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The Formula Trilogy Redux	By : janusmaxwell Category: +S through Z > Totally Spies! Views: 15511 -:- Recommendations : 0 -:- Currently Reading : 2
Disclaimer: I do not own the members/Characters of Totally Spies and I'm not affiliated with anyone who draws/writes for the show and I'm making no money off of this story. It's a fan-made work for laughs (and moans hehehehe)

Chapter List
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The dim edges of consciousness reached out for her

Mandy groaned inwardly from sleepiness...and something else... as she fought to remain asleep

As the light continued to flickered through her eyelids, memories came back to her "wait...I was at that bitch Clover's house...yeah, she called me up a few weeks ago, and had tricked me into waiting at a bus stop in the middle of the night for tickets to a concert…but why (oh) was I doing asleep, and why (nnngh) does my clit feel so good? I remember hearing about her having (…oh…shit) a slumber party, and waiting in the bushes with a video camera to tape her and her loser friends,but then what?....(oh fuck yes, play with my balls).

That last inner cry of pleasure was the final straw as the memories returned full force.

Mandy remembered watching the game of Truth or Dare, thinking this would be PRIME Humiliation material when things took a turn for the weird....She remembered the shock and disgust at the 3 girls impromptu Orgy at first, but soon she couldn't stop herself from rubbing the front of her panties and then, lightly fingering her clit as she watched Clover's skillful tongue work on the normally meek Alex.

Mandy had a reputation at school as a kind of ice bitch and a cock-tease. She'd never fucked a guy because she knew how guys talked and took pleasure in always having that one up on that slut Clover. She'd been eaten out a few times and had returned the favor, but never finished a guy with her mouth if she could help it. The one time a guy hadn't warned her in time to pull off, she had made a special point to knock him on his ass and step on his balls, threatening to crush them for not warning her, and promising worse if he Told ANY of his guy friends about this.

But watching Clover's fingers toy with Alex's clit while Alex was stuffed to the hilt on the (freak) Sam's sudden (freak) cock had melted a barrier inside Mandy. When Alex came with a drunken scream, Mandy had a minor wake-up call and snatched her hand out of her panties before she mirrored the Hispanic girls cry of release, partially out of disgust and shame at being turned on at such a display, but also because she didn't want to alert the Sicko-trio that she was outside.

But when she saw Clover uncuff Sam from the bed, and then get down on all fours waggling her ass in the air, begging to be mounted, thoughts of shame, blackmail and humiliation were temporarily swept aside by the rush of hormones.

Mandy couldn't stop herself from leaning forward, bracing one arm on the window sill while her other hand worked its way back between her legs to industriously finger her pussy she couldn't stop herself from shoving 2 fingers inside her when Sam first thrust home in Clover. As Sam and Clover got in their rhythm, Mandy mirrored their motions with her fingers. Seeing Clover's open-eyed, glazed over with lust, expression, Mandy had to stuff her shirt in her mouth to muffle her own groans. When Sam finally came and her hips slammed against Clover's ass and held still with a quivering shake and both girls Shouted their joy, Mandy screamed into her impromptu gag as her fingers became soaked with the evidence of her own release.

Having slipped off the window sill, mandy was in the identical position as Clover had been in, with her ass waving obscenely in the air, exposing her soaked panties and womanly bits to the cool night air which sent tingling shocks of pleasure down her spine.

Catching her breath slightly, Mandy looked over and saw the camera. Remembering what she came here for, she straightened out her panties, and hoisted the camera back to the window sill just in time to see a drunken, tired, but somehow still hard Sam crawl over to the passed out Alex.

Alex was laying on her side, her mouth open and softly snoring as Sam hovered over her. Reaching down, Sam gently held Alex's ankle, and pulled it up to rest on her shoulder and momentarily aligned herself to gently thrust into Alex before the unblinking gaze of Mandy’s webcam.

Mandy briefly considered giving her clit another good workout, watching the now deformed red-head have sex with her unconscious (but not unresponsive) friend, except she suddenly had a thought pierce through her lust-fogged mind of "...where did Clover go?"

And that was when it all went black…………..

Those memories brought back to the forefront of her mind, Mandy opened her eyes to look at the ceiling of the very bedroom she'd been videotaping. With a shocked gasp, Mandy realized that her arms were bound over her head. Looking up, she saw the same fuzzy pink handcuffs that had chained up Sam moments before.

