached up to her chest and pinched her hard nipples, rolling them around her fingertips. She squeezed her large tits until the flesh seemed to ooze between her outstretched fingers, her eyes rolling back in her head as she grunted in need. "Just let me cum, Me, and I swear I'll never joke about you being to short to 69 ever again."

Me slid her smallest finger into Clara's gushing cunt, bending it at the knuckle just enough to barely stimulate her G-spot. "Pinky swear?" she said with a cheeky smirk.

"I'll fucking swear on whatever body part you want!" Clara yelled out in frustration and need.

Me slid her finger out of Clara's tight pussy and gave her clit a small kiss. "Sounds good," she said before releasing her trembling thighs. She slowly kissed her way up the school teacher's body until she reached her chest. She squeezed and played with Clara's large wobbling breasts, jiggling them around on her chest before bending down and kissing the hard nipples, flicking her tongue across sensitive nubs. She released Clara's tits and began kissing up her body again until their mouths met and the two naked time travelers kissed deeply.

Me broke the kiss and sat up straddling Clara's impressive chest. "Let's get to that swearing on body parts thing," she said before turning around and placing her knees on either side of the school teacher's head. She laid down on top of the slightly taller woman until their bodies were locked in a sexy 69, their arms wrapped around their legs and their faces snuggled firmly between their thighs.

Clara squeezed her thighs around Me's head as the older woman slid her tongue deep into her tight, gushing hole. Her whole body trembled in pleasure as the shorter woman began enthusiastically tongue fucking her, the shorter woman's fingertips sliding up and down between her taunt ass-cheeks as she moaned in pleasure between Me's legs.

Me rocked her hips down, grinding against Clara's mouth as the slightly taller woman began licking up and down her wet slit. She moaned in pleasure into the younger woman's gushing cunt as Clara squeezed her pert ass. She slid her nose around the school teacher's clit causing her to buck suddenly at the contact and she grinned to herself in pride at a job well done. She continued nuzzling against Clara's clit between sliding her tongue in and out of her hole like a tiny cock, fucking her and causing her pussy to gush in desire.

Clara stuttered in pleasure as Me continued tonguing her cunt. She worried at the older woman's pussy like a happy puppy, her tongue sliding wildly but firmly against the shorter woman's tasty twat and causing her to moan. She paid no attention to the weight of the smaller woman laying on top of her, barely noticing the feel of her naked body on top of her, concentrating only on the hot cunt at the tip of her tongue. She held Me to her as firmly as possible, keeping her tight against her as she drove her tongue as deeply as she could into the immortal woman's gushing hole.

Based on billion of years of experience, Me could tell that she had Clara on the verge of orgasm. She rolled her tongue between her lips and shoved it as far as she could into the taller woman's hot hole as far as she could reach and hummed, vibrating it inside of the school teacher. Suddenly Clara gripped her body tight, holding her to her as she came, her hot juices gushing out of her pussy, flooding her mouth. Me lapped as fast as she could, drinking down the taller woman's tasty juices as fast as she could while the excess spilled onto the TARDIS floor.

As Clara came down from her orgasmic high, she slid her finger into Me's tightly clutching ass as she used her tongue to circle the older woman's hard, little clit. She could feel the older woman shudder above her as she came, her smaller body writhing on top of her as the immortal woman's juices slid down her face, slipping down her neck, and dripping onto the floor.

As both women came down from their sexual bliss, Me rolled off of Clara and laid next to her on the floor, head to foot, their legs spread slightly, pools of their cum on the floor beneath their asses, their thighs twitching occasionally, their chests heaving.

"So, we steal a TARDIS, see off the Doctor, and then celebrate with some really great sex," Clara panted, looking up at the ceiling with a dazed look and a dopey grin on her face, "What's next?"

Me just smiled.

Without even bothering to get cleaned up or put on her clothes, Me went to the TARDIS main control panel and began punching in coordinates, ignoring the way Clara's eyes were crawling over her pert, little ass.

Clara sat up on her elbows, her tits swaying slightly to their sides with gravity as she stared at the immortal girl's naked rear. "Are we doing away with clothes now? It that a thing we're doing?" she asked cheekily.

