He'd stalked the campus grounds countless times before, but this was the
first time since he emancipated himself from the good doctor. He had stuck mostly to space, why, he really wasn't sure. Perhaps it felt like home? Perhaps he was less noticeable out there than at an all girls school. All of that really didn't matter, his feet were on the ground and he was scanning for any heat signatures. No luck so far, there was more heat in the recesses of space he told himself as he started to second guess his choice. When he hunted here for the doctor, there was a plethora of girls. So many of them had fit the doc's criteria for the specified target that he often had a hard time picking which one would be perfect.

He turned his head and let his eyes settle on the dorms. There would definitely be many to choose from in there. His eyes shifted as he looked himself over, that was the drawback. Right now, in the early morning, would be a bad time to try and slip in the dorms unseen. The girls would be int he process of waking up and scurrying off to classes. No, the school had no less toy to choose from, he'd just arrived earlier than he thought.

He stood still like a statue in one of the fading morning shadows. Behind his visual receptors he brought up a holographic map of the school. It spun before him and showed him the island from every angle. The forests and trails would surely have a student or two who were out from the night before, but the odds of finding one sooner than later over the vast expanse nixed that idea for the moment. The classrooms were like the dorms. They would be too populated at this time, now if he had an extra hour or so to prepare a room, things might be different. While he fit in quite well in the labs, he wasn't in the mood for experimenting on a girl. He was after one thing and one thing only. Her body and her screams. Ok, two things. The basement could provide ample cover, and he would certainly enjoy himself there, but again, he wasn't in the mood for 'punishing' one of the student body.

That left the gym. If he could grin, he would have. It would provide him with a selection of students, all of which would be in less than their uniforms. Any student that was there would certainly be fit and have a good stamina, which she would most certainly need. His hands curled into fists, then his fingers spread wide reflexively. Yes, the gym was perfect. The map of the school blinked out of view and the actual campus appeared in his field of view once more.

He rose from his crouched position and took a direct route to the gym. He slipped in through the outer door, and once inside he turned around. His hand reached out and flexed over the bar that opened the door and at the same time would hold it closed. The metal creaked as it crumpled, the door now disabled. He stalked around the empty gym and did the same thing to the other doors. That left one entrance, through the locker rooms. His prey would be funneled directly to him with only one escape route. He slunk backward and crouched low behind one of the machines over in the corner. It was by no means great cover, but it would have to do. Now, he played the waiting game.

The nasty machine would have to wait... but not long. The lone girl that jogged in moved past him with surprising suddenness, bouncing lightly on her feet as she went. Karen Hinase was quite relieved to be in something other than the school's uniform; now she was clad in a white T-shirt that stretched over her prominent... features and inched up to show flashes of flat stomach and bellybutton, and short blue shorts, bloomers that gave her plenty of room to move her legs.

But her real eagerness was for the equipment room; that was why she had dashed into the gym, and even shot past the position Timye had been hiding. The room was fairly large when it was empty, but it was often jammed full of gear like soccer nets, boxes of basketballs, and other assorted things a school's gym often has. It all had to be stored somewhere...

And THAT is where she had hid her latest work. Her third bokken that she had to craft, again by hand, this time needed a hiding place. The first one had been broken, the second confiscated, and while one could obviously see why someone may want such a weapon given the school's... other visitors, the reason it was stashed in the equipment room was simple.

It was at home there.

Skills had to be maintained, and while she enjoyed martial arts and practice, she'd never improve or be good with a weapon without one to practice with. While the school might take a weapon in her possession... a wooden practice sword in the equipment room wasn't her possession now, was it?

It was an imperfect solution, but it would be enough for her to practice with. She'd need to improvise some real weapons at some point, especially if her 'plan' would get an opportunity to be enacted... but right now, Karen just needed some time with her sword. It had been a long day, a frustrating week, and a terrifying month, and nothing helped her 'center' herself than working with a practice sword. That, and swimming and walking in woods... which were far too dangerous, she was discovering quite quickly.

