Warning for non-con/graphic human + machine hatesex. If you're not interested in reading that… I strongly suggest you hit the back button, sorry. I have lots of other stories that are definitely SFW. :)

Additional warnings for dominance/submission, violence (choking, biting, scratching, blood), wire bondage/restraint, double penetration, orgasm denial kink.




The breaker room was almost entirely black. Distantly, Chell felt a thunderous rumble lace through everything, originating from the very heart of the Laboratories. It vibrated the catwalk stretching beneath the metal, curled heels of her boots, and briefly, a filthy, dirt-stained hand shot out to clutch a nearby railing for support. The rumbling was the result of her putting Wheatley—the idiot brainchild of the brightest minds of Aperture Science—in charge of everything. Reactor core meltdown? Check—that idiot, Chell growled to herself. This was all his fault.

The problem—or one of many—was that Wheatley was insufferably greedy, more self-centered than she would have thought possible given that he was essentially a robot without brains—but if there was one thing she had learned from her interactions with the sphere thus far, it was that no matter how far she thought he had already fallen, he could probably fall lower still. This had been evident ever since she had first pressed the Stalemate Resolution Button, bringing out his blatant inferiority complex, and all of this had been made yet clearer still upon her return to—her fingers balled into fists—Wheatley Laboratories. His sudden, maddening desire to test her had been unprecedented at first, but perhaps not entirely so; he was selfish. Perhaps, if it had only been the itch driving him, and not the withdrawal that went hand-in-hand with it, it would not have been so bad; but Wheatley was traitorous and greedy with an ego the size of (fittingly enough) the monstrous machine he had been plugged into, and he crumbled so easily into a desperate, pleading mess at the barest hint of physical pleasure.

That last bit wasn't a new quality, though. That small little feature had always been embedded within him, Chell knew. There were just some personality traits that even absolute power couldn't corrupt. Some—like an addictive personality streak—could only be emphasised by it.

And as Wheatley sought to exert absolute dominance over her and the Laboratories, Chell only resisted him; he might have been her lone friend, once upon a time, but certainly those days were over. Yes, his endearing façade had been overridden completely by the itch, to be replaced by this unbearable need to show off to her, to paste his name everywhere over everything and to display his big, stupid face in every test chamber, watching, rapt with anticipation at the idea of receiving yet another mindblowing burst of whatever the fuck it was that got him off, in reward for her slavery! Well—she wasn't having any of that any longer! God, she hated him.

The Potato's golden light flickered up at her from the end of her portal gun, blazing through the darkness inside the breaker room with ease. "Plug me in and I'll take you up."

Chell was ready to fight. She grinned evilly, encouraged by the looming challenge (she was going to rip him from the mainframe, if it was the last thing she did) and slammed the Potato down into the core receptacle, barely noticing the way the handlebar restraints flapped pointlessly with nothing to cling to.

"Look, even if you think we're still enemies, we're enemies with a common interest, revenge," said the Potato in the usual modulated voice, jerking Chell away from a short fantasy involving exactly what she would do to that moronic asshole once they entered the central chamber. "You like revenge, right? Everybody likes revenge. Well, let's go get some!"

That sounded like a good enough plan to her!

There was a series of blue bolts of electricity from the core receptacle, snaking and twisting their way around it as Chell stood back. With a jerk, the platform beneath her feet began to slide upward, creating a dull, grinding noise as simultaneously, a wide aperture the size of the tube opened overhead to reveal blinding white light. For a moment, Chell could not see; and then, once she adjusted, she recoiled at the sight of Him.

"Welcome, to my LAIIIIIIIR."

He curled himself high into the ceiling as he spoke. His voice—depth magnified by an algorithm shift—vibrated inside of her very chest, drumming alongside her heart rate.

Her anger intensified sharply at the sight of him hanging there. Mister-In-Charge-Of-Everything, It's-All-Mine, Moronic-President-Of-Wheatley-Labs, any of these nicknames suited him admirably—he would undoubtedly prove difficult to kill, but Chell (miss tenacious herself, armed only with her portal gun) had a plan. I am going to make you pay for what you did to me, she growled, her crystal-grey gaze hard as steel, cold as ice. This idiot had captured her, he had tested her and nearly destroyed her in the process, and now, the Potato was exactly right. Revenge sounded just lovely, and it was prime time she sought a little for herself.

Wheatley relaxed and began to bounce cheerfully. "Let me tell you, you were a fool to come up here," he grinned, "Honestly. Why waste all that energy when I'm just gonna kill you now? Hahaha," his laughter resonated through the room, shaking both his body and the thick panels lining the walls. "Well, I'll be honest, I'm not gonna kill you yet. Still got a few little, ah, things to take care of, first. Gonna give you one last chance, to fix things between us, once and for all. Very kind of me. Very—what would you call it, not Machiavellian—but a bit like a gentleman. A proper gentleman, an absolutely devilish one, you might say. You might say that. What a devilishly clever boss, eh!"

Chell spat on the floor. She did not immediately understand what he meant by giving her the chance 'fix things between us', for as far as she was concerned, any past 'friendship' they had shared was over, enough said. But, she could feel her heart beat faster still at the suggestion—it really was as if his tiny brain was unable to process the fact that he was about to die by her hand! He was not her friend, that was for sure, not by any definition of the word—he had betrayed her, for chrissake! As far as she knew, it was him who owed her an apology, not the other way around.

But the harder Chell thought about it, the more worried she became in those first few seconds. Wheatley was stupid, but he was not altogether clueless. Where was any sort of attempt to resist her? Where were the—Chell recalled what She had used during their first fight—the rocket turrets, the deadly neurotoxin? A lurking, creeping feeling that something was terribly off began to crawl up her skin, and Chell stumbled back toward the chamber wall, breath coming in rapid gasps. She raised her portal gun high in hand, but no sooner did she do so than she realized—there were no portal surfaces. Without a way to shatter the nearby pipe chock full of Conversion Gel, her gun was useless.

