Nox's Notebook

At the start it hadn't been a big deal.

Sure he'd whimpered a little when he first went to take a piss and found his dick had become prehensile, but compared to all the other horrors that Bonesaw's death throes might have left him with? Brian had felt lucky. So instead of freaking out, he just kept remembering how it had felt to choke that little monster to death and got on with his day. Dealing with the aftermath of the Slaughterhouse's deaths had been proving to be a significant task and the Undersiders were stuck with a lot of the work.

It hadn't been a particularly bad day. Though when they all met up in the evening to talk business Brian had been weirdly upset about Taylor's new costume skirt. Sure it completely blocked the view of her cute butt, not to mention what her skin-tight costume did at the front, but that would only make it look scarier. Which was a good thing. At least that was what he told himself when the urge to tear it off her began building. Not appropriate thoughts for a meeting on the health of their territories, especially with their new healer still looking like she expected them to start sacrificing babies at any moment.

Later that night had been when things really began to go to hell.

The memory of Taylor's perfect ass wouldn't leave him. Not that he was fighting it off very hard, it was better than curling up and trying to stave off nightmares by thinking of crushing a pre-teen's...everything. Eventually he decided to go with the flow and shed his pyjamas beneath the sheets. Then he reached down to engage in some serious meat beating and...

Aisha rushed into his room a moment later, but he was too busy screaming to notice her. Screaming at the nest of bright tentacles that were occupying his crotch. Screaming at what had to be parasites, because even if he could feel the air against them, even if the ability to move them was prodding against his brain, even then he couldn't...couldn't have been...

Eventually he came back to himself, clinging to his little sister and sobbing. She'd stroked his head and whispered nothing and for a while he'd felt like maybe everything might be okay. Then he'd felt one of his new appendages coiling around her leg.

His sister had thought nothing of it, making one of her usual cringe-worthy jokes, she hadn't felt what he felt. The surge of desire that went through him. The way the other...things, perked up. The primal awareness that a female, never mind that it was his fucking sister, was inches away from him.

Brian had been pouring out darkness even as he tore himself away. Only when he'd completely flooded the room did he notice the tug of a foreign power and realise that Aisha was in there with him, and that only made the urges worse, calling to mind thoughts of how helpless she was. Dark mirrors to fantasies he'd had about his powers before, fantasies that had most definitely never involved Aisha. Just thinking of touching her to guide her out had made him nauseous, so he'd cleared her a path in the darkness and waited silently within it until she left.

Things had only gone downhill from there.

Within a day the mutations had spread beyond his crotch. First it was his legs imitating some bizarre octopus, then his torso started shifting colours from moment to moment and sprouting additional tentacles at random. When his arms shifted -fortunately not losing any dexterity, maybe even gaining some what with having way more than ten digits now- Brian hadn't been able to pretend any more. It was going to reach his head soon and then sitting in a cloud of darkness all day wasn't going to work.

For all he knew once it reached his head he'd grab the next teammate that came around to talk into his darkness. It wasn't like there was any shortage of them, and that meant...it meant he'd have to tell them. That he was a freakish monster and they needed to kill him before he hurt someone.

Checking a clock for the first time in days, Brian found that it was past midnight. The thought of waiting all night to get it over with, well it wasn't a pleasant one. Then again, walking across town wasn't much better. He'd just curled up in his bed -literally- when the efficient beep of his 'doorbell' alerted him to a visitor and gave him an abrupt appreciation for having hours to wait until he had to tell someone. When his rush to the intercom found Taylor's swarm voice asking to be let in...well...

He buzzed her in, idly wondering when Aisha had left their shared base. Then he debated where to wait. The living space was better for greeting someone, but he'd gotten pretty comfortable in his bedroom in the last few days. Which was a nice way to say that his room was clean and the living space really wasn't and now that he was walking on sense organs Brian really didn't want to step on a pizza box. So bedroom it was.

