Leveling through Lust
chapter-140

Helga’s sudden betrayal added an unexpected twist to the game, enough for Marianne to stall her aggressive treatment of her redheaded friend and share a smirk with Helga, reflecting camaraderie. A deserved one, as between them, it was clear that they were the meeker duo.

It was a testament to their incredible development since our first time.

I just sat lazily as Helga pulled out of my lap and walked to Titania, who was watching her like a cute deer facing a sudden fireball. Her shock was clear, so much that, if it wasn’t for the arousal that was rapidly rising underneath, I would have intervened to stop her.

“Impress me,” I whispered to Helga, a simple spell ensuring she was the only one that heard the whisper. The slight skip of her step was the only indicator she had registered my comment as she continued toward Titania, the head librarian, the scariest mage of Silver Spires.

Though, naked and shivering in arousal, she was having trouble radiating the field of intimidation she was famous for.

Helga stood in front of her, took a deep breath. “Don’t move,” she whispered, filling me with anticipation as she leaned forward…

Only to grab the ice cube that had been our focus for the last several minutes. My eyes widened as I felt Helga’s magic wrapping around the cube, increasing the intensity of the cold, just enough to feel uncomfortable even with their supernatural resistance.

Titania gasped beautifully when Helga brought the cube around her nipple, tracing the lines of her rosy nipple. Unfortunately, I didn’t enjoy the sight as much as I should have been, because it came with an annoying warning.

[+317 Experience]

[Warning! Divine Spark is depleted. Connect with more Divine Sparks to continue supporting the System of ———]

It was frustrating, because I managed to get only get one level in the process, rather underwhelming compared to my expectations. It wasn’t all bad, as I also received a few critical Achievements and progressed Titania’s companion progress further, and almost completed a second level. Even if the Achievements and the Companion Process took less power than I assumed, a sliver of Divine Spark was enough to give me two levels.

Rather useful, considering the headmistress arranged approximately a week of sessions.

More importantly, the beautiful sight of Helga bending over Titania, her beautiful ass on display, went a long way to take the sting out of the unwelcome warning, suggesting the depletion of my energy, once again suspiciously close to another level up, like it was trying to tempt me to hurry up.

It was not impossible for it to be just a coincidence, of course, but after learning the history of the System and the abnormality of my own variant, a little paranoia might actually help me immensely.

Then, Helga brought the ice cube over Titania’s nipple, earning another gasp, pulling my attention to the present violently. Helga was making a beautiful spectacle of herself even as she forced Titania to moan sexily, deliberately positioning so that I could see the way her beautiful ass shook repeatedly. She achieved the impossible, and somehow made my arousal enhance even further.

And that was before she leaned forward, pressing her lips over Titania’s neck, kissing, licking, and sucking. Combined with the other show Marianne was providing, it was the proof of my patience that I managed to sit and watch rather than jump to join.

But that would be rude, ruining the heartfelt effort of my sexy blonde friends. I just sat, stroking my shaft gently while Titania’s free moans mixed into Cornelia’s muffled ones.

Whether it was the game, or her arousal, but Titania accepted Helga’s overreach passively, without the slightest disagreement, even when Helga’s kisses climbed up slowly, first to the edge of her chin, leaving small, hesitant touches, then to her lips…

Her hands picked a different direction. The hand that was holding the ice cube stayed around her breasts, teasing her skin with the direct touch of the ice cube, no doubt leaving swathes of cold on her otherwise burning skin. Her other hand traveled down, moving between Titania’s legs, invading her core, defenseless after the forfeits of our little game.

As Helga’s fingers disappeared into Titania, bringing the pleasure she was feeling to the next level, started to moan helplessly. It was soft, gentle, but above all else, deliciously aggressive. And it wasn’t just her moans that turned aggressive. Her lips started to devour Helga’s with a shocking passion, surprising Helga in the process.

Though, Helga didn’t seem to be too concerned about the horny, desperate kiss she was receiving, immediately responding in kind. Lost in a fugue of pleasure, Helga tongue-wrestled the domineering head librarian, all the while bouncing up and down, her assets shaking amazingly, tempting me to join them.

I managed to resist the temptation, preferring to watch their show to completion, but it was a difficult call, especially when Titania finally ignored Helga’s order for her to stay still, only to grab her bountiful tits, her small hands overflowing with their presence even as she frantically kneaded them.

