Force in Balance, Part 3 [sci-fi, MF, Fdom, anal, mast, oral, tf] (Star Wars)

*Hey, this is Part 3 of my story inspired by a prompt on /r/DirtyWritingPrompts! I’ll link to parts 1 and 2 in the comments since links aren’t allowed in the description. I’m working on Part 4 right now, which will likely be the final chapter. Enjoy!*

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Darth Makhet led the way back inside, Rinn close behind her. Makhet strolled casually through the section of the dormitory that the droids had made up for them. She continued past the lounge and dining area to the two bedrooms, peeking first into one, then the other. Evidently settling on the first one, she doubled back, grabbing hold of Rinn’s erection as she walked past him. With a firm grip she towed him to the large bed, neatly made with minimalist white dressings and lit through a slatted skylight.

She stopped at the head of the bed, guiding Rinn to sit with his back against the pillows along the wall. He did so in almost quivering eagerness, looking over at her, his hands running over her hips and ass as he forced himself to be patient. But Makhet stayed standing beside the bed, her eyelids falling as she laid her hands on his temples, deep in concentration.

“Do you enjoy this body, Jedi?” she asked, after a long moment.

“Wh- yes! I mean, of course,” he sputtered.

Makhet’s eyes opened, looking down her nose at him. “Don’t get the wrong idea. I couldn’t give a womp rat’s ass whether a person finds me attractive. But this is a special occasion, with a very special purpose, and I want to be certain you experience the pleasure of this path in life, to its absolute maximum.”

Rinn hadn’t the faintest clue what to say to that. What was she asking? What was she saying?

“Never mind,” she said. “Don’t speak. It’s better that way, after all. Just feel.” And keeping her fingers against the sides of his head, she stepped onto the bed and lowered herself down onto him.

Rinn groaned in relief, in pained anticipation, as Makhet’s wet pussy lips touched down on the head of his cock, hovering there for a moment. Then she let him slip in just an inch or two, bobbing up and down slowly. Her pussy was still dripping from the arousal of her earlier orgasm, and though tight, the sensation was mind-numbing for Rinn as she took his entire length into her hot, wet embrace.

“You’re not gonna cum quite yet, are you?” she breathed in his ear. He was in rapture, finally living the dream that seemed to have taken an eternity to arrive, from the moment her hands had first run over his arms. He could have become one with the Force right at that moment, utterly tranquil and overjoyed. But Makhet would not have appreciated that. She had more planned for them.

Makhet just grinned, hissing a quiet laugh. “My, my, you are enjoying this. You’re holding on, though. That’s good.” Rinn’s hands began to travel, sliding up her sides and coming to rest on her breasts, cupping one in each hand. She rolled her hips back a little, to really take his cock as deep as it would go. She was enjoying this, too. “Now tell me, Jedi… better, or worse?”

Rinn was about to ask what she meant, but was arrested by the sense that something was changing. Suddenly he realized what it was: Makhet’s tits were growing. His eyes confirmed this, watching in shock as his hands filled up and then could not contain her ballooning chest. “Well?” she asked again, with a truly devilish grin. “What about this, then?”

Now her breasts started to shrink, returning momentarily to their original size – a pleasant handful – and getting smaller and flatter as he watched, gaping. Now her chest was smooth and flat, even a little muscular, with no breasts at all – just a pair of well-toned pecs. Rinn’s hands slid down to her belly as he stared in disbelief, his mind failing to catch on quite yet. “Not that either,” Makhet sighed dramatically. “Something like this, I think.” Her tits returned, settling on a size a bit bigger than their initial form, but not so big his large hands couldn’t at least get most of the way around them.

“Now, what else could we change?” she asked. “The whole devil thing does seem to have attracted you, as I expected it would. The temptation, thrill of the taboo, all that. But that’s the nice thing about being a shapeshifter. You can tweak things… optimize your body to suit the current situation. So, what do you say?”