After a brief eternity, Taylor walked into the living space in full costume. Though she'd lost the skirt, and yep, there was the camel toe. How no one else ever seemed to notice was beyond him. It made a nice distraction though, especially when she walked right up to the edge of his cloud and just stood there. Waiting. Puffing her chest in and out with agitated breaths that really didn't help his focus. Especially once he started thinking of how much more relaxed she used to be around him. Of how her face would twist in disgust. Of how she'd scream when she saw him.

Plucking up his courage, Brian took three quick breaths then dispelled his power completely. At almost the exact moment that Taylor took a long step forward.

In the silence that followed, they blinked at one another. Brian had something of a numerical advantage there, though Taylor's eyes could hide behind her mask. Then the silence shattered as they both started shouting at once.

"What the hell-"

"What do you think-"

"-were you-"

"-you're doing-"

"-thinking?! Just-"

"-Brian!? Why-"

"-stepping in-"

"-wouldn't you-"

"-like that, what-"

"-come to us-"

"-if I'd hurt you!?"

"-if you needed help?!"

Their glares met, matched, then Brian remembered what he looked like now and his glare died off as he scrambled to haul his covers over his body. He was struggling to unstick them from two particularly weird tentacles when Taylor pulled the sheets away and he was suddenly very very aware of her.

Taylor was no great beauty, he'd known that from day one, but there had been something about her from day one nevertheless. Part of it was her body, all lithe and lean and begging to be...okay, so she was hot. Her face wasn't as attractive, too serious, too thin, except that when she was working on a problem she puffed her cheeks a little and Brian was still debating just how it worked but it certainly made her look cuter. All of which would have been a lot easier to ignore if his own experiences with girls had not, prior to that point, consisted of Rachel the terrifying and Lisa the unnerving. Honestly it was probably just that she'd been the first girl he'd felt so comfortable around. Like they could just talk, no need for masks or posturing. And he'd wondered if maybe...maybe that might become something...

A feminine squeak pulled him back to reality, where Taylor was tightly wrapped in what had previously been his arms. Only her head emerged from the cocoon and beneath it he could feel the contours of her body with aching clarity. He practically hurled her away from him.

"Taylor. You need to leave, now. Then tell the others-"

"I'm not telling them anything." She said while standing up and brushing non-existent dust off her costume, "Lisa and I already talked with Aisha and we think we have a solution. I volunteered for it."

It took him a second to process her words. When he did Brian felt like he might float away if he didn't hold onto his bed. "You mean there's a cure?!"

"Y-yeah. Of a sort. Lisa thinks that it'll turn you back to normal for a while at least, though you'll...probably need more of it regularly."

Brian didn't care. "That's the best news I've heard in, I don't even know how long." He cursed Taylor's mask then, still hiding her reaction from him. After long enough for the silence to become awkward, he asked the obvious question. "So, do you have it with you? What's the cure?"

He barely made out her mumbling, "...don't fight your instincts." Then she took a very deep breath, and pounced on him.

If being close to her had been bad, this was, it was like bathing in pheromones. He could practically taste her, even through that damn costume, and she tasted of heat and silk and wet needy lust that overwhelmed his senses and-

This time he hurled himself away, rushing to the head of the bed and keeping himself there. When she started crawling towards him he almost wanted to cry.

"Brian." He ignored her. "Brian." He curled away. "Brian!" Then she grabbed his tentacle wrapped head from where it was nestled within his tangled mass and met the gaze of his single uncovered eye. She'd shed her mask and now that he could see her face her lack of composure was very apparent. She was almost glowing with the force of her blush and her eyes kept wandering away from his gaze. Her voice was very clear though, "Brian. I'm only going to say this once, because I'm not that brave. I want this. I'm fine with it and its okay if you get rough or whatever, I wouldn't have come if I-"

He had stopped listening after he heard 'I want this' and his control snapped so hard that he could have sworn he heard the sound of the pieces pinging away. Then he cut Taylor off by stuffing a tentacle into her mouth. He unfolded, rising to tower over her as her eyes went very very wide, he had just enough control to meet her gaze and wait for the little jerk of her head that was probably a nod. Then he stopped even trying to control himself.

