In Over His Head Ch. 02

She moved around to the side of the bed, leaning over Edovan. She reached out to stroke his cheek as he cried out softly, moaning unintelligibly to himself. It seemed he was so deep into his own pleasure it wouldn't disturb him much if she helped herself, right? She crawled carefully onto the bed, towering over him as she put a leg on either side of him. She moved upward slowly, careful not to disturb him. When she finally reached his face, she stopped moving and reached between her legs, sliding her hand between the slit again, caressing herself. She flicked gently at her clitoris, biting her lip to keep from calling out. Already she was slippery wet. She was close, so close... she could sit on his perfect little face, burying him between her lips. Cover his nose, his eyes...

Bernadette moaned softly, and unable to control herself anymore, pressed herself down onto him. He did not immediately react, so deep was he into his own fantasies, that he was unable to process reality from illusion. He moaned quietly between her lips, his tongue instinctively searching her clit out. Inexperienced as he was, clearly his instinct had a few bits of useful knowledge. Bernadette arched her back, reaching to grasp at the bed's headboard. She pushed herself further up his face, his nose sliding between her lips, and just beyond.

Edovan began to stroke harder, faster. He pulled his knees up, feet digging into the bed beneath him. His voice came out in a muffled groan, his entire lower face engulfed by Bernadette's hungry pussy. Her juices flowing across his cheeks now, slick and sickly sweet.

She pulled up enough to give him a moment of breath, her hand reaching, now, to slide her fingers into his hair, pulling his head back carefully. It wouldn't be any good if he suffocated down there. She was lustful, but at least smart enough to know not to smother him... not yet anyway. She had done this many times. She knew exactly how deep to press him and when ease up so he could take another quick breath before plunging him back into her depths again.

Edovan's body shuddered, and Bernadette knew his orgasm was fast approaching. "Ya... Yagaritte!" he cried out suddenly, lustfully, after he had gulped for air.

Bernadette tensed up. Not her!

"That bit--!"

She stopped herself, but it was too late.

He opened his eyes: The painted lady!

The illusion was broken! The spell was lifted!

Edovan jumped with a start, and might have jumped right out of his skin if that had been possible. He scrambled, unsuccessfully, to free himself from Bernadette's thighs, feeling terrified, confused, violated. The Yagaritte illusions, undisturbed, continued to undulate around them.

Bernadette looked down on his little face sheepishly, only his terrified little eyes and above visible from underneath her. She gave a little wave. This, too, she was used to. Not all of her clients were totally receptive to her unique techniques the very first time. But she knew if she could just "ride it out," pun very much intended, they would eventually come around... (or pass out, whatever worked, right?)

Edovan was small though, and very very quick. She felt him jerk and tried to clamp her iron thighs down on him, but she couldn't squeeze fast enough. She gave a little gasp as his perfect face slid rapidly down through her sopping cleft, mouth, nose eyes and all and then somehow he was free and scrambling naked from the bed onto the floor. He tumbled onto the hard stone, rolling over his shoulder and landing on his back with a dozen or more Yagarittes all towering over him. Bernadette was fast, too, though and she was off the bed in a flash and back on top of him again, this time facing his very, very confused and rapidly fading erection... his arms were pinned to the floor by her knees and she unceremoniously plopped her juicy cunt right onto his forehead, this time much more forcefully just because she could.

She looked down into his frightened little eyes again and it gave her chills. She was going to enjoy this...

She launched into her shtick she used for her clients.

"Hello little mousey.. I don't believe we've been properly introduced..." she purred. Her voice nowhere near as low and husky as Yagaritte's, but then again most men didn't come to her for her voice.

"I'm Bernadette, and these.." she said pointing playfully at her mound pressing down on him just above his frightened eyes. "...are the gates of paradise... You must pass through them to enter the fields of ecstasy, but only after you survive the trials..." she purred, licking her lips hungrily.

She glided herself forward across his face, purposely covering his eyes, then nose, the mouth... then pressed pressed down hard to seal off all his air. She just needed to calm him down a bit, that's all. Then they could get back to business.

