Oh Mother, Where Art Thou? Ch. 03

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Shepard, Liara and Benezia in a full blown threesome.
6.1k words
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Part 3 of the 3 part series

Updated 10/30/2022
Created 02/17/2015
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"Shepard!" Liara exclaimed, so shocked she thought she might lose the link with Benezia. "What are you-"

Liara's words ended abruptly, replaced by a satisfied moan as Shepard's tongue slid from the folds of her head down her neck. She felt cool air hit her chest as Shepard's hands pulled the thin bodysuit open, revealing her perky breasts to her mother, who just stood there with a devious smirk as she observed. Shepard's tongue continued to trail its way down her shoulders and back as the bodysuit also slid its way down. Liara looked back and down at Shepard, but felt a hand take her chin and direct her gaze forward again. Her mother's loving face filled her vision and she found herself kissing Benezia again. Any concerns the link would break were gone now. If anything, with Shepard part of the experience now, it felt even stronger and more intense.

Liara found her kisses with Benezia being intermittently interrupted by her own small gasps as her mother squeezed her breasts and tweaked her nipples between her fingers. Shepard had meanwhile moved back up and was placing gentle kisses upon her neck and shoulders. The human woman's hair felt incredibly soft against the back of her head folds, sometimes even ticklish. Liara couldn't believe what was happening to her: both her lover and her mother pleasuring her at the same time. It felt so intense, and she knew full well that they hadn't even touched her most sensitive spot yet.

"My turn," Shepard said smoothly from over Liara's shoulder, and Liara found herself being spun around to face the human woman she adored so much. Shepard wasted no time in pressing her soft, pink lips against Liara's while her hands roamed over her soft skin. While Liara and Shepard were making-out, Benezia used the time to sway and slide the rest of her dress from her hips and to the ground, then remove her boots and kick them aside. The only thing the Matriarch now wore was a small, black pair of panties. She returned to her daughter, this time being the one who placed kisses across her smooth shoulders and neck. She reached around and pulled Liara against her, cupping her daughter's soft blue breasts in her palms and massaging them gently.

Shepard's lips and tongue slid away from Liara's and the Commander winked at her lover and descended, kissing Liara's chest on the way. Liara watched Shepard reach her stomach, then felt one hand of Benezia's leave one of her breasts and turn her head. Her nose bumped her mother's, whose face peeked over her left shoulder. They gazed into each other's eyes for a moment, and while it was slightly awkward given the angle their lips and tongues began to slide against each other once more. Benezia's hands returned to their massaging and Liara felt Shepard lifting her right leg up and the boot upon it being slid off. The same thing happened to the left boot a few moments later. Cool air touched Liara's thighs and legs as Shepard peeled off the last portion of the bodysuit, leaving Liara in the same state of dress as her mother.

As Shepard began to kiss and lick up Liara's legs and thighs, the younger asari seemed to ignore the fact that she no longer felt her mother's touch. There was a clunking sound behind her and before she could turn to investigate her mother had grabbed her from behind again. Just as Shepard's mouth was about to make it to her most sensitive spot, she was pulled backwards away from the Commander and found herself sitting on her mother's lap. Looking down she realized that they were sitting on the bench Benezia had been strapped to, and what the noise must have been was her mother setting it back to its horizontal position and turning it around sideways.

It was now Shepard's turn to disrobe, as the Commander unfastened and removed her fatigues in front of the two asari. She did it slowly, swaying seductively as she did and never taking her eyes off Liara for a moment. All the while Benezia kissed and licked Liara's neck and shoulders and softly squeezed her breasts and nipples. "By the Goddess, Shepard! You are beautiful!" Liara remarked once Shepard was down to her bra and panties.

Shepard laughed, and Liara felt a pang of disappointment when the Commander stopped there, wondering if her comment was the cause of it somehow. Shepard slinked over to Liara and the asari soon found that the disappointment she had just felt was about to be remedied. Shepard leaned down and placed her hands on Liara's hips, then hooked two fingers into Liara's panties. The young asari felt paralyzed as Shepard worked them down her legs and onto the floor. Shepard then kneeled down at the foot of the bench, her hands moving to Liara's thighs. The human slowly spread Liara's legs open as she leaned forward, fully revealing the glistening azure folds between them. Liara's breathing had quickened by a significant amount and she still couldn't move. Even her mother had briefly stopped tending to her upper half to just watch and wait.

