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Trying not to Laugh in Front of the Demoness (*/F Armpit, Breasts) (Composure/Predicament)[I Tickled a Demon until she Joined my Party: Ch 1 Part 3]

LunartickZero

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Part 1: https://www.ticklingforum.com/threa...-she-joined-my-party-chapter-1-part-1.442179/
Part 2: https://www.ticklingforum.com/threa...-she-joined-my-party-chapter-1-part-2.442206/

Chapter 1 - Part 3

Someone, or something, was relaxing in one of the hot springs; the spring was raised about three feet off the ground, and from her low, crouched vantage point Celestia only saw a large pair of scaled horns raising up from where the being’s head would be, a massive dragon-like tail draped over the edge of the spring—its tip flicking about playfully—and lastly, an enormous pair of feet, just resting on the rim of the rocky pool. With the toes scrunched, you might mistake them for a dragon’s feet, as the tops of them were covered with thick chitinous scales—like the horns and the tail—and the toes were large, sharpened claws. The armoured scales were a matte, deep black ebony, the darkest Celestia’d ever seen, with a warm red and yellow glow emanating from between all the crevices, as if lava flowed freely beneath them. Then Celestia gasped as the person flexed their giant feet, pulling the toes back and splaying them out wide in a deep stretch, which revealed a pair of perfect soles hiding underneath. The skin was so shockingly pale it put snow to shame and contrasted heavily against the dark scales on top; the soles appeared impossible soft and smooth, yet gently wrinkled all over in the most delicious way which was accentuated by the splayed-out toes and subsequent playful wiggling in the chill air.

Celestia’s jaw dropped and drool slowly formed on the corner of her mouth as she was mesmerized by these impossibly delicate soles and their impressive size. She estimated these must have been at least a size 14, if such a size existed, and a playfully evil thought entered her mind… those soles must be unbearably ticklish. She looked down at the sleeping caterpillar in her hand to use as a weapon, only to find that he must have thawed from her autumn form and wriggled away! Celestia frantically twisted her arms around, inspecting her sleeves in the hope of finding the tiny troublemaker. She sighed with relief as she spotted the little Squirm right on the front of her shoulder, sitting on the very edge of her detached sleeve where it met the skin of her underarm. That last fact changed her relief to overwhelming panic in an instant, and she held her breath while she slowly reached for the fuzzy insect, hoping to catch him in time.

Splash. Celestia’s gaze quickly snapped towards the hot spring to see that the draconic person had pulled their legs back into the water. Her face burned a bright crimson red as she could now see a pair of large, soft breasts poking barely out from the surface of the steaming water, floating and bobbing gently, sometimes teasing the brief hint of a nipple threatening to break the surface of the water, but seemingly too shy to show itself. Celestia’s mouth went dry as she breathed heavily while focusing on the pale globes, and she immediately judged herself for the fact that she hadn’t even realised until now that the person’s face was also visible. With great effort, she tore her eyes free from the voluptuous chest and inspected the person’s face—it was a beautiful woman, a stunningly beautiful woman. She had her head back on the edge of the pool and her eyes closed. Celestia admired her strong jaw and sharp face, as pale as the rest of her skin but with a bright red hue tainting the area around her eyes—like a bloody eyeshadow—and over her nose. The woman’s thick, segmented horns started from the base of her skull at the back of her neck and flowed forward along the sides of her head like a bull's, up over her pointy ears, then down to her temples before flicking forward and upward in long, sharp points. She was intimidating to say the least. The woman's mouth hung slightly open as if she were asleep, which barely revealed a row of dangerously sharp fangs hiding inside.

Celestia’s gaze wandered down the woman’s soft lips and onto her stretched throat, which had thick scales starting under her chin and flowing out over her shoulders and down her arms, which now rested along the rim of the naturally formed spring. Similar to her feet, the woman’s hands were thickly scaled on the tops, with menacing claws, but hid impossibly soft, pale palms underneath, which flashed into view as the woman playfully tapped her claws onto the rock, revealing that she was still very much awake.

Celestia was so enamoured by this person’s unique and beautiful form that it was already too late by the time she felt the familiar tingle. Her eyes instantly snapped to her own shoulder, just in time to see Squirm’s fuzzy backside disappear into the arm of her crop top as he slithered inside.