"You wanted something to do so I'm finding us something to do," Me said with a knowing smirk.

"I was thinking more of a shower," Clara said with a knowing tone to her voice.

Me turned around and winked at Clara with a sly smirk. "Maybe later," she said before turning back to the console.

"Maybe?" Clara answered as she got to her feet, "I'd like to think that the prospect of seeing me naked and wet would get more than a 'Maybe'."

"Oh, it does," Me assured her as she punched the last button and turned around, "But I've already seen you naked, and as for wet..."

Clara gave Me a playful slap on her shoulder with one hand and lightly toyed with one of Me's small, pert breast with the other. "Cheek," she said with a chuckle.

"I meant," Me said as she ran her hands up Clara's sides, sliding her thumbs over the swell of her breasts and lightly ran them over her still hard nipples, "That there's a plant I heard of but never got around to visiting."

Clara pressed her self closer to Me and ran her hands to cup the smaller woman's tight little ass. "Didn't the Doctor and I pick you up at the end of time? I'd have thought you'd visited every planet at least twice," she said playfully.

Me pressed her naked body against Clara's, her head just barely above the woman's breasts, and laid her head against them like they were pillows. "The universe is a big place, even all of time isn't enough time to see everything," she said as she nuzzled Clara's larger tits.

"So how long until we get there," Clara asked as she began lightly kissing the top of Me's head.

Me looked up and smiled wickedly at Clara. "Time for a shower maybe?"

With a loud, whirring, groaning sound, a 50's style restaurant appeared on a small, distant planet. The front door of the restaurant opened and a fully dressed Me popped her head out of the door. "I don't think we've arrived at the right time," she said with a cocked eyebrow.

"Why do you say that?" Clara said, her head popping out above Me's.

"Because we appear to have landed in a swamp instead of a universal class restaurant," Me said frankly as Clara scooted out from around her.

"Maybe it's the universe's largest salad bar?" she popped as she looked back at the disguised TARDIS. "Are we ever going to get around to fixing the chameleon circuit? It's going to get a bit awkward if we land somewhere and somebody comes in to order fish and chips," she said as she looked around. For a swamp the weather wasn't to bad through her tan blouse and tight, brown pants.

"Well, if my companion would stop jumping me every time I bend over we could maybe get some work done," Me said as she walked outside and locked the TARDIS door. She was wearing dark purple, almost black, pants with a lighter purple top under a black vest.

"First of all, you're the companion," Clara said stubbornly, "And second, it's your fault for having such a cute, little rear-end. So, fancy a little bit of exploring?"

Me grinned at Clara with a wink, "What do you think?"

The two women strolled along what appeared to be an animal path, stopping here and there to smell the flowers or look at small strange creatures.

Me pointed at a small lizard that scurried away under a large leaf. "In about three thousand years that little fellow is going to taste delicious topped on top of a salad," she giggled.

"But it's soooo cute," Clara whined with a cheeky grin.

"Also kind of spicy," Me added just as her foot thumped against something laying across the path. "What's that?" she asked as she bent over to get a better look.

"It appears to be a cute 'lil tushy," Clara said as she peered at Me's upturned ass.

"Cheeky," Me said with a smile over her shoulder.

Clara pointed off into the distance. "It looks like it's either coming from over there or ending there. Let's go find out," she offered.

The two time travelers followed the object away from the path to a small lake. The object itself was about four inches thick, green and warm to the touch, almost slippery with a rubbery feel to it. "It's headed into the lake," Clara said as she walked up onto the beach. Her boots barely touched the edge of the water as she looked over it at the far side.

Me bent down and sniffed the green object before looking back up at Clara. "You know, I wouldn't get to close to the water, this thing smells familiar."

"Are you sniffing the shrubbery," Clara asked with a giggle as she turned back to Me. The shorter woman's eyes went wide as Clara's foot accidentally splashed against the water.

Me squeaked in surprise as the green object began writhing, rising up as she jumped back from it before it could touch her. Her attention was drawn to Clara screaming down by the lake, a tentacle rising up out of the water behind the taller woman. With her attention on Clara, the smaller time traveler failed to see the tentacle behind her whip out, the tip drawing out of the bushes and wrapping itself around her slender waist.