Looking down at him, she was a little surprised, and gratified, to see his erection had reappeared as she slowly, expertly ground her hips over him. Silly penises she thought, they have no sense of self preservation.

"That's a good little mousey," she trilled. "You deserve a reward..." and with that she gave him a hard clench and then she leaned forward and took him swiftly into her generous mouth. Since she was bigger than him, she had to hunch over quite a bit, but luckily Bernadette was quite limber, and used to contorting this way or that. She busied herself working his cock intently and grinding his face slowly and satisfyingly. She marveled at how deep his small face pressed up into her hungry flesh, and ached to feel it slide further still. She'd done this a thousand times before. She knew exactly how long to press and when to release. There was an art to it. As their pulses would slow and their bodies relax she would slowly extend the time between breaths, each time waiting just a little longer. Till eventually they would be waiting so long they thought it would never come, and they would perish there buried in her womanhood. Of course, by that time they all wanted to. And after that, they were all hers. That's why she was more than a bit concerned when he suddenly stopped moving entirely.

"Oh shit!" she said out loud. "I don't wanna kill 'im..." she groaned. She raised herself up a bit so he could take a breath. Thankfully she felt him inhale, but just as she was about to press down on him again she felt, rather than heard, him say a word. Felt, because the word had power, and not only because his mouth was mere centimeters from her still gaping pussy . She didn't even recognize the word but she felt the tiny spark of energy travel from his mouth right into her body. Through her vagina, and out into the room. "You cheeky little mousey. What are you up to down there?" she questioned, and sealed him off again, this time tilting her hips forward to slip the top cleft of her dripping pussy over the tip of his chin. That part was usually hard to negotiate, but it slid in with ease and she pressed down over him till she quivered at the touch of her labia against his neck. Her juices ran down the sides of his neck and face as she gulped him into her mouth again whole, shaft, balls, and all, which was no mean feat, because it was the only part of him that wasn't small. But she was a professional, dammit...

That's when she heard it, the unearthly hiss, followed by a low guttural growl that caused her stomach to drop through the floor. It cut through the cacophony of Yagaritte's endless laughter and cries of ecstasy like a plague cart cuts through a spring wedding procession. She looked up, her mouth still full of mousey and saw only two jaws full of crooked jagged teeth, dripping with rot and drool. Then its mouth opened as big as her head and its hot fetid sulphurous breath blasted over her as it roared!

Bernadette shrieked and practically vaulted backward off Edovan's face, falling back on her ass. She scrambled up, tripping first over her own feet, then her dress piled on the floor. She didn't care, not even sparing a second to scoop it up. She turned and fled through the towering Yagarittes, stumbling and tripping over several in her haste, each winking out as they hit the floor. She fell as she reached the door and scrambled through it on her hands and knees as fast as she could.

Or she would have. She heard the jaws snap shut behind her. It had her by the bloomers, its razor sharp teeth having barely grazed her soft behind. Bernadette was out of her mind now, but she was a survivor. There was a loud ripping tearing sound as she rolled sideways onto her back, kicking herself free of her bloomers while the thing from her nightmares kindly assisted her in removing them by thrashing its head back and forth like a dog with a favorite chew toy. She shimmied out of them and crab-walked backwards, out into the hall as fast she could go, flipped onto her knees and then sprinted, screaming and bottomless, down the hall, and down the stairs, through the tavern below, right past all the working girls and shocked clients and right out the front door, never looking back.

She didn't even pay attention to the fact that the hallway was piled high with girls, one of them, who stood dumbfounded at the sudden activity, had a glass in her hand. She had been the one listening, relaying every raunchy detail to the other girls. It didn't take them long to catch the low guttural growling emanating from the room, the creature tearing Bernadette's bloomers to shreds in its great maw.

"O-oh... shit!" The closest girl shrieked and dropped the glass. It smashed onto the floor as she pushed backwards into the crowd, stumbling and tripping much the same way Bernadette had. She turned and pushed her way through them, shaking with fear. "Run!" she screeched, mostly because she wanted them to move the hell out of her way so she could run. None of them had ever seen such a creature before, and none of them had any experience in dealing with a threatening situation like this one. Even Margara, who had seen everything, probably wouldn't know what to do.