In front of her, Wheatley was ecstatic. He observed what he surely thought to be a look of sheer panic spreading across his test subject's face. He was giddy, far too strung out on euphoria withdrawal to be in any right state of mind, but somehow he was still so utterly pleased with himself (not a good sign, Chell mused). It rendered him absolutely, blissfully ignorant to the fact that the facility was self-destructing. The chamber was full of the scent of surrounding fires, and yet the Master of the Laboratories had yet to make a move to dissuade them. Chell's eyes blurred and sweat dripped down her forehead from the heat, helped along by tidalwaves of adrenaline riding what felt like every nerve her body possessed.

"So," said Wheatley nonchalantly, giving a little nod over to the side, "After you escaped all of my death traps, I started thinking about what else I could do to get through to you. I worked hard on those, you know, luv, I put in a lot of effort, getting all those ready for you, making sure they'd work, so that you wouldn't have to walk all the way to my deadly lair—they might have even been painless, I don't know. Don't want you to suffer, luv, even though—obviously—you don't care if I'm suffering. Started wondering, what could 'ave possibly motivated you to be so selfish? I only need you to solve a couple of simple tests, properly, and I'd feel much better! Everyone'd be happy, then! I tell ya, I'd solve 'em for you, you know, if you'd needed it like this. But no matter. It doesn't matter what I'd do if I were you, because I'm the one in charge 'ere, and you still won't help me, and solve the tests!"

Chell's breath accelerated as Wheatley began to lose his calm façade. So this was still about the tests. He was talking himself into a panic—apparently, whatever the itch was doing to him, it wasn't helping his mental status nor the state of the Laboratories. A deep, resonating rumble slammed through the room and Chell staggered, but Wheatley's body had already been bouncing back and forth. He appeared not to have noticed that anything was wrong, not even as the sound of long-fall-boot heelsprings scraping against the chamber floor escalated into a frantic pace.

She wasn't quite desperate yet, but there had still been no word from the Potato, and they were running out of time.

"Right," said Wheatley with another nod and a blink, "So, I had a bit of a brainwave—a regular occurrence, not a moron—and I did some research, I read some more books, actually. Very smart, veee-ery complicated stuff in there, lots of information on, hah," he chuckled softly, "humans. Like you, luv. Learned some pretty useful things, if I could be honest, and I found something that I think miiiiight make you understand exactly why I need you to solve the tests well! Brilliant. Got an idea, made a plan, BAM," he spread his casings at the sharp word, his optic tilted in triumph, "Aaaaaand, here we go! 'ere it is! 'ere it is, my clever plan! Ready?"


Immediately, every light inside of the central chamber powered off, leaving Chell with only the residual, flickering luminescence flowing from the surrounding fires and a shadowy blue from Wheatley's eye. Her heart jumped painfully into her throat and, acting on impulse, she ran blindly—what the hell was going on? Over the sound of her own blood roaring in her ears she could hear some sort of mechanical whirring, like the whine of servos from panel arms, shifting ever closely behind her—and then, lit by the insubstantial glow, Chell caught a reflective glint of something that made her stop in her tracks, horrified.


Not the small, spindly ones she had seen in various locations around the facility, but the same, thick wires that held up the chassis, the yellow-and-black ones that tied him to the infinite miles of Aperture.

Chell's brain took about two seconds too long to process this sight, and he was on her, around her, before she could stop him. He wound cables against her midriff in an absurdly gentle embrace, contrasting so well with the sharp shock of adrenaline he'd sent through her. The portal gun clattered loudly to the floor, but Chell took no notice, she was too distracted by his grip—it was sure and forceful enough to make her gasp but she could still breathe with relative ease. She squirmed, trying to pull away, but it was useless; the smooth surfaces of his cables contracted, enveloping her arms and legs in yellow-and-black stripes. She felt herself wrenched bodily from the floor; Wheatley held her weight with complete ease, making her suddenly, terribly aware of just how small she was, how powerless against the strength and load-bearing capacity of this machine and his cables, some of which were nearly as wide as her thighs.

He brought her up, closer to his face, and his gaze shifted slowly onto hers.

"'Ello, luv." Wheatley's voice was so quiet it was almost lost within the gentle hum of whirring fans the chassis produced. He held her neck so that she couldn't look away, his optic pulling up into what she might have, once upon a time, mistaken for a good-natured smile. "'Oo's got you now, eh? Who's got you? I 'ave. Me. The BOSS… 'as got you now."

Chell grit her teeth and thrashed wildly in reply, hating him, hating everything from the diagonal crack that ran through his honeycomb optic to the way she could almost feel the gentle thrum of his processes through the wire's contact with her skin. How—what—had possessed him to- to try to capture her like this?

"Oooh, these come in handy," Wheatley grinned, and she could almost hear the smile in his voice, "Can't move a muscle, can you luv? Nope, got you trapped, all snug, bing, perfect. Bet you didn't think I could do that! But I did. I did it," he sighed in satisfaction, "Tiny little Wheatley… got you trapped 'ere… 'ow d'you like it, luv, you comfy?"

Chell's face locked up in defiance. Her cold, hard glare filled with razor-sharp hate. Wheatley lifted one of the cables to her cheek, brushing it softly, almost lovingly; Chell's face burned and before she could consider the consequences of committing such an act, she spat at him, a forceful wad of it that hit him right on his bottom casing.

"AAAGHH!" he yelled in fright, backing off instantly as if she had hurt him, and the cords slackened the tiniest bit. She fought hard, deadpan, furious and determined that he was not going to get what he wanted from her—compliance. The BOSS or not, Chell answered to no one!

"Ohhho!" Wheatley's voice was high and completely offended. "Not going to play along, are you? Oh! Well!" Chell felt the cords tighten in response to her squirming, cutting off the circulation to her hands. "Two can play that game! And, let the best sphere win! Me! Obviously I will be winning. Clever. D'you know what I'm going to do? No. Of course you don't. You don't listen, do you, you arrogant woman! You'd better listen to me now—" Chell bucked her hips, trying to free herself, but Wheatley forced them back down, "Because this game… it could be fun! It could be fun, could be fun, for both of us. If you play along. If you don't, well—I could make this very hard on you, you know. I could draw this out, take as long as I need, or not even bother about you in the end—or we can work together! Just like old times. Partners! And not enemies."

She refused to stay still, and the cords wrapped around her middle squeezed her then, so tightly Chell gasped audibly in pain.

Wheatley chuckled breathily. "Heh heh heh, ahh. Disappointing—let the games begin, then."

What the hell did any of that—?


