Author's Note: Hi all, this is my first smut fic. I'm not particularly sure what I'm supposed to list out around here since I'm new to writing fanfics, but this whole fic essentially has Master Chief having sex with a female and male Elite. Read on if you like that kind of thing. Constructive criticism will be... appreciated? Whatever works with you people. Heh.

(Be Advised, Lemons and Slash)

Disclaimer: I do not own the Halo franchise, only some of the games. Bungie/Microsoft does. This fic is written only for entertainment purposes.

Chapter 1

The Master Chief crept silently into the wreck of a building, shotgun at the ready. The apartment was a shell, one burnt-out husk of many in the streets of war-torn New Mombasa. He turned into a room, surveying the damage done to it. It was simply furnished, probably had been previously shared by a couple. There was a bed for two, a desk, and a mirror, even a cupboard built into a wall. There was an en suite bathroom at the back end of the room, opposite of the doorway he had just entered through. The place was mostly dusty from lack of maintenance. The windows cast forlorn beams of light into the room; the glass panes had long been shattered, perhaps from the shockwaves of some long forgotten bomb.

His mission was to seek and destroy, to root out and eliminate the tiny pockets of Covenant resistance remaining in UNSC-held territory. Experience had taught him to search every room, in every household. Especially the apartment blocks. The cramped environment provided natural defenses for the alien resistors to hunker down behind.

He crept over to the window; took a look at the adjacent buildings. Nothing in the gray walls and broken windows. Much blood had been spilt upon these streets. The Master Chief sighed inwardly at the loss of human life –

Only to freeze. He checked his Heads-Up Display again: There it was, a brief flash of a red dot on the motion tracker. He checked the status of his shotgun. It was racked and ready for use. He slowly turned around and crept towards the en suite bathroom. The door was open. He took a step in –

And was rewarded with the ghostly green glow of an overcharged plasma pistol.

There was no time to dodge the blast. The crackling ball of energy leapt from the C-shaped mouth of the alien weapon, and at point-blank range the energy packet slammed onto the Spartan's shielding, spreading across its invisible surface and causing the shielding covering his armor to fizzle out. He swore and backpedaled out of the toilet. That was the problem with street-to-street, house-to-house fighting. There was simply too little space for a seven-foot tall being like him to maneuver properly. His assailant appeared: The four snarling mandibles and blue armor of a Sangheili minor. The Master Chief grinned under his faceplate. Easy meat. His shotgun boomed, once. Buckshot screamed forth in an angry burst of flame, flaring across the Minor's shields. At such a close range, the Minor's shield winked out instantly, causing the Sangehili warrior to stagger back from the force of the round. By now the Chief was up close with the Minor. They stood nearly face-to-face, both breathing a little heavily. His shields were down; so was the Minor's. He pumped his shotgun, arming another round; the alien soldier already had its plasma pistol overcharged and aimed at his face, forcing the Chief to stare at the sizzling globule of green death. Without shields, a round of his shotgun would tear through the alien's waist like so much rice paper. Spartan or not, an overcharged plasma round at this range would melt his helmet, not to mention his head. They were at a standoff.

The hand holding the plasma pistol failed to quiver in the slightest. Despite his current predicament the Chief was impressed. For a Minor, this Sangheili was either extremely determined or fearless. The Chief was forced to go cross-eyed while looking down at the – wait, down?

The Chief shook his head. In all his years of fighting Covenant, he'd figured that they'd all stood at around 8 feet, a fair bit taller than his 7. He blinked. Yes, the Minor in front of him was visibly shorter. He then noticed that the Minor's chest plate jutted out at a steeper angle then all the other Sangheili warriors he'd ever encountered… He cocked his head a little to the side (the Minor mimicked the action). He saw what he was looking for, and was all the more shocked for it. There it was: A more obvious curve in the posterior.

This one was female.

The Minor grunted in surprise, as if finally registering the fact that it – her – had somehow ended up face-to-face with the Demon. The same infamous Demon that had slaughtered its – her – brethren by the hundreds. The Master Chief noted that her grunt was higher-pitched than the usual male Sangheili, which for him was just more confirmation for what he'd just realized.