Yagaritte, who was just coming back into the inn after finishing her trade, jumped back as Bernadette burst through the door outside, all but naked. She stumbled into a snow bank, but struggled back up, blind to everything and everyone around her, even Yagaritte, whom she despised most in the world. Even before Yagaritte could reach to help her, she had scrambled away, looking back at the inn in terror as she ran off.

"What the...?" she asked herself, stepping into the inn. Downstairs seemed mostly calm, but oddly quiet, and devoid of the usual hubbub of people. That was when she noticed the girls spilling down the back stairs, tripping and stumbling over each other in their haste, some of them landing in a pile on the floor.

Yagaritte strode towards the stairs, and picked her way, expertly, through the scrambling pile of girls there. She stepped over them gingerly, and finally reached the top of the stairs. She froze there, seeing her door was ajar. "What...??" she asked. What the hell was going on? What had happened, and where was Edovan?

The door to her room was half open. She crept quietly towards it at the end of the hall, a dagger in each hand, one facing right and the the other facing left. There must have been something up here that had frightened them, and it had to have been more than a naked Bernadette.

She crouched low and slunk silently to the door frame, rising only after she had pressed herself into the nook between the wall and the door frame, giving no one inside any part of her exposed to shoot at. From this position she could hear multiple voices..laughter ..clearly female..and. .moaning? Somebody was having a good time. She relaxed her defensive stance a bit, relaxing some, but clearly confused by what she was hearing. It didn't make any sense. Surely Edovan was not involved in some kind of crazy orgy. Unless she was a terrible judge of character (and she liked to think she was not), there was definitely something majikal going on. Perhaps he had accidentally conjured something? That made more sense in her head. She risked peering around the frame into her room.

There was still someone in the room, several someones... and that arm certainly didn't belong to Edovan. Neither did that leg... or those huge breasts! They also didn't even really look tangible... how very queer. She put her daggers away and stepped into her room. She could clearly hear the lilting voices of several women. And she could see them a little better. They were definitely not real, seeing as how they were semi transparent and suffused with a ghostly rosy pink glow. So NOT an orgy then. She heard a small growl and a snuffle.

She stepped further toward the sound and looked down at a small (to her) reptilian creature with mottled grey skin who was contentedly chewing some sort of ratty white cloth, soaked in its drool. The creature at first barely even gave her a second glance, happy with its prize. But it quickly looked back up at her again, and trotted over, sniffing at her curiously. She recognized it immediately as a clannfear. It was very common low level summoning magic, and she knew exactly who it belonged to. The pieces were starting to fall together.

She knelt down and patted it on the head and it preened against her hand. She saw the ripped lace edges on the drool soaked cloth in its mouth and realized why Bernadette had streaked by bottomless. She scratched it under the chin. "Well, aren't you a good little protector... chasing that hussy away from our innocent little mouse. Remind me to treat you later." She thought of Bernadette tearing ass naked through the town screaming, and smiled to herself.

"You came come out now... she's gone." she called out into the room.

A familiar tousled head popped up from behind one of her many tables.

"I see you were lonely..." she gestured at the gyrating holographic woman in the distance.

He came out from behind the table still naked, hair all crazy and looking more than a little discombobulated. He was so cute, she thought as he shuffled toward her. Even if Bernadette had been scared away, it looked like he at least had a little bit of fun beforehand... or Bernadette had, anyway, Yagaritte noted. "You mind sending Killer here back where he came from? I don't want him leaving any presents here in my room," she said, eyeing the floor to make sure there weren't any already.

She was trying to keep a serious face, but he looked so pitiful, and the whole situation so hysterical, it was everything she could do not to just roll around in the floor in laughter. She was still curious about the phantom women though. Had he conjured them to "assist" him in getting the job done? She was a little miffed at that, considering all the visual fuel that she had provided him earlier, but she had to admit, the phantom woman (because by this time she had deduced they were all identical copies) was a looker. A Nord, tall, powerful, busty. Maybe he did have a type after all, she mused.

There was something familiar about her though. Her voice, the way she moved.