Rinn opened his mouth to speak, stuttering over the questions tumbling through his brain. “Ah, ah, ah,” Makhet silenced him again. “Figure of speech. You don’t actually need to say anything. I can *feel* everything I need to know.” She moved her hands to his shoulders now, but pressed her forehead to his. He could sense her observing his emotions, his chemical reactions, through the Force. She was also feeling him elsewhere, wiggling her hips ever so slightly as if to feel the strength of his erection more closely, or gauge the flow of blood through his body. He just now noticed how heavy she was – surprisingly so for one so small and svelte.

“Makes sense, doesn’t it?” she said, answering the observation he had not voiced. “I can change my form, within the bounds of a generally human-ish shape, but I can’t alter my mass at whim. I thought a slender figure would appeal, so I contracted my form. Was I right?”

Now it was Makhet’s whole body that changed, filling out and growing fatter and curvier. She was now about the same build as Rinn, not obese but wide and well-built, with a round, barrel-like belly. Once again she gauged his reaction, fine-tuning her body and gradually dialing it back, until she was somewhere in between the two extremes, not as big as him but still thick and warm and soft.

She moved now from one change to the next, shifting constantly to find what Rinn found most attractive, most arousing. Her skin changed from charcoal grey to a leathery black, then to Rinn’s shade of brown, then pale, and finally a deep brown still lined with fiery red patterns. She experimented with different types and lengths of fur, settling on a thin, silky coat in a deep, dusty red. Rinn didn’t respond positively to any of the wings she tried out, but the claws certainly left an impression on him. Her horns retreated into her, leaving two smaller cones curving up out the top of of her head. She sharpened her teeth almost imperceptibly, leaving little red marks on his neck and shoulders as he gasped in surprise and pleasure.

“Now, isn’t this better?” she asked, at last locking him in a kiss, the first since he had come in his trousers earlier. He wasn’t quite at that point now, not yet, but he certainly couldn’t argue that he was incredibly turned on by her new form. He had virtually no experience thinking about what kind of bodies or faces turned him on, but Makhet seemed to read his feelings even better than he did. He was completely relaxed, comfortable in her tutelage, following where she led.

Rinn’s hands were still content to grasp at Makhet’s tits as they made out. She rose up on her knees, sliding up and down his shaft. Her tongue snaked down his throat, farther than he expected, just tickling his gag reflex. She drew back, smiling mischievously as he swallowed and breathed deep. “That one a bit much?” she asked. “Well then, how about this?” She pulled her face back and sat up straight, arching her back slightly to push her tits toward his face. They were plump and soft, very thinly covered in the deep red fur… and between Rinn’s hands he could not help but notice the third breast now situated in the center of her chest. It was the the same size as her other two, same shape, and the nipple now hung just inches from his lips, erect and tantalizing.

“These two are already occupied,” she said, laying her hands on top of his and squeezing her left and right breasts. “And we’ve got to have something for your mouth to do, since you’re not talking.” With that, she leaned in, pressing her middle tit into his face, as he hungrily began to kiss and pinch and suckle at it.

“Enjoy, Jedi,” said Makhet as she started to ride him.

Rinn was nearly overwhelmed, with three perfect tits in his hands and mouth and one incredible pussy thrusting up and down his aching cock. But Makhet was not finished. When she slowed her bucking hips, Rinn realized that she was actually stimulating his cock directly while it was sitting inside her. He was not sure exactly what the average vagina was capable of, but this one seemed to be actively squeezing, stroking, even sucking on his cock, even as – he realized – she was now not moving her hips at all. He looked up at her eyes, his face still pressed between two sets of cleavage. She just fixed him with a steady, deliberate gaze as her shape-shifting body worked his dick closer and closer to orgasm.

“Come now,” she said in a whisper. “Cum for me, Jedi. Let me taste it. Did you know I can even grow taste buds wherever I want? Let me see what you taste like.” All the time her pussy massaged him rhythmically. The suction increased more and more, working in time with the stroking.