Another reason to hammer a little with a weapon. Her long hair bobbing and swaying behind her, she completely missed the 'iron demon' lurking in the gym as she reached the double-doors into the equipment room, pushing on the bar to open them. Frankly, being attacked in the gym in the middle of the day didn't occur to her; it was too open, too bright, and she didn't have nary a quiver of worry in her full chest as she stood in the doorway, the dark room beyond. Now, in there it was risky... which is why the weapon was left just inside the door; it meant, however, that all her attention was on threats from within, not those without...

The moment he saw movement, his visual sensors picked them up. A targeting icon fell over her in his sight as his head turned. Immediately he evaluated her. Strong thighs, perfect lower curves, and up top... extremely ample. Again, if he was able to, he would have grinned, perhaps licked his lips. As he began his stalk towards her, a 3D model of her appeared on the other side of where she stood with the targeting icon flashing red over her. The model turned and showed her from every angle. It made two more passes, once again it show every angle, first of her minus her clothes and in her underwear, the second showed her naked as the day she was born. Oh she would do nicely. The doc would have loved her.

He moved from machine to machine, she was focused on the equipment room, but the attention span of most young people was like that of a squirrel. He wanted to make sure he wasn't out right spotted until he was ready. Not that the machines provided much cover, just enough to break up his outline and make him appear as part of the exercise contraption. He watched her for a second or two more, how she held herself, how her weight shifted, how her muscles moved. A circular configuration of plates, similar to the lens cover of a camera, silently opened.

One of his two mechanical tendrils shot out like a rocket. It whipped through the air on it's way towards her. At first, it flew past her body, but then it quickly turned an in an instant, she found three coils of the tendril around her waist. The tendril was surprisingly warm for being made of metal, and it was incredibly smooth. The only part that wasn't was where each segment connected, and then, it only created a ridge of sorts. The tendril tightened, not hard... yet, just enough to keep a firm grip on her, and enough to crush any hopes of wriggling free. She'd be free when he wanted her free.

His voice was the last thing anyone expected. They all assumed he'd have some robot or android voice that Hollywood loved to use. But his... his was nothing like that. The voice that came from his glowing green mouth that never moved was eerily human, with no scent of robotic influence.

"Looking for something, my dear?"

Karen slowly shifted her weight from one leg to the other. Her heart was pounding as she stared into the darkness, grasping the sword slowly. She didn't know why, but she felt her blood racing, her body shivering. Fingers closing around the wooden haft, she suddenly noticed the sounds... the sounds of something approaching... something far too heavy to be human.

No! She snarled, spinning around and swinging the wood around! She had tried to knock aside tentacles or limbs reaching for her arms, an all-too common occurrence in this terrible place.

Instead, a cool metal limb shot around her waist, wrapping around her and tightening! Karen froze, staring at the mechanical horror before her... and there was nothing else that it could be. Blinking, staring at the terrible machine, the all-too human voice drew a shiver of fear through her.

...Move. Move. Move! Karen suddenly brought her hands together on the wooden haft. Raising it up into the air, she let out a sharp YELL and brought the wooden blade down with two hands! A powerful overhand blow, straight down on the metal tentacle that held her! She hoped it would be enough...

The first slash she made at him with the twig simply cut through the air. He'd pondered about sticking his arm into it's way, or swinging his arm to meet it, but no, the stick posed no threat to him. Then, the twig rose up again, and with a powerful yell, she brought it down around the tentacle around her waist. When she raised it up, he had tightened his grip, not painfully, but she sure as hell knew he was there and meant business. The twig hit hit the tentacle, but the desired effect didn't happen. He didn't let go, and the tentacle wasn't severed.

Instead, the tentacle took the impact, and would come out of this with a dent. But, the way the tentacle held itself that spanned the gap between them caused it to flex and dip towards the ground with the hit. A motion that would give her a jerk towards him. His head cocked a bit as he stared blankly at her through the metal face plate and the green glow that came from his eyes and mouth.