As Me screamed out, Clara tried to rush to her but the tentacle rising out of the water behind her whipped out and looped itself around her ankle. She screamed out as it lifted her up off the ground, hanging her upside down as more tentacles began to rise up out of the water. "You said you knew what this was!" she cried out to Me.

"In three thousand years it's going to be a dessert," Me cried back as more tentacles wrapped around her wrists and ankles.

"And I'm sure it will be delicious," Clara said as the tentacle wrapped around her own wrists and ankles, spreading her arms and legs wide, "But what is it now?"

"Tentacle monster!" Me screamed as a tentacle slid though the buttons of her blouse, popping them off one at a time, "And it's breeding season."

"It's what!?" Clara shouted as her own blouse was popped open to reveal her firm, brown breasts. The tentacle wrapped itself around her tits in a figure eight, squeezing her firm mammories, causing them to bulge out as the tip began teasing her dark brown nipples. "Oh my God," she gasped out as her nipples drew up hard despite the fear she was feeling.

"Oh dear," Me gasped out as the tips of two tentacles teased her own nipples to sizzling hardness. The thick shaft of the tentacle rubbed against the sensitive flesh of her tits leaving a warm, moist smear over the small, firm flesh. She began gasping out in unwanted pleasure as her small body was stimulated, her eyes wide in fear as another tentacle rose up and began sliding down the front of her tight pants.

"No!" Clara gasped out as the front of her slacks tore open under the attack of the new tentacle. Her panties ripped open as the green, thick alien shaft slid under them, sliding wetly against her vulnerable pussy. Her arms were drawn up with one tentacle wrapping around both of her wrists while the free tentacle slid down her graceful back and into her pants.

The tentacle between Me's slender thighs rubbed against her moistening labia, stimulating her tender pussy whether she wanted it or not. The green shaft rubbed her now erect clit causing her to moan out in unwanted lust as the tip began teasing her hot, horny hole. She gasped out again as she felt a second tentacle teasing her tiny, puckered asshole, digging itself inside of her, rocking her body up and down.

As two tentacles penetrated Clara's cunt and ass she gasped out in discomfort, giving a third tentacle a chance to plunge into her warm, moist mouth. Her lips automatically snapped shut around it, the shaft wiggling around inside of her, her tongue wrestling against it as it fucked itself in and out of her mouth. She gagged around it's girth as the tip of it bumped against the back of her throat, cutting off her air each time it slid into her tightly clutching throat.

Me's small, slender body rocked back and forth, up and down as her mouth, pussy, and ass were violated by the tentacle monster. Her warm juices dripped from her pussy onto the ground as every erogenous point in her body was stimulated all at the same time. Her small tits jiggled on her chest while her ass clenched and relaxed as it was probed, her tight pussy stretched tight around the shaft fucking her up and down in the air. Her arms were drawn up, pulling her tits up high on her chest, her slender legs spread as wide as physically possible, completely open to the tentacle monster fucking her.

Clara blushed in embarrassment and lust. Yes, she was being raped by an alien monster but the alien monster was hitting all the right spots in her body. The tentacles were rubbing wetly against her hard nipples, thrusting against her G-spot, wiggling wildly around her erect clit, and teasing the sensitive taint between her ass and wet, sopping pussy. Her body was being rocked back and forth, her tits wobbling on her chest squeezed between the tentacle fucking her tits. She came suddenly, choking around the shaft thrusting in and out of her mouth as she eagerly massaged it with her tongue, her juices raining down over the lake. She grabbed two tentacles randomly and began jerking them off, aiming the tips at her face as she rode the beast to another orgasm.

The shafts pulsing in and out of Me's body suddenly stiffened as they came, filling her small, wiggling body with their thick, surprisingly warm cum. She flexed her lower muscles, keeping the tentacle inside of her trapped as her pussy convulsed around it, milking it of it's cum. She sucked hard on the shaft in her mouth, lashing it with her tongue, draining it completely as she bobbed her head back and forth. She clamped down as hard as she could with her ass, gripping the green tentacle in her ass as it filled her, refusing to let it go.

