"Mm...it's too much, isn't it? You'll really burst if I keep you like this." Itzel muttered as he watched Naoki's facial expressions. He slowly pulled his tentacle out of Naoki's cock and watched as Simon's thrusts all of a sudden became rough and rapid once more. "I want to see how much come is in your sack...I bet it's much more than you could ever imagine releasing~."

Naoki meowled desperately when the tentacle was pulled of his aching with need cock. Few more thrusts of Simon and he came hard, his insides milking the big cock inside. His own member rised.. and started to spurt out all the semen gathered inside his heavy and really big testicles. It was gushing out while the tentacle worms still were doing their job. Naoki arched his back, whimpering and moaning while he dirtied his stomach, chest and even a bit of his face, some landing on his half open mouth. Neko's eyes rolled up while pleasure overwhelmed all his senses. It lasted really long and even when it ended still some of it was sipping out of his half hard cock. The movement of the tentacles still inside could be well seen.

Simon came hard as well once again inside of Naoki from the spasming of Naoki's ass around his cock and he let out a loud moan as he filled the neko up once again. At the same time, Itzel watched Naoki's own orgasm that seemed to drag out and almost seem endless until the last spurt, but even then there was still some white liquid spilling from the tip. He purred as he licked up what was spilling from the top after Naoki had coated himself with the blonde's own seed.

Naoki kind of blacked out with such a powerful, long orgasm but soon was back and moaning as the shifting inside his balls became even more vigorious. Covered in his own sperm and with ass filled by Simon's he felt so dirty.. but the moving inside him made him whimper and moan some more since it felt really good.

Itzel watched the skin of Naoki's testicles shift with the movement of the worms inside and he ran a finger lightly over Naoki's right testicle as he continued watching the shifting. "Master...does it hurt at all with them moving inside of you here? They look like they're enjoying it in there~."

"I-it.. doesn't hurt... take them... out", whimpered Naoki, clawing the sheets around him while his balls were getting bigger once more.
But even saying that he wasn't able to not to get excited. Itzel like that was sexy too. Somewhere deep inside Naoki knew it was wrong to think like that when being tormented with pleasure.. but still..

Itzel watched as Naoki's balls were once again getting bigger and he looked at Naoki's tormented expression. He found it quite enticing, but it wouldn't be good for Naoki to continuously continue producing sperm and coming so much. He did the only thing he could think of to try and get rid of the rooms and he slid his tentacle back inside Naoki's cock hole to try and fish out the worms from Naoki's testicles.

Naoki meowled when the tentacle was back exploring his penis like that. It felt so bad.. and somehow also good. Trembling all over he clawed on the sheets some more.

Itzel frowned a little when he found he was unable to get to Naoki's sack where the worms were and he pulled his tentacle back out slowly. "I-I can't...I can't get to them." he said softly.

Simon ckicked his tongue hearing that and he decided to mess with the shifter a little. He reached to Naoki's testicles and used his magic to waste away the worms and return Naoki's testicles to their normal size. "Look what you did, Itzel. Even though the worms are gone, he's still twitching with need. How exactly do you plan on making it up to him?" he asked in a scolding tone.

Itzel instantly had a guilty expression on his face and he instantly nuzzled into Naoki's abdomen like an animal would to apologize. "I-I apologize, master...y-your expressions just...looked so beautiful...I didn't even think it would be too much for you." he said softly.

When the worms were gone he slowly come back to his senses. Sure his balls still felt really full and all but he at least was able to think. Looking at Itzel he couldn't help but think how cute he was.
"I will punish you later. Now.. switch places with Simon. Remember you can't cum. You're there to make me cum, not yourself", he said and then looked at the mage, blushing a bit. "If you guess what I want from you then you will get it.."