A glistening appreciation started to appear between Helga’s legs, her wetness getting even more intense.

Soon, they changed position. Titania directed Helga to lay on the bed, next to Cornelia, while she knelt beside her. I felt the anticipation as she pulled the ice cube between Helga’s fingers, dragging it over Helga’s stomach, earning a beautiful gasp in the process.

It was a scene of intense sensuality, especially when the ice cube started to move down, teasing Helga’s sensitive inner thighs, much to her aroused chagrin.

Still, her eyes closed under the rush of pleasure, and her legs widened invitingly.

Titania had been quite shy when it came to the matters of the flesh, but it was magical just how much one could change under a crash course on eroticism delivered by me. After all, it wasn’t even the first girl-on-girl action Titania had lived through, and after pushing through the shock of losing, she was quick to adapt.

She leaned down further and pressed her lips to Helga’s quivering core, her tongue already out to tease her knob. Meanwhile, her fingers still clenched around the ice cube, using it to deliver the occasional caresses of teasing to jolt Helga in shock.

The combination worked excellently, and soon, Helga was moaning deliciously, getting particularly intense whenever the cube touched one of her deliciously sensitive nipples.

However, Titania’s domineering position didn’t last long. Lost in her task, she didn’t notice Marianne leaving her enjoyable seat. She slowly rose from her comfortable source of joy, her pale breasts swinging beautifully as she sauntered across the short divide between her earlier seat and Titania, her posture filling me with anticipation. She was like a beautiful song, echoing endlessly.

She sent me an alluring glare, adding another temptation for me to abandon my observer spot and join the main event. Somehow, I managed to suppress that, licking my lips to suppress the desire even as she bent over behind Titania.

Titania didn’t notice the movement behind her, too focused on her task. Well, not until a single finger slipped inside her, at least. It occurred gently, yet smoothly, her wetness already reached a crazy degree, reducing the resistance to zero, but that didn’t prevent Titania from moaning in shocked pleasure.

Titania looked back, only to meet with Marianne’s mocking grin. “You looked like you needed help,” she said with a delicious shrug that made her huge breasts jiggle invitingly, but that detail was missed by Titania when Marianne quickly added a second and third finger to her initial invasion, pushing Titania’s arousal to the next level. “Don’t let me keep you from your task,” she added even as she moved closer, grabbing Titania’s beautiful raven hair, pushing it between Helga’s legs.

I was seriously liking this new aggressive Marianne.

“Good work,” Helga managed to say before Titania’s tongue started working on her entrance, pushing her cries to a new level. However, her passionate dance didn’t prevent Titania’s hips from gyrating around Marianne’s aggressive fingers.

It was a beautiful sight even before Cornelia managed to catch her breath and join the beautiful dance, sitting on Helga’s face. Helga’s tongue jumped out immediately, replicating the service she was receiving from Titania, creating the most beautiful chain I had ever seen…

My heart was pumping viciously as I drank the delicious view, struggling to stay in my place. I did my best to resist the temptation of the siren’s call. Not permanently, of course, but just a while, giving them a chance to properly deliver their show. Watching them as they put a wholehearted show for me was the least I could do to pay for their great effort.

My hand clenched around my shaft, moving up and down lazily, hoping to provide some relief from the arousal the show provided. Which got considerably harder as Marianne leaned over Titania, pressing her beautiful tits to her back even as her fingers lashed in aggressively.

And her ass, her bountiful, inviting ass, shook with every pump of her fingers, inviting me to be a part of that beautiful chain, turning resistance into an overwhelming challenge.

Maybe resistance was overrated.

[Level: 31 Experience: 493210 / 496000

Strength: 46 Charisma: 63

Precision: 40 Perception: 42

Agility: 40 Manipulation: 45

Speed: 39 Intelligence: 49

Endurance: 39 Wisdom: 51

HP: 6324 / 6324 Mana: 5932 / 7750 ]

SKILLS

Master Melee [100/100]

Master Tantric [100/100]

Master Biomancy [100/100]

Master Elemental [100/100]

Master Arcana [100/100]

Master Subterfuge [100/100]

Expert Speech [75/75]

Expert Craft [75/75]

PERKS

Mana Regeneration

Skill Share

Empowerment (1/1)

Teleportation

COMPANIONS

[Cornelia - Level 21/25]

[Helga - Level 18/21]