Worshipping Lili's Ass Pt. 03

I was still in Lili's room late that night.

"Lay down on my bed" Lili commanded. "You're going to sleep with your face in my gorgeous ass."

Lili walked toward me and laid down, lining her backside up with my face. I was presented with a heavenly view. Her sloped back descended to her wide hips and below, her gorgeous ass jutted out, comprised of two full moons. The skin in her cleft was darker and led to her tight starfish.

I could feel the heat radiating from her body. My breathing slowed and I began to consume the heavenly aroma emanating from her. Her hot, musky scent cascaded into my nostrils, increasing my desire to worship her. Lili turned and pointed a finger to her ass "your nose will be in here the entire night." Lili slid her ass back until my face was between her cheeks, her hole pressing softly against my nose, so every breath was full of her intoxicating smell. My nose stayed deep inside her cleft the entire night. And every time that Lili moved her ass, my nose followed.

It was hard to fall asleep that night. Not so much because of the uncomfortable position, but rather because of my extreme arousal. I spent the whole night consuming her heady aroma. The smell, mixed with my subservient position almost sent me over the edge multiple times. Lili knew how to train a slave, by the end of the night I was wholly addicted to her ass, craving it more and more as I continued to inhale it.

Eventually, I fell asleep.

. . . . . . . . . . . .

I awoke to something soft on my face. I opened my eyes. A perfect pussy was pressed against my mouth and nose, with soft and fleshy thighs covering the sides of my head like earmuffs. A bubbly ass was right in my line of sight, perfectly round, soft and big.

"Sniff" I heard. I realized it wasn't Lili's voice.

Still, I inhaled, pulling hot-women musk into my nose. The smell of sweet, feminine aroma overwhelmed me. I was incredibly aroused by this mysterious woman and I began to harden. Suddenly, I felt a searing pain in my balls. Simultaneously, I looked up to see the mysterious woman lifting herself from my face... it was Brooke!

Lili and Brooke were standing over me, Lili with an unusual device in her hand.

Lili caught me looking at the device inquisitively.

"You've heard of conditioning, right?" Lili asked. "We'll, I'm going to condition you. I'm going to make sure that you are only able to get hard when you're beneath My butt. You're going to be like my Pavlovian dog. Except, unlike those dogs, the only treat that you'll be salivating for is my ass."

Lili continued, "Today, to begin your conditioning, Brooke is going to use your face to pleasure herself. However, you are not allowed to get hard under her. If you do, well, it's going to hurt," Lili explained while shaking the device attached to my groin.

Immediately I felt a sharp pain in my balls and I saw Lili had turned a switch on the device in her hand.

Realizing I was going to have to lick Brooke like Lili commanded, I took a second to admire her. Brooke wasn't as tall as Lili, nor as filled out, still, I realized she was very attractive. Brooke had pale, white skin, a small waist, and a heart shaped ass. I hadn't noticed how pretty she was before.

"Can I play with him now," Brooke asked Lili.

It felt odd hearing Brooke ask Lili for permission to use me. I felt objectified. It was as if I was just a toy to Lili.

"Yes," Lili acquiesced.

Brooke greedily ran over to me. Clearly ready to use me, she swung her leg over my body, straddling me. Quickly, Brooke began to lower her ass onto my face, her body pointed towards my feet. She held her creamy, white globes apart as she descended. I admired her cleft and pink puckered hole spread above me. She continued lowering herself, placing her small puckered hole right above my nose.

"Inhale my scent" she commanded.

I breathed in.

"Lili really must have me wrapped around her finger if I'm happy to do this to her friend," I realized as I began to excitedly inhale. The thought of being subservient and following Lili's whim by worshipping her friend was driving my exhilaration.

Brooke's aroma rushed into my nose, it was there but faint. The fragrance was a little musky, but with a clean soapy smell mixed slightly with a light perfumed scent. The aroma was not nearly as musky, as heavy, or as intoxicating as Lili's. I was disappointed that I wasn't consuming the strong, heady and invigorating scent that I was used to when sniffing Lili. Still, I felt myself begin to harden as I smelled. In return, I felt a searing pain in my balls. I gritted my teeth and slowly my erection went away.