Gurgling happily around the shaft in her mouth, Clara rocked herself back and forth between the tentacles fucking her. Their cum rained down and filled her completely, dripping down into the lake but she refused to let them go as she came again and again. She squealed in girlish glee as she rode her orgasm like a wave, her body cresting in falling in bliss as the tentacles fucked her like nobody ever had or could.

As the tentacles surrounding and fucking Me began to soften she twisted her body around, wrapping them around her nearly naked body. With the tentacle wrapped and trapped around her she began rocking her slender body against them, using her muscle control to keep them hard inside of her, fucking herself against them, drawing out another orgasm from them. Her small pussy slid wetly up and down the shaft inside of her as she contracted and relaxed her ass over and over again, stimulating the green tentacle burrowed there inside of her. She gripped two of the tentacles in her hands, rubbing their tips against her nipples and breasts as she bobbed her head back and forth along the one in her mouth, attacking it with her lips and tongue.

Completely upside down with the tips of her hair in the water, Clara continued happily fucking the tentacles inside of her. Her larger tits slid up her chest, nearly hitting her chin as she eagerly fucked herself giddy with the tentacles rising up out of the water. She tried to smile around the green shaft in her mouth as she continued massaging it with her tongue, sucking on it as hard as she could. The tentacles fucking her tits had tried to pull away after they had unleashed their sticky load but she had squeezed her tits together with her arms, trapping them in her cleavage, forcing them to fuck her more. She squeezed her thighs together, trapping the shafts in her pussy and ass as she drooled around the shaft in her mouth.

Me felt another orgasm about to over take her and knew it was going to be her last. The tentacles had started out fucking her and with her sexual prowess amassed over countless years, she had turned the tables and began fucking it. The monster tried to pull away from her sweat slick body but she trapped it by whatever means she could, fucking it harder, faster, using her own orgasms to force it to cum and cum again. To the point of exhaustion.

Clara's toes curled as she came again, her body convulsing and seizing, her muscles twitching as her orgasm ripped through her. The tentacle monster came again with her, shooting it's thick cum all over her body as it's shafts twitched with forced pleasure. And then suddenly the green tentacles collapsed, unable to hold themselves or the two time travelers up an longer.

From her spot on the ground, Me looked over at Clara sitting flat on her ass a foot into the lake, her ruined clothes sticking wetly to her body like a second skin. "What happened?" Clara asked with confusion.

"It was tentacle monster mating season," Me started to explain as she stood up, "That monster would have fucked us to death if we hadn't of turned the tables on it and out fucked it."

"Is that what we did?" Clara asked as she tried to blow a stray strand of wet hair out of her face.

"It's what I did," Me said as she looked down at her ruined shirt. There wasn't a single button left and her small breasts were completely visible while the button and zipper to her pants were gone, clearly showing her recently abused little pussy. "You, however, are simply sexually inexhaustible," she said to the other woman with a sly smirk on her lips.

Clara tried to think of a defense as she stood up. "That's fair I guess," she said in surrender with a defeated sigh, her firm breasts rising and falling on her chest, completely visible. There was no hope for her top ever working again to conceal her tits so she didn't even try. After all, the only other person on this planet was Me and she had done far more to Clara's breasts than just see them.

"Nobody move," a voice commanded from the woods behind the two women.

Five minutes later, the guard was forcing the two women through the muggy swap as Clara and Me struggled to keep their clothes on. Clara's breasts swayed on her chest, slipping out through the front of her torn top while Me's pants kept sliding down exposing her pert, little ass. After the first few yards the guard also began struggling with his clothes, his pants tightening over the erection straining against them.

Sweat gleaming on her tan flesh, Clara wiped the sweat from her brow as they finally reached a clearing. "What's that?" she asked.

Me unconsciously licked her lips as she watched a single drop of sweat roll down Clara's chest between her jiggling breasts before looking over at the other girl's eye line. It was a large, dirty structure, several stories high and probably running several stories underground as well and belching black smoke. "Looks like a Resource Collector," she said as she once again tugged her pants up, "It draws in the resources of the area around it, and converts them to energy for shipping."

