FINAL FANTASY:

PUPPET MASTER

Celes Chere crouched upon the catwalk, Blizzard held tightly in her gloved right hand as she searched the floor of the factory for signs of movement. Flashing red emergency bulbs filled the huge production chamber with harsh blood red light, but they did banish any protective shadows that her prey might have used against her. A spat of light was Celes' only warning when an attacker fired a stream of rivet bolts at her. The lethal projectiles crashed into Celes' Force Armor, disintegrating upon the invisible field that protected her lithe frame.

"One unit hiding behind metal press # 3," reported Celes into her mouthpiece.

"Got' em," acknowledged Celes' partner, Balen, before he rushed over to the large piece of machinery and fired a short burst from his auto rifle at the rampaging production robot. The bot exploded into a cloud of sparking debris, emitting a sharp howl of distress. More production bots sprung into motion, converging on Balen's position.

"Dammit! You've got company coming!" warned Celes while she stood up and leveled her blue steel sword at a group of advancing bots. She activated her weapon, unleashing a beam of white light at her foes. Ice formed on all of the clustered bots, freezing their treads, locking their assembly arms. A few bots on the far side of the chamber continued to roll towards Balen, firing the rivet guns built into their bulbous arms. Balen ducked behind the press, then peeked out, firing his rifle in a sustained burst, shredding the unarmored torso of the lead bot.

Celes ran to a nearby staircase, sliding down the guardrail to the ground floor. She sprinted towards Balen, hacking two passing bots into smoking heaps of scrap with her blade, Blizzard. Balen smiled roguishly at Celes while slapping a fresh ammo clip into his rifle, then he stood up long enough to fire at the remaining bots. Celes circled to the bots' rear, hiding behind another press, taking a deep breath before charging the last three bots. She raised her sword, both hands on the hilt as she brought it down, slashing open the back of the bot to the far right. The mortally wounded bot writhed its limbs before its power failed, but Celes didn't wait to watch it deactivate, she followed the next bot, ripping its side open with her blade. Balen popped up from his shelter, emptying a clip into the head of the last bot, stopping it in its tracks.

"Good shot," complimented Celes, wiping sweat from her forehead.

"Thanks," smiled Balen, reloading his rifle in case any more renegade bots tried to attack them. "I think we got them all."

"Let's go to Ops. If the factory scanners are clear, we'll let the techs mop up."

"Sounds good," agreed Balen, falling in behind Celes while she made her way to the Operations booth on the second floor.

"Excellent work," congratulated Commander Mylus, who stood up to shake Celes' and Balen's hands. "Those malfunctioning bots could have caused a lot of damage if they had escaped into the city. I hate to put you two on another case so soon after this one, but it's something only Celes can deal with. You can leave if you want, Balen."

"Celes is my partner, where she goes, I go," said Balen with a shake of his head.

"Very well. Celes, you're familiar with the flying cities, aren't you?"

"Yes, sir," nodded Celes.

"Well, an unknown flying city is approaching us as we speak. The MagiTek Knights have been commissioned to investigate this city and stop it if it presents a threat. I've contacted a few of your former associates, they'll meet you at the city to help you scout things out. Any questions?"

"No sir!" replied Celes and Balen.

"Very well. Dismissed, and good luck."

"It's kind of a strange mission, isn't it, Celes?" asked Balen as he refilled Celes' wine glass.

"Yeah, I wonder which of the others Mylus contacted?"

"Who are these former associates he mentioned? What did you do with them?"

"It's a very long story, maybe I'll tell it to you someday," smiled Celes, raising her fluted glass to sip the sweet purple wine.

"Sure. Want to go out and do something before we go back on duty tomorrow?" inquired the spiky haired young man.

"I thought we could stay in and do something," grinned Celes wickedly.

"Oh," smiled Balen, taking a long drink from his glass.

