Chapter 28


Chapter 28: Disarmed

I wake up in Clementine’s familiarly unfamiliar bed. My long dark hair is in my eyes and the clit on my face is itchy. I frown and reach to scratch it and… nothing happens! I can’t move my arms! I can’t feel my arms. I don’t have any arms. Holy fuck!

I’m armless!

I’m completely fucking armless!

Happiness radiates through my body!

I smile so hard my cheeks hurt and my facial labia gapes. I’m armless! Those disgusting appendages are gone! 

And gone forever if I have anything to say about it. 

I relax onto my back and wiggle in the warm sheets like a seal. I feel so light and free and elegant. I sigh and think about my reflection: long elegant legs, wide hips and a full round ass, prominent vulva, a narrow waist (thankfully deflated), large gravity defying breasts, and my beautiful rounded shoulders. The perfect smooth unbroken line of my hourglass figure. My body is beautiful. Even my face is beautiful. Obviously the cunt that replaced my mouth is vulgar and a bit embarrassing, but the dainty pussy slit bisecting my face is lovely, my violet eyes are lovely. I’m weird, but I’m beautiful. I’m a living work of art.

I shiver, I’m art. I’m something meant to be looked at. Something to be admired. Something to be displayed. And without arms I’m helpless to hide it.

I feel an electric thrill pass through my body: I’m helpless. I feel a heat build in body and my pulse thrums in my cunts. My cunts that I can’t touch, that I can’t play with, that I can never again relieve without help. I gasp, I will never have another orgasm alone. The pussy on my face drools a little and I feel obscenely exposed. I can’t hide my arousal, I can’t disguise the naked hungry pussy on my face. I can’t even put on a facemask. I’m totally on display, shamelessly revealed! If only someone would come and take advantage of me. Holy fuck I’m horny! Fuck! I use my legs to push myself up onto the pillows and hopelessly rub my thighs together. Fuck.

I stop and frown.

Crap, my clitoris really does itch…

“Clementine! I need help!”

I hear the delightful clop of hooves and see the beautiful face of my magical hostess. She smiles warmly but I can see the concern on her face. “What is it honey?”

I study Clementine like a meal. Her beautiful facial features: high cheekbones, a delicate nose, generous lips, slim elegant eyebrows, and the comforting blue-green eyes of my ex-boyfriend. A long cascade of shimmering silver hair styled in loose curls and sharp elfin ears. Black lacquered spiral horns that frame her face. A graceful slender body wrapped in a smart navy dress with a deep square neckline that displays the doubled cleavage of her three breasts and a short pencil skirt that doesn't quite hide the bulge of her cock. Long shapely legs that recurve into a pair of dainty cloven hooves. A playfully flexible tail swaying behind her. I feel my heart flutter in my chest. God she’s gorgeous. “Halley, what do you need?”

I make myself go cross-eyed, “My clit is itchy!”

Clem grins and gives me a playful look, “Sure. Right.” She studies the shiny pussy on my face and puts her hands on her hips, “I think you just want me to diddle your face.”

I blush, “Noooo… It really is!”

“Then let me grow you some new arms and you can scratch it.”

“No.” Just the suggestion makes my skin crawl.

“I could make your legs more flexible and give you toe fingers?”

“Ew, no.” Hands are disgusting.

Clem taps the tip of her dainty nose, “Tentacles?”

I shiver, “Definitely no!”

"I could put them on your head. Like hair."

"Still no."

“How about a tail?” She waggles her own tail around suggestively. 

Maybe? A tail could be cute. But no, not now. I love how I am. “No Clem.”

“Halley, please let me help you!” She stamps a hoof. "You can't live your life without arms!” She crosses her arms, “Or at least something analogous."

"Just like I couldn't live without a mouth? Or a face?" I give her a long vulva filled look. "I figured that out and I'll figure this out too. I'm very resourceful."

"And what about your itchy clit?"

"I could find a way to scratch it myself." I bat my eyelashes at Clementine and try to look coy, "But I'd rather you help me."