Mandy suddenly gave an involuntary squirm and moan as she felt playful fingers causing sensations down between her legs that she would have attributed to someone fingering her pussy lips…except is was wrong...and it took Mandy a few seconds to realize that it was wrong because her "pussy lips" were large, bulbous, and inside a wrinkly sack hanging from her crotch.

Looking down, Mandy let out a gasp. Now, there are worse ways to wake up then finding a hot blonde teenager sucking your cock and fondling your balls. But when you're a girl yourself, the "Sucking your cock" part would make anyone do a double-take.

Clover, sensing her captives awakening, took both of Mandy’s balls into the palm of her hand and rolled them around as she slowly pulled her lips up and off Mandy’s cock to smile widely and falsely cheerful at her hated rival.

"Good morning Honey!" said Clover in a falsely happy tone that would've made June Cleaver envious. Giving Mandy's balls a rough, but not unpleasurable squeeze, Clover said to the shocked girl "Really Mandy? Video-taping a slumber party? I thought we were out of Middle-school?”

"You Fucking Freak! What the Fu--" Mandy’s cry was choked off as Clover hand flashed out and Mandy’s big mouth was stuffed with some made of cloth and wet, with a wince of disgust, Mandy realized from the musky odor that she was now gagged with her own panties.

Clover hissed a sharp "Quiet!" before smiling again and continuing "I mean, you don't want to wake them do you?" before looking off to her left. Mandy followed Clover's gaze and saw Sam and Alex fast asleep, spooning together with Sam pressed up against Alex's back. Mandy couldn't help but notice that Alex had a small stream of white flowing out of her pussy realized that she must have been unconscious for longer than she thought if Sam was able to finish before she woke up.

With a shock of sensation, Mandy turned back to Clover, and saw that the blonde girl was playing with the head of Mandy’s cock, pinching it slightly, and pulling apart the hole in the head just a tiny bit so that Mandy could watch as Clover's darting tongue lapped up the driplets of pre-cum gathering there. Clover lowered her face so that Mandy’s view of Clover was partially blocked by her own hardened shaft. when Clover began to speak, her hot breath bathed Mandys balls so that she groaned around her gag.

"you know Mandy, acting like a bitch, like it's such an honor to go on a date with you, that it’s like a gold medal if you even think about giving some poor guy even a handjob is no way to date."

Smiling, Clover blew a sharp breath of Cold air across Mandy’s balls, cock and stomach, causing her to tense up. "You see, I may have the rep of a slut, but that's just because I want to go full out on any guy I want bad enough that I'd date them, rather than make them believe they should be honored to be in my presence, I make every guy I'm with feel like I'm the luckiest girl in the world to have them with me"

Mandy’s cock twitched slightly, and Clover quickly devoured her cock, pressing down until Mandy could feel Clover's throat quivering around her shaft and Clover's nose pressing against her groin.

Mandy let out a muffled, wide-eyed scream as Clover oh so slowly pulled her mouth off. Mandy could feel a release coming but Clover wasn't providing enough suction to stimulate that final push, and to top it off, when Clover's teeth crested the head of Mandy's cock, she nipped it lightly, which, while stimulating, still hurt slightly, and caused Mandy coming orgasm to abate slightly.

Clover lowered her face to the breath-on-balls position again before continuing "And that is why, I never have to worry about going to bed alone, if I feel like it, and you? You've never had more than 2 dates with any guy who was "Graced" with your presence"

Mandy angrily looked down at Clover's mocking face, when Clover began stroking Mandy’s shaft with one hand while rubbing her balls with the other "Then again, that could be because your 2nd dates are usually when you give your dates handjobs" continued Clover with a wicked grin as she massaged Mandy’s prick "And since I've done at least that with most of the guys at school, they know that I'm much, much better at it then you"

Clover lightly licked one of Mandy’s balls before saying "For example..." and sucking one of the raven-haired girls balls into her mouth. Mandy groaned as Clover assaulted her nuts with her tongue and teeth which combined with the stroking her cock was receiving, Mandy knew that Clover was finally going to let her cum.