Chell felt a cool, smooth sensation run down her spine all the way to her tailbone, making her entire body jerk in one fluid motion. One of his cables had found its way between her clothing and her skin, and had split the fabric in a straight line down—all the way to the hem of her pants. Her t-shirt, sports bra, and her tightly-tied top hanging about her waist all fell away from her hips and she bucked again, struggling to get away from him, to render him unable to expose her private areas as he was doing—he had no right, that moron! God she hated him—but all she got in return was another amused chuckle and a smug grin.

She shut her eyes, unwilling to witness the way he dyed her own bare skin bright blue. A dull, hot flush crept down from her cheeks, spread across her shoulders and clung to her back. The chamber air was cold, prompting goosebumps, but she didn't notice the prickling sensation—all of her razor-sharp intent and awareness was focused solely on the feeling of multiple cables making their unwanted way across her, inching toward her chest. Their process was slow, and, at first she could not understand why—but then she knew. He was exploring. The sensation of human skin was as new to him as the sensation of his mechanics was to her.

Unwillingly, she opened her eyes, and was instantly reminded of the way Wheatley, as a small, harmless core, would urge her forward to explore for him while they were escaping from the facility. Limbless and reliant on the management rail, he'd never given her any sign that he'd have liked to explore her, too, but it was true that his curiosity and desire to meddle in things that were not his business could never be sated.

"Oh, what happened there?" She felt Wheatley rub gently against the side of her bare stomach, at a patch of lightened skin. It was a scar, one of the many injuries she'd sustained over the course of her life in Aperture. Chell twitched at the contact, neck straining as she gazed down at the spot in question and flushed even deeper at the sight of her nakedness—her breasts, her stomach, her body!— in plain view for him to see.

"Not careful enough…" Wheatley observed. "Very tender, there. Very sensitive, isn't it, beneath those bits of not-skins I pulled away just then. That's another thing I learned, from the books, very clever, not a moron—and these," Chell felt her breath hitch as the exploring cord found her breasts and squeezed gently. Wheatley shifted, craning his faceplate closer to see better, and wound his way around the tips. "Absolutely receptive! Lookit that, eh, sticking straight up at the ends, now! Wonderful!"

A fearful whimper caught in Chell's throat and, instinctively, she tried to curl into a ball. Wheatley responded with very sudden force, pulling all of her limbs back, spreading her eagled in mid-air with an angry glare, but Chell did not notice his expression—she was distracted by the sensation of something firm, smooth and cool, dipping beneath the hem of her jumpsuit pants. Oh, God—

"A vast improvement." Wheatley was looming over her, all traces of anger momentarily forgotten. "Much better. Much easier to see what exactly we are dealing with, here. Must feel better, too, having me touching you like this… also know this, from the books. Physical contact, very important, it said! Said that you would love this. You are enjoying it, luv, yes? Yes, you are, aren't you?"

Chell shook her head violently. Nuh-uh! Nuh-uh!

Wheatley drooped visibly. "Oh," he said, disappointment rivaling how upset he'd sounded when he'd missed his first euphoria burst. "But it- it said you would! Auuuugh, you—this must be your fault! You're not playing along, not even trying, eh? Well I guess I'm just going to have to fix that!"

With hardly a moment's warning, just enough time for her to attempt to curl into herself protectively once more, Wheatley jerked her body upward violently and her pants were forced down her waist and around her knees. It took hardly any effort for him to rip them off completely, taking her boots as well, and Chell had just enough time to realize her legs were free to move before he'd bound them tightly again.

She chewed her tongue, upset, tenacity cracking the smallest amount. What could she do to stop him? Nothing… He was stripping her down, and she didn't have a chance against him like this.

Above her, Wheatley growled, a hungry, frustrated sound, his casings moving in, out… in, out. "So small…" he whispered, and again, his voice was nearly lost amid the purr of his cooling system. Chell jerked in terror, tenacity back in full force, fighting to close her legs, but through all of her effort he was slowly—ever so fucking slowly—wrenching them apart.

"So tiny. So easy to control you, luv," Wheatley's eye slid from her face down to her belly button and beyond. She hated how gentle he was, so careful, as if he really believed he might break her. "Got to spread these, 'ere, just like that, now, very good. Let's have a look at that…"

The cords forced her back to arch as her legs were opened to their widest extent, exposing everything. Some sliver of hope had remained that once he'd got a look at her, he'd back off, but no—his eye rose to her face and he made a movement with his upper shield. It was his equivalent of the arching of eyebrows, and he grinned languidly, leaning away to better see all of her.

"Oooh, brilliant." The drawl of his accent had softened to match his languid expression before picking back up again, full of a renewed, restless energy. "Ready to start, lady?" he asked in obvious excitement, staring back into her face, "I'm—wow. I tell ya, this itch is getting a bit uncomfortable, really. Probably- probably because it's been so long since the last burst, if I'm honest, and it is tremendously hard to wait, especially with you down there, in the test chambers, taking so long. Dunno if you were doing that on purpose, luv, but all you've done is make me want another burst even more…" His casings spread and twitched with impatience as he leaned in as if he were about to attack. He had succeeded in distracting her, and it wasn't until it was too late that Chell realized—something, presumably yet another cable, was creeping up her inner thigh and toward a rather sensitive place—

At once, she tried to kick him, lips parting in a silent, angry scream. She struggled and twisted, hating him, but he was too strong—he held her still, just as easily as if she had not fought against him at all. Her world became a blur of black-and-yellow cables, red and blue lights; and she felt his entire body tense in expectation, the tightness spreading slowly through all of his cords and their contact with her skin. His face was close to hers, close enough to see all of the details in his iris, his core plating spread wide so she would not forget who it was, massive and in-charge, here—and that narrower cable, narrower, but still all too thick-looking, its casing plated and set with a neat little head which glowed blue, of all things, found its way up. She jumped at the contact, for it had momentarily carried a weak static charge, and then it pushed against that spot between her legs. Wheatley watched her face contort in pain and helplessness with interest, holding her tightly as she squirmed, her throat working furiously. Wheatley

The bright blue head of the thing slid slowly into her—"Gyyaaaah," Wheatley made a noise caught somewhere between a groan and a sigh as he pushed against the friction, and Chell hadn't realized that he could feel her with these cables, but there was no denying it, not with the sound he made and with the look on his face. "Almost got it, aaaaalmost got it in, aaand… yes! Whoa. There we go…" he grinned and led into a happy chuckle, gazing at her horrified expression with the closest thing he could get to comfort with the itch still trickling its way through his body.