The plasma overcharge fizzled out. The Minor slowly lowered and reattached her weapon to her thigh armor, maintaining her gaze on his helmet. Likewise the Master Chief cautiously lowered the shotgun. He wasn't sure why he'd done that. Granted, he was surprised that the Covenant was employing females on the front lines, or even in the military at all, but regardless she was still another Covie. She should be breathing her last in a pool of her own gore by now. Perhaps it was because Cortana wasn't around to give any of her advice. The AI was back at base aiding the UNSC defense of New Mombasa, and he'd taken it upon himself to lend a hand. But, I digress.

The Minor raised a hand to his chest – her arm was not nearly as bulky as a male's, but the Chief could certainly observe the lean musculature of her bicep, which led his gaze to her chest… The Chief felt his codpiece getting a little tight. Puzzled, he reflectively looked down, wondering why, of all times, he just had to get such an awkward erection.

And the alien female ran her four-fingered hand across his chest piece, growling in an odd manner. The Chief checked his HUD. Scans were showing that she was radiating pheromones. Like a bitch in heat, the Chief smiled to himself. The Minor was aroused by him. He clasped her hand with his free one, and with his other he let go of the shotgun, letting it clatter to the ground. With a blink to his HUD, the codpiece of his armor was released with a pneumatic hiss… and fell to the ground.

The Minor's mandibles opened slightly, gawking at the bulging erection he'd revealed to her. The Chief felt a small sense of pride. Judging from the marines that he'd seen often when exiting cryosleep, he'd been very, very well-endowed. And that was before the ONI spooks had pumped bio-augmentations into his systems. Which had made him, well, bigger. And from previous experience, women seemed to like that. A lot.

The Spartan pulled her in towards him, while his other hand pulled off his helmet, revealing chiseled features, close-cropped brown hair, and dazzling blue eyes. If it hadn't been for his too-pale skin (from staying in his armor for too long), he'd have gotten laid a lot more often. The Minor looked at him and wrapped her free hand around his neck, and pulled him towards her. And they locked lips (and mandibles) in a kiss.

For kissing something with four parts to a mouth, the Master Chief had to admit that it had gone pretty well. The only awkward part was that his erection had been pressing against her stomach, which he was sure she could feel.

Still close together in each other's arms, the unlikely pair half-waltzed half-stumbled towards the conveniently placed king-sized bed. Fumbling, the Chief placed his helmet facing the bed, making sure the helmet's camera was recording. You never know when you'll get lonely…

Then he fell back into the surprisingly soft mattress, leaving his throbbing, hot member the only part of him still pressing against his bodysuit. In this position he could not remove any more of his armor than his gloves and gauntlets (which he hurriedly shed), and without his helmet and codpiece he felt oddly exposed. In an awkward move, he unzipped and pulled off his bodysuit, yanking the black material off ankles, tossing it to the floor. Now naked on the bed, his erection stood firm and upright in the crisp, cold air. The veins running down his thick shaft throbbed in excitement.

That was when the Minor thumbed something on her right gauntlet, which caused her thigh plates to disengage and fall to the ground, followed by the two halves of her chest piece. Her scaly skinsuit folded in on itself, splitting at the waist and folding into her gauntlets and her shin plates. That was when the Chief could only stare at her toned, grey-skinned body, and beyond of this he forgot all of his troubles.

The Chief stared at her sculpted, body – reminiscent of military training, yet not nearly over muscled enough to diminish her slender feminine curves. Then she dropped to her knees, still staring lustily at his hard-on. He was then enraptured by her exposed breasts – a fine cleavage she had, with her twin orbs both not too large and not too small. Just right. She finally noticed his staring and shyly covered her breasts with a gray arm – The Chief suspected she was a first-timer. He motioned at her to put her arm down, and this she obliged. She bent over the bed – where he was lying, his shins were too long for the bed, so he'd let them down to drape by the knees, onto the floor. She hovered her reptilian face over his erection, and he could have sworn he saw little beads of sweat roll down her long snake-like neck. She glanced at him, and he gave a small nod, the only green light she needed to continue.

The Minor bent her neck down, down towards the base of his penis. She opened her mandibles wide, allowing a long, reddish-pink tongue to slither forth. With great anticipation emanating from both sides, she gave his nutsack a small, swift lick.

The Chief moaned with delight. He hadn't expected it to feel this good. Then again, the last time he'd gotten laid was with this beautiful red-headed Marine while serving aboard some UNSC Frigate. God, it had been so long ago. He'd forgotten her name by now.

