Doesn't matter - Homura ran into Kyouko on the way out.

Homura mulled over Kyubey's words as the two of them prepared to leave. An entire country's population of magical girls, outmatched by her. Presumably, she would be invaluable in the case that magical combat was necessary, although they were apparently quite infrequent. Theoretically, she could even do "combat recharging" to extend her already good capacity, although her reliance on mobility to dodge, low range, and reliance on non-magical weapons made it somewhat less viable of a combat strategy. She had the sudden image of Mami surrounded by a pile of scantily clad magical girls servicing her, firing off Tiro Finales one after another like a very lewd artillery cannon. Of course, the current Mami wouldn't be able to even make a musket, let alone perform her ultimate attack, but the idea was very interesting (and distracting). Homura didn't really have anything to do with the extra magical power, though...

Homura opened the door, lost in her own thoughts, and found herself face to face with Kyoko, the last of the 5 magical girls originally in Mitakihara, wearing a stripped down version of that green jacket (more vest-like at this point) and nothing else. Her most notable characteristic was her huge penis (even compared to all the others), reaching 17 inches in length. The rest of her body was normally ridiculously endowed, even her testicles, but that dick kept on drawing Homura's eyes. Could Kyoko fit that monster into anyone at all? How did her body have enough blood to operate that and her brain at the same time? It seemed implausible, even more so than the fact she even had it in the first place. The thing was so big that its head was stuck under Kyoko's jacket. Homura looked at it again, a thick, veiny pole of meat that pulsated with energy even as Kyoko stood there in front of her, waiting. With a start, Homura moved aside, allowing the huge-dicked magical girl to pass into the house itself, brushing by her as she went.

"Hey, Mami. Who's this girl?" she asked. "Find a lay for the night?" It was a little rude, but Homura didn't really care. Kyoko, oblivious to her brushing-off of Homura, noticed the Incubator standing behind Homura, watching patiently. "Oh, new contract?"

Mami nodded. "This is Akemi Homura, she's a new student at my school." Homura bowed politely as introduction, although she was sure that Kyoko didn't care. The redhead scrutinized her with hungry eyes, and Homura felt a little self-conscious. "She's a new type of magical girl apparently, one that kinda works in reverse."

"Like?"

"Succinctly, Akemi-san converts magical power into despair, which makes her a more effective combat unit at the expense of the ability to gather despair."

"So she can beat up people real good but can't recharge, cool." Kyoko stretched her arms out, joints popping. "Anyways, I came to see you. How's it going?" The formerly estranged duo seemed to be in better relations now, if the redhead would just drop by unannounced. Although, she was trying a little too hard to be casual about it...

"Kyoko, don't try and fool me. You're just here for some food, aren't you?"

The girl in question crossed her arms under her ample chest."Hey! Why would I come out all the way from Kazamino just to bum off some food?" That made sense, although it raised the question of why she would travel all the way for a social call. She sounded just a tad defensive to be simply paying a visit as well.

Mami, it seemed, was thinking along the same lines. "Kyoko, you're a terrible liar."

Kyoko cringed backwards as her little lie was uncovered. "Ok, ok, I'll tell you. But I didn't come here for food, so you're wrong about that. It's also not just me hitting you up, alright, although I did want to see you, cause I was in the area anyways." She stared awkwardly at the three futanari scrutinizing her, blushing just a little at the attention. "Fine, fine, I'll tell you, alright? The police have found where I was shacking up, so I need a new place to crash."

Mami sipped at her teacup, giving the impression of being all fancy and proper-like. Of course, it was empty, but Kyoko didn't know that. "Then allow me to graciously extend an offer of residence at my humble abode," she proclaimed grandly.

The effort was wasted on Kyoko. "Oh, yeah, that's totally fine, I just need your help to find some place - huh? Really?" She did a double-take, Mami's faux-aristocratic declaration finally registering in her head.

"Yes, Kyoko-chan, really. No, no, it's fine, Kyoko, I have plenty of money." She interrupted the other girl's panicked look with a stern gaze. "If you need help, you can rely on me. Or, for that matter, the coven."

A look of relief crossed over Kyoko's face for an instant, before she schooled it back into the cocky, self-sure expression she used as a cover. "Those jokers? You should know that they don't like me around that much."

Mami rolled her eyes. "You could always apologize for intruding on their territory, you know..." It seemed they must have had this argument quite a few times, judging by their seemingly practiced lines.

"Aw, come on! There was plenty to go around! I even gave that chick all the good areas, too, and stuck to the bad ones. Some people..." Kyoko shook her head. Huh, was she not as cynical and self-serving as before?

"That's just because you wanted more dick, not because you were trying to be nice." Oh, never mind.