And then Chell made a fatal mistake. She could not help it. She allowed the smallest of sounds to escape from the back of her throat. The noise was muffled, for her teeth were barred tightly against the plated cable sitting snugly, a finger's length deep, inside of her—he wasn't even all the way in yet, and already she couldn't keep quiet—and Wheatley had heard her. He froze, pleasantly surprised by his test subject's unexpected reaction.

"Ohoo…" he muttered, optic wide. "Made you make a sound, now, didn't I? See, I knew I'd get you in the end, luv… nnhh… that's… ohohohoo." He pressed a little deeper, chuckling, pleased with his progress so far. Chell nearly gasped, for the cable inside her twitched in time with him, "I- I felt that. I can actually feel that, it's like you're right on my… my… nnhhhh…"

She strained backward in response, but it did nothing to help her. He eased the blue-headed cable back out, carefully, his optic narrowed in concentration, and Chell felt her breath come easier as he took away the pressure. Fucking hell, she could feel everything when he moved that slowly—it was already moist, only magnifying how warm and smooth the outer metallic plating was and how beneath it, there was the barest hint of mechanical vibration and aliveness. She cringed from the knowledge that this thing was truly part of him, controlled by him, humming away with the whines and whirrs of servos whenever he moved, just like the rest of him.

Wheatley paused to marvel at the sensation, and briefly, she wondered what she must feel like to him. "It's like… it's shooting right along that cord, there!" he told her, breathlessly intrigued. "Whenever I move it, it feels a bit- well a bit shocking, actually… that's…that's… it's wonderful. I didn't even… oh…"

He blinked slowly and then pulled her onto him again, a little more firmly this time. Her back arched at the feeling and she bit down on her tongue so hard that it hurt, swallowing another sound, fingers balling into fists. She could hardly think when he did that. Her fingernails dug into the cables looping her hands in reflex and Wheatley jerked with surprise, sounding just as distant as she felt. "Ahh. A little rough, luv. Careful," he advised her. "Lots of sensors in there, very delicate little receptor nodes, all over everywhere, makes this feel so nice for me—do you have any idea how this feels? I'll give you a hint. Very, um, warm, and- and a bit wet, too, yes—interesting…" he inched back out and glanced down at himself before sliding back in happily with a bounce, "I'm… I'm, hah, I'm loving this! Honestly. It's great. Arrgh, just love it!"

He was beaming, but Chell could hardly focus through the haze of unwanted arousal beginning to build in her chest and belly. She blinked slowly as he spoke, her eyes half-lidded, her forehead sticky and shining with sweat. She found it hard to catch her breath, her chest heaving with heavy pants as she stared fiercely up at him, digging her fingernails deep into the rubberish casings of the cables clinging to her hands—she twisted, tearing, trying to tug them close enough to take a portion of it into her mouth, and—

Wheatley mumbled happy, incoherent words as she grazed the tip of her tongue against a yellow-and-black striped surface, creating a shiny, wet little mark there. "Mmmmm," he sighed, his forefront rising to push his chestplate against her legs, "Oh. Feeling naughty, are we? Already, and we've only just started… Y- you," he laughed, blinking down at her, still beaming, "You bad little… pet, teasing… you s-should keep doing that…"

Chell allowed him a moment longer to enjoy the warm, trailing wetness of her mouth, suckling him slowly and pressing her lips to him in mock kisses before biting down, hard, catching him completely off guard.


Not a moment too soon, she pulled one arm free from his powerful grip, clinging to the writhing wire with full force. He strained to shake her off, but her jaw locked up around him, teeth carving deeply into its rubber casing. He screamed in obvious pain, "AAAAUUGH! STOP THAT! THAT HURTS!"

Something knocked firmly into the side of her head and Chell saw stars. Blinking dazedly, she released him instantly. Wheatley simulated deep, coarse gasps and moaned, a low, wounded sound. He withdrew the ruined cord from her mouth, and Chell's head swam as she tried to focus through the disorientation of the impact.

"You are going to regret that, luv." His optic darkened dangerously, flickering with each syllable to match his voice. "Why don't we try that again? Nicely this time."

Yet another blue-headed cable rose and made straight for her face. Too dazed to fight back, her eyes crossed as she tried to keep the head of it in view. He held her still as she felt it push persistently against her lips, its casing surprisingly warm to the touch. Simultaneously, he curled himself around one of her breasts in a soft caress.

"Go on," he said urgently, a trace of anger evident at her disobedience, and Chell parted her lips, glaring, allowing him to press inside. "Gentle, now, luv, that's it, yeah, that's it, oh! And no biting, d'you 'ear, it's not very pleasant. No biting, or else this bunch is going riiiiiight down your throat, so that you can't breathe! Need to breathe, don't you. Might kill you, if you can't... nhhh… actually that would kill you, that, but I-I… oh, I don't want to, not at the moment, if I'm- if I'm… want you to… ohh… j-just…"

He'd rolled his eye, but afterward she'd locked onto him, meeting his eye challengingly. The length of cable shuddered in reply, buried almost as deep as the one in her lower area. The small, barely-noticeable hum of busy actuators was even more evident against her tongue, clicking away with every tiny motion he made, and she traced lines running parallel, causing him to shudder again. Their eye contact broke when his optic slid back into his casings and drifted off to the side, and he moaned then, for the first, real time—not as heavily as he did when a weighted storage cube hit the button and released the solution euphoria, but it was full of a persistent, barely-restrained need.

"This itch…" his voice was breathless when he'd finished, and Chell swallowed hard, her eyes wide. "It's so…"

Distantly, she was aware that Wheatley would not be able to hold back much longer. It had been too long since the solution withdrawal had set in. What would happen, when he finally did lose control? Would he kill her?