The Minor licked her mandibles, giving the Chief a view of small rows of teeth, two rows lining each mandible, and another row lining her upper lip. He felt some anxiety about those teeth, but forced that aside. He'd deal with that if became a problem. The Minor, evidently pleased with his reaction, started applying her tongue, and its alien – looked just like human saliva to him though – saliva, upon the base of his member, tenderly licking his balls. She didn't seem to want the Chief hurt: That was fine by him. Then she lifted her head and looked at the very tip of his spear. She shifted herself forward a bit, no doubt to make herself more comfortable. She gave his head a sloppy lick, getting saliva all over his manhood. It twitched its response at her touch. Then. Like a rabid dog unleashed, she made a small lunge forward, all previous hesitation forgotten. She wrapped both of her hands around his shaft, and gave his head another lick.

The Minor proceeded to pump both hands up and down his shaft in a most rhythmic fashion, licking his head again and again. The Chief groaned. He subconsciously raised an arm and placed his hand at the back of her blue helmet, where it tapered to a blunt point. The Minor, after licking his member for a while, got the hint and removed her hands. One went to and gently gripped his thigh for support; the other began to playfully fondle his testicles. The slight scaliness of her hand, coupled with her sharp fingertips, was a new experience indescribable to the UNSC's greatest hero. And it got infinitely better, when she bent forward and engulfed the entirety of his shaft in her mouth. She began to bob her head up and down most vigorously, running her tongue along the length of his big, hot member, and almost gagging when it hit the back of her throat. The Chief almost gave in then, so enamored was he with the tightness of her throat and the wetness of her mouth. He hadn't expected that she'd know how to go deep on him, especially due to his length. Nonetheless, she did. And it was amazing. Her mandibles even served to add to the pleasure, the small rows of teeth that he once looked upon in disgust rubbing against all the sides of his length, flexing in a rhythmic massage while her flexible tongue rubbed up and down his member, as though it had a mind of own. It was unique, and in a very good way, to say the least.

The Minor bobbed her head with even more energy, her hand rubbing his thigh seductively and her other hand massaging – tugging and squeezing – his nuts. The Chief began rhythmically pushing down on her helmet, encouraging her to carry on. With such tender love being lavished upon his massive cock, it was a testament to his stamina that he could last till now. And when he finally blew his nuts, boy did he come.

He bucked his hips roughly in reflex, showing his member further into the Minor's throat. He moaned, pushing her head downwards by her helmet with both hands. Both actions were unexpected, and the Minor's eyes opened wide with surprise when she almost gagged on the Demon's shaft. She was even more surprised when it trembled and spurted a hot fluid down her throat. Sticky and salty, it was unique to the Minor. And absolutely fantastic. The Demon jerked and spasmed slightly at the hip as his manhood fired off five… six… and finally seven wads of the stuff. She made sure to swallow everything, even inhaling to make sure she took in whatever came out of the Demon's shaft. It wasn't her fault that the salty liquid tasted so good to her. She finally released her mandibles and withdrew her head from the Demon's cock. Both of them could see that the Chief's spear, now lying limp yet retaining its size, was coated in his sticky white cum and a whole lot of her saliva.

No matter. The Minor extended a long gray finger and flicked up some of that mixture of their fluids. She then lifted it to her mouth, where she sucked on it till it was dry, and withdrew it with a wet pop. All the while, she was staring lustily at the Master Chief. That action alone was sufficient to make him go erect all over again, his dick throbbing, wet and standing to attention like a nervous recruit. It certainly was trembling as much as one. Just to make sure, she deliberately ran her flexible tongue right up the length of his member, from balls to base to head, taking her own, sweet time. He moaned. Loudly. The Minor bent down again, blushing slightly as she approached the big, beckoning shaft. She wanted to taste that salty fluid, wanted to hear the Demon groan under her caress. She opened her mouth…

And felt the Demon grab her waist. Taken gain by surprise, she stared in awe as the Master Chief lifted her up with ease and pulled his newfound consort's hips towards him, demonstrating how strong this particular human was. He settled her down upon his torso, with her watching him, forced to stay propped up by her elbows while the Demon brought his unwavering gaze upon the very bottom of her hips. She could feel his rock-hard cock poking into her back. She could do nothing but watch, curious as the Demon brought his face closer and closer to her nether regions…

All the Chief said was a simple my turn as he found what he had been hoping to find: There, without any skinsuit for cover, at exactly where a female woman's vagina would have been, was his treasure: Tight folds, swollen and purplish, waiting to be opened, waiting to be explored. The Master Chief remembered a single time when he had wondered what Sangheili cunt would taste like, when he had been walking past alien corpses during the night at a long-forgotten battlefield. He'd remembered squelching the thought before it could blossom, because back then he'd thought that all Sangehili troopers were male.