Clara looked around at the clearing, amazed at how different it was than the surrounding swamp. "It's nearly a desert here," she pointed out.

The guard stared at the under swell of the taller girl's larger breasts, sweat running down and dripping off of them, sliding down her torso and soaking into the top of her pants. His eyes crawled over to the shorter woman, sweat running down her back, sliding down into her ass crack. His hard-on throbbed painfully, bringing his attention back to his task. "Get a move on," he ordered and watched both women's asses as they moved forward to the Resource Collector.

As they were marched towards the large, dirty, smelly factory, Clara bent over slightly and whispered into Me's ear, "What ever it is, it doesn't look like it's doing the swamp much good."

"It's not," Me agreed, "I guess that it'll drain the planet dry in less than a century."

"But what about your restaurant?" Clara wondered.

"No planet, no restaurant," Me said with a shrug of her shoulders. "Time is always changing," she warned.

"I knew that after traveling with the Doctor," Clara said, "But how do we stop it?"

Me looked up at Clara with a wink. "Did I ever tell you how good the bar-b-cue was at that restaurant," she said with a wry smirk.

The barely covered women were marched into the strange alien facility and deep into the lower levels. They passed sentry points along the way, the guard signaling to his fellows as he marched them down. They came to what were obviously the holding cells and the guard shoved them in slamming the door behind them. They stumbled around for a moment before regaining their balance and turning back to the cell door, the guard who had escorted them and the guards who had followed them.

Clara and Me looked at each other for a moment before turning back to the guards and smirking to themselves. Clara thrust her chest out defiantly, her breasts out thrust and her hard nipples barely covered by her open blouse. Me stood slightly to her side, releasing her hold on her pants and letting slide down her hips to just right above her pubic mound creating a clear line of flesh from her neck to just above her pussy. They stood still for a moment, posing and letting the guards' eyes crawl over every inch of their exposed flesh.

"And which one of you big, strapping men is in charge here?" Me asked with a coy wink.

Clara looked over the guards and picked one at random. "I bet it's that big, muscular bloke," she said with a flirtatious smile and a wink.

Me looked over the guard that Clara had picked for a moment before picking a different guard at random. "No, no, Clara. It's obviously him," she said before taking a few steps, swaying her hips dramatically, her pants barely held up by the swell of her ass. The guard she had picked puffed out his chest with pride.

"I'm not so sure," Clara said, sauntering over to inspect Me's guard, letting her breasts sway from side to side on her chest before turning back to the guard she had picked. "You're obviously the man in charge, correct?" she asked, rolling her shoulders slightly to jiggle her large breasts.

"That obvious, is it?" Clara's guard said as he placed his hands on his hips and chuckled.

"Eh, what does she know," Me's guard said, "Now this one here obviously knows what she's talking about."

"You certainly seem to know what you're talkin' about," Me's guard said as he stared at her widely exposed chest.

Clara winked at her guard, her fingertips sliding up and down her open top, threatening to unleash her breasts to the guards. "Oh, I don't know about all of that, Me," she said breathlessly to her friend before turning to her guard. "Why don't you show her why you should be the man in charge," she said before drawing her pink tongue over her lips.

Clara's guard stared hungrily at her for a moment before throwing his weapon to the floor. Her ripped open the shirt of his uniform to show his broad chest and thick gut. He flexed the muscles in his arms and posed for both o the barely dress women as well as the other guards.

Me looked from Clara's guard to her own and then back again. "You do make a good point, officer," she said as she began showcasing her exposed flesh to Clara's pick.

"Now just hold on right there!" Me's guard said before throwing his own weapon to the floor and ripping his shirt open. He began posing for the two intruding women before turning his attention to the other flexing guard, growling and showing him who had the best muscles.

Clara and Me smirked at each other before Me turned her attention to the other guards. She opened one side of her ripped top slightly, letting her hard little nipple peek out at the guards. "Would anyone else like to show us why they should be in charge?" she asked.