Finally Rinn could hold it in no more. Grunting into Makhet’s breast, he bent forward into her, shoving his cock as deep as it would go into her. Her mouth hung open, her breath going ragged as she felt him blast shot after shot of hot cum into her pussy. She groaned long and deep. “*Mmmmm-mm-mm.* Tasty…” A smile grew across her face, her eyes still shut. When Rinn stopped cumming, his heavy breathing eventually slowed as his flushed face rested, still between her three tits.

For a moment Makhet didn’t move at all, then her it was her turn to be wracked with pleasure. A quiver started in her legs, then ran up her tense stomach muscles and through her arms. Her back arched first backwards, then slowly forwards, and she hissed to him, “Now why don’t you have a taste?”

Before Rinn could wonder what she meant, he realized he was actually suckling on her nipple – not just licking and sucking, but actually getting something out of it. It was warm, creamy, a little savoury. a little salty. Suddenly it clicked. He was sucking his own load out of Makhet’s tit.

At first he was put off by the thought of it, then simply in awe of the extent of Makhet’s shape-shifting capabilities. Then… he grew to enjoy it. He sucked long and hard, letting his cum slowly flood his mouth, then swallowing it with satisfaction. It *was* quite tasty.

Makhet laughed softly as he pulled his mouth away at long last. “So you agree, then? Glad you like it. Some men get irrationally squeamish about it, despite it coming from their own body.”

Rinn smiled up at her, his mind still a little blown. Then he felt a trickling on his hands, and noticed there was cum dripping down where he had apparently been squeezing her other two nipples without even realizing it. He wasted no time cleaning up, sucking his fingers off first and then using his tongue to clean off her tits.

When he was finished, Makhet straightened up again, looking him over. “Well,” she said with a smirk, “You’re having a good time, aren’t you?”

Rinn looked a little sheepish again, as if suddenly remembering himself. “I can’t deny that.” He gave a little smile. “It was one hell of a first time, that’s for sure. I’m sure they’re not all like this.”

That was certainly true. Shape-shifting species were not unheard of in the galactic catalog, but they were rather uncommon. And even then, the chances of losing one’s virginity to a shape-shifter as uniquely talented as Makhet must have been infinitesimal. In most of these species, shape-shifting had evolved as a natural extension of camouflage, as either a hunting mechanism or a means of evading predators. But while it generally entailed the ability to stretch and manipulate one’s skin and create the appearance of different bone structures, Makhet’s shifting far eclipsed even the most capable changelings that Rinn had heard of. Evidently her Force abilities must somehow be fuelling or channeling her natural shifting, enhancing them in ways he had never thought possible.

“Was?” said Makhet. “Don’t use the past tense just yet, Jedi.” She leaned back, squeezing him a bit with her knees, her gaze steady but concentrated on something.

“I’ve got one more little trick for you,” she said, rocking her hips back and forth slowly, absently.

Rinn scoffed, smiling at her. “I… I think I need a minute. Or thirty. Much as I’d love to continue on…” His cock was already half-flaccid inside her, and getting softer by the minute. The thought of another intense fuck so soon after made it feel uncomfortably sensitive.

Makhet cut him off with a finger laid on his lips. “*You*, Jedi, don’t need to do anything. Just lie back and relax. Settle yourself into the Force. I’ll do the work for now.”

Rinn couldn’t argue with that. By this point he trusted her well enough, at the very least in terms of sex. So he did as she instructed – he shut his eyes, regulated his breathing, and focused on the Force flowing around him like the cooling current of a stream. After all the physical exertion, the philosophical and moral dialectics, the overwhelming new sensations, it was a relief to center himself again in this familiar way.

He felt a twinge of guilt, realizing again how severely he had betrayed the tenets of his upbringing… but nonetheless, he felt certain that there was no way something as stimulating, as pleasurable, as elevating as this could be bad or at odds with the Force. Slowly he thought over the incredible sensory experiences of that afternoon, running through all that had happened.

Makhet’s voice came to him. “I’ve spent some years working on this one, Jedi. Taking inspiration from various creatures, various anatomies. Interesting species. Particularly good fucks. All synthesized into something I think you’ll find quite agreeable. It’s even loosely based on what some members of my species have – in our default form, that is. So just… keep on relaxing.”