The two lovers left the candle lit dining table and walked to the sofa centered in the living room of Celes' apartment. The wide floor-to-ceiling window in one wall presented a beautiful expanse of night sky filled with twinkling white stars. Balen removed his black uniform jacket, then let Celes pull off his white undershirt while he sat down on the couch. Celes unbound her long, straight blonde hair before unbuttoning her own black jacket and discarding it. Celes climbed on top of Balen, pushing him onto his back, placing both of her delicate hands on his face just before she kissed him ardently. Balen squeezed both of Celes' buttocks with his hands, returning the young woman's kiss with equal passion. Celes ran her hands through Balen's short dark hair, caressing his tongue with hers. Balen placed his right index finger in the crack of Celes' ass, sliding the digit up and down.

"Umm, I like that," purred Celes, bending down to lick Balen's nipples. Balen kissed the top of Celes' head, inhaling the rich, alluring scent of her golden hair. Balen slid his right hand underneath Celes' tight black breeches, rubbing the area between her pussy and anus. Celes moaned, sliding out of her white undershirt so she could press her warm breasts against Balen's chest. Balen placed his mouth over Celes' left tit, sucking deeply on it as he massaged her clitoris. Celes moaned louder, leaning harder against Balen's mouth, her arms wrapped around his strong neck.

When Celes' pussy grew moist with arousal, Balen helped her get out of her breeches and panties before letting her yank off his own pants. Celes caressed Balen's cock over his underwear, her lips folding over his stiffening shaft. Celes slid off Balen's shorts, then straddled his crotch, positioning his hard cock directly beneath her cunt with her left hand. She slowly sat down on Balen's member, groaning while it probed up into her slick vagina. Celes leaned forward, pressing her hands on top of Balen's firm chest as she started thrusting forward with her hips, shoving her lover's pole even deeper into her belly. Balen stroked Celes' dangling tits with his hands, pinching her firm nipples. Celes moaned with ecstasy, her hips gyrating forcefully, her pussy stuffed with her lover's meat. Balen orgasmed, shooting his milk into Celes. The naked young woman lowered herself onto Balen's torso, their bodies glistening with warm sweat. She rubbed her left cheek against Balen's chest, his cock still embedded within her tight vagina.

"Want me to work on you now?" whispered Balen, inserting his right hand between Celes' ass cheeks.

"No, just hold me," sighed Celes, her hands resting on Balen's muscled shoulders, his chest rising and falling soothingly.

Balen kissed Celes' gleaming hair, wrapping his strong arms around her slim waist.

=====

After showering together, Celes and Balen left her apartment to acquire transportation for their journey to the floating city. The duo went to a reputable Chocobo stable, purchasing two gold Chocobos for the trip. The Knights led the large, docile birds outside of the city before mounting them and riding northeast. The agile Chocobos ran like the wind, eating away the miles, the landscape passing by in a blur of speed. The Chocobos ran without rest all day, until finally, as the sun began to set, the Knights reached the errant floating city.

The floating city was huge, an immense island of rock that supported a vast sprawl of gleaming metal towers. Celes and Balen stood within the shadow of the floating city, their mounts hopping uneasily from one foot to the other.

"Took you two long enough to get here," smiled Terra Branford with a toss of her vibrant green hair.

"Terra!" grinned Celes, rushing forward to hug her friend.

"I've heard a lot about you, Mistress Branford. We are in good company," greeted Balen with a respectful bow.

"I like him, he's nice," murmured Terra into Celes' ear.

"He's mine," warned Celes with a fierce glance.

"Oh, pity," replied Terra with a giggle.

"Celes and I have devices to get us up to the city, will you need assistance?" asked Balen.

"Oh, no, Balen. I've got my magic," answered Terra before she backed away a short distance, then clasped her hands together. A vortex of air surrounded Terra, raising her into the air slowly at first, then propelling her like a rocket towards the hovering city.

"Cool," said Balen, his expression awed.

"Let's keep up with her," reminded Celes with an elbow poke that was a bit harder than necessary.

The MagiTek Knights pressed their belt buckles, activating the flight devices embedded within them. Celes and Balen hurled into the air after Terra, arcing to the western edge of the floating city before setting down.

"We could just fly to the center of the city, that's where the control areas are," suggested Terra, the last of her flight spell dissipating in a swirl of gentle air.