"Oh, it's everywhere, all at once!" he shook his optic plate in disbelief. "Aching! I can't—it's- it's bloody difficult to- to… concentrate, luv… so bloody difficult not getting any of it, not a proper solution! Nothing! Zero… but now," he added thoughtfully, "With you 'ere, in front of me…"

In substitute for an answer, Chell swilled her tongue around the bunch of wire still between her lips, lighting up the sensitive little nodes with each touch. She thought he'd forgotten about the cable sitting halfway inside of her but he hadn't—Wheatley moaned softly again and rocked into her, a little more roughly than before due to his frustration, his casings fluttering as the moan turned into a full-fledged growl. "It's not enough!" he yelled angrily, ripping the cable from her mouth. "It's not—d'you see what you're doing to me?" he leaned in, frantic. "With not solving it? Oh, I need it, I need it scratched, luv! And you don't even care! Don't even care, do you, you monster of a woman! All you want to do is tease me, lead me along, not even bothering to finish it properly!" his optic looped once in his casing, coming to rest back on her face, "Do you have any idea how this feels? Any idea? Of course you don't. 'aven't really showed you yet! Oh, but I'm going to…"

Wheatley thrust into her then, powerfully enough to bounce her against his own restraints and force a choked squeak out of the back of her throat, and all of her limbs jerked in reflex. He only did it once before pausing, half-stunned, as if he hadn't meant to do it but found it impressively pleasant and grinned, immediately repeating the motion.

"Aaah!" She tried to keep silent as he filled her but it was too deep, he was slamming into her again and again, hard, and she could barely hear the whirring of his mechanics, the buzzing of his fans and the small pleased sounds from his voice over the rhythm of her own laboured breathing. Her heart rate increased exponentially, thrumming away inside of her chest and sweat dripped down her temples in small rivers.

"How… hnnnnnn long's it been, eh, luv?" he managed between soft groans, his optic unfocused and hazy but still intent on reading her facial expressions like those books he'd talked about. "'ow long, eh? So… ohh, so looong, I'll bet… look at me, lady. Look at me, luv, t-tell me…"

And he was right—it had been a long time. Chell couldn't remember a time before, ever, where her knees had shaken like this and every sensation had strengthened enough to wipe her mind utterly, blissfully blank—and she was wet, oh God, even she could feel it, now. The stickiness between her legs lubricated him completely, and somehow enabled her to feel so much more of him, including the creases between each metal plate and their transition into the glowing, almost glassy blue head; and the ever-present, never-ceasing mechanics of each movement, shifting in time with his core casings. Chell threw back her head all the way, her throat jutting forward as she inhaled deeply, lungs filling with a silent gasp, eyes staring forward unseeingly—there was no longer any pretence about it, Wheatley was humping her, fucking her hard

"Ooooooh, heh, you like that," he chuckled huskily, optic tilted at her with pride, "That feels good, eh—ah—m-make you feel—ahgood, yess… enjoy yourself, luv, 'ave a bit of… bit of—ah—fun…"

And then, forgetting to hold back, she moaned in time with his thrusts, moaned at the sensation of ever-increasing warmth from him and the way he hit her right where she wanted him to and the bliss; gasping, clawing at him, but he didn't seem to mind the roughness of her fingernails. In fact, he leant forward, into her, and forced her hand up so that her fingernails scraped along the bottom and sides of his white chestplate. Cool at the center, warm at the sides—apparently direct contact with his chassis counted for something because he gasped then, "OH! Yes! Scratch me!"

She dragged her fingernails across him, trailing in small circles as best she could while he rocked her. He shuddered and growled, breathlessly, leading into a strong, "Yes! Oh, brilliant! Ohhoh… crumbs, that's, that's, oh, absolutely wonderful, do that again, luv, please do-that-again, oh."

Chell felt him contract with excitement inside of her and she squirmed, unable to stop herself. It had been so long, and it was too much, and, as if he could read her mind he gripped her hips, putting pressure on her belly, doubling the sensation.

"Now you're getting it!" he exclaimed cheerfully, leaning back with a sigh to watch. "Now you're getting it, luv! Oh, good. This… this feeling, this need to finish it…" He shivered at the suggestion of the itch, obviously anxious to scratch it properly, "It's why I need you so badly! It's why I need you to test! Gets me off, luv, oh, there's nothing else like it, nothing else feels better than a finished test…" His optic circled brightly in his shell as he recalled the all-encompassing solution euphoria.

It was coming—so close, she'd never felt more on edge, everything was tense and aching and hot. Her toes and fingers curled, straining, but it was just out of reach—

"'Ey!" Wheatley shouted suddenly, distracting her at the last second. "Hey, it's my turn first, you're not allowed until I say! No no no no, how to stop this, how to stop thiiiiis, oh, oh wait-wait-wait, brilliant! I've got an idea!"

There was a split second in which Chell's eyes lost their glazed quality and opened wide in anger. She was mad, mad that he'd stop when she was so close to- to finishing, strictly because he wanted to be first. Despite how much she assured herself she did not want to- to enjoy this… she was aching inside, wound tight, and desperate to deny this fact. Why should she become a slave to her itch, like he was to his? She would only prove him right if she succumbed, and he would win, when he deserved nothing—he was a selfish, horrible little moron.

She jerked away from him immediately, all semblance of enjoyment gone, and resumed her life-or-death struggle against him, fighting, frantic. Whatever his idea was, she felt very sure that it would not end well for her—especially not with the way his optic brightened with both pride and enthusiasm. The cables binding her ankles, arms, and midriff squeezed alarmingly against her squirming and Chell let another breathy gasp slip from between her lips, her chest heaving as she paused to gulp down air. The cable he had been rocking into her had gone completely still and he loomed over her, dangerous. "You can't finish yet," he grinned, "I've got a surprise for you first, luv, just wait—might be a little bit painful, though, so um… just hold tight!"

With a sudden spasm and a whirlwind of yellow-and-black cables, dripping sweat, and with the bits of tousled hair that had fallen from her pony during her struggling bid for freedom whipping across her face, Wheatley flipped her over, sending her into a mid-air somersault with as much ease as lifting a Weighted Storage Cube from the floor. Chell nearly cried out again, biting her tongue so hard that her mouth filled with the metallic taste of blood and her eyes watered from the sudden, sharp pain shooting through her jaw. She could hardly see; everything was blurred with pain. Shadows of Wheatley's cables and his white-and-black plated, red lighted body swirled around her as the ache in her tongue, legs, and arms peaked, terribly different from the nearly-climactic pleasure she had been experiencing mere minutes ago. She was still undeniably aroused and hated it, she hated the way she could feel his artificial, electric semblance of a pulse throbbing inside of her, originating from what was probably the head. If she had thought it was over, or believed for a single, shining moment that Wheatley was done with her, she was wrong; suddenly, something big moved behind her and slammed inside her buttocks so hard she screamed.