"No? No what?"

The panels on his side opened up and thin tendrils began to extend. As they did, they wove and seemed to melt together to form a larger tentacle. He only extended two at first, one from each side. They hung back, out of the way of her stick, drawn back and ready to strike, almost like snakes. The bulbous ends of the tentacles opened up like a mouth. Inside the 'mouth' was thousands of small miniature, stubbed tentacles. They were only about an eighth of an inch long, but they swayed and moved in rippling patterns. At the center, a larger one extended, long, flat and slender and came to a point at it's end. It resembled a reptilian tongue.

"I take it this isn't the first time something like this has happened, has it my little warrior?"

Karen stumbled forwards, struggling with the weapon. She stared at the dent for a moment, feeling both frustrated and encouraged... then she looked up towards the creature. She felt it tighten, and Karen found herself holding her breath as she looked into its mechanical gaze...

It's question, sounding so human in nature and inflection, made her shiver. The sight of the thin tentacles weaving together made her shiver, especially as they split open... showing terribly mouths filled with terrible feelers, and long tongues. For some reason, Karen felt her breasts throb and ache briefly, as if her body begged to know just what those things might feel like.

How DARE it?! Breathing in sharply, trying to focus on the things eyes, and not the promising tentacles threatening to devour the mounds of flesh oh-so-close to her pounding heart, she gritted her teeth. NONE of your business! Let me go, or I'll HURT you. Raising her arms to the side of her head, she held the sword sideways... the position for a thrust straight at the things' terrible face.

She tried to find stable purchase on the ground with her feet, but held the way she was, and pulled ever-closer to this monstrosity, it was difficult. The threatening weaving of the tentacles also distracted her mind, and she had to resist the urge to swat them away with her wooden sword... or to imagine the hell and heaven they would wrack Karen's body with should she fail.

Inside, her heart sank; Karen knew that she couldn't find enough strength to escape; not through her failing morale, through it's impossible mechanical strength... nor through her poor position and mental distractions flitting across her eyes and bubbling up in her imagination and memories...

The little warrior was doomed.

Her body reacted correctly. It had already begun to betray her and he hadn't even really gotten started yet. But if she only knew how true that ache would become. Those two tentacles had their names on her breasts. He had one thing that every male wished to have, eyes that wouldn't betray him. He was locked on her luscious orbs instead of her eyes, but she wouldn't be able to tell. He was about to snake the metal tentacle around her waist to give more length to the end. Once he had that length, he planned on splitting her shirt open and tearing her bra, if she wore one from her body. But, she moved, and he saw it. Plans were momentarily put on hold.

His vision was bulled from her chest to the arms and the wooden sword. It honestly posed no threat, and he had her literally backed into a corner. Anyone would fight. The tentacles that waited to wrap themselves around her soft skin stopped still as a statue and hung in the air. The coil around her waist held tight. It was as if he had shut off. Then, suddenly, one of his hands shot up to the wooden blade. His fingers curled around it and in a split second he changed his mind from splintering the weapon to simply gripping it. He gave a harsh yank upon it in hopes to tear it from her grasp.

Time to pick up where he'd left off. The dented tentacle around her waist slithered around her waist rather quickly as the end slipped underneath her shirt, and bra. The instant it peeked out of the neckline of her shirt, it flexed and tore her shirt straight down the center, and ripped through the material of her bra. The extra length of tentacle then wound down and added to the coils around her waist. He let the torn clothing hang around her, which teill covered the majority of her chest.

"No need to get so defensive..."

The two tentacles with their opened mouths inched towards her chest. They hovered just in front of her, just out of range. The tongues in the mouth of feelers slithered out and ran over the material that still hid her, teasing her through it.

"Oh I'll make sure you have a good time unlike the others... and please, hurt me. It'll just make things more fun for you"

Karen's ample bosom rose and fell as his eyes locked on, targeting each full orb for an assault that would surely threaten to break her mind and will. Her resolve and stance trembled; the knowledge of those those tentacles waiting to ensnare each fleshy tit was terrifying enough to break her concentration.