Rinn’s physical body gradually crept back into his conscious awareness. His upper body, reclined against the pillows, chest rising and falling steadily. His cock, resting flaccid inside Makhet’s pussy, which was still warm and wet but now only holding, not squeezing. And below that… a strange massaging feeling, seeming to grope around his balls and upper thighs, working farther down towards the bed, towards…

His eyes fluttered open. Makhet was already in eye contact, reassuring him. And yet, he was uncertain. Hesitant. What was this thing, this mystery appendage, creeping towards his ass? Now it pressed right up against his asshole, like a weird, wet finger, and Rinn couldn’t help it. He shoved himself back, towards the wall behind him, moving half a foot or so away from Makhet. She just smiled, surprisingly tenderly.

“Come, Jedi,” she said, laying a hand on his chest. “I won’t do anything rough or violent. Not unless you want, that is. But you seem like you need… easing in.” Her hands slid, coming to rest on his thighs.

“Besides,” she said excitedly, “You’ve got a whole other level of pleasure still waiting to be unlocked. For you, there’s so much more than just stroking it till you cum. Unfortunately, some of your best pleasure is locked away inside you. *Fortunately*, unlocking it is quite fun in itself. And I am… uniquely equipped for that kind of work.” Now she straightened herself up on her knees, and Rinn finally noticed it.

Hanging down from the folds of her labia was a long, swaying appendage. At first Rinn thought it was a penis – not that he would have been uninterested by that – but by its movement he quickly realized that was not the case. Makhet wriggled it back and forth like a pendulum, then like a snake. A foot-long snake, slender and dark red to match her silky coat, stretching and contracting rhythmically. Its tip was at times tapered like a tongue, or rounded like a glans. At its thickest it had more girth than Rinn’s cock; at its thinnest it was like his little finger. And Makhet was evidently able to change its proportions at will.

Rinn was intimidated. Nervous. Intrigued. Interested. Scared. Breathless. Hard.

Makhet took notice, with a certain glee. She wrapped a hand around his growing erection, stroking it encouragingly. “Is that a yes, then?”

Rinn’s eyes were locked on her snaking tentacle. If there was anyone he could trust to use this thing responsibly, it was Makhet. His breathing was heavy, but the fear had gone from him. Looking at her face now, he shifted slowly back towards her. He put a hand around the small of her back, pulling her in for a deep kiss.

She sighed contentedly into the kiss, reaching down to guide herself back onto him. Rinn was fully erect by the time her pelvis came to rest against his. He exhaled slowly as her member slid down, flat and wet like a tongue running over and caressing his balls. He inhaled a little more sharply as it continued on, snaking again between his legs and pausing at his asshole. Makhet took her time here, the now finger-sized tip of her appendage gently massaging his entrance. At the same time, it was secreting a warm, lubricating fluid, similar to the wetness produced by her vagina but slicker and more moisturizing. After a few minutes of this, he was ready for her.

It was another new sensation in a day of new sensations, as Rinn felt his relaxed asshole open up narrowly to let Makhet in. New, but not an unpleasant feeling. Her member was so soft, so slippery, and his muscles so relaxed, that he felt no pain as he was penetrated. Nor as she slipped in further, letting several inches of her probe around slowly inside him. It briefly occurred to him that he was thankful he hadn’t had much to eat earlier, and that he had used the facilities on the– but *now* his thoughts were driven shockingly to the present, as Makhet found his prostate.

He looked up at her face. There was that fiendish grin again, though this time with a hint of vicarious enjoyment. She was clearly getting a kick out of this part, showing him how much pleasure she could truly unlock with her very special key. She rubbed around on his prostate more, and his eyes fluttered with the bizarre pressure, the bizarre pleasure of it. He hardly even noticed her widen his ass by another couple fingers’ worth.

“There, Jedi,” said Makhet, her voice thick with accomplishment, “Now we’re on even ground. Both penetrating, both penetrated.”