Kyoko didn't even look ashamed of herself at that. "Hey, it gets the job done."

Mami nodded sagely. "You're right: the blowjob, the titjob, the rimjob… Speaking of blowjobs, actually, have you eaten anything today." She interrupted the other girl, who was about to respond. "Besides cum, that is."

Kyoko's body seemed to deflate, or at least everything but her giant dick, still full of life and ready to burst. "Alright, got me there."

"Kyoko-chan." Mami's face became stern for a moment. "If you need help, you get help, from me, from the coven, whatever. You don't have to do this to yourself."

"It's fine, Mami-chan. Don't get sand in your vagina, I'm perfectly healthy." Mami didn't let up the stare at all at that declaration. Kyoko looked aside, somewhat bashful. "... Alright, alright. Better get a lot of food ready for me, I'm gonna clean you out!"

The blonde smiled at her indulgently. "Don't worry. I've got plenty of cake left. Homura-san couldn't eat it all, not matter how hard she tried." She left to fetch said cake from her small fridge. Kyoko waited, hand on her hip. There was a short silence as Kyoko recomposed herself fully and Homura waited, thinking about the two. Kyubey was still watching and waiting somewhat behind the door, planning its next move.

Kyoko broke the ice first. "Hey, new kid. Is Mami still as sweet as I remember?"

"Um, probably?" How would she possibly know?

Unfortunately, it seemed that she had fallen into a trap. Kyoko grinned at her. "Damn, what a predator! Putting on the moves on poor, lonely Mami-chan just like that?" Homura was reminded about why Sayaka and Kyoko fought in every timeline: at a fundamental level, they were far too similar for comfort. Even - no, especially in the annoying ways.

"We had to try it out to make sure it worked..." Homura began explaining herself, trying desperately to maintain some semblance of dignity. "The despair transfer, I mean." Kyubey nodded in affirmation, although she was oblivious to the reason why she was attempting to justify her actions.

The hugely endowed magical girl laughed. "You get all flustered so easily… Too cute!" The words put Homura even more off kilter, blood rushing to her cheeks yet again. "Anyways, I'd better do a 'transfer' of my own while I'm here, got some excess here. Hey, Kyubey, get over here." The sudden swerve in topic threw Homura for a loop, face burning with more intensity.

The white-clad alien walked over, brushing aside her scanty white dress, lifting her heavy balls, and presenting her bare vagina. Despite the inherent lewdness, Kyubey conducted herself in a somehow unsexy manner, simply performing the most efficient motion. Kyoko, however, didn't seem to mind, lining herself up and slamming her massive cock deep within the Incubator's snatch. The Incubator expertly contracted around the seventeen inches buried inside of her, coaxing a moan out of its owner. Her face still had that unchanged blank smile, as if she were simply performing a business transaction rather than getting fucked by the biggest penis Homura had ever seen. "Hey - uuuh!- At-? Ak-?" Kyoko gave up trying to remember her name, all of brainpower occupied by the Incubator's warm vagina wrapped around her dick. "Newbie, want to help me out here?" she gasped out finally.

Homura was about to try and answer that question, but she was interrupted by Mami coming back with a plate laden with leftovers freshly reheated. She looked at the fucking going on right above her table, and sighed. "Hey, don't do that over the table..." Kyoko simply stood up, Kyubey grabbing onto her with a slightly modified hug, and walked to a less table-occupied section of the room. The albino kept going at it even as her ride moved, bouncing up and down and sending her tits into a flurry of motion.

Homura watched them go at it, still blushing, but in all honesty she should be used to it at this point. Mami certainly was, merely setting down the plate and waiting patiently, hands folded together in her lap right below her erect dick. The dark-haired newcomer tried to imitate her calm demeanor, but her insistent sex drive threatened to overwhelm her thoughts with wave after wave of arousal. Hadn't she literally just fucked Mami's tits? Kyoko's moans grew louder and louder, closing in on her orgasm, but Kyubey's only concession to the savage fucking she was receiving was breathing just a little heavier.

Homura felt a hand grasp around her dick and start stroking, then realized that it was her own, and let go like it was on fire. Mami noticed that, and chuckled a little to herself. "Looks like you're raring to go again. Hey, let's sneak up on Kyoko and surprise her."

Kyoko, even foot-and-a-half deep into Kyubey's pussy, was cognizant enough to hear them. She couldn't really do much about it other than widen her eyes, though, occupied as she was. Kyubey on the other hand was fully aware of the request, leaning backwards to accommodate them. The redhead followed the white haired girl down onto the couch, displaying her rear to the other two magical girls invitingly.