"No, if there are guardians here they'd have plenty of opportunity to take us out," replied Celes with a shake of her head, her hand resting on Blizzard's pommel as she began walking down the empty boulevard.

"Can you sense anything with your magic?" asked Balen hopefully.

"No, sorry," answered Terra with a smile.

"Why don't you come up here and keep point with me?" suggested Celes sharply.

"My leader commands me," chuckled Balen before he sped up to walk with Celes.

"The intruders you were expecting are here, Master," reported the tech while he watched Terra and the Knights from his console.

"Should we send troops to apprehend them?" asked Ops Chief Cara Shahan.

"No, let the Brutes engage them," said the hunched troll-shaped form draped in a rich purple cloak.

"My lord," nodded Cara respectfully.

"Oddly quiet for such a large city. It must be deserted," said Balen, his rifle cradled in both arms.

"I can sense people all around us. They must be hiding," replied Terra, her beautiful face frowning in thought.

"Movement," warned Celes, drawing Blizzard and brandishing it in one smooth motion.

Balen leveled his rifle and Terra unsheathed Soul Sabre while a group of five towering Ogres entered the street from an alleyway. The huge creatures wore crude hides and held large, spiked clubs. They milled in front of Terra and the Knights, growling, spitting, and generally glaring murderously at the heroes.

"What do we do?" hissed Balen.

"We mean you no harm!" shouted Terra.

The Ogres roared in reply, charging with clubs upraised.

"Wrong answer!" said Balen before he opened up with his rifle, spewing a stream of bullets at one of the advancing monsters. Celes ran towards the Ogre approaching her, jumping up to hack down at the creature with her ice blue weapon. The blade sliced easily through the Ogre's flesh, freezing the torn skin and blood as it passed through. Celes dodged the falling body, slashing at the next closet Ogre without hesitation. Terra lowered her blade, reaching out with her left palm, casting Bolt at the snarling Ogres in front of Celes. The air crackled when two shafts of white-blue lightning fell from the night sky, engulfing the astonished monsters. The air in the street filled with the stench of burning flesh as the two scorched Ogres flopped down onto their charred bellies.

The last Ogre roared at the death of his comrades, swinging out with his huge club. The large nail embedded in the weapon smashed into Celes' Force Armor, hurling her into the face of a nearby building. Balen cursed while he ejected his empty rifle clip and reached into an ammo pouch for a fresh one. Terra prepared to cast Fire at the Ogre, but knew that she would be too late as the Ogre raised his club to squash Celes, who lay moaning on the street beneath it.

There was only a blur of motion that spun around the club wielding Ogre. The monster grunted before his arms tore away from his torso in a spray of blood, neatly severed by a razor sharp weapon. The Ogre staggered away from Celes, blood spurting out of the stumps that used to be attached to the quivering arms lying on the street. The blur appeared again, and this time the Ogre's throat exploded, releasing a torrent of scarlet gore onto the once pristine boulevard. Terra and Balen rushed over to Celes, who was being helped up by a black garbed man.

"Hi, everybody. Sorry I'm late," said Shadow as he scratched his hood-covered head in embarrassment.

"Excellent. All of my opponents are assembled now," grinned the ugly troll, his small eyes burning with jade menace.

=====

The three heroes ducked into a shop, pursued by a squad of blue garbed security troopers.

"May I help you?" inquired a cheerful young girl with long thick purple hair and a warm smile.

"Get down!" shouted Celes, pushing the startled shopkeeper below the counter as she slid over it. Balen and Terra joined Celes just in time as security troopers lined up outside the large shop window and opened fire with their assault rifles. Jars and other containers shattered all around the crouching friends while they waited for the barrage to stop. When the troopers halted to reload, Balen popped up, firing his rifle from one end of the line to the other. Male and female troopers screamed as bullets tore through their body armor. Terra peeked from the edge of the counter, pointing at the troopers, invoking Fire upon them. A sphere of ravenous flame exploded around the milling soldiers, killing several of them. Before retreating, some of the surviving troopers lobbed grenades into the bullet ridden shop. Terra raised a Barrier just as the projectiles detonated, tearing the interior of the shop to pieces.