Rinn had nearly forgotten about his cock altogether, though it was more rock hard than ever now as her hips rocked gently back and forth, the walls of her pussy softly stroking him. Makhet’s member was still slightly more narrow than his, though she was steadily working on that.

She was now thrusting into his ass, moving just an inch or two in and out with each buck of her hips. As her pussy pulled away from him, she slid farther in, and as she pulled out, she took his cock back in, right down to its base. And with each thrust in, she let her tentacle swell a tiny bit fuller, making sure all the time to keep the skin of Rinn’s asshole well taken care of, slick and moist and ready to stretch. These were prime conditions for a first-time ass training, she knew, but she took her time nonetheless. After all, they were both undoubtedly reveling in the process.

After some time, Makhet was satisfied with Rinn’s training. She had stretched his asshole to nearly eight inches around, penetrating a little deeper than that into him. A bit bigger than his cock, at least… which was exactly her goal. “I’m glad you’re ready,” she said, looking down at him as her tits swayed over his chest. “Now I’m going to fuck you.”

Had she not been already? Rinn wondered to himself. But he had barely gotten to the end of the question before she answered him by suddenly speeding up the rate of her thrusting. He gasped, trying desperately to hold back from orgasm as she thrust harder and harder, deeper and deeper. Makhet seemed aware of his struggle, and she quickly stopped stimulating his cock from the inside of her pussy, leaving only a slight stroking up and down. She wanted the focus to be on *her* inside *him*, fucking his ass with up to half of her twenty-inch length now, stroking and massaging his prostate with expert touch and unbelievable control. His virgin ass was stretched to its limit, but he was utterly wordless in his enjoyment of it. He could only moan, loud and long and deep, as she plowed him to his depths and at the same time took him to hers. And then he came.

Makhet’s drawn-out edging of Rinn, and her stimulation of his prostate, had guaranteed a massive load. As it came bursting out of his cock, she could barely contain herself. When it filled all the space in her pussy and began to drip out of her, trickling out over her labia and his pubic hair, she could hold back no longer. She buckled forward, her face coming close to his as it contorted in noiseless ecstasy. Her hips continued to thrust involuntarily as she orgasmed hard, shoving her member even deeper into Rinn. He gasped in an almost-pain that was drowned out by his ongoing climax, mixed together with hers.

Quite literally mixed, in fact. Makhet did produce cum herself, quite a sizeable amount of the thick, lubricating that had been secreting from her member but was now shooting out from the tip. But she couldn’t help herself; she diverted about half of Rinn’s second load and let it flow out along with her own fluid, filling his ass with as much of his own cum as her cum. She loved the taste, the heat, the feeling of his too much to let him miss out on it. She smiled to herself, feeling how filled up they both were, and tasting for herself the last drops of cum oozing out of his dick.

Slowly she lowered herself onto him, letting their heavily breathing chests press against each other. She kissed him a few more times, then laid her head next to his. They both wanted to savor the feeling of being inside each other, of being filled to capacity.

Finally, once Rinn’s cock had gone mostly soft, Makhet let her appendage shrink too, staying well lubricated but gradually getting shorter and pulling out of him. His ass tightened up as it was no longer stretched, but was still left gaping as she pulled the last of herself out of him. He stayed open an inch or so, their combined loads dripping down his ass cheeks for a little while, before finally closing up again. Makhet slid over onto the bed beside him, and they dozed together for some time.

———-

When Rinn awoke, it was after sunset. It had been getting late when they fell asleep, but now the sky outside was black. The full moons shone brilliantly through the skylight and the windows, draping their bodies with warm, soft moonlight. Rinn felt happy and quite recovered, despite his earlier exhaustion. He was utterly drained, and yet… incredibly full, as well. He excused himself to use the ship’s facilities.

Stepping out of the ship, Rinn looked across the placid waters of the atoll to the faint lights on the other side. He had been concerned for Lai Phen at first, despite his trust of Darth Votrus. But he had sensed her earlier that evening. Just as he was in the throes of orgasm, in fact – as he and Makhet were cumming into each other – he felt his apprentice simultaneously experiencing a similar ecstasy. She could sense him too, he knew, as an enormous orgasm erupted out of her as well. What fun those two must be having, he thought with a smile.