Taylor had known what she was getting into. Or at least she'd had some idea, and a fervent need to help Brian in any way that she could. Whether it was guilt or love that fed that need, she wasn't sure. Perhaps it was both?

Whatever it was, it had driven her every step of the way. From spending several hours getting ready, to calling Aisha and bribing her to leave for a few hours, right up to standing at his door and pushing her swarm to the very edges of her range. She'd gone over everything Lisa could tell her and tried several tricks that the internet insisted would help psych her up for the act. She'd prepared until even she had to admit she was stalling.

Even so, with a rubbery tentacle filling her mouth, Taylor felt like she might have been less prepared than she'd thought. This wasn't porn, with the safety of solitude and her computer screen; This was her body, and there was nothing safe about this.

Fear crept over her, smothering the arousal that had flushed her body. There were so many things that could go wrong with this and she wasn't sure if she was ready and, and-

Her eyes found his, the only part of his face that he wasn't hiding, and Taylor remembered herself. This wasn't a monster. It was Brian. He had earned her trust.

She nodded -as best she could with her head held in place- and then a lot of things happened very quickly.

Thick tentacles wrapped around each of her limbs and hefted her into the air above his bed like she didn't weigh a thing. Then what felt like dozens of thinner tendrils found her body, caressing every inch of her skin through the silk of her costume. They staggered their activity, so it felt like he was exploring her body a little at a time, looking for the places that made her moan around her makeshift gag.

She didn't get much from his attention to her feet or calves, then he found her thighs and she moaned heavily. He skipped the very place that she most wanted him to focus on, finding her stomach instead. The massage of her abs made her squirm a little, but the touches to her sides and the small of her back just felt like warm pressure.

Her toes curled when he found the nape of her neck beneath her hair, then something shifted in that tentacle and a mouth was sucking greedily at her skin and her back arched in delight. Several tentacles tried to assault her meagre chest only to be defeated by the thick layers of her costume and sports bra combined.

That was the trigger for her to realise just how much of her body was covered by her costume, and how badly she wanted it off. She tried to tell him, 'I really want to be naked right now so let me show you how to take this thing off.' But all that came out was, "hmmg uugnnh umf uurr ahhh."

When she tried to pull a hand free of his grip, the tentacles tightened almost painfully and there was a sharp smack against her ass. The warning might have worked better if she enjoyed it a little less.

She struggled again.

spank

And again.

spank

Again.

No spanking this time, instead the other tentacles redoubled their attack, setting her squirming and moaning and suddenly the tentacle in her mouth left and her moans were a lot less muffled. She sucked in air, about to yell exactly what she wanted him to do with her costume, when something thick and musky poked at her lips.

This tentacle was different. For one thing it was a pinkish colour, where the rest were roughly the same shade as Brian's skin. For another it twitched beneath her breath in a way that made her certain it felt every whisper of air. Mostly though, it being shaped like a penis was the give away. At least like penises were shaped in porn. She had the crazy thought that maybe that wasn't what real penises were shaped like and this was something else entirely and then it thrust past her lips and her head was filled with something else entirely.

The smell and taste filled her senses, strange and a little salty, new in a way that made her eager to explore the flavour. It was soft against her lips, but her tongue's pressure found an unyielding core. This time it was Brian who moaned, a rumbling wordless exclamation coming from several parts of him simultaneously, including the mouth pressed to her neck.

Emboldened, Taylor tried to coil her tongue around the intruder in her mouth, and when that didn't get much reaction, sucked in her cheeks and hummed. The tentacle spasmed and swelled until her jaw ached at how far it was forced open. Then it began to push into her.

She'd been expecting it, but that didn't do much to reduce her gagging when it pressed against the back of her mouth. It began to draw away and Taylor groaned her disapproval. She could take it, she knew she could, but when she thrust her head forward her gag reflex refused to co-operate and she barely suppressed the urge to vomit. Still she kept trying, until Brian withdrew the tentacle from her mouth entirely.

