A Bedtime Story About Visiting Eleanor

by Sealed By Mistress

This story features a kind of monster that appears in Japanese anime in violent, non-consensual scenes. Here, it is loving and every act is mutually desired and enjoyed.

I could feel the warmth and softness of my niece's body as she snuggled up against my side, her arm flopped across my chest and her cheek against my left breast. It was the end of the day and she had asked for a story before we settled down to sleep so we lay together on top of the covers, neither wearing anything at all. I've always slept naked and now she does the same when she's staying with me so there was nothing but wonderful, smooth bare skin wherever my hands could reach.

I asked what she'd like the story to be about. She scrunched up her face for a moment and then smiled up at me, her deep brown eyes twinkling.

"Tell me the one with Eleanor again, Auntie Victoria!" She nodded and her dark, curly mop of hair brushed my shoulder.

"Again? Fair enough, Willow, but if you ask for it too much we'll get tired of it."

"Maaaaaybe, but I'm not tired of it yet and it's extra-sexy even if she could never be real what with being a magic creature and all."

I ran my hand over her flanks before giving one buttock a gentle squeeze. She relaxed under my touch and I began to tell the story...

There was a girl called Willow (like you, and she looked a bit like you too) and she had just started 6th grade at middle school (like you). She went to a boarding school and lived in a dorm suite with several other girls. It was a Friday evening and Willow went to see the dorm mother to ask permission to visit with Eleanor. The dorm mom asked when Willow had last masturbated and Willow replied she'd been careful and it had been five days, not even in the showers after they'd watched that film about sex positions or when Sheila and Presley had tried them out where everyone else in the suite could see. "Yes, you can spend time with Eleanor and you can have an extra one for being patient. Six orgasms, but make sure to be back by midnight."

Willow skipped downstairs and into the basement. It was always a bit chilly down there and maybe a little spooky but the lights were always on. She went through the room with the decorating supplies and down the extra little set of stairs that led to Eleanor's heavy oak door. There was a sign on the door, carefully written in ornate letters on thick paper like a scroll.

"Eleanor's Home. My favorite girls

are truthful

are respectful

are merciful

are joyful

are thankful

Please knock and wait."

Willow rapped on the door and, after a few seconds, was answered with a steady, deep yet unmistakably female voice, "Come in but be still while I finish what I'm doing."

Willow slipped into the room beyond and stood with her back to the door, watching. Eleanor was standing (if you could call it that) in front of an easel with a porcelain figure in her left hand (if you could call it that) while she worked on a charcoal drawing. She turned the doll this way and that, her tongue doubled over between her lips, as it often was when she was concentrating, and her lower body shifted with subtle, liquid movement. After a minute she set the doll and stick of charcoal aside and turned to look at Willow.

"Hi Eleanor, is it okay to visit or are you busy?" Willow studied Eleanor's face and the few seconds before the reply came seemed very long. She was always a little nervous and felt like she was intruding.

"Hello, Willow! I'm always happy for you to visit. It's always a good time for you to stop by. I've been wondering what's kept you away this week." Eleanor smiled and beckoned. If you didn't know Eleanor both things might look a bit sinister to you but Willow knew better and she stepped forward.

"Yay! I've wanted to come and see you but I had to save up first. Hmm, why does your drawing not look like the doll? It's all angles and winding lines."

"I'm drawing how I feel when I look at it. It's pretty, it's old and probably loved by several different children and it took hard work to make, so there are lots of different thoughts that come from it. It's not done, but does the picture say anything to you?"

"It's really cool, but I don't know how to talk about it. It's just powerful I guess. Can I have a hug?"

Eleanor glided over to greet Willow and Willow opened her arms. Eleanor was tall even though she wasn't stretched up to her full height, so Willow's head lay right between her bare breasts and her arms went around Eleanor's middle. Eleanor folded her long, muscular arms around Willow, reaching all the way around her on both sides, and pulled her close.

Eleanor's room was always quite warm especially compared to the rest of the basement, but her skin always felt cool, dry and slightly textured despite having no hair anywhere, even on her head. She was lean, lithe even, with a little fat only above her hips and on her apple sized breasts. She cooed to Willow in tenor, vibrato-laced murmurs.

"Nice girl, so affectionate, you give such good hugs. You're always a joy to see, my best bendy Willow tree."