Shepard moved her face in towards Liara's center slowly, her mouth opening more the closer she got and her tongue slowly extending. She couldn't help but note how similar to human women asari were even in this case, wondering briefly if that was always the way or if it was an evolution they developed when coming across multi-gendered races. Just as she was about to make contact Shepard stopped, noting Liara's slight jump and inhale just at the same moment. Not moving further she looked up at Liara and smiled at the look on her lover's face, then poked out her tongue again and leaned in.

Liara jerked and gasped as Shepard's tongue touched her moist, slightly parted blue folds. At first Shepard gently ran the tip of her tongue up them gently and softly a couple of times, but the third time contact was made she pressed her tongue further inside. Liara bucked and Shepard felt her lover's lower lips squeezing around her tongue.

The damp warmth surrounding it was incredible, and Shepard noticed Liara tasted sweeter than a human woman did. Her tongue also seemed to tingle slightly, and as she loved it around she felt what seemed like tiny bumps massaging it, which only tingled more as they rubbed. Removing her tongue, Shepard opened Liara's folds wider with her fingers to examine the details of an asari's sex closer, and did indeed find some tiny, smooth protruding bumps there. No wonder everybody loves the asari! the Spectre thought as her tongue still tingled slightly and she realized how stimulating these two new discoveries could be when combined.

Shepard looked up at Liara, who was now panting down at her with flushed cheeks as Benezia played with her breasts. Smiling up at them, the human woman was about to dive in for another taste when she realized something. The way Benezia and Liara were positioned with the latter on her mother's lap could allow her to service both of them fairly easily. Smiling devilishly, Shepard grasped Benezia's panties and began to slide them down, exposing the Matriarch's own sex directly below her daughter's. Aside from being a bit darker and a little larger, they looked very similar. "We have a saying on Earth: kill two birds with one stone," Shepard told them. "It means to basically achieve two goals with one action. I'm going to do slight twist on it, and thrill two birds with one tongue."

Not allowing the asari to respond, Shepard immediately leaned in and pressed her tongue into Benezia's blue slit, making the Matriarch gasp and shudder. With a large, upward slurp Shepard ran her tongue up through Benezia's moistening warmth and up into Liara's, which was no more than a couple of inches above it. Both asari began to made small noises of pleasure as Shepard repeated the process over and over.

With Shepard's mouth working magic down below, Liara barely felt her mother's lips peck her cheek, but she still heard her mother's voice when whispering softly and lovingly from over her shoulder. Their mental connection meant she knew what her mother was saying before she even said it, but hearing the words made all the difference given the words and meaning.

"Oh, my sweet, adorable Liara," Benezia cooed. "You really have grown up into a beautiful young woman. I'm so proud of you. I know we haven't been close lately, but you were still my daughter and I've always loved you. And now I find myself sharing an even deeper love than before. Can you feel it? Can you feel my love, Liara?"

"Yes, mother," Liara let out between heavy gasps. "By the Goddess, yes!"

"Good darling," Benezia breathed and she kissed her daughter's flushed cheek again. "I want you to. I want to make up for the years we've spent apart, where I neglected you. I want to give you all the love I can. I want to tend to your every need and desire."

"Oh, mother!" Liara gasped, shuddering at the words as much as what was going on between her legs.

"I want to pleasure you, my ravishing Liara. I want to send ecstasy coursing through your entire body so powerful you can't imagine it. I want to make you call my name out in desire and I want to feel you shuddering from my touches. I want to explore your supple young body all over until I've been everywhere at least a dozen times. I want to feel your wet warmth around my fingers as they stimulate you deeply. I want to taste your essence right from the source and feel it slide down my throat. I want to feel your tongue pressed deep within me and let you savor the juices within."

"Mother!" Liara called out. "What you say, mother. It's so wrong!" Liara then turned and gazed into her mother's eyes and both could see the intense lust in each other's stare. "But by The Goddess, does it feel so right!" Liara finished.

