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Author's note: Like my story "Survival", this story also takes place in my version of the season three continuity. In this one, Blackarachnia is her Transmetal 2 version. Hey, I like it! "Right. Enjoy the show."
Well, I'm sure Rhinox wouldn't mind if these were a little late, she thought.
She moved her hand down to her sod piece as she began to work on a fantasy for herself. Just as she was about to release the latches, her door chime rang.
"Slag!" she cursed.
She sighed, then got up and walked over the door. When she opened it, she saw Airazor standing there.
"Uh, hey," Blackarachnia said, a little surprised.
"Hi. Uh, can I come in?" Airazor asked.
"Uh, sure."
Airazor walked in and the door closed behind her. They stood there for a moment, not really knowing what to say. Blackarachnia finally broke the silence.
"So, what do you want?" she asked.
"Oh, nothing really. Just wanted to see how you're adjusting to the new body and everything," Airazor said.
"It has taken some getting use to, but everyone's been…well real nice about it. Course, most of them always were. I guess now I'm just…Maximal enough to appreciate it."
"Yeah, most of us are pretty understanding. So, how's the new body holding up?"
"Hmm, well it's doing pretty good. I think I've gotten use to it. Silverbolt's been 'helping' me a lot, if you know what I mean."
"I certainly do."
Another silence settled over the two females. They simple stared at each other for awhile. As they were, Blackarachnia noticed that Airazor's gaze seemed to travel up and down her body. She also noticed there was something else in Airazor's gaze. It almost seemed like…desire?!
"Well, if that's all you wanted to talk about, I've got some work to do," Blackarachnia said, trying to shake her sudden uncomfortable feeling.
"Actually, there is something else I wanted to tell you," Airazor said, taking a step forward.
"What?"
"This."
Before Blackarachnia had a chance to react, Airazor wrapped her arms around her waist and pulled her in for a deep kiss. Blackarachnia kept her optics open in shock. She really didn't know what to do. But as Airazor continued to kiss, her shock gradually, turned into arousal. She began to return the kiss and wrapped her arms around Airazor's waist. Airazor smiled around the kiss, then moved her hands down to Blackarachnia's ass and gave it a generous squeeze. Blackarachnia's optics flared on again and she gently pushed Airazor away.
"What's wrong?" Airazor asked, sounding a little disappointed.
"I'm just trying figure this all out. Is this the only reason you came here?" Blackarachnia asked.
"Well…yes actually."
"Why didn't you just say that in the first place?"
"Would you have agreed to it?"
"I see your point. So, does Tigatron know about this?"
"Yeah. As do Blackbird and Nightfox."
"Really? Sounds kinky."
"It was."
"Well, with that thought in mind, I put myself in your hands."
Airazor smiled, then pulled Blackarachina towards her and captured her lips with hers in a passionate kiss. Their hands roamed over each other's bodies. Blackarachnia traced the seams of Airazor's breastplate and was about to release the latches, when Airazor pulled back slightly.
"What? Did I do something wrong?" Blackarachnia asked.
"No. I just thought of something that will make this a lot more interesting," Airazor said with mischievous smile. She then turned on her comm link. "Nightfox, this is Airazor."
~What's up?~ Nightfox asked.
"Well, I've just let Blackarachnia in on our…little secret."
~Really?~
"Yeah. I was wondering if you'd like to join us."
~Sure. I'll be there in a few cycles.~
"Don't take too long," Airazor said, then turned off her comm link.
"So, what do we do while we're waiting?" Blackarachnia asked, with a slight smile.
Airazor brought her hands up to the latches on Blackarachnia's breastplate and said, "Guess."
She released the latches and was about the remove the intrusive piece of armor, when Blackarachnia grabbed her hands and guided them to her shoulders. Airazor gave her a questioning look for a moment, then realized that there was a second set of latches on the shoulder plating. Airazor smiled in recognition and undid those latches as well. She pulled off the front half off, while Blackarachnia caught the back half and laid it down on the floor. After Airazor set her half down, she took a good look at Blackarachnia's bare breasts. They were fairly large and the same dark blue as the rest of her "skin", with her nipples being an even darker blue. Airazor bent her head down and took one of them into her mouth, gently licking and sucking on her nipple. Blackarachnia moaned and brought her hands up to Airazor's breastplate and swiftly removed it. She began to stroke Airazor, breasts, making the nipples taught. Airazor moaned around Blackarachnia's breast, then brought her hand down to Blackarachnia's sod piece. She removed it, but before she could do anything, Blackarachnia pulled away from her.
"Bed," she said breathlessly.