Willow looked up and grinned, "Mmmmm, you too! I've been looking forward to this all week. Saving up is hard, but you're worth it."

... at this point I looked down at my Willow. She was laying with her eyes closed and a dreamy smile on her face, such an innocent look for someone who knew how naughty the story was going to get...

Eleanor lowered herself and moved Willow so they could kiss, her left arm sliding up and her hand (if you could call it that) folding under the girl's chin, three fingers (if you could call them that) on the left of her jaw and three on the right. She titled Willow's head up slightly and met the girl's brown-eyed gaze with her own. Eleanor's eyes changed color with her mood, but they were currently a vivid amber with pale orange where anyone else's would be white, contrasting with her light green skin. Celadon, she called it.

Her long, long, flat tongue slipped back past her lips, which were dark purple, like an eggplant, and she brushed it against Willow's face, hot and damp on the child's cheeks as it went back and forth and then pushed gently to enter her mouth. Willow sighed and closed her eyes as Eleanor began to twirl her tongue against Willow's. Their lips met and their mouths opened and they kissed, stronger and more urgently as the seconds ticked by. Eleanor's teeth were small and sharp, not like needles but enough that she was very careful not to hurt Willow, instead grazing her tongue and lips just enough to give an extra bit of sensation and make the young girl give a tiny moan of pleasure.

Eleanor slid her claws out just enough that each fingertip gave a tiny point of pressure against Willow's cheek before breaking the kiss. She ran her tongue across her friend's pink, flushed lips before slipping it away. Willow opened her eyes and looked a little dazed.

"Would you like me to undress you? Then we can talk about what to do together."

"Yeah, I want to be stripped, I wish I could take everything off at once the way you do it." Willow nodded eagerly as she stepped back to make room.

Eleanor chose to use her hands to steady the girl, grasping her waist firmly. While Eleanor's upper half was mostly like a human's, from the hips down she was completely different. Her hips divided into a twining forest of tentacles, easily more than a dozen, some thick and some thinner, in several shades of deep, glossy green. All were flexible, firm and strong, and almost all were much longer than you might guess at first sight.

Willow wasn't wearing much to begin with, so it went quickly. Coils wound around her calves, her thighs, her biceps and her chest. She was hoisted up and her flip flops set aside while tentacles insinuated their way behind the waistband of her red shorts, slipping them down her legs and off as another tentacle took down her pink, flower-patterned bikini panties. At the same time, a slender rope of smooth-skinned muscle came up under her stripy belly shirt to tug it over her head as her arms were raised to help.

Less than eight seconds had passed and Willow was back on her feet, completely naked and her clothing laid neatly on the ground, Eleanor's efficient and somehow very intimate work complete. Willow's breath quickened; she loved having that done to her and it was just one of Eleanor's many talents. She faced Eleanor, her legs slightly apart. She hadn't gotten her figure yet so her hips were narrow and her arms and legs were slim and straight but Eleanor thought she was a very pretty girl. They'd played together many times before so she knew Willow wasn't as innocent as she looked, despite not having grown any breasts yet or hair between her legs.

"There you are, darling, all bare and beautiful. Can I touch you while we talk?"

Willow's voice had an undercurrent of urgency, "You can touch me everywhere if you want!"

Tentacles wound themselves around Willow's thighs, squeezing gently. Another went across her chest and down her back, stopping just below her tailbone, and a third under her arms, loosely around her neck to caress her cheek with its tip. They felt comforting and incredibly erotic against the young girl's bare flesh.

"Eleanor, I love it when you do that. Just don't tickle me, okay?"

Eleanor's eyes had turned from amber to lavender and she grinned a toothy grin, "But you're such fun to tickle, especially your feet when you can't squirm away. That can wait. How many times are you allowed to cum tonight?"

"Mommy Brenda said I can have six. She gave me an extra because I didn't even diddle myself when Sheila and Presley were trying stuff out from a sex technique film we watched." Willow looked quite pleased with herself.

"Oh, that's enough for us to have lots of fun. How do you want to be held? On your back, all fours, something else?"

"Hands and knees with you holding me down so I feel really helpless. It's the best when you're controlling my body because it's just the pleasure and I don't have to care about anything else."