"Everybody okay?" asked Shadow from the top of the broken window, his head dangling upside down.

"Yes!" called out Celes. "Are they gone?"

"They've retreated to the next intersection, probably calling for reinforcements," reported the ninja.

Celes helped the shocked girl out of the burning remains of her shop, then she motioned her friends to follow her west, away from the troopers, into an empty alleyway.

"I think we've established that the inhabitants of this city are hostile. Suggestions?" asked Celes.

"We should get out of here and alert the Knights. We can come back with a fully armed company to seize control of the city," replied Balen while he reloaded his weapon.

"We're in their defensive envelope. If you leave now and come back, they'll be ready to hit you with everything they've got at long range. Your comrades will take heavy losses," pointed out Shadow.

"Shadow's right, we should keep trying to reach central control ourselves," nodded Terra.

"You both have good points. I think I agree with Shadow, we've got them off balance right now, if we retreat then come back, they'll be ready with their big guns."

"What now? Do we attack control directly?" asked Balen.

"No, I want to recon the control area first. Shadow, can you sneak in and check things out?" inquired Celes.

"No problem. Where do you want to rendezvous?"

Celes looked around the neighborhood, evaluating and dismissing each building.

"That tower right there, we'll meet you at the top."

"I'll be there," saluted Shadow before he began to melt into the darkness of the alley.

"Be careful!" whispered Terra.

Terra felt a light kiss on her left cheek, then all sign of the ninja vanished.

"That sounded like more than friendly concern," grinned Celes mischievously. "Something happen between you two since our last get together?"

"We met a few months ago to help Relm out of some trouble," replied Terra curtly, her face burning.

"Ah," giggled Celes before she led the way back into the street, hugging the face of the closest storefront as she made her way carefully towards the looming rendezvous tower.

"The patrol squad failed to capture the intruders, Master Arden," reported Chief of Security Pia Monares.

"Unfortunate," replied the hunched demonic troll, the claws of his right hand gleaming as they tapped the arm of his chair within Ops. "You will have to be punished, of course."

"Yes, Master," agreed Pia, her eyes cast down, her lips trembling with apprehension.

"Where are they now?"

"The bulk of the group is still in West Sector, moving towards one of the habitat towers. We've lost all trace of the ninja," replied a young female console operator.

"Concentrate our forces along the border of West Sector, I don't want them breaking out into the central hub."

"Yes, sir," nodded the operator.

"Now, for your punishment, my dear," said Arden, rising heavily from his chair, then walking slowly out of the Ops room into a brightly lit corridor. Pia followed meekly after the demon, her comrades watching her departure with expressions of pity.

Arden shambled down the hallway until he reached his personal chambers. Waiting for Pia to enter, the demon closed and locked the entrance, then walked to a large leather couch and fell heavily upon it.

"This form is strong, but I shall be glad when my new body is complete. Fetch me a drink, Pia," ordered the demon.

The petite red-maned girl went to the well appointed bar, pouring her lord a glass of his favorite red wine. She brought it to him, standing to await her next dreaded command.

"You're uncomfortable, aren't you, Pia?"

"No, Master."

"You're lying. I can sense your fear, your loathing of me. It's quite evident, your breathing, your smell. I've had scores of girls since I've regained corporeal form, I've raped them, and I've taken them willingly. I have to admit, there's a certain excitement in taking a girl against her will, but I think I shall try something different tonight."

Arden's green eyes flared with power as he used his magic to stimulate certain portions of Pia's brain. The short girl gasped when her skin became hot and her pussy grew wet almost instantaneously.

"You're not so reluctant now, are you, my dear?

"No…Master," panted Pia as she unzipped her blue bodysuit so she could rub her stiff nipples.

"Come sit on my lap," suggested the demon, patting his crotch.

Pia compliantly sat atop Arden's thighs, fondling her bare breasts vigorously.

Arden reached around Pia's narrow waist, unzipping her bodysuit down to her hips before caressing her flat belly with his right claw, gently scratching her smooth white skin with his sharp nails.