“No, no no!” she whispered, but it was in vain. You see, for a caterpillar, Squirm was surprisingly astute. He had correctly read the situation and knew Celestia was hiding in fear from a deadly threat, that she had to stay quiet at all cost, lest she face potentially mortal danger. So Squirm was going to make staying quiet as hard as possible for this poor girl, in the hopes of dooming his giant nemesis.

Celestia’s eyes went wide and she quickly slapped both her hands across her mouth as she felt his prickly legs make contact with her sensitive underarm. She found herself having to squeeze her own face tightly as giggles began to sneak out from her throat, vibrating against the palm of her hand and threatening to give herself away to this dangerous being only a small distance away from her.

But it was becoming increasingly difficult as Squirm slowly crawled along her skin into the deepest part of her armpit, scratching his little claws as he dragged his hairy body over this incredibly soft part of Celestia’s body. Squirm nestled comfortably right in the innermost spot where it was softest and warmest, fully aware of how the giant girl was wriggling, gasping, and suffering as a result of his actions. Once he safely curled up deep inside her underarm, Squirm employed a deadly technique, he plunged his sharp claws into her sensitive skin and rapidly vibrated the hairs on his body, and he was pleased when he felt the giant’s panic increase tenfold.

Celestia writhed wildly in place, kicking her feet against the ground and shaking her butt hoping that it might help disperse her energy physically instead of through the loud screams that she was dying to unleash. Tears flooded her eyes and was sure her mind would break if she didn’t scream soon.

“Oh, in the nine hells! Would you keep it down over there?!”

The voice was so powerful and intimidating that even Squirm froze in place, granting Celestia some respite. She looked up at the hot spring and her blood ran cold as she found the half-dragon staring directly into her eyes, piercing deep into her soul. Celestia felt like she should answer, but as she opened her mouth, only a series of incomprehensible stutters came out. Seemingly amused with the Eladrin’s fear, the draconic woman grinned, baring even more of her razor-like fangs while her long tail flicked excitedly.

“Approach,” she commanded with a deep yet feminine voice.

Celestia found herself unable to ignore the command and rose to her feet before slowly wandering out from the protection of the forest. She took tiny ginger steps, unconsciously swaying her hips. The woman in the spring water looked her up and down with a smirk, then put her feet back up on the edge, ankles crossed, and Celestia found it hard not to stare as the water dripped down the wrinkles of her pillowy soles.

“Cute,” the woman said.

Celestia opened her mouth to respond, but only a high pitched gasp escaped her lips as her arm flinched and her legs suddenly buckled for a moment, almost making her trip over; courtesy of a tiny shape traveling under the fabric of her crop top. She quickly composed herself, but the half-dragon could still see the fear in Celestia’s wide eyes.

It wasn’t fear of the dragon, however, well, not entirely. Squirm decided to step things up; he was determined to get the poor girl in a world of trouble. While Celestia slowly made her way to the powerful being waiting for her, Squirm set out to find more weak spots. He carefully crawled out from her armpit and travelled south, where he came across the edge of a small but perky shape, softer and smoother than anything he’d so far come across on this girl. Squirm wiggled in excitement on Celestia’s ribs—which had caused her embarrassing gasp and near-tumble—as this round shape on her chest had to be one of the giant’s greatest weaknesses.

Celestia took a deep breath and carefully approached the terrifying woman in the water. The closer she got, the more clearly she could see hints of the woman’s body that was under the water still, and found herself wanting to see it all. Her eyes darted from the half-dragon’s large, smooth soles to her piercing crimson eyes, then to her floating soft breasts bobbing in the water, and then quickly to her eyes again.

“You like what you see?” the stunningly beautiful woman growled with a mix of accusation and appreciation.

Celestia immediately flashed into her glowing golden summer form and cursed the way an Eladrin’s emotions were always on full display.

The dragon laughed. It sounded pure and clear, and made Celestia feel even warmer inside. “Well?” she asked.

Celestia took a deep breath. “Uhhh… NO!” she yelped, as the bulge hiding inside her crop top suddenly crawled from her ticklish ribs towards the side of her much, much more ticklish breast. She reflexively pulled her arm tightly against her side, which only pushed the bug even closer to its sensitive target.