"All wound up it is, darling." Willow felt the tentacles shift and give a friendly squeeze. She relaxed into their grasp as she felt her sexual need build. Her chipmunk cheeks and lips were beginning to glow a little and not just from the warmth of the room. Eleanor beeped the girl's lovely little button nose, making her squeak adorably.

"Heey! No beeping. And no tickling tonight. Can you make it rough and put yourself in all three places at once? I want to be used all over."

Eleanor grinned again. She liked almost everything about girls Willow's age but she especially enjoyed having raunchy, eager sex with them. She'd lived at this unusual school for many years and frankly it was heaven on Earth.

"Better and better, so many favorite things in common. I like doing it here" - one tentacle reached up her thigh to nuzzle against Willow's pussy (which was quite wet) - "and here" - the tip of the tentacle at her cheek slipped between her lips (also quite wet) - "and here" - she pushed between the girl's buttocks and nudged the tight ring of muscle at her anus, making her gasp - "all at the same time."

"Would you like a flavor for when I'm in your mouth? I got banana flavored lube the other day. Presley really liked it but 'mommy' Brenda was unimpressed."

"You're green and bananas are yellow so that would be weird. No offense! Can I have lime, please?"

"You can and no offense taken. I would point out that you're coffee colored and yet you taste nothing like coffee." Eleanor flexed and turned Willow around, savoring the sight of her short, immature body entwined in her grasp. Dainty little feet, pert little globe-shaped buttocks, straight back and shoulders all topped off with curly hair. Tweens were delectable and Willow even more than most!

"Oh you're so sexy all over, I want to lick you from head to toe and turn you around and upside down, you're scrumptious and you're lucky I don't actually eat people!" Willow turned back to look at her and she gave the girl a salacious wink at this last comment.

"That's enough questions and enough talking. Are you ready, girlie? Shall I begin?"

"Oh yes please, Eleanor, do it to me and do it a lot!" Willow was practically panting and her eyes flashed with desire as she stretched and flexed in Eleanor's grasp.

...my niece had scootched up snug against me, her legs parted so she could press and flex herself against my hip. Her eyes were still closed and she was lost in imagination, as content as a cat with a saucer of cream...

Eleanor slipped her tentacles over and around Willow's slender limbs and effortlessly lifted her into the air again. The creature moved in some smooth, undulating way that Willow had never been able to make sense of, and Willow let her head loll as she was carried to the mattress Eleanor kept on the floor. Eleanor set the girl on her knees and leaned in from behind her, gently turning Willow's head to meet her own. She slid her tongue out six inches to slip over Willow's pink cheeks and burrow inside her rosy lips. Their tongues played before Eleanor drew hers back and said, softly, "You're a favorite girl, and I'm going to enjoy this very much."

"Me tooooo, mmmm yes!"

Willow was rotated forward, her knees parted and both legs entwined all the way down to her feet, holding them fast. Eleanor laid her long torso over Willow, her breasts pressing against her friend's back and used her powerful arms to pin the child's forearms to the mattress. At the same time two tentacles stroked and twirled between Willow's lower lips until they were slick with juice.

Eleanor, whose nose was very sensitive, breathed deeply and whispered into Willow's ear, "You have a very sexy smell. It fits a very sexy, very turned on little girl like you."

Willow had no chance to reply because the tentacle at her face, which had briefly unwound, returned and sought out her lips, where it was welcomed. Fruit-flavored firmness filled Willow's mouth, pushing against her tongue and stretching her mouth into a wide, round O. It always felt strange at first but then it turned amazingly good.

She shifted her hips and pushed her pussy against the searching tentacles between her legs as she begged for more, faster, harder, all turned into inarticulate murmurs by her stuffed mouth. Eleanor took the hint and dipped one tip into the entrance of her sex. She stroked herself slowly back and forth, lightly rubbing at Willow's G-spot (producing the first of many squeals of pleasure) before slipping out and reaching backwards.

Willow had touched her own butt, of course, but nothing felt as good as when a slick, slippery tentacle insinuated its way into her behind, filling her in a way that felt totally different from her mouth or her pussy but every bit as wonderful. Eleanor knew just how far to go, stretching her enough to provide urgency and intensity but without causing more than a hint of pain, careful not to spoil the feeling.