Clover switched back and forth, giving (or trying to give) each of Mandys rapidly clenching balls equal attention as Mandy’s jerking hips signaled the first clenches of her release. Mandy got a shock when Clover, still concentrated on sucking one of the 'about-to-be-drained' balls, shifted her grip on Mandy’s shaft so that her thumb was brushing/massaging against the base of Mandy’s cock, where shaft met sack. That extra sensation not only gave Mandy's orgasm extra speed, but more force as well, (more then she thought would've happened) and she felt the stringy ropes of cum fly out of her shaft.

She could only groan with intensity, pressing her head back against the pillow it was resting on as she felt her naked front become soaked with a warm, sticky sensation. As the tremors passed, Mandy opened her eyes and saw her stomach, groin and even her chest were soaked with her fluids. On the few times she'd seen a guys cum, she'd never seen that much at once…there was even still some dripping out of her as Clover continued her light suckling and massaging.

Pulling her mouth off of Mandy's balls, Clover gave her cock a hard squeeze that caused Mandy to shiver and milked out the last few drops of cum out of her cock. Grinning wickedly at Mandy, Clover looked down at her sticky hand and Mandy’s stickier body. Taking notice of Mandy's deflating cock, Clover chirped "well we can't have that!" and inhaled Mandy’s cock.

Mandy eyes bugged out of her head as she felt a suction that should not have been possible in a human. Clover’s mouth was actually pulling Mandy's hips up and off the bed as she SUCKED on her cock. Clover suddenly let go with a pop, which caused Mandy's hips to fall back onto the bed with a small bounce.

Mandy looked at Clover in shock and amazement while Clover smiled like the cat that had just got the cream. Looking down, Clover and Mandy both saw that her cock had become rock hard once again and Clover let out a delighted "Much better!" before standing up and stepping forward, placing her feet on either side of Mandy’s hips and slowly began to squat down.

Seeing what was coming, Mandy resumed struggling against her bonds (and now realizing that her feet were handcuffed as well...why hadn't she notice before?) trying to break free, when she suddenly felt Clover's hands pulling her face forward and looked into her attackers eyes. To Mandy’s amazement, she saw something...gentle in Clover's expression. Looking down, Mandy could see that Clover's pussy was hovering just barely above her cock, which pointed obscenely at it's target.

Clover adjusted her grip to bring Mandy’s attention back to her face, where that...kind flicker still shined. "Mandy" Clover said in a soft voice "people need empathy to live happy, and I don't think you have enough. You've never wanted for anything and were taught to look down on those who have..." Smiling, Clover said "right now, I'm going to teach you empathy, by showing you what you made every guy you sent home blue-balled wanted to feel with you, so you might be less of a fucking cunt in the future..."

Looking down her body, Clover reached down and aligned Mandy's hard cock with her slit, before lowering herself down so just the head of Mandy’s cock sunk into her. Mandy groaned at the warmth and wetness, and Clover sighed pleasurably as she adjusted her position. Confident of the angle and sure of her stance, Clover thrust down onto Mandy's cock until she could feel Mandy's balls pressed against her ass.

Clover grunted and smiled as Mandy Squirmed beneath her "Doesn't this feel nice Mandy? So tight and Slippery, the way my pussy grips you juuusssttt Right?" Clover emphasized the word "just” by slowly rising off of Mandy and sliding back down again.

Mandy had stopped squirming and had started thrusting her hips, trying to get more stimulation as Clover rode her. The warm, buttery sensation of Clover's juices was unbelievable, and Mandy couldn't stop herself from crying out.

But whatever she shouted didn't matter as she had finally opened her mouth wide enough to inadvertently spit out her gag.

Clover stopped in mid-thrust as she saw the wadded up panties tumble out of Mandy’s mouth and the dark-haired girl looked at her with vindictive realization. Neither of them moved. Clover's expression was not one of fear but of mere concern, and Mandy seeing that, re-thought her triumphant ideas, and with a glance at the sleeping Sam and Alex, Mandy bit her lip. Turning back to Clover, Mandy managed to arrange a defiant expression on her face before thrusting her hips up and hissing out "Well? Are you gonna keep going or do I have to do all the work?"

Clover let out a delighted moan as she and Mandy resumed their former pace "Oh I wouldn't dream of it baby, guys don't like it when a girls as lively as a dead fish." Mandy's face twisted up at that remark, along with the pleasurable sensations coming from her cock "you smart-ass perverted bitch!"