SNAP! And suddenly her sword was wrenched from her fingers! She locked up completely in fear, flinching and screaming as her shirt was torn asunder! Her breasts bounced free of her bra, quivering before him temptingly. Her nipples were hardening, hidden beneath the torn fragments of her shirt, and Karen couldn't stop trembling.

The first lick of those devilish tongues made her gasp softly, turning her face away. She couldn't watch; with her long, black hair spilling over one shoulder, her turned aside cheek, and her ripped and torn clothing barely concealing her large trembling flesh, Karen was a gorgeous, succulent dish for him to take.

Finally she gritted her teeth, forcing herself to face him again. Something about this place, about every defeat, was slowly wearing her down. She was surrendering quicker and quicker... she had to stop this cycle. Don't... not... those things. It'll, it'll be too much. You can't... play around with me this way! Growing desperate, she pleaded. Someone will come. I'll... scream. You'd... better get away. This is a gym, people will be in here...!

He laughed. All he could do was laugh as she pleaded with him. He reached out to her with one hand and took the remnants of her shirt. With one harsh yank, he tore it, and the remains of her bra from her body. With her completely topless, it let him take in the dish before him even better. Oh yes, she was quite the succulent dish indeed. The long tongues from the tentacles stretched out and coiled themselves around her nipples. They flexed and contracted, squeezing the buds before they began to tug upon them. The tongues pulled the nipples back towards him until they finally slipped free from their grasp.

"Nobody will be in here. All the other exits are secured closed, and the gym itself will be vacant for until classes let out this afternoon. You and me are alone till then. But, I'll give you a reassuring thought, I can play around with you this way, and others that will be much, much more fun for both of us"

The tentacles opened their mouths very wide and moved close to her. Close enough to where she could feel the massaging and kneading feelers brushing against her very softly. The tease only lasted for a few seconds before the tentacles engulfed the tips of her breasts and engulfed her nipples, and a good amount of her soft milky skin. Immediately they began to work her orbs, fondling them through thousands on miniature fingers that knew exactly what they were doing. Doing exactly waht they were designed to do.

"As to who will come and scream... I guarantee you will do both"

The tongues then moved in and began to swirl around her nipples, and like before, they began to twist and tug upon them as the other feelers worked her. The same hand reached down and his finger hooked under the material of her shorts. He brought his head close to her ear and let his voice come out barely above a whisper as he slowly tugged the material down.

"Perhaps you'll even make me come..."

Karen gasps and flinches as her tattered shirt and bra was torn away completely, strands straining across her arms, neck, and ample tits, squeezing and bending them, before finally snapping away. Her breasts shook and her body flinched as each gorgeous mound was exposed... and she flinched again as those terrible tongues seized the hardening peaks!

UUoooOHH!! No, don't, not that! The warrioress pleaded, tears forming in her eyes as her nipples were squeezed, tugged, pulled slowly, inevitably towards him! She let out a shocked gasp as they finally popped free, her breasts bouncing and dancing lewdly as they were freed.

Taking in short, erratic gasps, she trembled as Timye intoned her fate... and swallowed silently as those yearning mouths brushed close to her sensual seas of flesh... Karen's lips trembled and squirmed as she fought back a groan, her sex wettening quickly in anticipation. She wouldn't have to wait long.

The first brushes drew a submissive, shocked groan from Karen's lips, and she trembled harder. She knew now that she was going to be utterly destroyed if that thing seized upon her. If it took hold of her massive tits, so close to her pounding heart, in those things, Karen would inevitably break and sunder, will and soul shattered into a million pieces.