Clem giggles, "I knew this was a sex thing."

I stick out my face and Clementine gently scratches the labial hood of the clitoris between my eyes. "Ahhhh..." 


"A little lower," I purr.

Clementine's finger dips down and I try to suck her finger into my mouthpussy. Clementine gasps and yanks her finger back, holds it up and wiggles it side to side. She sniffs her finger and smiles, "Tsk tsk."


"Me!?" Clem giggles and shakes her head. She sits lightly on the bed next to me and fixes my hair for me. "What else can I do for you?"

"You could fuck me," I say, joking-not-joking. I feel the urgent heat in my face and crotch. "I couldn't stop you."

"Halley..." Clem's hands stroke the smooth skin of my truncated shoulders. "Seriously." 

“Who said I wasn’t serious?”


We share a look and the weight of the last few days is between us. That first night when HAL-E rushed me to Clem’s apartment still screaming for help, my mind in revolt with the conviction that my body was an abomination. Pleading for Clem to remove my legs while she held me down in bed. Being shown the anti-Meme and falling into another wondrous pattern with endless depths and complexity, feeling my mind unshift, and the sudden calm knowledge that I was exactly what I was meant to be. Perfect all along. The long awful fight with Clementine when she’d tried to give me unwanted arms. Crying and screaming and kicking and cursing. Bluebell and HAL-E separating us and then Bluebell staying with me that first night, wrapping me in her warm embrace. The session the next day with the Andromedan psychic Sensation-Of-Dawns-First-Warm-Touch, who was so pretty and somehow looked like a green version of Clem and Bluebell and me all at once and smelled like fresh baked cookies. The time spent meditating while her feelers roamed all around my head and her conclusion that my mind was set, that the Memetic Weapon and anti-Meme had irreversibly calcified my core identity. That I am who I am. That I will always want to be armless. And now this third day where Clem and I are dancing around my new body and our uncertain relationship and some hurt feelings and my very frank desire to be fucked already. Not awkward at all!

"Fine,” I say, trying to ignore my needy body. “I guess you could answer a question that's been bothering me."


"Who was she?"

Clementine raises her perfectly sculpted silver eyebrows, "Who do you mean?"

"The Serpent. Which Halley was she?" I frown, "She never told me."

Clementine sighs. "She's Halley-3."


Clem frowns and looks away, "Yeah." 

I lean forward and press myself against Clementine. I want to give her a hug, but I'm absolutely thrilled that I can't. "What happened to her? How did she become a fucking gangster?"

"I don't actually know the entire story," Clementine says, draping an arm around me and pulling me close. I melt into her arms. "She appeared in this bed not too long after Hank disappeared. I... wasn't doing great." Clem tucks some loose hair behind a horn.  "I was really hurt that Hank left me and super worried about Halley-Prime. And I was still getting used to being a woman." She smiles sadly, "And suddenly here was a new Halley! She was totally confused and terrified, and I was some strange woman claiming to be her boyfriend, trying to explain we were trapped on an alien planet. I had no idea what I was doing and she was freaking out and well, it was a total mess." Clem sighed, "It didn't take long for her to run away."


"Yeah. I tried to look for her, but, fuck, I was alone too and not at my best. I hoped she would've come back on her own. And then, once I finally caught her trail, I was told rather roughly that she didn’t want to be found.” She sucks on her bottom lip, “I should've tried harder."

I press my face to Clem's, "You can't blame yourself for every dumb thing we Halleys do."

"And yet..." Clem smiles at me. "Anyway, I didn't see her again until after I was living with Halley-4. I don't know how it happened, but she'd somehow ended up in the Dragon's household as some kind of pleasure servant. She'd been Shaped to look more Reptilian with green scales on her back and limbs and a cute little tail. She must’ve been prized by The Dragon because she showed up at my apartment with like six bodyguards. I guess she’d heard about my new Shaping business and wanted some work done.” Clem closes her eyes, “I changed her hair to a cascading hood of midnight blue feathers, like a fecund Reptilian female with breeding plumage. I stitched her legs together and elongated them, drew them out into a long serpentine tail, and covered her body in wonderful jade and golden scales. And I gave her six tits, because, well, I like tits.” Clementine opens her blue-green eyes and smiles, “She was radiant, a twelve foot long snakey sex goddess. It was one of my first really extensive Shaping jobs and still a favorite, I think.”