“No?!” The fearsome woman suddenly rose out of the water and stood tall, towering menacingly over the tiny Eladrin. Celestia’s jaw dropped and hung slack as she got a full view of the woman’s fully naked body. Between the dragon’s scales that framed the outer curves of her body, her pale skin looked flawless and soft as silk, her large breasts dotted with beautiful pointed nipples rested on her strong chest, her stomach was toned and muscular with a deep, long, beautifully formed bellybutton buried between her defined abs. Her hip lines carved in deeply and flowed down towards her smooth mound which was caught between two massively muscular thighs. Her ass must look amazing, Celestia thought, as she tried to think of a way to see her rear side. Then the tip of her tail flicked by Celestia’s face, snapping her out of her hypnotic state.

“Well?” the demoness asked with her hands on her hips. She leaned closer and bared her fangs again, but this time a red glow poured out from within, as fire roared deep within her being.

Celestia opened her mouth to try and straighten out this misunderstanding and perhaps save her own life, but it was at this moment that Squirm finally crawled onto the side of her soft breast and turned downwards to make a slow and torturously teasing journey along the extremely sensitive underside.

“N-no, I m-meahean… I wahasn’t… ffff-fuck… s-sssorry, I’m uh…”

The enraged dragon’s eyes pupils turned to dots as her eyes grew wide in offense, her irises flickering as if burning with hellfire. “Are you… mocking me?! Am I… funny to you?” She stared sternly down at the squirming elf.

“No!” Celestia screamed. This time, because Squirm had suddenly made a quick ninety degree turn upwards to find out what might lie at the peak of this squishy mountain. Then Celestia processed the question. “Aaah, still no. I don’t think you’re funny at all!” she yelped, a little too loudly.

The woman flinched back, looking even more offended than before. “I could be funny… you’re making an awful lot of assumptions.”

“No!” Celestia said again. “I mean… I’m sure you… hmpf… could b-ugh…” Her whole body tensed as she tried to gather the last of her braincells together and form a coherent thought, but it was useless. The fuzzy little caterpillar was slowly crawling its way up from the underside of her breast, scratching and pricking her skin with its tiny little claws while its fuzzy hairy body tickled like nothing she’d ever felt. And worse, she could clearly feel the effects of its magical secretions taking effect, leaving any skin he touched several times more sensitive. She wanted to appeal to this beautiful but powerful being standing before her, but her brain was rapidly turning to mush as this cursed little insect approached her petite nipple, which was already fully erect in anticipation.

She took a deep breath. “I… hmpf… offer you my… ngngng… deepest apologiEHEsss for aaahhh… offfff-hmmm-offending you.” She summoned all the strength of her ancestors to make it through this apology and rattled off the rest of her words in rapid succession. “I am merely so intimidated by your presence oh fiery one!”

The dragoness stared as the much smaller girl bowed her head in respect, then she smiled. “Good, as you should be.”

Squirm could sense that the situation was diffusing on the other side, but all hope was not lost to him when he finally arrived at the summit and stared in awe at the hardened but clearly woefully hypersensitive nipple pointing up before him. He clicked his claws together and couldn’t wait to sink his vicious mandibles into that sensitive looking tip.

Celestia trembled in place, her whole body shaking from tension as she felt those prickly little claws mount the areola of her nipple. She looked up with a sharp inward gasp, her face pale with anticipation and fear. “Actually!” she yelped, a little too loudly, “Is it okay if I flee now?! I really have to flee!”

But before Celestia was able to turn around, the half-dragon held out her hand and Celestia’s body stayed frozen in place.

“Come now,” she said, “I’m not that scary, am I?”

Celestia wanted to answer, but now that her body was forcefully frozen in place by powerful magic, Squirm’s teasing touch felt more torturous than ever. Her mind was now singularly focused on the fact that his little claws were slowly wrapping themselves around the tip of her throbbing nipple. His secretions soaked the tip of her breast and she could feel herself getting permanently more sensitive by the second.

“Am I?”

Celestia suddenly became aware that the dragon was leaning out from the hot spring and her beautiful, sharp face was but a hair’s width from her own. A fire welled up inside of her as she found their lips so close together that she could feel the woman’s warm, fiery breath.

Munch! Squirm suddenly plunged his razor sharp mandibles into the very tip of Celestia’s delicate little nipple.

“YAAHAHAH WHAT THE FFFFUHUCK!”

The tall woman flinched back startled and released the freckled cutie from her magic hold.

