"What the "

“WHA”-…Barriss woke up anxious after realizing that she and her master’s defeat to the Zeltrons was real. She began to sob and startled Master Unduli. “What is it, padawan?” Luminara grumbled. “I…I can’t believe the **** abandoned us, master. We should have been able to defeat that gang.”

While Luminara understood Barriss’ disillusionment, she knew her pupil needed to stifle her emotions. “Barris, you must remember never to give up faith in the ****,” Luminara said as she rested a hand on Offee’s shoulder.

Early in Barriss’ training, she would have heeded the advice of her master. However, after being nearly abandoned by the Jedi during a battle on Geonosis, the young apprentice was not interested in listening. Barris even harbored a budding grudge against Master Unduli for being one of the Jedi ready to sacrifice her and Ahsoka in order to complete a mission.

“Sure,” Barriss tensed her body away from Luminara. “We Jedi always use that trope whenever something looks dire. General Grievous captures and tortures someone, ‘trust the ****.’ Two padawans need someone to save them from a droid factory, ‘trust the ****.’ However, do we really know that the **** is on our side?”

“Barriss, you must not give in to fear. That is a path to the dark side”. As Unduli spoke, Barriss tuned out the wise Jedi master. The young apprentice was too fixated on Luminara’s perky breasts, which hardened due to the coldness of their cage. Still, Ms. Offee was both annoyed and turned on as she grunted at the Jedi councilwoman.

“Focus on getting to sleep, young one,” Luminara said as she laid back down in a crouching fetal position.

As the elegant Jedi master closed her eyes, Barriss could only stare at her instructor. This instance was the first time Offee had ever seen her master completely disrobe. The eager student could only stare in amazement at how clean-shaven master Luminara was.

Barriss poked Luminara, who intentionally ignored her junior with the hope that she’d stop. However, Ahsoka Tano’s bold personality rubbed off on the young Jedi. Barriss then shook Luminara onto her back. At this point, Luminara was now completely pissed off!

“BARRISS, if you don’t go to sleep, I will- “Master, have you ever had sex?”. Luminara’s blue eyes widened, and her blushing face was a mix of confusion and exasperation. “That is an inappropriate question to ask your master. And never cut me off again”.

Barriss snickered, “we’re both naked and about to be run through by a horde of Zeltrons and Hutts. This seems like a relevant time to bring up sex”. The apprentice slid her hand on Luminara’s thigh. “Plus, there’s nothing in the Jedi code about shaving yourself.”

Luminara swatted at the brazen Jedi, angry because Barriss was depriving her of sleep. “Hush yourself and go to bed,” Luminara scolded while glaring at her pupil.

“Come on, master Unduli, sex can’t be taboo. Especially since Master Anakin and Padme have a thing.” Luminara rebuked her padawan and told her to watch her tongue. Although secretly, she also figured that Anakin and Padme had a relationship after hearing moaning coming from the chosen one’s bedroom a couple of weeks ago. Plus, she and her fellow council members sensed that something was up due to Anakin’s emotional instability around the attractive Senator.

Barriss tried her best to muffle her laughs as the apprentice reminisced about the gossip Ashoka shared with her during one of their missions. “Padme wasn’t exactly discrete when she was sucking off master Skywalker in a closet following a rescue mission on Naboo. Plus… we’ve all done something. I’ve even kissed and played with padawan Tano.”

Luminara was now ready to gag her mentee or do whatever it took to shut her up. “Padawan, listen to me right now. If you do not shut up and sleep, neither one of us will be able to escape this Mustafar hole in the morning. And then you can tell me all about this information when the Zeltrons pin and finger fuck me again. In fact, that would be a perfect time to share stories as you get spit roasted by Jabba and his Hutt scumbags”.

Barriss’ eyes again focused in between her Jedi master’s legs. She noticed that Jedi Unduli’s pussy was now wet, despite her insistence on going to bed. Laying on her back, Luminara’s body shimmered under the night light, leaving Barriss a horny mess. Therefore, she finally gave in and slept behind her master.

As Barriss huddled against master Unduli for warmth, she couldn’t contain herself. The young padawan began rubbing her olive-colored hands along her master’s breasts. At first, Luminara believed she was dreaming since she was currently drifting into REM sleep. As a result, she initially allowed Barriss to continue grinding and cuddling against her.

It wasn’t until Luminara’s apprentice began rubbing her pussy that she realized what was occurring and prepared to scold her student. However, Barriss flipped to face Luminara and dove in to kiss her passionately. Simultaneously, the eager apprenticeship grinded her breasts against her masters while working herself on top of the fit Jedi councilwoman.

Sleep-deprived, Luminara gave in to her desire and placed a hand along Barriss’ ass, caressing and squeezing it while feeling the sensation in her chest. Unduli was incredibly turned on as her student bit into the side of her neck. “Where did you learn such slutty behavior?” asked the master. Barriss winked and chuckled, “I learned it from Ahsoka after she saved me from the worms on Dantooine...I had to repay the favor.”

Now passionately biting and sucking on her master’s neck, Barriss Offee angled her quad in between Luminara’s thighs while laying on top of her. For the second time in 24 hours, the Jedi master had her pussy played with while having no control. This time, she could no longer contain her moans while her apprentice began moving down Luminara’s body. The eager padawan kissed Luminara from her mouth down her stomach.

Luminara now fully awoke, realizing what was about to happen, as her padawan prepared to fulfill her own fantasy. Before Luminara could move, Barriss worked her tongue in between Luminara’s legs. Blinded by ecstasy, master Unduli was enslaved to her desire. She grabbed the back of Barriss’ head and pulled her silky smooth hair. She looked down at her friend’s face and saw a whore who obviously spent much of her time at the Jedi academy doing more than studying.

Barriss responded by licking her middle finger and inserting herself into Luminara’s tight pussy. “Oh, my forc-“mumbled master Unduli before Barriss covered the older one’s mouth with her hand. “Shhhh,” Barris giggled: “You can’t make too much noise slut. One of the Zeltrons will hear you and decide to run a train on us”.

However, Luminara would not be silenced, “how do you have the audacity to disturb me in my sleep and then cover my mouth?” Barris smirked and said, “like this,” as she contorted her body into a 69 position with her master. Luminara was astonished as Barris literally shoved her olive pussy into Unduli’s face. After that, however, she followed her student’s example when Barris began licking and fingering Luminara’s wetness.

“Oh fuck, Barris, I haven’t felt this good since I scissored with master Stass Allie. She really knows how to use her tongue too and hit all the right places.” Emboldened, Luminara really went to town massaging her apprentice’s clit.

Barriss whimpered as she wanted to be dominated since she saw Unduli get fucked in front of her. Seeing Luminara go from a prude and somewhat cold master to a powerless fuck doll was a lot for the young adult to witness. Since then, Barriss wanted to tease her puritan master and then get dominated and used like a fuck toy.

Now she got her wish, as Luminara shoved two fingers into Offee. “Master, don’t stop,” Barriss sighed in pleasure as she spread her legs wider. She now felt her face get shoved into the cage bars as Luminara got behind her arched back. The Jedi master was finger blasting Barriss, whose wet pussy was now easy to access as Luminara quicked her pace. “Master Unduli put me in my place!!!!” Barris gave out as she was close to cumming.

Master Unduli moved to eat Barris out from the back while continuing to finger fuck her. She even managed to rub a thumb across her padawan’s glory hole, which made Barris squirt and cum in Luminara’s face.

“OH FUCK” Barris murmured. “What the ****?” Luminara replied.