"SURPRISE!" he cried triumphantly. She couldn't see his face but she could hear in his voice and feel, through the cables, his spasm of elation. "Gyyyah, it's tight… not enough space, but I think… I think I can make it through… aaand… yes. Surprise! Machiavellian. Two at once, imagine that. Hnn, two—always better than one, right, luv? First one got a bit lonely, you might say."

It hurt, worse than anything else had so far. She felt her back arch of its own accord, her hands balling up into fists as she fought to curl into herself, wrestling for some sort of protection against the tearing pressure, anything to make it stop—but all she got in return from Wheatley was a giddy, power-hungry laugh and the sensation of him pulling himself back out of both, ever so carefully. It made her whine then, throatily, the whimper containing the barest suggestion of what might have been her voice. It was enough to make him halt and stare down at her bare back.

"What was that, luv?" he purred, hitching her legs higher, further apart to make room for him and nuzzled her back with his face. His plating was cool at the edges, warm in the center, heated by the light of his eye. She whined pitifully again before biting her sore lip. She was angry, determined to hate him, and yet, dimly, she remembered exactly how good he had felt before he'd turned on her like that, selfishly denying her what she wanted from him—

Chell couldn't help herself. Through the uncomfortable haze of pain, she whimpered at the recollection. "Ah—aaah…"

Wheatley chuckled quietly and tapped his faceplate against her back, eye shutters closed in a robotic impression of a kiss. Then, creeping up behind her, he leaned into her ear and growled softly, the twitchy movements of his casing tickling the nape of her neck. "Yes. You love this, you love it to death… Look at you! Can't—hnnn—fool ol' Wheatley. Too clever… ah, such a good test subject, when you want to be. Hah hah, ohh, th-thaaat…" she felt him lift off of her shoulder as his chassis rocked against her legs and butt as he slipped both—cords, she gasped silently—in snugly. "'ow's that feeling for you, hm? I 'ave got it in—ah—nice and deep. Itchy yet? Luv, you need me, we both know it… just like 'ow I need you to- to- to… aaah…"

With her tongue still painful and swollen, Chell's jaw relaxed the smallest bit. Meanwhile, her crystal eyes hardened alarmingly, shining daggers into the dark air. Fuck it, she decided. Fuck it all. She'd had enough of him. With an effort only matching what she had fought him with previously, she forced her throat to unlock, sore as it was from disuse. Her larynx buzzed achingly as she spoke her first words of the century, voice low and full of malice. "You mean test?"

She had surprised him—she felt it, felt him go completely still before backing away, unfurling the cables the tiniest bit. She could almost picture his expression, one of supreme confusion of the kind only he was capable of. Moron.

"Wh… what?" he asked, his voice high with shock.

"You," she spat hoarsely, her chest heaving. "You heard me."

Wheatley considered this for a moment in silence. "Test?" he repeated quietly, as if he could hardly remember the last time he'd had one finished. "Test," he said again, with excitement this time, "Ah! Yes. You want to finish it, don't you! See! I knew you'd come along, luv! I knew I'd get you in the end! Oh, testing—furthermore, 'ow about you tell Wheatley exactly why he needs to watch, then, hm? With that lovely new voice of yours. Very dashing voice, luv, didn't even know you 'ad one, if I'm honest. Aaaand, d'you feel that—" He slit the- the thick, pulsating things into her deeper, "—inside there, eh? You feel that? That is me. Nice and snug, all jammed in there. Of course you can feel it! Hah," he laughed, "Oh, 'ow could you not?! Massive! Hm. Could take it out, could take it out, and leave you 'ere, alone, all—ahh—wet, without a proper finish. Suffering. Just like you've left me, with this itch. Hanging right onto the bloody edge of it, every chamber! Not a single burst for hours, bloody hours! Not kind, is it, really, that. So why d-don't I," he moaned lightly again, sliding back out, and apparently the effort it took to control this itch was driving him mad, "W-why don't I teach you a lesson and, ah, leave you on the edge and 'ave you b-beg me to solve it, just like I begged you! I needed your help, the whole time, needing your help while you were having a laugh! I saw it, luv! I saw it! Having a good old laugh with Her! Mad!"

Chell stayed quiet this time, vocal cords locking up into well-practiced silence. She gasped audibly when he slammed back into her, but she did not speak. She would not give him the satisfaction. He slammed into her again, and again, and she winced and fought not to cry out—it was as if trying he was to break her, to make her answer him—

"Do it!" he shouted, obviously livid at her lack of response, "BEG ME TO SOLVE IT LIKE I BEGGED YOU!"

Chell unstuck her jaw, determined he would not get what he wanted. "No."

Wheatley recoiled and snarled, "Do you honestly want to die, luv?"

Chell couldn't answer. At first, she feared that her silence was due to her damaged vocal cords sticking, but then, she realized—she could not breathe. She felt a cable—felt him—wrapping around her throat tightly, pressing in mercilessly. Her chest seared as she tried to swallow, her limbs screamed in protest, fingernails digging into the pliant, rubber casings of his wires, scrabbling, but either he didn't feel her or he didn't care. He was too far gone, well past the point of tasteful restraint, too worked up to be dissuaded—"Gggk," she choked, stars bursting in front of her eyes, and she knew she had no choice but to give into him or die, "Eeea…tttleee… Plea…"

"Ooooh, yes, that is my name." He was terribly smug, and with proud emphasis, he repeated it back to her. "Wheatley. But… 'ow about—'ere's an idea, here's an idea—how about you don't use that name, hmmm? Yeah, best you don't use that. How about you call me—and rightfully so—the boss, yeah? Go ahead, luv. Say it. Me. I'm your boss."

She was suffering—"…B-bo…oss…"

He loosened the cables the smallest amount, allowing her to breathe. Chell took a shattering, heaving gasp. From behind, Wheatley loomed over her, pressing his white chestplate onto her back, pinning her down firmly. She felt her spine pop quietly under his weight. "Louder, luv, I can't 'ear it."