"Master," breathed Pia, leaning back against Arden's massive torso, squeezing her small titties.

Arden slid his claw beneath Pia's suit, past her string panties to her moist cunt. He firmly rubbed her engorged clit, pressing the pink nub between two of his fingers.

"That feels so good," moaned Pia, yanking the suit off of her shoulders and arms, sliding the hot flesh of her naked back against the rough hide of Arden's chest.

Arden removed his large hand from Pia's crotch, his thick fingers dripping with her juices. He pressed his wet digits against Pia's lips, smiling as he watched her suck her own honey from his fingers.

"Such a naughty little girl," chuckled Arden, grasping both of Pia's young breasts with his claws, crushing them mercilessly. Pia groaned, both of her hands between her trembling thighs, pushing down her bodysuit so she could pry her pussy open to probe it with the agile fingers of her right hand. Arden licked the right side of Pia's neck, relishing the taste of her creamy flesh. Pia moaned deeply, turning her head to face Arden's, caressing his tongue with her own wanton mouth. Arden moved his hands from Pia's soft tits to her curved waist. He slightly raised her small ass, then shoved it down upon his enormous erect cock. Pia screamed with pleasure as Arden filled her hot vagina with his rock hard shaft. Arden held firmly onto Pia's hips, pumping her ass against his crotch. Pia panted softly, rubbing her clit with her left hand while caressing one of her breasts with her right. Arden growled as he felt Pia's juices slide down the sides of his cock, greasing his pole so he could impale his meat up into her warm stomach. The demon wrapped his right arm around Pia's waist, licking her bare back, rubbing his rough lips against her silky skin.

Arden climaxed inside Pia's vagina, releasing his seed into her womb. The demon raised Pia off of his cock, then rammed his member into the girl's anus. Pia moaned achingly, falling against Arden as he thrust into her virgin rectum. Arden reached around Pia's waist, probing her glistening pussy with his claw, caressing the hot folds of Pia's labia. Pia's whole body jerked up and down while the demon fucked her ass, his throbbing spear filling her tiny anal orifice. Pia was completely limp, gasping with bliss as Arden shoved two fingers into her cunt, massaging the top wall of her vagina until she groaned in orgasm, her thighs quivering. Arden held the naked girl against his body, his right claw roving across her clenched belly and shaking tits. Pia reached back and over her head, wrapping her arms around Arden's head, arching her back as he shoved his cock into her asshole, her pussy melting under the demon's questing fingers. Arden orgasmed again, filling the girl's rectum with his sticky cum. Pia sighed, lying against Arden, her pale body covered with love sweat.

"Now, remember," smiled Arden cruelly, releasing Pia's mind from his control, letting the horror of her debased behavior crash against her mind, her revulsion and shame sweeter than wine to the demon.

=====

Arden stood patiently in the rising elevator, hunched within his long purple cloak with Pia at his side. The double doors slid open, admitting Arden into a spacious, well-appointed waiting area.

"I'm here to see the Mayor," declared Arden while he strode towards the doors leading into the Mayor's office.

"Do you have an appointment?" inquired the lovely female secretary.

"I don't need an appointment," retorted Arden as he pushed the doors open and marched inside. Pia closed the doors and blocked the secretary from following.

Arden looked around the large office, with its wide window framing a beautiful view of the city's many towers. Mayor Serena Kamm looked up from her paperwork, her eyes instantly glazing over at the sight of Arden.

"Good afternoon, Madam Mayor," said Arden with a mock bow and a swirl of his cloak.

"Master," murmured Serena.

"We have intruders in your fair city, Serena. I want you to order the city locked down and martial law declared so that your security forces can track down the invaders easier."

"I will give the orders," nodded Serena.

"Such an obedient pet," chuckled Arden as he sat on the edge of the desk next to Serena, caressing her left thigh over her red bodysuit.

Serena smiled as prompted, moaning softly with pleasure while Arden stroked her.