It was then that she looked past her adorable little naked bosmer friend slowly shuffling toward her and spied the large chest open in the middle of the floor... and the crystals strewn about.

She stopped suddenly in her tracks as the sounds around her suddenly slammed into focus, her memory awakening with a violent jolt. They were her... all of them, recorded memories of a time she had locked away on purpose, both physically and mentally, had all but completely buried in her memory, a time when she had been much younger and much less wiser... a time that NOBODY WAS EVER ALLOWED TO SEE AGAIN EVER.

"EDOVAN!" she screeched, striding easily across the remaining space between them. She bent down and snatched him up. "What the hell were you doing!?" she demanded, carrying him with ease under her arm, as she rushed around the room smacking and kicking crystals over, each illusion blinking out of existence as it toppled over. Now HER face was red, and oh how her cheeks burned! If Bernadette had been in here too... that means she had seen them, as well. Now two people would have to disappear, she thought grimly. Her mind raced as she finished destroying all the evidence. No... she couldn't do that. Bernabitch was Margara's best cow. She would question why she had disappeared so suddenly. Unless... maybe she could make it look like an accident? She shook herself from the thought. But Edovan, though, he was a different story. Nobody would miss him. She hauled him up in front of her, eye to eye, with her hands under his armpits.

"Explain to me why I shouldn't chuck you off the furthest pier in the harbor and let you swim back to wherever you came from." She narrowed her eyes at him as menacingly as possible, "And choose your words very, very carefully."

He was eye to eye with her now, and terrified beyond belief. Well logical brain was. Lizard brain was grinning because his half erect penis was now between her breasts.

Absolutely zero sense of self preservation.

She noticed.

"AUUUGH" she shrieked in anger and frustration.

Without another word, she strode to the door and tossed the tiny wood elf out onto his naked ass into the hall, which has filled again with feminine eavesdroppers. The door slammed shut with a resounding thud, loud enough to be heard downstairs and possibly outside, and the sound of her heavy iron key clunked out loudly as the door locked behind him.

He looked around at the half a dozen or so women in various states of shock and amusement. He was still naked.

"Please... my clothes... it's freezing..." Edovan squeaked turning towards the door, his face pressed into her door, a hand covering as much of his manhood as it could, for privacy. He knocked. He didn't have time to be as embarrassed as he would have liked, and getting clothes back was priority number one at the moment.

"Y-Yagaritte, I'm really sorr....."

Suddenly there was a heavy click and the door flew open, Yagarittes long arm pushing Edovan back as he all but fell back into the room, having been leaning on the door. She threw his clothes into his face, and closed the door again, wordlessly. CLICK.

He took the clothes gratefully from the floor and the top of his head, and shimmied into the as fast as he could. It was cold, that was true, but he was more intent on covering himself so he simply wouldn't be exposed in front of all the tittering women.

He ignored them and knocked again. She would calm down, he thought. Then they could talk about this like two rational adults.

"Yagar..."

The door cracked open this time.

"Go away!" she growled through the crack, and take KILLER here WITH YOU!" she roared. She pushed the clannfear through the gap, Bernadette's shredded bloomers still hanging from its jagged toothed jaws, and the door slammed again without another word from her.

At this, the women all shrieked and stampeded down the hallway and tumbled down the stairs in a blind panic, same as they had before. Edovan tried to call out to them that "Killer" was harmless to them, but they had all vacated the area so quickly he didn't have a chance.

"No... wait! It won't... hurt... you..." he tried anyway, with a heavy sigh.

There was no one there. The clannfear looked at him quizzically, like it wondered what new fun game they were going to play next. Edovan snapped his fingers and the clannfear dissipated into motes of light with a slightly surprised look on its face. Bernadette's bloomers fell to the floor in a soggy heap.

It had been a rough day for Edovan to say the very least. It had started out so good, too. Very promising. He realized suddenly that in addition to being assaulted by painted ladies and thrown out by his .. (well, he didn't know quite what she was to him before..even less now)...acquaintance?..that he hadn't anything to eat all day except the painted lady's nethers. His stomach growled loudly as he pulled his jacket on and reluctantly turned to head downstairs.