He too squelched the small voice that wondered what alien dong would taste like.

Back to the present day, he found his gaze refocusing on the anxious alien clit before him. His eyes flickered up, momentarily glancing at the patient, curious eyes of the Sangheili Minor. He wondered what she was thinking, and felt some regret that he couldn't understand whatever she said. Unbeknownst to him, the feeling was mutual.

The Chief shouldered his doubts aside like any good soldier, and instead used his tongue to – very slowly – draw a thick, wet line across the feminine slit.

The Minor paused for a moment, before she registered what she'd just so clearly seen, and gave in to the sensations she'd just so clearly felt. She moaned, mandibles splayed wide open. She arced her back, tossing her head backwards, and though she couldn't see him, the Chief smiled. He proceeded to continue stroking his tongue back and forth, slowly and deliberately. One four-fingered hand went to the back of his head, just like he had done, pulling him forward, a desperate attempt by the alien to experience more of that insatiable pleasure. The other free hand went to her breast, squeezing the nipple there in and act of pure lust as the Sangheili moaned. This left her balanced only upon the Chief's hands as he gripped her waist closer to his mouth – oh that wondrous, joy-bringing mouth – as her still-armored feet gripped into the mattress of the bed for support.

She was panting now, as the Chief expertly flicked his tongue back and forth quickly, like a lapping dog. Waves upon waves of sheer ecstasy roiled over her as the Chief pleasured her womanly entrance. She'd never experienced this before: Her purple cunt had – till now – never been pleasured, especially not in such a manner as the Demon was doing. For this inexperienced female, she came close to the edge fairly quickly, and as soon as she thought he had reached the limit of his expertise the Demon lifted her even more towards him with one arm, unrelentingly lapping at her cunt. Now she was almost upright, her weight still causing her to lean backwards. Her knees, trembling like so much jelly, barely prevented her from dropping down onto her fresh consort. Her arms were dangled limp by her side. Her attention was not focused on them. Rather, with what strength she could muster – the lovemaking had drained more out of her than she had thought possible – she craned her neck downwards, to see the Demon's right hand snaking up towards her breast. She released what sounded almost like a giggle, blushing at her sheer vulnerability.

The Chief grabbed her breast. Just as expected, it was nicely soft to the touch and fitted nicely in his cupped hand. Just right on all counts. He played with the fleshy orb, feeling the warm, grey flesh beneath his palm and fingers. He gave the targeted breast a massage with that hand, his reward being the soft, panting murmurs of the Minor, letting him know that his actions were well appreciated. And while she was distracted by his fondling of her tits, he made his real move. He ducked his head forward and speared his tongue into her wet folds.

The Minor moaned as he licked and pleasured the interior of her sacred tunnel. As his left armed tightened around he waist and ass, her hands coming alive once more to grab the Demon by the head and pull him further into her, anything she could do for more of that pleasure –

It was there and then that the Minor experienced her first climax.

The sheer blast of pleasure that erupted from within her made her previous sensations feel like puny waves lapping against a stone cliff. She arced her back yet again, her body bucking and trembling as she threw her head back and groaned and moaned – no, screamed in pleasure. The Chief was quicker than she'd thought, smarter too. He'd have to have been, if half the stories she'd heard about him were true. The moment she was pushed of the brink and into her climax he retracted his hand from the breast massage he had been giving her. Both hands each grabbed at a well-rounded buttock – again, soft to the touch yet not flabby; this female was stunningly flawless – and held her close as she shook through her pleasure, securing her beautiful gray body from shaking too much. His tongue had similarly retreated, his lips already hovering above her nether lips to begin an assault upon the lightly pinkish womanly juices that spilled forth. His mouth was like a vacuum, sucking up, swallowing, and relishing every last drop of that amazingly sweet, addictive liquid. He cleaned it all off from her clit, and to be safe he licked his lips one more time, just to savor every tantalizing drop of this ambrosia.