Shadow peeked into the room from the edge of the window frame, his eyes narrowing when he recognized the demon form that Arden wore. The ninja also remembered the glowing green eyes, since he had been possessed in a similar manner by Arden when he had attempted to rescue Relm from her demonic captors. Shadow unsheathed Thief Knife slowly, keeping his eyes on Arden, who was unzipping Serena's suit to suck on her delicious breasts. Shadow shattered the window with a sharp precise kick of his left foot, then he flipped into the office, Thief Knife held out before him. Arden hissed, his eyes burning with jade flame as he jerked away from Shadow's first lunge. Shadow ran across Serena's wide desk, hatred beating in his heart, while the Mayor sat quietly, oblivious to everything going on around her.

Arden leveled his claws at Shadow, casting Poison at the ninja in a narrow, smoky cloud stream. Shadow ducked beneath the smoke burst, slashing into Arden's right leg with his enchanted dirk. Arden howled in pain, grasping Shadow's hooded head in his right claw, paralyzing the ninja with a thought.

"Ah, I remember you! I used your form to savor Terra for the first time," recalled the demon mage fondly.

Shadow could only glare up at Arden, his body frozen by the mage's powerful magic.

"I suppose I could use your body to ravish her again, but I think I'll put you to a better use," mused Arden cryptically.

"He's taking long enough," complained Celes as she sat on the roof of the tower, munching disconsolately on a strip of dried meat.

"I imagine the security is quite heavy in the central hub of the city," replied Balen, his hands automatically checking his rifle over.

"Shadow will get back as soon as he can," said Terra while she sat near the edge of the roof, looking out over the city anxiously.

"You really like him, don't you?"

"He's…nice."

Shadow climbed up over the southern roof edge silently to rejoin his companions.

"Shadow!" cried out Terra happily, rushing to hug her friend. The green-maned girl held Shadow tightly, but looked up into her friend's face when he didn't respond. "Shadow?"

"I'm…sorry," said Shadow through gritted teeth before he raised his right fist and slammed it into the back of Terra's neck. Terra fell heavily, barely holding on to consciousness as Shadow drew Thief Knife with his left hand. He kicked Terra in the face, making her roll over several times to lay senseless on her side.

"Terra!" shouted Celes, unsheathing Blizzard with a snarl aimed at Shadow.

"What's wrong with him?" asked Balen as he chambered a round into his rifle and leveled it at the crouching ninja.

"He's switching to the winning side, boy," said Arden from his hovering position behind Balen. Before the Knight could turn to face him, Arden unleashed a Bolt spell upon him, raining sizzling lances of blue electricity upon the helpless warrior.

Celes glanced at her partner's writhing form, but kept her attention on Shadow as the ninja jumped over Terra's comatose form to attack her with his gleaming dagger. The setting sun illuminated the two duelists as they slashed and stabbed at each other with their magical blades. Celes invoked Blizzard's special ability, aiming a beam of white ice at her foe. Shadow dodged the worst of it, but the edge of the beam caught his left foot, coating it with a skin of numbing frost. Shadow grasped a throwing star from his belt, flinging it at Celes. The projectile sliced through Cele's Force Armor, biting deep into her left shoulder. Celes hacked down with Blizzard, but Shadow parried it, swinging his right foot into Celes' left side. Celes grunted in pain, then attacked with an upward cross slash, parting Shadow's Ninja Gear, inflicting a chilling cut upon Shadow's chest.

Balen staggered across the rooftop, firing his rifle at the floating demon mage. Arden blocked the bullets easily with a shield spell, allowing him to hurl Bolt and Fire magics periodically at the Knight, wearing down Balen's strength and endurance. Balen's Force Armor failed with one last flicker of power, right before a Bolt spell slammed into his torso. Balen was flung back, rolling over and over until he came to a painful stop, his black uniform smoking from the magical assault. Smiling in triumph, Arden dismissed the Knight, turning his attention to Celes and Shadow's duel.

"I'll end this quick," said Arden, summoning a Bolt into his right claw.

"No!" shouted Balen, staggering to his feet, hurling himself in front of the crackling Bolt as it left Arden's hand for its intended target.

"Balen!" screamed Celes with horror as she watched the Bolt caress Balen's body, making his tortured muscles jerk spasmodically. Balen fell limply to the ground, his limbs twitching feebly.

