Chapter 165: Second Time Around (R-18)

Despite Max having upgraded both the girth and length of his penis, Zerena somehow managed to take the tip into her mouth with surprising ease.

She sucked on it steadily, occasionally letting out a soft slurping sound as her saliva trickled down along the rest of its length.

Max could only stare, his upgrade hadn’t made things nearly as difficult for her as he’d expected.

which her hand next applied on whole evenly while stroking it, making wet sounds as her other hands moved between her thighs, her fingers massaging her wet folds.

Her bun had already come undone from all the movement, especially after she’d started sucking on his balls and running her mouth along the side of his length.

Seeing her hair getting in the way, Max gathered it in one hand and pulled it behind her head, holding it a little tighter than necessary.

That made her lean back slightly as she drew in a sharp breath, swallowing the saliva in her mouth in the process.

Her eyes remained fixed on Max, even as her fingers continued moving in and out of her vagina.

"Cum faster, okay..." she muttered, swallowing once more as saliva gathered in her mouth again.

A moment later, she released it over his penis, letting it trail down its entire length once more. She didn’t seem to care about the tighter hold Max had on her hair, remaining focused on what she was doing.

With her hair pulled away from her face, Max could see her features much more clearly.

Her eyes remained focused on his penis, though whenever she sucked on it, they occasionally lifted to meet his gaze. Max didn’t look away. If anything, his expression made it clear that he was more than eager for her to continue.

The contrast was almost unfair—his thick, fully hardened penis positioned near her beautiful face, especially those delicate, slightly dark-pink lips that wore no lipstick at all.

And judging by how hard he was, his penis seemed perfectly satisfied with the view.

As he watched, he noticed that not only was her saliva trailing down the length of his penis, but her lips were still sucking on his tip. As she lowered her head, her lips glided along his well-coated length while maintaining the suction inside her mouth, sucking his penis firmly inside.

It was honestly surprising.

Max had assumed his upgraded size would be large enough to cause serious trouble, especially when it came to fitting comfortably anywhere.

Yet Yennefer and Zerena had both managed to take it into their mouths without nearly as much difficulty as he’d expected.

Max couldn’t help feeling a little impressed.

As she lowered her head further, maintaining the suction of her lips, Max grunted at the warmth of her mouth. The tip of his penis pressed against her throat, making her pause briefly before applying more pressure with her head. At the same time, her hand tightened around his shaft, gripping it firmly as she continued.

Max could see her struggling as she raised her head again, taking another sharp breath. Her mouth was filled with saliva, which she gathered with her tongue before letting it spill onto his penis with an audible slurp.

Max honestly couldn’t understand how a woman who had given her first blowjob only yesterday had already improved so much.

And that saliva technique?

That was advanced-level stuff.

As she repeated the same motion again and again, struggling to take his tip deeper into her throat on her own, Max decided to help her. Holding her by the hair, he guided her head downward while thrusting his hips upward in short movements.

She struggled, but she didn’t stop him.

Meanwhile, the movement of her hand between her thighs began to change rhythm, its pattern growing increasingly irregular as she continued.

As the tip of his penis pressed tightly against her throat, a dizzy, buzzing sensation spread through her head, making her eyes water.

Meanwhile, her body reacted just as strongly. Her fingers continued moving between her folds, producing wet, squelching sounds that filled the room.

As his penis finally began pressing deeper, she withdrew her coated fingers and started massaging the sensitive area beneath her dense bush.

Though she couldn’t moan properly, Max could read the reaction in her watering eyes and trembling expression.

Then, with one final push, he managed to slide his penis into her throat.

"Ukkk..."

That was the only gagging sound she managed before he was fully down her throat. Max kept her head pressed against his crotch for a moment, but she didn’t complain or say a word.

Instead, one of her hands moved from his penis to her breasts. She began moving her head up and down again on her own while fondling herself, occasionally pinching her nipples.

At this point, she no longer seemed concerned about being labeled a pervert.

Well, at least not in front of Max.

Compared to him, even someone who flashed strangers in public would look practically innocent.

Max only needed to keep a hand wrapped around her hair now, allowing her to set the pace herself.

Her throat worked around him, tightening before drawing back again, each movement accompanied by faint gagging sounds that Max found far more enjoyable than he probably should have.

And it wasn’t as though she was relying on her throat alone.

While it handled the main work, her lips and tongue remained just as active, proving that she had somehow picked up the technique with surprising speed.

She kept her lips sealed tightly around his penis, maintaining a steady suction that combined with the pressure of her throat to create an almost ridiculous double pull. Meanwhile, her tongue continued moving around him whenever he shifted.

’She’s a genius...’

Max could only praise her silently.

He still couldn’t believe she had supposedly never sucked a penis before yesterday.

And this was only her second time.

Max couldn’t help wondering what would happen after she gained a little more experience. Would she eventually become so good that she could make him orgasm in under a minute?

By then, Max could feel his orgasm beginning to build.

What made it even more difficult to hold back was the sight of her playing with her own breasts, tugging lightly at her nipples while looking up at him through teary eyes. She didn’t seem to care about the saliva dripping from her chin onto her chest anymore.

And her position only made the scene more distracting. With her legs spread wide, her most intimate area remained completely exposed and easily within reach of her wandering fingers.

She matched the movement of her hands to the rhythm of her head, quickening both in perfect coordination.

’Cum... cum... cum...’

The word repeated silently in her mind like a desperate little chant. Of course, she was only repeating it because of the quest.

At least, that was the reason for now.

But Max was fairly certain she’d get used to chanting it every time she sucked him in the future—and that was precisely what he wanted. He just didn’t realize it yet, but he already had plans to make sure of it.

Max didn’t realize she was silently urging him to finish faster, but he gave her the words she had been eager to hear anyway.

"I’m close..."

His grip on her hair tightened as his other hand moved to her cheek. Rather than controlling her movements, he helped increase their pace, guiding her head faster as she kept her lips sealed tightly around his length.

She seemed determined to draw out every last bit of his release.

She was nearing her own climax as well, something that surprised even her.

She couldn’t explain why she was so aroused from having his penis in her throat, but her body was reacting intensely. Wetness gathered between her thighs, with some of it even dripping onto the floor, while her nipples tingled beneath her restless fingers.

She continued squeezing and fondling one breast as Max increased the pace, barely paying attention to how his balls was slaming against her chin and pushed her nose into his pubic hair.

The only things that mattered to her now were reaching her own orgasm and maintaining the tight seal her lips had formed around his penis.

’Cum... cum...’

She repeated the word like a desperate mantra.

A few seconds later, Max let out a rough grunt as his hips jerked forward. He gripped her head and held her close against his crotch while the intensity of his release brought tears to his eyes.

The force of it left him trembling, overwhelmed by the sudden rush of sensation.

At the same moment, Zerena reached her own climax.

The sensation of his release against her throat seemed to trigger an equally intense reaction elsewhere in her body. Her muscles tightened around her fingers, her hips jerked, and she continued moving almost on instinct.

For a few dizzying seconds, the sensations seemed to overlap, leaving her mind hazy with pleasure while Max’s thick length remained lodged in her throat.