Eleanor grazed her sharp teeth across Willow's shoulder and flicked her tongue at the sensitive skin of her neck. Willow shuddered beneath her but could not move at all. Being confined like this made the whole thing even hotter, she was already close to her first cum of the night and she'd barely had anything in her muffin!

Warm flesh slid over Willow's nipples which were so hard they ached, doubling back to squeeze them. The sensation was startling but oh so good. Sometimes she forgot just how many places this strange, loving, expert creature could touch at once. Willow was making sounds almost constantly now, the moans and sighs and gasps and squeals that girls make when they are lost in sexual pleasure and oblivious to whatever else might be happening around them.

Finally finally she was penetrated again, her pussy helplessly taken as a thick, green tentacle disappeared between its lips inch by inch until she felt incredibly full. Eleanor played the horny tween like a piano, pulsing inside her mouth, pussy and ass, kneading her body and squeezing tighter, hissing at her ear, licking and nipping at her neck and shoulders, back and forth, one side then the other.

She slowed for a few seconds and unbearable tension flooded through Willow's young body. The girl moaned loudly, desperately close to cumming. Eleanor toyed with her a moment longer and just when Willow thought she would lose her mind, every tentacle convulsed and pistoned, slapping her clit, sliding over her body and opening her three places to their limits. She orgasmed as if struck by lightning, every muscle rigid and screaming around the thick flesh at her face. If her jaw had not been held so far open she would have bitten down.

Willow panted and her nose flared as the pleasure flowed relentlessly through her, filling every inch of her brain and body. Eleanor didn't slow or relax, riding her hard, just the way she had wanted and every bit as good as she had hoped.

"I love making you cum like this, and I get to do it five more times, little one. Sweet, sexy little pleasure seeker. You're vibrating!" Eleanor grinned and slowed her pace to let Willow recover a little.

Cool, dry skin wiped sweat from Willow's brow and she wondered in an odd moment of clarity how many more tentacles Eleanor could use on her, then the pleasure began to build again and the thought was swept away. Each part of Willow was being worked at a different rate and rhythm, fast, long strokes in her snatch and something slow and complex in her ass, randomness at her nipples and on her swollen, sensitive clitoris, but when she relaxed and let it consume her it felt perfectly choreographed. Even the feeling of Eleanor's breasts sliding over her back was in harmony with the rest.

A second orgasm soon came, even more amazing than the first, and she had barely come down from that one when Eleanor took her to a third. The sensations were so intense they were almost painful and Willow was close to unconsciousness, yet the powerful creature kept her awake and in thrall to the wonderful magic being worked on her naked, sweat-slick, captive body. She was babbling as well as all the other sounds she'd been making, a mix of 'please' and 'thank you' and 'yes' and 'oh god' that Eleanor recognized only because she'd heard so many girls make them while one of her tentacles was filling their mouth.

Willow felt her weight shifted just enough to leave the ground and she let herself go limp for a few minutes. Eleanor cooed to her, soothing her and letting her regain a little stamina.

After a short time she asked, "Half done. Would you like your other three orgasms now?" Willow nodded earnestly; there was nothing in her life she wanted more at that moment.

All three tentacles retracted until they were almost completely out of her, held for a second or two and then thrust back into the hot, slick, eager holes. Willow screamed with delight and the performance began anew. Every part of her body trembled as she was touched and her sensitive places worked expertly by Eleanor. Her skin was so sensitive that the movement of the tentacles against her legs and chest felt like being tossed in ocean waves, or caught in a rainstorm.

Her pussy, mouth and ass were pumped together and her fourth orgasm exploded from each place, colliding in her stomach and sweeping out to the rest of her body. It was like being a balloon that had just popped. Her eyes rolled back in her head and once more succumbed to the pleasure. Eleanor did not slow down, but redoubled her efforts, drawing Willow into cumming for a fifth time with no respite. Her naked, coil-wrapped body was bright pink and dripping with sweat, her hair plastered to her head and a stream of drool coming from her mouth. Eleanor loved the feel of the girl's hot flesh beneath her, the desperate sounds and movement and the wonderful mix of scents coming from her.

Willow was made to suffer through the longest anti-climax yet as her body was stroked and kissed and caressed but her nipples and clit were released and the tentacles in her pussy and ass slowed to short, slow movements. Only her mouth was kept full. The girl squirmed and tried to close her legs, but was calmly held in place. Even her feet were immobilized, preventing her from doing anything more than clench her toes. She grew more and more desperate, greedy to cum again. She whined, turning her head to look beseechingly into Eleanor's blazing now-purple eyes. She made a serious of begging, whimpering noises.