The unflexing guards seemed to be less easily distracted as the first two but Clara, with her perfect sexual confidence, knew she could sway them. Placing he hands on her hips, with her feet shoulder length apart, opened her shirt completely, her large, firm breasts fully exposed as she stood defiantly proud of her body. "Yes. Who else wants us to know who's in charge?" she asked as if what she was doing was the most natural thing in the world.

Me smirked at Clara's boldness and sauntered over to the other woman. She slid up to the taller woman's side, letting her pants slide down her pert rear-end and giving the guards a perfect shot of Clara's tits and her own ass. She playfully nuzzled against her friend's neck before turning back to the guards. "Anybody else?" she asked coyly.

In a flash the cell echoed with the sounds of guns hitting the floor and shirts being ripped open. The guards grunted and posed for each other and the nearly naked women, failing to notice the intruders smirking at each other with pride at having disarmed six men without touching them.

"On to phase two," Me whispered to Clara.

"Men are so easy," Clara giggled as she looked over at the six guards not even paying attention to their prisoners any more, just trying to prove to each other who was the strongest. "Excuse me, gentlemen," she cooed to get the men's attention.

"We're lonely," Me added before turning to Clara and cupping her face. She leaned up and kissed her friend passionately, pressing her nearly naked body against the slightly taller woman. The each slipped the other's shirt off until they were pressed chest to chest, running their tongues through the other's warm, moist mouth.

The over pumped guards took one look at the two women kissing and grunted in unison before rushing to the closed door of the cell. Clara's guard quickly used his key to open the cell an they all rushed in as one. Thick, greedy hands began pawing at the two women, squeezing and massaging whatever body part was available. They pulled the women apart and began taking turns kissing them, running their tongues roughly through their mouths as they began unfastening their pants and freeing their straining cocks.

Clara grunted as she was pushed to her knees and three hard, bobbing cocks appeared before her eyes. She eagerly grabbed two of them and began jerking them off as she used her tongue to draw the third one into her mouth. She bobbed her head back and forth along the shaft as she massaged it with her tongue, taking it as deep into her throat as she could before switching to one of the cocks in her hands. She ran her thumbs over the sensitive tips as her hands slid up and down the shafts, stimulating them as much as she could before switching pricks again.

One guard kept a tight hold on Me's head as he thrust his dick roughly in and out of her mouth. The other two pricks slid wetly across her face searching for a way into her mouth as she toyed with their dangling balls swinging below their shafts. As the dick in her mouth would slide out she circled the tip with her tongue before it slid back in, bumping against the back of her tightly clutching throat.

As Clara expertly serviced the three cocks surrounding her, the men grew impatient waiting their turns and began moving her body around. Yanking her pants off completely, one of the men laid down on his back and pulled her now naked body over his lap. Holding her firmly by her wide hips he yanked her down while thrusting himself up, spearing her beautiful body with his prick. As she was bounced up and down her large tits wobbled wildly as the other two guards grabbed fistfuls of her hair and began taking turns fucking her face.

Me's guards had turned out to be less patient and less inclined to share as they struggled to find a hole to fuck. After bickering about taking turns with her mouth, one guard had roughly shoved her forward onto her hands and knees and began unceremoniously fucking her from behind. The quicker of the other two guards quickly slid in front of her and began fucking her mouth on his own, leaving the third guard all alone with his hard prick. He looked sullenly from one naked girl to the other, both of them too preoccupied with his fellow guards for him to find a way in so with no hole to fuck he began to sadly stroke his cock all alone.

Gurgling in excitement as she was rocked back an forth between a cock in her mouth and a cock thrust up into her, Clara came. Her whole body shuddered in delight as her orgasm rolled through her like a gentle, comforting wave. She switched cocks in her mouth and began eagerly sucking the hard, throbbing slab of meat, enjoying the way it rubbed against her lips and tasted on her tongue. She playfully tugged the balls of the cock not currently fucking her, enjoying the different sounds she could make the guard grunt out as she happily rode the third guard.