As I continued to sniff, Brooke began to grind lightly on my face. Her pubes rubbed on my face and tickled my chin. Already, I could feel that Brooke was dripping wet and and I heard her moaning. Even though it wasn't Lili, feeling this beautiful girl's arousal on top of me, I couldn't help but begin to harden. Lili responded to my own physical arousal by zapping me. The pain caused me to grunt into Brooke's ass.

"It feels so good when he moans into me like that," Brooke reacted. At that moment, I wanted to taste her, however, I continued to sniff, uncertain whether Brooke would allow me to use my tongue. But, my uncertainty would be quickly assuaged.

Seemingly in need of my tongue and in response to my thoughts, Brooke growled, "Lick me!" Hoping to pleasure Brooke, but especially to please Lili by satisfying her friend, I did as Brooke commanded, ramming my tongue into her pussy, devouring her juices and rubbing my face in her ass, sniffing vigorously. I made sure to taste her as I licked and sucked. The entire experience was very arousing and I began to harden once more. Lili again sent searing pain to my balls causing me to moan into Brooke's cleft, but I was too focused on the task at hand to slow down. Suddenly, Brooke clenched her thighs together and her legs began to shake. She orgasmed intensely, producing even more juices.

Eventually, her tremors subsided and she raised her ass off my face, smiling and panting. Brooke slowly got up and Lili walked her to the door. The two whispered to each other while I laid on the bed, exhausted from the experience.

As Lili and Brooke were away, I contemplated what had just happened. Brooke, previously my friend, had just gotten off on top of me. What's more, she had treated me like an object, asking Lili if she could use me before mounting my face. At that moment I really felt like Lili's play-thing. She could use me at her leisure at one moment and share me with a friend at another. Still, I was happy to oblige as long as I was following her commands. I felt very subservient to her whim as I realized this.

After Brooke left, Lili returned. "My poor abused slave," she mocked, removing the device attached to me then sitting on her bed and pushing me down until I was kneeling below her on the floor. Spreading her legs wide, she grinned down at me, "you have made me really horny by servicing my friend, slave." The strong smell of her arousal and the wetness of her pussy confirmed this. She pulled me forward and I started to lick.

"Yes, that's it, eat that pussy, slave."

I ran my tongue up and down between her lips, tasting her strong, coppery nectar and inhaling her musky aroma.

Suddenly, Lili pulled my hair up, "look at me while you eat me slave, let me see your eyes while you lick me." I followed her command. I caught her eyes as I looked up. Meeting her gaze from below, I felt meek, subdued, and subservient. In contrast to me, Lili's gaze, unflinchingly holding my eyes, was dominant, smug, and lustful. As I held her gaze, my lips sealed to her pussy and my tongued lapped at it.

After a few moments she pushed me back.

"You know what? You're useless. Just stay still and put your tongue out. Let me fuck that stupid face of yours," she said as she slowly lowered her gorgeous pussy and beautiful ass onto my mouth and nose.

As Lili descended, she spread apart her plump ass cheeks, showing off her tight pink starfish and the soft, wrinkled, olive skin around it. I still couldn't get over the sight of her two colossal globes lowering above me; the mass of perfect, olive skin that would soon control my movements and my desires was just inches from my face. As we made contact, I began to ravenously consume as much of Lili's taste and smell as I could. Lili leaned back and began to grind, her starfish leaving sticky, funky moisture all over my face. The smell was pungent, but as she continued to grind, my nose was pulled closer and closer to her rosebud by its gravitational orbit. Before I knew it, my nose was pressed into her hole, inhaling deeply, driving her smell and pheromones straight into my brain.

Lili was a mastermind. Somehow, at that moment, I knew that this must have been her plan all along. She knew that she could get me to become addicted to her smell. But, I was surprised by how easily and how quickly I had become her willing slave. It must have been something about the combination of her perfect figure, her self-assured dominance and her confidence, but I felt compelled to worship her. And, no matter how much I smelled and tasted of Lili, I couldn't get enough.

Still, Lili was about to surprise me more.

END OF PART THREE