"She must've gotten a Madmax makeover at some point," I mutter. "She looks more like a war goddess than a sex one: six disgusting arms, gigantic tail, armoured plating…” I shiver, remembering her looming over me with her claws and fangs out.

“Smirge must have built off my work.” Clementine grimaces, "I heard she was working for the Syndicate.”


"Smirge dox Merikelleth. The Serpent's Shaper."

"The one without the mouth! You know her!?"

"Yeah, we go way back.” Clementine closes her eyes rests her head against mine. The tip of a horn jabs me gently on the cheek. “It’s kind of my fault she has no mouth…”

“What do you mean?”

“When I learned I had Shaping powers I studied under an Ancient Master Shaper who lived on Flotsam. They were semi-retired but still teaching one last student, a prodigy who’d been deeply schooled in the traditional craft, but needed a true Master to teach her how to fully realize her power.”

“And that was Smirge?”

“Yeah. And then I appeared out of nowhere, a random Earthling with an incredible, almost unfathomable raw talent for Shaping. I went to Teacher and they took me as a student too, maybe because they wanted the challenge, or saw some part of their legacy in me, or probably because untrained I was too fucking dangerous to everyone else around me.”

I nuzzle Clem and smell her hair. “And Smirge was jealous?”

“So jealous! But only in hindsight, because she hid it very carefully. She guided me, taught me, won my trust, until one day she playfully challenged me to make myself a woman.”

“She tricked you.”

Clementine presses her forehead to mine and nods. “Yeah. Not knowing that it was a one-way gender trip, I made myself into she-Clem and learned I was stuck. It was only then I understood how much she hated me.” 

I kissed my labia to Clem’s cheek, “I’m sorry.”

Clementine sighed, “Thanks, it all worked out okay for me. But Teacher was furious with her! They demanded an act of penance. Teacher made Smirge Shape away her own mouth and lobotomize the parts of brain that processed speech. She would never tell a hurtful lie again.”

Oh my god, she made herself permanently mute. I thought of her blank face and angry bruised eyes; no wonder she hates us. “That’s a hell of a punishment.”

“Yeah.” Clementine agrees. “Sometimes I think it was meant as a test for her, or for us. I think our Teacher wanted us to learn to work together and find a way to fix her speech as a grand team building puzzle.” She shakes her head, “But Smirge was too angry and left, I always assumed to prove she could fix herself without us.”

“And your Teacher?”

A wistful smile, “Died happily of old age like Ancient Masters sometimes do.”

I flop back onto the bed, “And now she Shapes playthings and prisoners for The Serpent. Who is Halley-3. Jesus Christ.”

“Life is strange.”

“Fucking right it is!”
I lay on my back and look at Clementine and see her watching me. I’m naked, I can’t dress myself, can’t ever dress myself, and she is looking at my nude torso and bare breasts. I lid my eyes and push out my tits and tilt my armless shoulders, "I'm helpless. You should take advantage of me."


“Clementine,” I purr. “I’m horny. I’m boiling inside like an animal in heat and I can’t do anything about it.” I kick my legs and try to shed the blankets without looking silly. I twist around and arrange my naked body for her. “Take me.”

Clementine pushes herself away from me a bit, creates some breathing space. “Halley, you’ve just had a serious trauma and things are complicated and what kind of an asshole would I be if…”

I place a foot on the crotch of her dress, feel the heat of her hard cock through the thin fabric. "I could find a way to scratch it myself." I give Clementine my hungriest look and rub her cock with my sole, "But I'd rather you help me.”

“Fuck,” Clem gasps. 

“Mmm,” I agree, slipping my feet under the hem of her dress to fondle her cock. She isn’t wearing underwear. The pussy on my face is engorged and slick with need. “Mmm…”

“Oh,” she says.

