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“You built a whole space station just to measure cocks?” Mara whistled, looking up at the Earth as it wandered across the length of the domed glass ceiling. “That’s dedication.”

“Repurposed it, but yes.” Liara nodded earnestly. She wore a curve-hugging bodysuit, but the bulge between her legs would have been unmistakable even in a skirt, inching outwards every other moment as if the futuristic fibers were unable to contain it. “Cock growth is a serious matter. We need serious equipment to match it.”

Felicia stood opposite the alien academic, a blue-haired catgirl without the slightest shred of concern about concealing her colossal cock. “I don’t know, I just think it’s fun. Getting more hung and winning a prize for it? That’s just a bonus.”

“Right?” Mara giggled. “That’s what I was saying. Shame I don’t get to participate.”

“If that’s the case,” Liara said, “why are your penises currently growing?” She studied the fairy and her 30-foot triple cocks, growing longer and fatter by the moment.

“‘Cuz I don’t feel like holding them back,” Mara countered. “Why aren’t yours? You’re the one with a contest to win.” Her toothy grin took up a disconcerting amount of her face, the very image of impish mischief.

“Oh!” Felicia said, “I was waiting for some sort of signal. Don’t have to tell me twice!” She thrust her hips forwards, and her fat shaft lurched ahead, growing so rapidly that it went from dangling between her shins to lying flat on the ground, as wide as the catgirl herself, in the blink of an eye. And it kept on coming, expanding by dozens of feet at a time, to Felicia’s obvious delight.

“H-hey, wait!” Liara protested, looking frantically between Felicia—and her bus-dwarfing cock— and Mara. “You’re the referee! You should give us a signal.”

Mara eyed the growing wall of catgirl cock and the woman moaning at the end of it. “Looks like a pretty obvious signal to me.”

Felicia’s cock was not the only part of her growing; her breasts, already impressive, filled out between her arms, wild streams of milk gushing from her thick, red nipples and dripping down her naked skin. “Feels so good,” she moaned, only lactating harder as her monumental cock passed 100 feet and kept on growing faster.

Liara got caught in the crossfire, her face dripping with milk. “That can’t be legal!” she said, pleading with the amused fairy.

“I don’t know. She’s bigger, so it must be legal.” Mara gave Liara a significant look. “What’re you going to do about it?”

Liara went red in the face, which turned her gorgeous blue complexion to an adorable purple. “I’m going to beat her.” The Asari reached for her trembling zipper and unleashed her heavy cock in a swift motion. One moment, she was contained, presentable; the next moment, several hundred feet of veiny, azure dick slammed onto the stainless steel floor, sending a shockwave through the whole station as her hidden mass asserted itself.

Felicia was not so easily cowed, however. She winked at Liara and moaned, pushing her cock several times bigger in one monstrous surge. “Decided to join in, huh?” the catgirl called, gushing a lake’s worth of cum across the open space of the dome, already straining the capacity of the drains. 500 feet long and she was only getting started, her balls bloating with unbearable need.

“I’ve decided to win.” Liara shot back as she let her titanic testicles roll safely out of her suit. The scent of her sex filled the air, a pungent, domineering presence that made even Mara take note. Her dark blue dick barreled forwards past the glowing markers that counted up her size, intent on bullying the cocky catgirl despite her head start. Hundreds of feet gave way to thousands, and soon enough she passed the ‘1 mile’ marker with a little beep from above. Liara turned towards Felicia and allowed herself a smug smile. “You were saying?”

“Holy s—” Even Felicia had to pause and stare at that mountain of dusky cockflesh, its veins alone shaming the catgirl’s stupendous shaft. “Guess I have to work harder!” Her tits were still growing, leaving her half-submerged in a pool of cream struggling to rival the raging rivers of cum gushing ahead of the two.

“Hard, yes. I suppose I should get hard.” Liara ran her palm across the hill of sensitive skin that ascended from her crotch, basking in the pleasure as her first throb ran along the immense length and added several thousand feet at once to her measurements.