"No, wait! I can do it, just- mmfff!!" Her protests were cut off by another tentacle in her mouth, this one thin and with a tip that flowered against her tongue. Then it began to spray something thick and sweet and...and...

Her senses fogged and her body became unbearably hot and then it passed and the dick shaped tentacle was shoving its way into her mouth again. It reached the back before she could brace herself, but this time there was no urge to vomit.

She gagged, but it never went beyond that. Meanwhile her throat felt like it was coated in honey, except honey was sticky and this was- it was something. All she could think of was how the invader felt, stretching her throat, pushing into her until she was sure the tip had to be in her stomach. It was like being impaled, without the agonising pain.

It pulled away, sliding out of her throat with a ridiculously obscene noise, and she strained to push herself back onto it. Then it shoved back into her throat in a single powerful thrust. Back out, then in, out, in, out, in. She gagged and sputtered and shook as her throat was violated over and over again.

It felt like it went on for hours, it didn't feel like nearly long enough. The thrusts got shallower and faster until it was barely rocking back and forth. Then it swelled until she was sure her jaw would dislocate and a powerful stream of liquid heat shot down her throat. Almost immediately overflowing and filling her mouth with something thick and salty and a lot tastier than she'd thought semen would be.

She swallowed and swallowed but there was so much of it and she'd already been struggling to breathe, then the tentacle pulled out of her and she was free to cough up most of it as more was pumped over her in thick white ropes. Her hair was covered, one eye glued shut by the torrent and the front of her costume completely covered. The tentacles dropped her unceremoniously onto the bed, further ruining the sheets.

Lying in a pool of cum, Taylor remembered rubbing herself frantically to a poorly animated video of exactly what had been done to her, thinking that she couldn't possibly get any more aroused. The wet heat that had soaked her panties proved that wrong, her need so powerful that she didn't realise her hand was moving until she was already pawing at her crotch, trying to remember how to get out of her costume even as she kept licking up every drop of white that she could reach.

"Holy shit."

She couldn't find a response beyond a breathless moan. "Mmnnngg."

"I- Taylor! Are you okay?!"

This time she recognised the voice, Brian, sounding normal again. Sure enough when she rolled her eyes in his direction she could found an exactly what she'd come here hoping for. Brian looking completely normal: head, boyishly handsome; chest, mouth-watering; arms, even more alluring; and legs, reminding her of harlequin romance covers and morning workouts.

Wait, no. His bare groin still had a cluster of tentacles which she was almost certain weren't what he normally had there, and there looked to be more coming out of his back. That meant, it meant she had to, oh fuck, she felt so fucking horny.

"Brian...please..." Was the best she could manage. When he responded by scooping her up in those delicious arms of his, Taylor wasn't sure if he'd gotten the message or not. He brought them through to the shower, which could be a good sign or not. Once he got it going and stepped in, the hot water definitely felt incredible, even if she was a little upset when it washed away the rest of the seed soaking her.

Then he slapped her.

Everything snapped back into focus, including Brian looking frantic with worry as he almost shouted, "Are you okay? Taylor?! Say something!"

"Woah, Lisa said there might be an aphrodisiac effect, but damn..." Combing her fingers through her hair, Taylor smothered a moan at the mess she found there. Brian's hands caught hers and drew her attention back to him.

"Taylor, what the fuck does Lisa have to do with anything?"

"Um," A sinking feeling started to form in her gut. "Well she kind of told me that you were mutating because of..."

"Because of Bonesaw, because I got covered in all her crap when I killed her."

"Yeah...I didn't really understand the reasoning but Lisa figured out that you could turn back if..."

"Sex. Sex turns me back." His voice had gone hollow, but Taylor couldn't stop the words from tumbling out of her mouth.

"For a while at least. So I kind of...volunteered."

He lowered her to the tiles, letting go once she had her feet beneath her, then backed away until he bumped into the cubicle wall.

"I should probably have figured that out sooner." He was talking more to himself than to her.