I start to rub her cock with my feet. My toes and the balls of my feet slide up and down her hot hard shaft. Clementine tilts her head back and hisses. I want to grab her by the horns and pull her face to mine, make her press her beautiful lips to my cunt, make her lick my facial clit. I feel a surge of excitement: I can’t! I can’t grab her horns! Can’t take the initiative past this fumbling footjob. Clem will have to take control, to do with me as she pleases. I moan and ache with desire.

“Hh-Halley…” I push her cock up against her smooth belly and knead the head of her cock with my foot. My toes get wet and slick with her warm precum. I glide my other toes all the way down the shaft of her cock, clumsily stroke her balls, and then reach under, my toes touching the hot wet slit of her vagina. Clementine gasps and I push my big toe inside her labia, feel the drenching heat of her insides. I place my heel on the mattress and tilt my foot up and down, rubbing my toes against her slick pussy, the hot bump of her clitoris, the back of her balls. Clementine moans and presses her weight against my foot, grinding her cunt into my toes. I start to rub her cock again, my foot and toes stroking, grinding her penis against her body, faster and faster. Clementine pants and looks down at me: so armless and helpless, facial pussy gaping and hungry, all splayed out in her bed like a gift. Her eyes glow with desire. “Oh,” she gasps, “Halley.”

Clem climbs off the bed and I'm afraid she’s going to leave me. Instead she undresses, touching her Keyband and letting her suddenly loose dress slip down her body, baring her three exquisite breasts, and then getting hung up on the straining pole of her erection. Clementine makes a cute self deprecating grin, and I giggle a little, as she unhooks her dress from her cock and let’s it pool navily to the floor. She towers over me totally revealed, breathing hard and tail swaying, a goddess.

Clementine climbs onto the bed and straddles me, her legs bracketing my hips, her cock and breasts hanging over me like a promise. She looms and stares into my eyes, studying, searching, and all I can do is stare back, desperation and lust in my gaze, unable to do anything but wait for her to use me. I gasp as something long and thin runs up my thigh and teases my cunt. What? Her tail! I moan as Clem pushes the tip of her tail inside my vagina and strokes me from the inside. And then she’s kissing me, her hot mouth pressed to my pussy lips, kissing, chewing, biting. I gasp and mash my face into hers, grind my clit against her nose. Pleasure radiates through my body, exploding from my face and cunt. “Fffffcuk…” I whine.

“Yesss…” Clem hisses, pulling back, grabbing my by the shoulders and smashing me into the mattress. I gasp and she parts my legs, insinuates herself between them, rubs her cock against my labia. She penetrates me, and I grunt, momentarily overwhelmed by her very large cock streching me open, plunging into me. “Ohhh fuck,” I gasp. She clutches my empty shoulders like handles and starts to thrust, her cock steadily pounding into me. “Oooo,” I say, “Ah.” Clementines tail lashes the air and loops around, plunges into her own cunt, as she starts to fuck herself too, “Ahhhh…” she agrees, teeth clenched, brows furrowed in concentration. She fucks me faster, building up speed, tipping our hips, crushing me into the bed. I moan and wiggle, so unable to help, so helpless to stop her. Clementine lunges forward, still thrusting, and presses her face to my pussy, urgently grinds her nose and tongue into my cunt. I close my eyes and gasp! I can bearely breath! Ecstasy radiates from my body and a volcanic force is building inside!  “Oh my God, oh Jesus! Don’t, don’t stop!” Oh fuck oh fuck oh fuck! I’m so fucking close! Fuck! “Ahhhh! I wail, my legs flailing, back spasming, orgasms exploding in my face and cunt! I open my eyes and Clementine’s face is pinched in almost fury and she slams into me again and again, and then an expression like surprise blossoms and her beautiful mouth opens to let out a long masculine grunt and she tenses against me as deep inside my body her cock explodes! And explodes! And explodes! And explodes!