Airazor nodded in agreement, then watched as Blackarachnia walked over to the bed. She took her sod piece then walked over to the bed herself. She laid down on top of Blackarachnia and kissed her lightly on the lips, before trailing kisses down her body. Airazor stopped for the briefest second before burying her face in Blackarachnia's port.
"Oh Primus!" Blackarachnia cried out as her back arched.
She wrapped her legs around Airazor's back and pushed down on her, forcing Airazor deeper inside her. She moaned as Airazor continued to lick her clit, lapping up every bit of lubricant that poured out of her. This continued for a few minutes until the door buzzer rang again. Airazor stopped her administrations and looked up at Blackarachnia. Blackarachnia looked at her for a second, then at the door.
"Who…is it?" she choked out.
"Nightfox," came the reply.
"Come in."
The door slid up and Nightfox stepped in. She looked at the scene in front of her and smiled.
"I see you decided to start without me," she said.
"Well, we had to do something while we were waiting," Airazor countered.
"So don't keep us waiting any longer," Blackarachnia added.
Nightfox smiled, then removed her armor. She walked over to the bed and was about to climb on top of Blackarachnia, but suddenly stopped.
"What's wrong?" Airazor asked.
"Well, it just seems like every time we do something like this, I always end up being the one…well, on top," Nightfox explained. "Not that I mind really. I mean, I still get off, but I was wondering if I could take your place this time."
"Sure," Airazor agreed.
Airazor got off the bed and let Nightfox take her place. She, in turn, got up on the bed and positioned herself so that her port was right in Blackarachnia's face. Not wasting anytime, Blackarachina grabbed Airazor's hips, brought her port to her face, and immediately slipped her tongue into Airazor's core. She began to stroke her tongue over and back over the sensory node underneath. Airazor moaned and brought her hands to Blackarachnia's breasts. She began to squeeze them and tweak the nipples.
Nightfox watched the scene in front of her in fascination. It was really the fist time she had really seen it from this view. She thought if was incredibly erotic and was making her very wet. Not wanting to be left out anymore, she bent down and brought her lips to Blackarachnia's port. She kissed it before she plunged her tongue into it. Blackarachnia's body arched upward at the sudden contact. Nightfox continued to lick her, but unfortunately she felt the need for some pleasure herself. She remembered what her lover did in the same situation. She shrugged, then brought one of her hands down to her own port and slipped two fingers in. She gasped a bit, but continued to lick Blackarachnia.
Blackarachnia still couldn't believe this was all happening. Here she was with two females that just a few months ago where two of her bitterest enemies. Now here they all were, sharing a very erotic moment. She was amazed at how sweet Airazor tasted and how talented Nightfox was. She had convinced Silverbolt to do that to her every once and awhile, but it seemed even better to have another female do it. She thought of this whole situation for a second and that caused even more lubricant to pour out of her, which was eagerly lapped up by Nightfox.
Better not…do that again. Might not…last much longer, she thought.
Airazor moaned as Blackarachnia continued to lick her. She looked down at where Nightfox had her head buried between Blackarachnia's legs and moaned louder. She never would have imagined having another female doing this to her would be so incredible. She didn't know why Nightfox would want to give this position up. She didn't have to do any of the work, but still got all the pleasure. Whatever the case was, she was thankful for it. She squeezed Blackarachnia's breasts harder, causing her to lick her faster. Nightfox felt Blackarachnia's body surge up a bit and continued her administrations. She began to move her hand faster in and out of herself. She knew she was about to cum, she just needed one more thing to set her off. She ran her tongue over Blackarachnia's clit one last time and felt her go off. That was all it took to set Nightfox off. She drenched her own hand as she lapped up as many of Blackarachnia's juices as she could.
Blackarachnia's body surged upwards as she came. She felt Nightfox lap up almost all of her juices and that made her spill even more of them. She gave one more hard nibble to Airazor and felt - and heard - her cum as well.
For a moment, all three females convulsed violently. After they all came down from their individual highs, they disentangled from each other and laid down on the bed. They breathed heavily for a moment, then settled down for recharge. Before they did thought, Blackarachnia asked one vital question.
"So, do you guys welcome all the new female Maximals this way?" she asked with a smile.
"Only if they're an attractive ex-Predacon and a spider," Airazor responded.
"I hate to burst your bubble, guys, but I was just here to get off," Nightfox admitted.
"Well you got me off pretty good," Blackarachnia commented.
"Thanks."
"So, do we tell the guys about this?"
"Eventually," Airazor said. "But right now, we sleep."
She turned on her side and pulled her cover over herself. Nightfox turned on her side as well and slipped into recharge. Blackarachnia looked at the both of them for a minute, then laid her head back and joined them in dreamland.
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