"It's not how it sounds."

"Why else would you have, have forced yourself to do any of that."

She tried to interject, "Nobody forced anyone."

He paused, looking down at her with empty eyes, "I'm a monster Taylor, you need to get out of here before I get that bad again. Just turn me over to the PRT, they can contain me or whatever else it tak-"

It was his turn to get slapped. He touched the red hand print rising on his cheek, and began to look even guiltier. Taylor wasn't having any more of that, leaping at him and wrapping her arms around his neck and her legs around his waist. Then before he could push her away, she kissed him full on the lips.

It was hard and rough and as soon as she felt an opening she slipped her tongue between his lips and fumbled it around. She had no idea what she was doing, so she just poured everything that she was feeling into the kiss and hoped against hope that honesty would be enough.

Eventually she pulled away, leaving him adorably dazed. Before he could say anything she mustered her courage and said, "I love you. I'm pretty sure I've already told you that, but I'll keep telling you until you realise that I'm not unhappy about being here."

He couldn't meet her stare, "...That doesn't make you okay with this, and I won't blame you for that."

She slumped against him and growled, "Actually, yes it does, don't even try to tell me that you'd abandon someone you cared about because of something like this." Drawing in a breath to continue, she hesitated and averted her eyes, "Anyway, I'm actually kind of...into...this sort of thing."

"What does 'this sort of thing' mean?"

"Guys with your build, bondage, and...maybe...sometentaclepornsometimes."

When she dared to look him in the eye, Brian was finally smiling, and he'd arched a brow playfully. "What are you saying about my build? Should I take that as a compliment?"

She slumped further in her embarrassment, low enough for her sensitive parts to brush against his, reminding her that she'd been intensely aroused a few minutes earlier. Which just brought the heat rushing right back, her body announcing that it would very much like what it had been denied and until it got what it wanted, she could forget about complex thought.

Her hips jerked against him, even through the layers she could get off a little if she just rubbed against those rippling abs. Then his arms finally wrapped around her and something tugged at the concealed zipper of her costume and she would have sung with glee -which would probably have ruined the mood- except Brian was returning her earlier sudden-french-kiss-out-of-no-where.

Not that she was complaining.

Her costume was soaked, with water and other things, making peeling it off her an involved process even with the help of Brian's arms and several tentacles. Normally that would have annoyed her, but Brian seemed determined to familiarise himself with every inch of skin that he revealed. Her back was a lot more sensitive without thick silk in the way, making her wish that the thick straps of her sports bra weren't in the way.

Then they weren't and the costume was bunched around her waist and her nipples were rock hard against his chest and she was biting her lip at the sensation...wait, no, that was Brian's lip, same difference. When his hands came up to paw at her meagre breasts, Taylor was torn between the pleasure and wishing she'd had the nerve to ask Amy to bump her up a few cup sizes.

She tried to reach for him, it only seemed fair to return the favour and she'd wanted to explore his body since she first saw it, but they refused to move. Breaking the kiss, she looked down to confirm that, yes, he had wrapped both her arms in tentacles. As she watched, he gently brought them behind her back, binding her forearms together just tightly enough to put a little tension in her shoulders.

When she looked back up Brian was wearing a smile that made her want to melt. "You did say you were into being tied up." Then he leaned down and teased at her ear with his teeth, before whispering, "Are you ready for all three?"

Words wouldn't come, but she eventually managed a nod. Then he was kissing her again and speaking was the last thing on her mind.

Everything but the water and his skin against her faded away. After a while she was vaguely aware of untangled her legs from his waist and her costume slapping wetly to the tiles. Then the embarrassing lacy underwear that she'd worn specially was torn off her and tossed away.

Her back pressed against the wall, his hands wrapped around her ankles and spread her legs, exposing the heat of her core. Brian began to stoop, staring right at it while a few tentacles took over restraining her legs. For a while there was nothing but silence and his breath against her.

She'd never even been naked in front of a boy before, having his eyes so close was more than she could take, "St-stop looking at it."