Mother and daughter's mouths sucked onto each other and the sounds they made together weren't too different from the ones coming from between their legs as Shepard's tongue maintained its frenzied onslaught. After a few moments they parted, their foreheads and noses still pressed together as they gasped breaths into each other's mouths. After gathering her breath a little, Benezia reached down and touched Shepard on the head softly. "Commander, if you wouldn't mind postponing things down there for a moment, I'd like a moment with my beautiful daughter."

Shepard paused for a moment before removing her tongue from Liara and licking her lips. She looked up at the two of them and waited, and Benezia looked deeply into Liara's eyes and spoke. "I want to be your first, Liara," she said, this time with a voice of deep love rather than the one of heated lust just moments ago. "I want to be the first one two send you over the edge and beyond your pleasure threshold. I know you wanted Shepard to have that honor, but if you don't mind, I would like to do it."

With their minds linked Benezia knew her daughter's answer almost immediately, but seeing tears form in her large blue eyes and a smile form on her lips warmed her heart greatly. "I love you, mother," Liara said. "I want this. Send me out of this world with pleasure, like you brought me into it."

Benezia stroked Liara's cheek and smiled back, before pulling her daughter into another kiss. This one was softer and more loving, rather than the fevered hunger of before. Benezia's hand drifted from Liara's face and down her neck, then trailed down between her breasts towards her stomach. Liara felt the light, tingling sensation of her mother's fingers working their way down her body. She broke their kiss with a gasp when she felt her mother's fingers gentle cup the sensitive skin between her legs.

Shepard had stood back up and stepped back, simply watching mother and daughter with fascination and one hand tucked down the front of her panties. "This is where you're aching, isn't it, Liara?" Benezia said huskily. "Don't worry, my sweet, beautiful daughter. Mother will rub it and make it feel much better."

Benezia's hand slowly moved over Liara's sex, sliding up and down across the slick skin that was already partially lubricated thanks to the attention Shepard's tongue had given earlier. Liara's breathing began to quicken as she looked down, just as much from the fact it was her mother's hand as from the act itself. One of her hands moved to her own breast to toy with it while the other reached back to hold her mother's face. Eventually Benezia's fingers parted at the center, still moving as the action parted Liara's azure folds. "Are you ready, my darling?" Benezia whispered against Liara's cheek. "I want to enter you."

"Yes, mother," Liara said with heavy breath. "I want to feel your fingers inside me."

Benezia smiled and kissed her daughter's cheek, then brought the two busy middle fingers together and slowly eased them between the moist lips between Liara's legs. Liara gasped as and arched her back as she felt her mother's slither inside, then made an adorable cooing noise that grew into a higher-pitched exhale of pleasure. "You're so wet and tight, my darling child," Benezia said softly as she began to slowly pump the fingers inside Liara. "I'm so glad I'm going to be the first one to bring you to climax. You are so sexy and gorgeous, and you're mine."

"Oh, mother!" Liara squeaked, bucking and letting out little squeals now and then. Liara looked ahead to see Shepard stop tending to herself so that she could reach around and unclip her bra. The beautiful human's eyes met with the young asari and both were transfixed on each other while Shepard removed the garment and then reached down to slide her panties off as well, leaving her naked like the two blue beauties before her. "Oh, Shepard!" Liara said. "I've never felt so- This is too much! By the Goddess, I think I'm going to-!"

Liara arched her back against Benezia, letting out a yell of unrestrained pleasure following by a wavering cry of "Mother!" Benezia made a satisfied noise as she felt her daughter orgasm into her hand, which became increasingly warm and slippery with Liara's juices that squirted against it before trickling down and sending a pleasant tingling sensation across and through her own nether regions. As her daughter began to soften up and press limply against her body, Benezia cooed softly to her between pecks against her blooming cheeks.

The sight of Liara upon Benezia's lap being brought to the very height of pleasure by her own mother was almost too much for Shepard, whose fingers immediately dived between her own legs, while those on the other hand caressed across her own skin sensually. Benezia smiled at the human before her's actions, then her attention returned to her daughter when she noticed Liara's eyes beginning to flutter half-open. "Oh, my beautiful Liara," Benezia said softly followed by a kiss to Liara's temple. "I love you so much. You're like a perfect Thessian cream pie. On the outside you're soft, smooth and delicate, and on the inside you're sticky, warm and sweet. And on top of it all, you're good enough to eat."