Eleanor chuckled, "You've only got one orgasm left, sweetling, and I want it to really count. You were so patient this week and I want to make sure you get the most out it. Now, let's see what I can wring from you, little girl!"

The strong, supple creature attacked Willow harder than ever before, a raw, animal coupling with no room for any will but hers. Willow submitted utterly, being driven and used with a vengeance and loving every second of it with every fiber of her being. Eleanor had a speed and power no ordinary woman - or man, as if Willow would ever care to let one try - could match, and she made full use of it, thrashing inside and out of that tight, tender young pussy and vulnerable ass, pulling and twisting that pretty, plump clitoris and squeezing those big nipples on that flat, smooth chest.

Willow shrieked, slobbered and gibbered. Her naked body burned with lust and ecstasy. She knew nothing besides the incredible, unstoppable feelings of pleasure that dominated her mind and soul. She could not even have remembered her own name. She was a thing of unbounded, heart-pounding, toe-curling, finger-clawing sexual release and she came harder than she had ever done before in all her eleven years of life.

Eleanor kept her at that peak, riding her relentlessly, letting her scream and futilely try to thrash and buck and flail. She played with Willow's whole body, nipping at her and lashing with her tongue. The girl was like a furnace, wonderfully hot against Eleanor's own cool flesh and Eleanor savored the last seconds of their coupling.

Finally she softened her movements, slowed and withdrew, loosening her grip enough to allow the girl to relax without collapsing. Willow's mouth gushed thick drool and her jaw hung slack. Her eyes were vacant. She gasped for breath and let out a low moan.

Willow was smoothly turned on her side and laid down, Eleanor snuggled behind her to spoon her, one tentacle under her head, another at her sprawled feet and an arm over her side to brush against her hand. The girl stretched and moved her limbs uncertainly.

"Ohhhh, that was.... there was screaming, were you screaming?"

"No dearie, you were the one screaming. It was louder than I expected with your mouth so full of me."

"Oh okay. Yeah I guess it must've been. Did I die and this is heaven? I feel so good and all floaty."

Eleanor nudged Willow's hand and idly played with her right foot. "If this is heaven then I must have died too, and I don't think that will happen for a long time. Heaven on Earth, likely so. You were a very good girl."

Willow's voice was slow and dreamy, "Thank you. And thank you for doing it. You're amazing, you spoil me for when I get myself off. I love you so much, Eleanor. Thank you so much for taking care of me like this."

Eleanor kissed Willow on the cheek, making the girl twitch since she was still so sensitive, "You're welcome. I love you too, darling, there are favorite girls but you're my special favorite."

She gave out a long breath. "Giving you six orgasms was a workout for me. Would you like to cuddle for a while?"

"Yes please. It's nice to be like this afterwards. I might fall asleep though. I wish I could fall asleep like this every night."

"Then we'll cuddle, and you can sleep for a little bit, but then you'll need to be back upstairs otherwise Brenda will be unhappy with both of us."

Willow was on the verge of sleep, but she had one more question, "When we do this, do you cum too? I don't do anything to you, but do you like it? Would it help if I had tentacles like you do?"

"I'm not a human so I don't have orgasms like you do. I take a lot of pleasure in making girls - especially cute, eager little girls like you - cum, but I think it's very different. As for tentacles, I don't think you could grow any even if you chose, but it's not about body parts, it's just... different."

"Ok, but I would if I could." With that, Willow's eyes closed and she was sound asleep. Eleanor lay behind her little lover, mind idle as she let the simple joy of intimacy, of loving and being loved, wash over her.

... My niece looked up at me, one eye open, sleepy and smiling. She had been gently rubbing against me and I could feel the sticky wetness on my skin.

"Did you enjoy the story again?"

"Yes Auntie, you're good at telling it. It's easy to imagine all that stuff happening. And now I wanna do stuff."

"Tentacle stuff?" I arched an eyebrow at her.

"No silly, we don't have tentacles. But sex stuff. I know it's a bedtime story but I don't wanna sleep right after you've told it."

I knew she would ask, because she always asks, especially after that story. Being an aunt has a lot of benefits.