Lips pressed against a very different set as he complied. The first few licks just felt strange, then he found his tongue found its way to the top of her slit as his fingers slid inside, and it felt like fireworks going off inside her. She shouted his name, telling him not to stop, that she'd swarm him with bees if he stopped, that she'd do anything so long as he didn't stop. He nipped at her clit and she howled her approval.

The heat in the pit of her stomach coiled tighter and tighter, until she was sure it had to explode. Until she wondered how the hell she'd never been able to feel this good alone. She could feel her peak coming and it was close, so so close-

He pulled away.

Before she could start screaming at him to get his mouth back where it belonged, he stood up and she lost her breath at the sight of his erection. Thick, long, poking out of the tangle of tentacles at his crotch.

A distant corner of her mind reflected that she really shouldn't have found the third of those things equally alluring. Then he stepped close to her and it was pressed against her slit, and her abs, too much of her abs, really just about all of her abs.

Looking up at him, Taylor was about to raise the question of whether he might be about to tear her in half and that maybe that wasn't the best idea, when a familiar slender tentacle emerged from behind his shoulder. The tip was already flowering when it snaked below her waist. A moment later it was squirming an inch or so inside her and something warm and sweet-smelling was jetting inside her.

Taylor had never actually had a massage, but that was the only thing she could compare it to. Whatever the stuff was -hopefully something non-toxic, non-addictive and not made out of kittens- it relaxed every muscle inside her, before pulling away, leaving her feeling empty. Brian stepped close and...

And she was full. Full like she'd never imagined. Filled until she'd have sworn that he had to be pressing against her lungs because there was no breath in them but all she could do was throw her head back and moan without words, without sound. His lips found her neck and a very familiar tentacle took advantage of her open mouth.

He thrust his hips while pulling the tentacle back; then pulled his hips back as the tentacle sheathed itself in her throat. All the while his lips roamed her neck and chest, his hands played with her like she was an instrument and he wanted a symphony of moans, muffled by the way he was fucking her.

Her toes curled, her hands fluttered at nothing, until his fingers intertwined with hers and she met her first climax.

The second came before the sparks of the first were done fading. The third wasn't far behind. The fourth came with darkness at the edges of her vision. The fifth knocked her out cold.

When she woke up he was standing behind her, nothing else had changed. His shaft found something wonderful inside her and she lost track of time.

After that the evening was a haze. When she thought back on it later there were few moments that stood out: the first -or maybe second- time he filled her core with his seed; several minutes when he spanked her with every thrust; a few snatches of when he aimed the shower spray at her clit; his voice whispering sweet nothings in her ear while he used her like a fleshlight.

She would never forget the end though.

She'd barely been clinging to consciousness. His cum had filled her until her belly began to swell slightly. The tentacle in her throat had pulled out at some point. Those that had held her hands behind her back were gone too, one of his hands keeping her wrists prisoner above their heads instead.

In fact there weren't any tentacles left at all. Just him pressed against her, inside her. The shower had been turned off, exertion drying them despite the humid air, and with what little strength she'd had left Taylor had lifted her lolling head to look back at him.

His hips were still pumping, driving pleasure into her, taking pleasure from her, but his face was all she cared about. There was fatigue to mirror her own, lifted by the smile tugging his lips up. His nose scrunched up and a laugh bubbled up from inside her. He laughed along with her, reaching out with his free hand and tucking a few black hairs behind her ear, barely putting a dent in the mess that her obsessively brushed hair had become. Which just made her laugh harder, setting him off again, their smiles matching even as they both enjoyed the vibration.

Where every other climax had been almost violently intense, this time it felt like coming home. Both of them finding their way together.

Brian's legs folded beneath them and they slid down the wall, still joined even as he softened to a more manageable size.

Slumped against him, limp and exhausted, Taylor just managed to press her ear to his chest. Then she fell asleep to the sound of his breathing, and the beat of his heart.

Nox's Notebook

Friday 5 August 2016

Tentacles and Supervillainesses [Worm fanfic]

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