DAMN you!! I'll... KILL YOU! I'll-yEEAAAAAAAUUUuuUUUUUH!!! Karen let out a shocked, angry, mournful cry of defeat as each fleshy orb was seized in those terrible cups! Tears ran down her cheeks in earnest now, her voice shrill as she screamed and screamed, her body thrashing in his grip, sending her breasts jerking back and forth in a lewd and humiliating dance! But they could not escape, and every inch of her sensitive skin was tormented in those cruel, terrible things. She let out almost a sob as she moaned, her nipples seized in those tongues, tugged and twisted cruelly, growing harder, more sensitive, with each passing moment.

Her hips twisted endlessly, her sex burning hot, and she couldn't help but tremble in need as she felt its voice whisper across her ear, drawing down the last barrier that protected her precious depths, slowly and sensually exposed to him, and her helpless to fight off it's inevitability. He was going to stake his claim in her strong body, humbling and humiliating her completely...

His laugh continued as she squirmed in his grasp and tried to wriggle free from the tendril around her waist and the two tentacles that were attached to the tips of her breasts. He couldn't believe it, The tentacles had been working her breasts for not even five minutes and she was already moaning, groaning and gasping. He kept her shorts pulled out as his other hand slipped into them. Two of his warm metal fingers ran from the bottom of her slit, to the top, but, he pulled away before he passed over that little bundle of nerves.

"Your mind screams one thing, but your body screams another... and louder."

He pulled back from her ear and held his hand up in front of her face. The two fingers that ran along her glistened with her juices. With the one hand displayed to her, the other tore her shorts and panties free from her body. leaving her completely bare. His sides erupted as more tentacles sprang out, but didn't join to form larger tentacles. These ones moved for her legs. Sets of the slick tentacles wrapped around her ankles, knees and mid thigh, then pulled her legs apart as she stood there. The rest of the tentacles wrapped themselves around her upper arms.

"I looks forward to the day when you try to kill me, to exact your sweet revenge for this"

THe metal tendril around her waist uncoiled and retreated back into his arm. The others tightened their grip a bit as he lifted her into the air. He turned his head several times until he found the right piece of equipment. He moved their bodies over to it and laid her down on the cushioned rest. She was laid back at a thirty degree angle with her ass right on the edge. The tentacles around her arms didn't fight much, they let them move... for now, but the ones around her legs held her legs up in the air, bent at the knee and wide open.

The ends of the tentacles around her thighs then crept up to her lips. Slowly, they traced them up and down, up and down before they copied their last action between the lips. The tips soon paused, right at her entrance and slightly pushed, but they didn't let her have what she expected. No, when they parted her lips, instead of pushing in, they pulled to the sides and forcefully bloomed that little flower, which was ripe for the plucking.

Karen groaned and panted, shuddering as she felt him toy along her sex, but it was the torment of her breasts that made her toes curl. She squeezed her eyes shut, not wanting to think about his words... then let out a startled scream as her clothes were violently torn away! Her breasts bounced and swayed as her body shook in shock, helpless to stop him as he seized her ankles and pried apart her ankles... then seized her arms.

Her eyes finally focused on him again, her head turning to glare at his taunt. She was going to damn well try to exact revenge... but she knew that she might merely be doomed to be fucked by this thing again. She trembled in frustration as her waist was released, and her body was hoisted helplessly upward. Her teeth rattled, and she closed her eyes.

They opened as she felt herself braced against the cushioned edge. Eyes flaring wide, she began to struggle frantically, her breasts rolling and rippling as they settled against her chest. Her legs were spread wide, bent, lewdly offering her flower, her wet sex, for the beast to plunder. Dark hair spilling down over the cushioned rest, her breath coming faster, quicker, Karen braced herself...

No amount of preparation would help. Her body, beginning to sweat, trembled as the tentacles teased along her lips, tormenting her, making her pant and tremble, her breasts quivering and legs twitching in their lewd, open position. And then pulled her apart... wide apart, showing the dripping, wet tunnel to the machine that would soon claim her helpless body... that would plunder her ruthlessly, terribly, and incredibly.