Liara's vision was a bit hazy, but she could make out her mother's hand coming into view and rising towards them slowly. As it got closer she noticed it was glistening with wet sticky liquid and she couldn't help but widen her eyes just a little as she saw her mother bring the fingers closer to her mouth. Liara watched silently as Benezia extended her long, dark tongue to capture a gooey droplet ready to fall from her wrist, then run it up into her palm before making a satisfied slurp. "Mmmmmmm... delicious!" Benezia commented. "You're sweet in more ways than one, my little blue cream pie." Benezia's smile vanished and a look of heavy-lidded lust replaced it as she moved her hand closer to Liara's face. "Would you like to taste your own heavenly nectar for yourself?"

Liara looked into her mother's gazing eyes and then to the bedewed fingers before her. Before she wouldn't have even dreamed of tasting the sticky product of her own sexual excitement and found the idea revolting to say the least. But after what she'd been through, seeing her mother's beautiful face staring into her soul with sexual heat and her own love juice smeared over her elegant fingers sent feelings and sensations that were almost the opposite instead. Liara's own expression mirrored that of her mother's and she extended her tongue, running it along the underside of the two fingers that had been within her and then taking the digits into her mouth entirely to gently suck on them.

Seeing and feeling her daughter's mouth suckling at her fingers sent an erotic warmth through Benezia, who encouraged her daughter with soft sounds and words of approval. It didn't take long for Liara to clean off her mother's hand, leaving it now wet with only her saliva. "You didn't save any more for me. After all, just one taste isn't enough to satisfy," Benezia mockingly chided. "It doesn't matter though. I prefer to eat from the source directly anyway."

Liara felt Benezia lean back against the bench, while keeping her sitting upright by holding her shoulders. Liara looked back and down at Benezia, who smirked and ran her hands from Liara's shoulders down her sides to her hips. With her mother's gentle encouragement, Liara pulled her legs back up onto the bench and under herself, and then Benezia guided her daughter's hips back towards her face until her they were right above it. Liara's head and shoulders were still largely where they had started, as she propped herself up on her hands, leaning above her mother's hips.

Liara knew what was coming. The thought excited her, but at the same time she was still tingling and throbbing down below somewhat from Benezia's capable fingers. She didn't know how she was going to handle having even more pleasure being applied while she was still so sensitive down there. Still, she barely hesitated long before slowly lowering her still dripping sex towards her waiting mother's mouth. She let out a slight gasp as she felt Benezia's firm, yet soft, tongue press against her skin just beneath her navel, and these gasps became more frequent as it slid further and the pleasure grew with each millimeter.

While Benezia took her time and things seemed in a hazy slow-motion to both asari, it wasn't long until her tongue scooped through her daughter's azure folds, coating it and her lips with the warm fluids of Liara's arousal and sending a jolt right to Liara's core that caused her to yelp and throw her head backwards. Benezia repeated the process over and over, stimulating Liara so much she thought her heart would beat right out of her chest and she'd literally explode from between her legs and die from it. She bit her lower lip, squeezing her eyes and calling out either for the Goddess or her mother now and then. After a while she collapsed back forward down onto her hands and opened her eyes, looking down to see her mother's own sex directly beneath her chin.

Almost like an instinct she reacted, lowering her face down upon it and extending her own tongue. Unlike her mother who had gently teased her softly and slowly and adopted a very sensual, gentle approach, Liara just dove in, pressing her tongue in suddenly as deep as she could and slicing it through Benezia's folds. She immediately felt her mother jump beneath her and felt the next application of her mother's tongue on her own loins interrupted and replaced by a gush of warm breath against it instead, followed with her name being sighed.

Liara smiled, though didn't stop the ravenous devouring of her mother's sex. She immediately enjoyed the taste, noticing it to be richer than that of her own and with a hint of something she couldn't quite describe. She felt Benezia continue to orally pleasure her back, but it was far more intermittent than it had started, and again Liara heard her name being moaned and sighed every so often. Liara soon noticed another presence close to her head, and stopped briefly to look up. "May I join in? Or is this a meal for just one?" Shepard asked from mere inches away.

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