"Y-you… are the… are the… m-my b… boss… plea… s-solve…it…"

He chuckled victoriously before relaxing. Free of his weight, Chell inhaled sharply, a pain-riddled breath that made her head spin.

"See," Wheatley purred calmly, "That wasn't so bad, now, was it?"

She shook her head, trying to clear it. "N-no…"

"I know it wasn't." She felt him twinge a bit, and he slid out of her backside, relieving the pressure but leaving behind throbbing, burning pain. "I know it wasn't," he repeated. "See, I am actually quite brilliant, and I know you've been playing me, lady, with Her. Fully aware of 'ow easy it is to do the tests right! You are seriously the best test subject. The bloody best! Number One in Her files. Ohhhhh," The last sound he uttered was deeper than all the rest, filled with something remarkably like lust, "Number One for a reason, luv. First place. Grade-A, quality testing. Didn't even need the hints, did you? You solved the first ones right, all on your own! You are completely capable. Wonderful button presser, I tell ya, you should never have stopped. You should have pressed it for Wheatley, luv, and kept pressing them, a hundred times. Easy, I would imagine!" There was the sound of whirring, small motors from behind, recognizable as a change of expression on his part, but she couldn't see it from such a position. She could only guess that he was frowning, judging by the unhappy tone of his voice. "… But you couldn't even let me have that, could you?!"

With zero notice aside from more of the usual whirring that accompanied his movements, he lowered his chestplate onto her backbone again, pressing down cruelly. Chell felt the cool center of it dig in, just to the right of her spine. Wheatley ignored her resultant whimper, and continued his rant.

"No. No—but now, now, guess what? Guess what—I'm onto you, lady. Quite literally. Literally, I am onto you right now, aha," she could practically hear the smug grin in his voice, "The BOSS has got you trapped! As previously stated. Got you trapped, beneath me 'ere." He wiggled a bit, as if trying to press her down harder, and her spine clicked again. "All right, let's flip you back over and …finish this. Once and for all, yeah? What d'you say, luv?"

He removed the pressure and, able to breathe properly again, Chell gasped lightly, barely aware he was turning her around to face him. Oh God—her pupils hurt. They dilated against sudden blazing blue, and his face—she'd been trying so hard to forget that it was him, trying to pretend that it was someone, anyone else, and not the one construct who she had, once upon a time, counted as her friend—but there was no denying it, not anymore.

"Ah, that's better, yeah?" said Wheatley immediately, "Now you can see me." His top eye shutter dropped down as their eyes met—his version of an eyebrow waggle. "Annnnnnnd, on with the test!"

She felt him hike her legs higher into the air, and lower himself snugly in between them. The cable—that too-wide, too-long, metal plated cable with a pulsing blue head that she did not want back inside her but oh from which she could recall nothing but pleasure—poked its tip against her, the head glowing blue at her as she watched with wide eyes. It disappeared from her sight and pressed, its pressure and warmth and mechanical liveliness all back, all at once, and her back arched before she could stop it.

Wheatley groaned, holding her eyes with his own as she felt the cable's casing catch the over-sensitiveness of her innermost parts. His sound was terribly cheerful and pleased, as if he were stretching happily rather than taking her. "Ahhhunngh. Aaaaaaand, yes." he slid into her with another little push. "That's—oh, that's perfect, luv," he smiled. She clenched down on him and felt him give a small, surprised jerk, optic going wide before tilting back into a content, bright blue half-smile. He rocked into her lazily, still holding eye contact. "Ohohoh. Perfect. Ahhhh… How's that, hm, luv? Good for—mmm—feeling—nnngh—good for you too, eh?"

It was absolutely delightful despite her attempts to resist it—even the hot swollen pain in both her mouth and her backside vanished a little bit with each hump. A fresh wave of heat radiated outward from Chell's core as Wheatley worked, and she felt herself tense again in anticipation—this time—and the thought was followed by a sudden spike in both pleasure and heat and she gasped.

Wheatley chuckled, and the way his laughter made him twitch only made it more intense. Her fingers searched desperately for something to cling to as he began to thrust faster and harder, bouncing against her, but her hands found nothing except him. He was everywhere, wrapped all around her, folding her body into himself as if his cables were giant hands, palms running just along her spine and fingers twisting around her legs in loose spirals, pressing on her belly, clinging to her chest, needing her. She dug her fingernails into them, hating but loving his reaction to the pressure, how he seemed to completely collapse with weakness before pulling himself back, his thrusts then becoming intense enough to rock the both of them.

"S-scratch," his voice was a tortured whisper. "Oh, scratch me."

She obliged, digging her nails into his cords lustfully as her back arched and chest jutted forward. "Ohhhhh." His moan was joined by the sound of his cooling system whirring away, fans already buzzing loudly to counteract the mounting heat. He blinked slowly, holding his eye closed a little longer than usual—he was obviously so ready to lose himself. "Ohhhh, it's close," he whimpered, proving her assumption correct. "It's v-very, very, veryvery close and I-I j-just…"

He must have meant the solution euphoria, she knew. She tried to focus through the haze of pleasure, to recall exactly what her solutions had done for him, to remember exactly how it had made him squirm on his monitors and come with heavy groans of bliss. That was his climax.

Chell's crystal eyes slid shut as she remembered this, a crease forming between her eyebrows and she felt it rise inside of her again. She was so close to release. It hovered just out of reach—Wheatley was right, it was hard to control when you wanted it so badly. She could feel the pressure inside, burning away at her, just like the itch had burned at him, filling her with the inability to keep still, the incapacity to focus.

Vibrations were thrumming from deep inside of him, now, originating from his fans' exponential whirr. The buzz was light and gentle and it tickled against her thighs and made her breath catch in her chest as small whimpers spilled out before she could stop them. It was close but so far because as much as she wanted it, it wasn't enough what with the pain and the humiliation of what he had done and the hate still bubbling away in her belly, numbed by the sensations but not altogether removed. Wanting more, she reached out to him and her soft palms made contact with the ridges on his back, momentarily blocking the rows of red lights on either side of his body. She held him, breaking away only to trace soft circles against him. Her legs folded up, and just as she was enveloped in him, she pressed him closer to her, relishing the sensation of his humming, electrical aliveness and the smell of him—like warmed plastic and circuits, hinted with something distinctly metallic.