"Ohh Language!" Clover said with a thrust that seemed to cause a slap like a thundercrack "you keep talking like that, and I might not let you finish"

Suddenly, Clover froze with wide-eyes. Mandy saw her face twist into an evil grin and groaned As Clover kneeled down and impaled herself fully on Mandy's cock. Clapping her hand over Mandy’s mouth, Clover got up in Mandy's face and started speaking slowly and very softly "In fact, I don't think I will let you cum at all!" Mandy face contorted in rage, but before she could scream or bite Clover's fingers, Clovers stopped her by saying "Unless...you do something for me..."

Mandy eyed Clover suspiciously as she continued "you see...even if this teaches you to be more...open with guys, I don't think it'd work very well if you just went out and fucked the next stud that came along. Leaning even closer, Clover whispered "So I'll let you cum, but only if you promise that you let me teach you about how to please a man, before you go out and ruin your precious reputation!"

Mandy's mouth opened in shock and outrage, even as her cock twitched at the images that assailed her brain. She whispered "There's no way I'm going to do that! You’re fucking sick!"

"Ohhh too bad" pouted Clover as she raised her hips so that Mandy's prick slid out from her folds "Cause I was looking forward to letting you blow, but now?" Clover's voice took on a malicious tone "Now I guess I'll have to uncuff you, kick you out of my house and let you run home buck-naked!"

Mandy's wide-eyed expression belied her fear "You wouldn't!"

"Oh I would, but I won't if you promise to come to me BEFORE you have even one date with some guy" Punctuating her statement, Clover sank just barely half-way down onto Mandy’s cock.

Mandy moaned and internally said "well fuck it, it's just a promise, it's not like you have to keep it" Before looking at Clover with malice in her eyes and said "Fine, you make me cum and I'll let you fuck me as a girl"

"Oh?" said clover as she rose up suddenly, sliding back up off of Mandy who groaned in frustration. Bracing her hands onto Mandy's waist, Clover held her steady, unable to thrust as she continued "Who said I'd fuck you?"

Mandy looked confused as Clover went on "you see" Clover said as she started swirling her hips around, moving Mandy's cock, with the head still trapped inside her to turn as she moved "I just said I wanted to make sure you can please a man right, so I'll be taking a teaching role, and besides, I don't hate you enough to want to take advantage of you like that" Clover paused and smirked "Well, twice anyway"

Mandy's eyes narrowed as Clover said "But there's someone who's had to put up with more of your crap then I have, and I think she deserves some payback" punctuating her statement by glancing off to her left.

Following her gaze, Mandy saw the still sleeping Alex. Her eyes popped open and she started to say "No Way You-!" before moaning loudly as Clover suddenly sank down and back up again, giving Mandy a quick "teaser" stimulation before resuming her sensual torture

"Are you sssuuuurreee?" Clover said as she slowly dragged herself back down onto Mandy's cock, who groaned in appreciation before rising back up "All you have to do is say it, and I'll let you cum, and go"

Mandy bit her lip, she could feel she was so close, but this teasing Bimbo wasn't letting her blow! Finally, Mandy whispered "Fine..."

Clover sank a little deeper, and said mockingly, "What? Fine what?"

Feeling her balls tightening, Mandy said a little louder "Fine, I'll fuck her"

Halfway sunk now, Clover started swirling again as she said happily "Her who Mandy? Who are you going to fuck?"

Unable to take it anymore Mandy finally shouted "Alex! I"ll Fuck Alex!" as her cock started to twitch.

Crying out happily, Clover slammed Mandy's cock home as she started to spurt. Mandy's cry of release merely added to Clover's pleasure as she bit her lip and pinched her nipples, moaning softly "oh fuck I love that feeling" as Mandy’s cum splashed against her vaginal walls.

After Mandy had drained herself, she looked down as Clover climbed to her feet. Mandy saw some of her cum dripping out of Clover's snatch and was surprised by how Clover reached down and fingered herself briefly before bringing her fingers back up to her mouth and sucked on them.

"Well" said Clover "I'm gonna hold you to that promise Mandy" as she walked away from Mandy towards a nearby dresser. To Mandy's horror, she saw her own video camera pointed at them, with the telltale red-light showing that it was/had been actively recording. Turning back around, Clover said "And I'll be holding this to make sure you keep that promise!" before smiling wickedly at the shocked popularity queen.
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The Formula Trilogy Redux