Felicia froze. “Wait, you’re not…?”

Another throb. Another mile.

“No.” Liara said serenely. “Not yet.”

Beside the two, Mara rolled in the air in a fit of giggles. “Classic! Well done, blueberry. Such a cliche, but so effective!”

“Thanks,” Liara started, a guilty smile on her face, when Mara zoomed down and slapped her ass with surprising strength for such a tiny woman. “Ah!” Liara gasped, grasping her backside, “careful!”

But the damage was done. Her suit strained and groaned, as Liara’s pert backside expanded underneath the curve-hugging layer of fabric. Evidently, her cock was not the only part of her anatomy that she kept compressed, her ass now fattening noticeably from the unexpected attention.

“Cute.” Felicia quipped. “But you got nothing on me.” She took advantage of Liara’s distraction and crammed both of her thick, lactating nipples into her mouth. Or against it, the best she could, given that the catgirl’s breasts were so big that she could hardly reach around them and her nipples were the size of soda cans. They did not stay that way, however; at the first swallow of her cream, her breasts swelled bigger in a mad surge that drenched her face entirely in milk. And as that super-charged potential traveled down the length of her cock, the space station began to rumble…

Liara looked up from her pants-tearing booty just in time. “What is—”

Felicia’s cock exploded forwards, from five hundred feet to five miles in a second. But she wasn’t satisfied merely rivaling Liara; she was out to dwarf the Asari, to humiliate her tiny shaft under the bulk of her ever-fattening catgirl cock. She doubled and then doubled again, her balls rising to scrape against the ceiling, to dent and deform the walls of the space station with her presence alone. All around them, the noise of her rumbling cock mixed with a frenzy of alarm bells and distant crashing of equipment banks being crushed.

“I don’t know if your fancy measurement devices are up to the task,” Felicia purred, letting up on her milky breasts. “I seem to be running out of room. Would you say that I’m too big for you to handle?”

“There’s… lots of things that my equipment cannot handle.” Liara moaned as her bodysuit tore up to release her blue butt completely. “Me, most of all.”

The space station struggled to remain in one piece when Felicia’s 40 mile cock slammed through the far end, impaling the structure on a spire of cockflesh. When Liara caught up, destruction was assured.

“Huh?” Felicia called, stunned by the sudden ferocity of Liara’s growth. “Where did that come from!?”

But Liara had no answer to give. Her head tilted back, her eyes shining black, as her body was wracked with uncontrollable pleasure. “More,” she called, squeezing her cock. “More!”

And more she got. Her dark blue shaft surged forward, doubling and doubling and doubling again. It shredded the remains of the station, knocking Felicia aside without a thought, as her ever-fattening cock reached 100 miles; 1,000 miles, 10,000 miles. A deluge of cum poured into space, enough fluid to drown the Earth several times over; and indeed, the planet suddenly looked tiny compared to Liara’s greedily growing cock. At 100,000 miles, the remains of the station disappeared in the folds of her balls and the actual moon soon joined them. The Earth itself became a speck next to Liara’s girth, the planet tossed around in the shockwaves of her throbbing veins.

“F-fuck.” Felicia gasped, left hopelessly outmatched, her cock climaxing in submission to the Asari’s superior shaft. “How in the blazes…”

Liara was deaf even to her concession. All thought of the catgirl had left her mind. “So… Biiiig…” she mumbled, giving a wiggle of her massive ass. With every order of magnitude, she came harder, and at 150.000 miles of cock, she could have thrust through diamond. And as she painted the solar system white, her balls only grew fuller and fatter.

Bigindeed. Not bad.” Mara mused. “Not bad at all. For a first round. Tali will get a big surprise, hm?” She grinned, eyes twinkling. Around her, the cosmos throbbed. “Let’s see just how big we can make it!”

###

Final sizes:

Felicia

60.6 km ≈ 38 miles

Wildcard: Lactation, Breast Growth

Liara

247,000 km ≈ 1,7 AU

Wildcard: Ass Growth, Musk

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