"Humph!" snorted Arden disdainfully.

"Bastard!" shouted Celes, racing towards the hovering mage with murderous intent.

Shadow rammed into Celes, knocking her off her feet, raising his dirk to plunge it into her chest. Celes released Blizzard to seize Shadow's weapon arm. The two opponents strained against each other, focusing all of their strength upon the dagger shimmering above both of them.

"Now to claim my prize, and my revenge," chortled Arden, floating over to Terra's unconscious body, picking her up greedily in both of his strong gnarled arms.

"Have fun killing each other!" called out Arden before he disappeared in a burst of twinkling golden lights with his lovely burden.

Celes ground her teeth together, the knife above her descending towards her pounding heart. She looked into Shadow's eyes, and saw that they were glazed with a faint green light. Celes' arms gave out without warning, allowing the dagger to plunge down into her left shoulder near the embedded throwing star. Celes gasped as fire exploded down her left arm and into her chest. She rammed her right kneecap into Shadow's crotch, his eyes widening in shock just before she kicked him off of her. Celes crawled towards Blizzard, blood dripping onto the rooftop from her searing wound. Shadow stumbled upright, his legs locked together in agony. He growled deep in his throat, clenching Thief Knife in his fist before he charged after Celes, marking the spot between her shoulder blades where he would plunge his enchanted weapon.

The rod smashed into Shadow's back, then the ninja's vision exploded with white light as excruciating pain poured into his unwary body. Shadow heard the crackle of electrical energy from Balen's stun stick before the pain wracked Knight released another charge into him, forcing him to the ground, helpless in the throes of mindless limb twitching.

"Balen," smiled Celes, collapsing onto her right side, the pommel of Blizzard just out of her grasp.

Balen stumbled over to Celes, falling onto his knees next to her, slowly bending down to give her a light hug.

"Good thing I remembered to bring some Potions along," grinned Balen weakly while he reached into a belt pouch for another vial.

"I knew you were good for something," giggled Celes softly, pressing her face against Balen's chest, holding him desperately.

=====

The hum of machinery greeted Terra when she awoke. She shook her drowsy head to wake it, then swept her green eyes over the huge laboratory filled with large pieces of complex equipment. Terra's eyes widened when she focused on the stasis tank resting in the center of the room. A naked man floated within the viscous clear fluid filling the tank, the most perfect male specimen she had ever seen. She could feel her skin warming as she admired him, her breathing began to deepen, her pulse quickened.

"You like my new body? I can see you do," smiled Arden. The cloaked demon drew closer to Terra, who sat with her hands handcuffed behind her back against one of the lab's cold metal walls. "I had it designed to stimulate females, now I can have any woman I want."

"You're still a monster," snapped Terra, tearing her gaze away from the hypnotizing man in stasis.

"Yes, a monster you will give yourself to forever," replied Arden, one of his claws gently stroking a strand of Terra's lush green hair.

"Never!"

"Bitch!" spat Arden, slapping Terra across the face, then pushing her onto her belly.

"Get off of me!" screamed Terra while Arden tore off her clothes with great rakes of his razor sharp claws.

"You'll like it, whore!" roared Arden, placing his right hand on the back of Terra's head, shoving it onto the steel floor as he painfully squeezed Terra's left buttock.

"No," moaned Terra while she felt Arden's rough left hand press into her crack, rubbing up and down her trembling pussy.

Arden drooled over Terra's naked back, biting and licking the curves of her creamy shoulders, sliding his long wet tongue over the warm white skin over her spine. Arden moved his right claw from Terra's head to her right breast, crushing it between his fingers, pinching the nipple until she gasped with sensual pain. With Terra on hands and knees, her head lying on the floor, her taut ass thrust up into the air, Arden rammed his demonic muzzle into her vagina, his tongue thrusting into her moist pink folds, licking her glistening vaginal walls. Terra groaned, her crotch melting under the demon's lewd attention. Arden pried her ass cheeks apart with his claws, licking up and down her slit, rubbing her clit with the tip of his tongue. Terra gasped for breath, her jiggling tits beading with shining droplets of sweat. Arden nuzzled inside Terra's pussy, his lips sucking on her labia petals, his fangs gnawing softly on her clitoris, making her moan sharply with unwanted pleasure. He licked around Terra's anus, sliding his coarse lips around the sensitive skin bordering her small asshole. The demon slithered his long tongue inside Terra's rectum, making her ass muscles clench reflexively. Arden rubbed his tongue along the wall of Terra's rectum, the touch of his probe relaxing her buttocks, her crotch throbbing with sensual heat as she rested her ass over Arden's face, her thighs quivering weakly.