We collapse together, panting and unarticulated, and my body is alive with joy. I feel incredible! But then Clem is lifting herself up and I’m distantly aware her cock is still rock hard inside me. Clementine sweeps silvery hair behind a horn and looks at me like a hungry lion. “Oh,” she purrs, “Halley.”

She pulls her cock out of me, inch by inch, erect and glistening with wet. She grabs me, rolls me over, lifts my wide ass into the air, and presses herself on top of me. “What?” I gasp, and then I feel her cock poking against the tight pucker of my anus. “Oh! Yess…” And then she’s pushing into me, painfully stretching me, stimulating the clitoris and almost-labia in my butthole. “Agghh,” I grunt as her huge cock plunges into my colon, “Ahh…” Clem growls and grinds herself against my ass, her cock straining against my insides, making me mewl like a bitch. She starts to thrust, fucking my butt, ramming me face-first into the bed. I feel the useless urge to brace myself, but can’t, wonderfully can’t, so I’m helplessly crushed into the mattress, nearly smothered in the pillows. My facial cunt grinds into the sheets and leaves a wet stain. Clem fucks my ass harder, faster, grunting. I gasp and moan, experiencing sharp pain, bright waves of pleasure, delicious discomfort. “Ohhh fuck…” I whimper and then “Fuck!” as Clementine forces her tail into my cunt, jamming it deep inside me like a dildo. “Fuck!” Clem slams her cock into my rectum and an orgasm ripples through my ass and cunt, “Jesus!” Tears are in my eyes it hurst so much! Hurts so good! And then Clementine is crushing my tits in her hands and growling and I feel boiling cum erupt up into my guts! 

Clementine pulls her cock out of my battered asshole and extracts her tail from my cunt. I feel semen ooze out of my aching holes. My body is limp, exhausted, sensitive and hurting and glowing with pleasure. I just want to lay here and never move and… “Huh?”

Clementine is moving me, rolling me over onto my back, pushing me up onto the pillows, “What?”

Clem towers over me on her knees, stares at me, eyes glowing with hunger. Her cock is still hard. “You told me to use you,” she says very quietly, and then she is gripping my head in her hands and forcing her cock into the cunt on my face. “Yesss…” I gasp, a dirty thrill whirling inside, “Use me…” And Clem does, thrusting, fucking me in the face, her cock slamming into my pussy, my throat. I can taste the sweet spice of my cunt and the salt of her cum and the sharp bitterness of my asshole on her cock. Ecstatic sensations race through my face and I moan weakly. I wobble uselessly, my legs are like tingly rubber, my body melted. Clem growls in frustration and I feel sharp pinpricks in my scalp, a molten plastic heat in my skull. What? What is… Shaping! Clementine is Shaping something onto my head! And suddenly she is gripping something fused to my skull! Horns! She gave me horns! And she’s holding them like bicycle handles and ravaging my face! Absolutely reaming my mouth pussy! Growling and thrusting and fucking my throat vagina as hard as she can! I wail in a wordless joy, too weak to do anything but be held like a passenger! I’m just a willing hole to fuck! Just a toy! My facial pussy orgasms and orgasms again, and again! And Clementine cries and smashes her cock as deep into my mouthpussy as she can and a torrent of hot semen shoots down my throat! 

Clementine eventually releases me and I flop onto the bed groaning. My entire body aches and my face is sore and loose and floppy. I try to turn my head, but my new horns get in the way. I’m gasping for air and my heart races in my chest. I feel absolutely fucking amazing!

“I told you I was horny,” I pant as Clem’s semen oozes down my face.

Clementine blushes and I feel a burst of warmth on my scalp and a sudden tug. Clem smiles bashfully and holds my detached horns like she’s just been caught red handed. “I guess I got carried away.”

“Mmm… I’ll say.” All three of my holes throb and ache wonderfully. 


“Don’t be.” I smile at her as much as my face will allow. “I really needed that itch scratched.”

She smiles back, a little shy now. “I’m glad I could help.”

I’m floating, warm and tingly, “A girl could get used to this.”

“Then why don’t you stay here for a while?”