Me's eyes rolled up into the back of her head as she came. She groaned loudly around the cock in her mouth as her pussy clamped down on the cock fucking her from behind. She was thankful that the guards had only pulled her pants down to her knees before jumping her because based on the force of their thrusts she might otherwise have had to deal with second degree rug burns. She had fully expected the guards to have cum by now so that she and Clara could make their escape but they were lasting longer than even the tentacle monster had. Based in the guards fucking her wildly and from what she could see of the guards fucking Clara, they seemed more interested in showing off for each other than they were for their captives. She wasn't sure what to think about that.

The single, lonely guard looked back an forth pitifully from one horny, well fucked girl to the other as he pitifully stroked his own cock. When the taller of the two captives mumbled lustfully around one of the pricks slipping in an out of her mouth he looked over towards her and was struck by a idea. He scurried over as quick as he could without drawing attention to himself and knelt behind the dark haired woman's up-thrust ass and aimed his cock. As she rocked up on the cock below her he thrust himself forward while her body came back down, burying the first two inches of himself into her tightly clutching ass.

Clara squealed as her well rounded ass was penetrated by one of the guards. He must have been a good aim because he slipped in easily without to much in the way of difficulty, triggering another orgasm to rush through her. She began sucking deeply on the cock in her mouth, deep-throating him with nearly every bob of her head as she rolled her hips back to get as much of the three cocks into her as she could. Her dark eyes fluttered in pleasure as all three guards began working in unison, fucking her hard and deep.

The new, lonely guard looked at his three comrades and seriously thought about shooting one of them. The taller of their two captives had forgotten all about him as his prick hovered near her mouth and he glared at the other three guards. A small squeak of pleasure brought his attention the shorter woman they had captured and from what he could tell, she had one hole left, just for him.

As Me prepared herself for another orgasm the guards seemed to lose their rhythm with her and she nearly fell over as they pushed her to the side, their pricks sliding from her body. She felt mildly disappointed, thinking that they had finished right before she was ready to cum, but escape was paramount. She looked around and then smirked to herself. They weren't done, they were just getting into a new position.

Clara watched as one of Me's guards laid down flat on the floor and then pulled the shorter woman on top of him. The immortal time traveler quickly and eagerly began riding his stiff cock as a second guard scooted up behind her and slowly pushed his prick into Me's tight, tiny little ass. She made no secret that she thought her friend's ass was her best feature and Clara sputtered in approval around the cock in her mouth as she watched her friend's ass get stuffed. A third guard quickly took the shorter time traveler's mouth and all three began fucking the former Viking girl while Clara found herself thinking that it may have been the hottest thing she had ever seen.

With six men fucking them, Clara and Me only had eyes for each other. Both women were on their hands and knees, completely full of hard, thrusting dick and cooed and slobbered around the pricks in their mouths as they each watched the other get fucked. Me was jealous of the sight of Clara's large, firm breasts jiggling wildly around with each ragged thrust while Clara gleefully watched Me's taunt ass spread wide around the cock thrusting in and out of it but became somewhat possessive of it and angry at the guard fucking the immortal time traveler's peachy rear-end.

The guards' grunts and moans echoed through the cell joining with the squeals and groans of the two girls. Each girl made sure to pay attention to each man fucking her, getting them ready for them to spring their trap and escape. Me winked at Clara who tried to nod her head around the dick fucking her mouth as each one prepared to take action. Both time travelers let their orgasms roll over them, groaning in pleasure around the cocks in their mouths, their sweat slick bodies tightening around the pricks fucking them as the sounds of lust and sex filled the small room.

As Clara and Me came it set off the men one by one. Almost in unison the men pulled out of the women and stood up, fisting their throbbing cocks at the two captives females. The girls knelt next to each other, their arms wrapped around each other's waists as they opened their mouths wide and stuck out their tongues. The first guard came, shooting his thick, white seed across both women's upturned faces and was quickly joined by the other guards until cum was dripping off both women, sliding down their faces, into their mouths, and onto their chests.

The guards relaxed and began cheering and congratulating each other on a job well done at showing the two women who was boss. As the men began discussing who had done a better job, Me and Clara began shuffling out of the cell on their hands and knees. When they reached the cell door the quickly stood up and slammed it shut on the group of oblivious men.

"So long, boys," Me said with a short wave and a wink.