He growled down at her and, as though he could sense exactly what it was that she wanted, he pressed the base of his chestplate against the top of her groin, extending the pleasantly light vibrations down to her clit. She gripped him harder and he growled again; it was a rippling sound full of ruggedness and power and restlessness and need. She felt it resonate through his whole body, his plating, straight into her chest, thighs, and finally, her groin.

"Y-you need to… I c-can't… can't hold on!" Wheatley shook his optic plate back and forth but didn't break away from her, sliding into her harder instead, frantic and clumsy with need. "Luv! Oh, it's building up, it's… it's t-too much, it's… gahhhh!"

Chell curled her fingers around him before sliding them down, nails tracing the outer edges of his chestplate, squeezing his shell with her legs and he shuddered then, trembling visibly before he recovered, his voice gone ragged and husky. "Oh, you TEASE, you—oh, this is… this is it. 'eeere it comes, it's going to be tremendous, ohhh—!"

The look he first gave her was fierce and greedy but dissolved into yet another long moan, his faceplate swaying back and forth, lost in it. Chell squeezed her thighs around him, gasping in her own pleasure, needing him. Oh, she was nearly there—she could almost imagine how this felt for him, to have that little ball of tightness burst all of a sudden, all at once in instant relief. Panting, she leant into him and scratched his plate, dragging her fingernails exactly where he seemed to like it, tracing the sensitive little grooves on each side.

"That's the spot!" Wheatley gasped, overcome. "Oh, yes, that's it! Ahhh—" She felt him give a strong, climactic jerk as he contracted against her grip and writhed in delight with a tortured groan, seizing up, chassis curling into itself as if to escape from the sudden powerful sensation and release. His optic glazed over and rolled up, disappearing, just as the neat ends of his wires curled like fingers all around her, mirroring his body, digging into her as he struggled, blindsided with euphoria.

"—Ohhhh, YES! Ohhhhhhh, that's- ohhh. That's incredible… wow…"

He collapsed then, completely spent, and Chell felt him drag her down along with him, closer to the floor. The cable inside of her, curling with the rest of him not two seconds ago, had gone still. She wriggled, clinging to him in need, hoping that he'd resume his frantic pace so that she, too, could finish. He didn't, and it almost hurt she was so tense, with everything drawn completely tight, hovering right on the edge—and with a pang, she realized that this was exactly what her testing had probably done to him. She'd get him so close, so fucking close, and then, (his voice echoed dimly through her hazy mind, tumbling out of him, high with paramount panic) 'What was that? What was that? That was NOTHING!'. It rang true for her, too.

Chell's eyes found his. He was panting, looking utterly exhausted, his top shutter drooping so low that she found it impressive that he could still see. AI connected to an infinite power source or not, it appeared that Wheatley was going to need more than a few minutes to recover.

She waited so patiently for him to continue fucking her, a battle raging inside of her own mind, did she want him to finish this for her or didn't she? Finally, the sounds of his simulated breathing faded and he spoke again, his voice dropped into a nice, pleased drawl. "Well done, seriously," he purred happily. "Th-that's a great job. I- I'm, auuhhh," she felt him stretch calmly, the joints of his chassis now warm and loose, "Feeling much better. Thank you."

Chell forced herself to focus through the frustration. She'd had enough of waiting. Speak… she wanted to speak, but only the smallest of whimpers escaped from her throat. "Nnnh—y-you—!"

All she received in return was the sensation of him slipping out of her slowly, pulling her taught arms and legs away from him. She wanted to scream. "Wh-what… what are you…?" was all that she could manage.

"Nyyehh," he replied indifferently, "Don't need you right now." For the first time since she'd entered his lair, his attention was diverted away from her.

What the hell?

That- that bastard! Chell felt a rippling growl tear from her throat involuntarily as all of her muscles contracted, still straining for the absent stimulus, livid. That fucking—! After everything, after all he had just put her through, all of the pain, this entire procedure, and the itch—and he was just going to take his, and then not even finish the job? "Why?!" she demanded.

"To teach you a lesson," Wheatley replied smugly. "Furthermore—as I've already said, you aren't allowed to finish it until I say so, as I still need you. I'll wait until the itch comes back, luv, and then we'll do it again. Yeah. Have to wait a bit, before I can feel that again. I'm a little… a little bit tired, if I could be honest… so let's call that a minute break, then, or maybe I'll take a leisurely three minutes instead… and you can just… have a little lie down as well! Yes. Have a nap. Brilliant! But first, I have to fix this reactor core thing… stop us from, y'know, melting. Maybe I can hack it…"

"Fuck you," Chell growled dangerously.

"Oh—for God's sake, lady. I'm a little busy right now!" He turned away from her, unable to fully simulate impatience—he was still too sated. "Reactor core…"

Post-euphoria, Wheatley (all of him, including the cables restraining Chell) had relaxed to enjoy the afterglow. She noticed this immediately, and waited until he wasn't watching to rip the cables away from her body. Seeing red, she barely registered his resistance, even when he finally did process what exactly she was doing—she was escaping!

He made a strangled noise, twitching in shock as he stared down at her naked body, regrettably free of restraints. She felt all too aware of the way her breasts and bottom jiggled as she sprung away from the chassis, hating the way he watched her movements, his optic tilting to one side as if he couldn't believe she'd dare pull this kind of trick—that pervert, Chell choked back another curse.

She'd kill him, she mused finally, before launching herself across the chamber to where a small, white shape lay on the floor.

"W-wai-wai-wait what're you doing—!" screamed Wheatley as he noticed that the portal device was still lying there, but Chell was too quick for him. She dodged his wild, flailing attempts to pull her back with ease, ignoring his desperate shouts. "I don't—AAARRRRRGH!"

He was too late. Chell scrambled onto her hands and knees, scraping the skin painfully against the paneled floor in her haste, oblivious to the pain, oblivious to how stiff and sore her arms felt. Her heavy legs were like jelly, bruised, inner thighs still covered with a slick wetness, but it didn't matter—all that mattered was exacting revenge. She grabbed the device, and her hand locked firmly into the back of the portal gun.