“AAHHAHAH STAHAHAP IHIHIT YOU BAAHAHASTARD!” Celestia went absolutely berserk as Squirm began frantically scratching his many, many legs around her nipple while still holding on with his teeth. She flailed wildly from the mind-melting tickle torture and started clawing at her own shirt until she violently ripped it from her own body. When she did, the feeling suddenly stopped, and she watched as Squirm the caterpillar hovered helplessly in the air before her nose, frantically writhing with seething fury.

“This little thing really had you screaming like that?” the scaled woman said with a massive smirk as she gently turned her hand in the air, causing Squirm to spin in place.

“You…” Celestia’s chest heaved as she caught her breath. “That was you who saved me in the forest before as well?”

“Well, you were making such a ruckus, how could I possibly relax?” She let her body fall back into hot spring with a big splash, and moaned as she slowly sank into the warm water.

Squirm squeaked as the magic ended and he fell towards the ground. Celestia almost held out her foot to catch him, but then realized what a mistake that would be, and simply watched him plop onto the dry earth.

“Hang on… you heard that? From that far away?” the Eladrin asked.

“I sensed it,” the dragon replied as her head came back above water. “Your thoughts were maddening.” Suddenly, steam burst forth from the surface of the water as the woman emitted a blinding glow from between her scales. “Hm, better.”

“You’re…”—Celestia walked up to the edge of the raised rocky basin—“really powerful, aren’t you.”

The woman just scoffed with a smirk.

“What… what are you?”

“A demon,” the draconic woman said without hesitation.

Celestia stared for a moment, unsure how to process that. “You’re… you’re actually serious? I mean, what else could you be, right? Just look at you.”

“And look at you,” the demoness replied with a smile as her eyes travelled down.

“Me?” Celestia blushed. “Nah, I’m nothing sp—” She followed the demon’s gaze down to her chest and became acutely aware of the fact that she had torn her own top open before, meaning her small perky breasts had been freely exposed ever since.

“Aahah!” Celestia squealed as she quickly wrapped her arms around her breasts. Her summer form burned brighter than ever as her whole body blushed in shame. She frantically looked around for something to cover herself with.

“You could always just jump in?” The demoness motioned to the space beside her in the water.

Unable to think of a better alternative, Celestia stepped up and kicked off her shoes. She winced as her bare soles landed on the dry, rocky ground. Tiny pieces of gravel prickled the sensitive bottoms of her feet and the ground itself was of a surprisingly hot temperature, sending a burning sensation into her soft, vulnerable soles. She dipped her hand into the water and immediately pulled back with a yelp.

“Woa! Way too hot! Everything’s too hot!”

“Psh, oh please,” the demoness scoffed, “don’t be so… sensitive.”

Celestia glared at her for the pun. She had started hopping from foot to foot as the ground proved to be too hot to stand on at this point, sizzling her vulnerable soles. She knew she had to do something fast, and then slid her hand back into the water with a scheming grin. Her body and hair turned deathly pale and snowflakes began to form in the air around her as she morphed into her winter form. The demoness jolted violently in the water with a deep, sharp gasp as she sat up straight and her breasts popped out of the water with a splash. Her now rock-hard nipples betrayed how much the now ice-cold water affected her. Celestia drank in the wonderful sight of seeing this powerful, smug demon caught off-guard for once.

“Chill out,” Celestia said with a smug smirk of her own.

“I am,” the demon said with a shaky voice and slowly sank back into the water. “I’m chill.” She tried to relax her body and act like it didn’t affect her, but Celestia could see that her skin turned to goosebumps and her body quivered uncontrollably.

“Oh really, you’re not cold?” Celestia said, and pointed to the demoness’ erect nipples sticking out from the surface of the water still.

The draconic demon growled and let out another fiery burst from her body, heating the water to a compromising middle-temperature. Without saying more, she lifted her legs up and rested her giant feet on the edge again, to make room for Celestia to get in.

Celestia couldn’t help but catch another glimpse of those flawless, smooth soles. They looked so much more amazing up close. She leaned in and inspected the pale, wrinkled surfaces and a sudden urge built up inside of her to reach out and tickle those giant pillowy soles; it spoke in her mind and threatened to overtake her as if by magic. Before she knew it, she had her hand raised up with wiggling fingers, reaching for the bottoms of those huge feet.
 
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