When he returned to the bedroom, he was struck by Makhet’s appearance in the nighttime. She lay on her back, one arm across her belly, all of her soft and dark. Her fur was desaturated by the dimness, but took on a special sheen in the moonlight. Her three luscious breasts swelled gently up and down with her steady breath.

As he crawled gently back onto the bed, he took a long look at her genitals. Her pussy still glistened slightly, the cum now mostly dried on. Her dark, reddish appendage lay slightly curled on the sheet, twitching now and then, still impressive but reduced in length and girth from before. Just seeing her like this made his cock stir in his lap, and he felt a hard-to-describe longing feeling in his ass.

“Enjoying the view?” slurred Makhet, half-opening an eye at him. She gave a little yawn, wriggling a bit to get more comfortable. Her member stirred as well, swishing side to side like a snake about to attack.

“Of course,” said Rinn. “You made sure I would.” He laid a hand on her inner thigh, caressing it.

“Mmmmm,” groaned Makhet sleepily. “You know, I’d love to fuck you some more, Jedi, but that much shifting really takes it outta ya. Hard to describe to you, but I basically feel like I’ve been sparring all day and then ran a marathon. In a good way, you know, but still…”

She seemed to doze again, then inhaled and continued. “You, however… should feel free to keep exploring yourself. And me. See what you can do with your own two hands. Do whatever you want to me, with me, on me… I’m gonna sleep for real now, so you don’t have to worry about waking me. Have fun, Jedi. I expect to wake up covered in cum with a freshly brewed pot of caf waiting for me.”

And with that Makhet dropped visibly into a deeper sleep, with only her still-steady breath and her presence in the Force to reassure him that she was still alive.

Rinn hesitated, unsure what to do. Fortunately, his cock had no such worries. With relish, he took hold of his erection with both hands, discovering for the first time what it was like to pleasure himself. He experimented with different grips, focusing on different parts of his shaft and head, feeling the various types of stimulation, all of them so pleasant. Then he remembered Makhet lying beside him.

He ran his hands over her sleeping body, feeling her soft fur and the soft skin beneath. He played with her tits, then got up close and personal with her pussy, dipping a finger in, feeling the folds of her lips. He took the chance to take a close look at her member for the first time, running his fingers along its length and gripping it in his hands. It was similar to his penis, but so different still; without the rock-hardness of his erection but still somewhat solid, it felt smooth and squishy and heavy in his hands. It had dried off now, unlike his cock, which was now well-lubricated with precum as he split his time between groping Makhet and stroking himself.

At last, Rinn could feel it was time. He could hardly decide where he wanted to cum, but finally opted to straddle Makhet’s torso as he brought himself over the edge.

This orgasm was nearly as great as his last one, but was a different type of sensation altogether because he was in control of his own stimulation. Rinn gasped and put a hand on the bed next to Makhet’s shoulder to support himself as he climaxed. The first spurt of cum shot far enough to land on her face, while half a dozen thick ropes followed, glazing all three of her gently heaving tits. He nearly fell forward onto her as his torso was wracked with muscle contractions, though he suspected even that would not have woken her. She slept as deeply as before, with not so much as a groan or a shift in position, despite the cum splattering over her face and chest.

But Rinn was nothing if not trusting of Makhet and obedient to her instructions. As the moonlight drifted slowly across the bedsheets, he explored himself, and her, over and over again. Limited only by his refractory period – and even this he learned to reduce somewhat through Force meditation – Rinn shot load after load over Makhet’s face, genitals, belly, thighs, and tits. She expected to be covered in cum, and he made sure of that.

Finally, when he was well and truly drained, Rinn collapsed beside the cum-drenched Sith and passed out in exhaustion, taking time only to issue a remote command to the hospitality droid. They would both need a good cup of caf in the morning.

Source: reddit.com/r/sexystories/comments/8x20dn/force_in_balance_part_3_scifi_mf_fdom_anal_mast