The group of guards looked at the locked cell door.

"And let this be a lesson to you," Clara said sternly as she slapped and held onto one of Me's pert, little ass-cheeks, "This is mine."

With a giggle, and completely naked and dripping cum, Me and Clara ran off down the hall. When they reached the stairs Clara started running up while Me started running down.

"Hold up, where are you going?" Clara asked frantically, "They'll get themselves sorted out before to much longer."

Me looked up and waved Clara down to join her. "Down to the furnace," she said before continuing on, "We've got to destroy this place before it does irreparably harm to the plant!"

Clara growled in frustration before chasing after Me as the smaller woman ran down the stairs. As they reached the bottom floor the smaller woman began searching around on the ground, slowing the pair up as they made their way down the hall to the main furnace.

"What are you looking for?" Clara said as she struggled to drag Me down the hall, "We're almost to the furnace and those guards are sure to have gotten themselves free by now!"

"Go open the door to the furnace room," Me said as she continued bending down and looking around, "I won't be a tick."

"Grrr," Clara growled again before sprinting down the hall and opening the door to the furnace room. The small room was almost unbearably hot and her body quickly became covered in sweat. There was a small hatch directly opposite the door and she guessed it opened to the furnace itself. She looked back over her shoulder for Me, "Hurry up! It's hot in here and the guards..."

"Yes, yes. I'm here," Me interrupted as she skidded to a halt in front of Clara, cupping her hands. As the shorter woman held her hands up to Clara she opened them slowly. Clara cocked an eyebrow at what she saw before looking back at Me. "Your salad topper?" she asked in confusion.

Me smiled widely at the small lizard in her hand just like the one they had seen when they first landed. "It's also spicy," she said before nodding at the hatch, "Open it up." Clara took another queer look at her before shrugging her shoulders in defeat and opening the hatch. The heat from the furnace blew their hair back and immediately dried the sticky cum covering their faces and chests before Me threw the lizard in. She grabbed her friends hand and looked up at her with a grin. "Run!" she said before turning around and both women ran out the door.

As the two time travelers neared the stairs they saw the guards, all in various states of dress, running down them. Never stopping, slowing or releasing Clara's hand, Me yelled at the guards, "Run away!" just as an explosion rocked the hallway from the furnace room. The two women rushed past the guards as the men stared dumbly at the ball of fire rushing towards them.

Clara heard one of the guards order a retreat as she ran up the stairs following Me's naked ass. "I guess we figured out which one was in charge," she muttered as they reached the main floor and headed towards the exit.

"Knew we'd figure it out eventually," Me said as she and Clara made it to the tree line. The building was rocked by another explosion and both women stopped and turned around to see it. Me watched as the guards made it out of the building just as another explosion knocked them off their feet.

Clara peered down at Me. "Spicy?" she asked.

Me grinned up to Clara with a self-satisfied smirk. "Breaths fire, actually," she said nonchalantly. "And if you add fire to fire...?" she started.

"Boom," Clara finished with a grin.

The two women broke out in fits of giggles before a loud voice grabbed their attention.

"There they are!" one of the guards shouted.

"Gettum!" another guard shouted before the entire group began rushing towards the tree line and the two females.

This time Clara grabbed Me's hand and said, "Run!" before taking off, dragging her shorter friend behind her.

As Me and Clara reached their TARDIS, Me held up her key and unlocked the door.

"Where were you keeping that?" Clara asked as Me pushed her inside.

Me winked at Clara before stepping inside and closing the door behind her. "Wouldn't you like to know," she said cheekily as Clara activated the TARDIS console.

The 50's style restaurant began to dematerialize as the group of guards reached it. "What do we do know?" one of the guards asked as the small building disappeared.

"Don't worry, we'll find them," the head guard answered.

One of the guards peered down at a large root poking up out of the lake. "Wonder what this is?" he muttered before kicking the tentacle of the horny monster.

Flying through the Time Vortex, the naked, cum stained Clara looked over at the equally naked, cum stained Me. "So, what's next?" She asked with a sexy grin.

"Shower?" Me offered with an equally sexy grin.

The End.

    

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