Homura tried to figure out the logistics of the oncoming foursome, but Mami took the lead by sliding her legs underneath Kyubey's spread-eagle ones, angling her cock towards Kyoko's dripping honey-pot (pussy juice wasn't very honey-like in texture or taste; Homura chalked the name up to smut convention). Of course, while she considered the etymology of slang terms for the female genitalia and potential alternative, Kyoko's ass was being unfilled, and Mami was looking expectantly at her as if aware of her hesitation. She looked at the pile of bodies again, Kyubey lying on the couch at the bottom, Kyoko driving wildly into her on the top, and Mami lined up behind her, impaling Kyoko on the back end of her thrust. Homura positioned herself above the blond, standing on the couch. She leaned in, and without further ado rammed her precum-slicked cock into Kyoko's waiting ass, which clenched and quivered around her sensitive length. She could actually feel Mami's dick pulsing just below hers even through the walls, which was a sensation she'd never thought she'd experience. The dark-haired magical girl slowly started moving, trying to find that sensitive part that Madoka had hit earlier in her. She couldn't pinpoint it exactly, but Kyoko shuddered in pleasure anyways. Homura grabbed onto Kyoko's melon-sized melons, groping and kneading the flesh through her jacket even as she thrusted. She was probably getting it all wet with milk, but Kyoko wasn't any position to really complain. Meanwhile, Mami slipped one of those pills into Kyoko's mouth, muffling her moans a little. They slowed down to let her swallow it, then resumed their frantic pace.

After a couple minutes of frenzied, heated movement, Kyoko's ass squeezed down onto her tightly, making her thrusting feel even better. Teh redhead cried out, trembling, and came deep inside Kyubey's waiting pussy. After dumping that load, she slumped forwards into the Incubator's body, squishing Homura's hands between two sets of tits and pulling her forwards as well.

Now that the redhead had stopped moving, Mami sat up, pressing her huge chest against Homura's back, and began thrusting herself. The angle was just a bit awkward, but she was able to pick up speed anyways. Homura subconsciously synced her hips with Mami's, moving as one into Kyoko's holes. The girl they were sharing recovered, beginning to slide along with them and push into Kyubey again. She was still panting heavily, and now Homura and Mami had joined her on the brink of orgasm. The two of them slowed down, slamming home with greater **** but less intensity, building up for the end. Homura's searching was finally rewarded, her penis brushing against a particularly sensitive area and causing Kyoko to let out a "hrk!" of surprise. She pulled out, ever so slowly, and then went straight for it, the sudden motion pushing her over the brink. Homura came with a long moan, flooding Kyoko's ass with cum. The combined sensation of Homura hitting her prostate and her warm cum rushing in set Kyoko off again, spasming as she came into the Incubator again. Mami followed suit shortly after, her cock trembling as it released its load. Moans of orgasmic pleasure filled the room, Homura's included.

Panting, Homura got off of Mami, Kyoko's newly vacated asshole leaking cum onto Mami's blue magical girl skirt, and stood up next to the couch. She rolled her shoulders, working out a couple of the kinks that their somewhat awkward position had given her. Mami pulled out of Kyoko, dick still dripping with cum, and let out a sigh of post-coitus bliss. The cum-filled girl moaned happily at the warm sensations, then rolled off of Kyubey. Somehow, the Incubator's pussy still looked clean and cum-free as ever. She noticed Homura's questioning gaze. "It is more efficient to process both the excess despair and the sperm at the same time, increasing yields slightly." The red ring glowed softly as she explained, presumably indicating said process was underway. Homura looked at her again, and then shrugged.

Kyoko turned to Homura, the two magical girl's cum still running down her legs. Her dick swung around as she did so, looking for all the world as if she didn't just cum twice. "Huh, so you really do make despair on your own. Not really noticeable, though."

"Well, I did take a huge amount off of her before this. Around a day's worth."

"Woah, how long ago was that?" Kyoko looked surprised.

"Approximately half an hour ago." Kyubey had finished up whatever she was doing with the two loads, and rejoined their conversation. "She outpaces the despair collection abilities of most magical girls even without the additional costs of her magic."

"Hmm, maybe we could just get our fill from the new chick, uh, Akemi-san, here instead of having to move around to find more." Kyoko had finally remembered her name, it seemed.

"Well, she won't spawn daemons, I don't think." Homura nodded. She might still become a witch, but hopefully she'd never find out. "We should still focus on helping civilians as long as Homura here isn't too backed up."

"Ah, you're probably right. So much effort, though... Alright, then, are you headed out?" The last bit was directed at Homura, who nodded meekly in response.

"Yeah, I'd better head home..." They'd figured out what she had came here for, after all. Hopefully more magical girls wouldn't pile into the house so she could actually leave this time?

"Alright then, Homura-san. I'll see you at school!" The red and yellow magical girls waved at Homura and Kyubey as they left.