The tentacles on her breasts seemed to act independent of him. While that wasn't exactly true, they were specifically designed for their job and they did it with ruthless efficiency. The more she struggled, the faster and harder they massaged her. The tongue flicked wildly over her nipples, occasionally it twisted around the small bud only to twirl and tug upon it. When she was laid on the cushioned part of the machine, and her lower lips were parted, the mouths let a bit more warmth seep into her flesh.

His head nodded twice, he wasn't out to give her an answer, he merely took her in in greater detail. He shifted and took a step closer as he watched her tremble. The tentacle that teased her pulled back a bit and no longer threatened to slip inside of her. Instead, it ran up and down her lips. Each time it reached the top of them, it pressed down against her clit and ground it in small, slow circles.

One of his hands reached out to her, and when he contacted her stomach, like the tentacle he was warm to the touch. He pressed down on the mound just above where his tentacle ground her most sensitive piece of her anatomy. His fingers spread wide over her lower stomach then curled and drew back towards the heel of his palm. The teasing tentacle ran down her lips again, but this time it didn't stop at the bottom, it continued lower. It worked it's way between the curves of her backside and lightly pressed against her.

His hand turned to that his finger swung down over her lips, but the heel of his palm remained in place, pressing and rubbing against her. He curled his middle and index fingers down, and without a tease, pushed them inside of her. It was a steady, not too fast, not too slow motion that left him buried up to the knuckles inside of her. His pinky and index fingers kept their claws extended and slowly ran along the outside of her spread, out lips. The claws weren't out to cut her, just to add a new sensation to everything her body was drinking in.

"Some warrior you are..."

Karen groaned as the unbelievable sensations continued to bombard each breast, making her gasp and shudder with sensation. Her nipples felt like diamonds against his tongues, and her teats ached and throbbed in the voracious cups that abused them.

And it wasn't just her tits. She forced herself to clench her teeth, but mewled softly as she felt him stroke her up and down... not entering her the way she expected. Insted, he drew it out, working on making her defenses crumble as he slowly worked her up. Her rising clit was easy to focus on and torment, making her hips squirm and fight.

His work was effective, making the poor woman cry out as his warm fingers worked on her... slowly... tenderly... with his palm adding force and power into the pleasurable torture. As his fingers began to work into her tunnel, his claws prying her depths even further apart, her legs began to spasm and kick in desperation.

No... I... I am...! Tears spilled anew down her cheeks, unable to deny the powerful feelings he was giving her... and beginning to squirm and thrash! She was hitting her limit... and his cruel words were only helping her approach a shameful, torrid orgasm!

"Oh I can see that. I see how you are fighting tooth and nail."

The mouths over her breasts didn't let up on their assault one little bit. While the tongues pulled away from her nipples, the rest of the mouth made up for their absence. The thousands of feelers began to move in faster waves as they relentlessly massaged her. They also began to secrete more of liquid that coated them. In addition to the secretions, they also continued to increase in warmth. He couldn't help but chuckle a bit as his fingers buried within her began to slowly work in and out of her, their strokes became longer each time he pushed back into her. The claws that teased the outside of her lips stopped and simply curled against her, the tips of his claws pressed hard against her.

The first time his fingers pulled free from her body, the tentacles let go of her breasts. The cool met her warm flesh, only made warmer by the slick sheen of slime the tentacles left behind. When the air had enough time to cool off her moist breasts just enough, the tentacles returned. The tongues wrapped themselves around her rock hard nipples and pulled the mouth back down around the peaks of her luscious orbs. A length of the tentacles coiled around the base of her breasts and began to squeeze them gently. It began to move, slowly rotating around the flesh of her breasts that was left unattended by the mouths.

"Come on, warrior... fight it"

Before his sentence finished, his fingers began to pump into her body much faster as the heel of his palm ground down against her. The tentacle that had slipped between the cheeks of her backside began to press harder against her in tandem with the faster pace of his fingers. But where his fingers let up when they pulled out, the tentacle did not. It continued to steadily press against her, glistening with a sheen of the same liquid that made her breasts shine. Finally, it won the battle and about an inch slipped within her body.