Arden licked the hot flesh of Terra's ass, enjoying the taste of her sweat as it glistened over her pale skin. The demon straightened, grasping his stiff cock with his right hand, rubbing the throbbing head over Terra's moist cunt. Terra moaned softly, closing her eyes, biting her lower lip while her tormentor slid the tip of his shaft over her clit, making her shiver with excitement. He impaled Terra's pussy with his cock, shoving all of it into her wet vagina. Terra groaned as Arden grasped her hips and began thrusting in and out of her cunt, the mouth of her pussy sucking hungrily on the demon's member. Arden slapped his crotch over Terra's ass until he orgasmed, filling her belly with his searing, molten seed.

Terra lay on her bare stomach, her legs spread apart and limp while Arden stood up and approached the stasis tank.

"Watch as I claim my new body!" shouted Arden with upraised arms, his eyes flaring with green power. The fluid within the tank started bubbling violently as Arden sent his mind hurling through space into his waiting vessel's brain. Green lightning crackled between demon and man, all of the lab lights fading until Terra was covered in darkness, only the tank and the transfer between Arden and his host providing illumination. The lightning disappeared in a heartbeat, allowing the lab lights to slowly rise back up. Arden's demon form collapsed onto the floor, then it slowly began to dissolve, the melted flesh smoking acridly.

The fluid within the stasis tank drained away so that the glass walls could rise up into the ceiling. The naked man stood motionlessly, eyes closed. Arden's human eyes snapped open, and he smiled victoriously.

"Finally, I am human again," chuckled the mage while he looked down at his perfect body, flexing the fingers of his right hand.

Terra watched Arden as he climbed down from the stasis platform. She felt the arousal she had experienced earlier when she had seen Arden's human body, but now the lust she felt was much stronger. She could smell Arden now, an alluring musk that made her aching pussy clench with desire.

"Does my new form please you?" inquired Arden as he stood over her, reaching down to touch her lips with a finger.

"Yes," whispered Terra, rubbing her lips over Arden's digit, sucking lightly on it with her mouth.

"Interesting," observed Arden with an arch of one eyebrow.

Terra gazed adoringly at Arden's bare cock, taking it in her small right hand, rubbing it gently back and forth. Arden gasped with bliss while Terra took his prick into her mouth, sucking deeply on it, caressing it with her tongue.

"Good girl," panted Arden as Terra's head jerked, her mouth fastened tightly around his shaft, allowing it to slide deeply down her throat. Terra fondled her left breast as she rubbed her mouth along the underside of Arden's pole, covering it with her warm saliva until she reached his dangling testicles. She took the mage's balls into her mouth, pulling gently on them, lapping them with her wet tongue.

"Oh, my," groaned Arden as Terra grabbed his hips, pumping his cock through her sensual lips, sucking ravenously upon his meat pole, moaning with wanton excitement. Arden let Terra pull him down to the floor, pushing him onto his back while she climbed up onto his crotch. She licked up Arden's torso, nibbling on his nipples while she rubbed her pussy over his stiff shaft. Terra grasped Arden's cock with her left hand, guiding it to her aching cunt slit, pushing it into her starving vagina. Arden moaned as Terra's pussy clasped around his member, sucking it deep into the girl's stomach. Terra wrapped her arms around Arden's head, thrusting forward with her hips, slamming her cunt against his crotch. Mage and sorceress moaned and grunted as they writhed together on the metal floor, Terra's soft tits pressing down upon Arden's firm heaving chest.

Terra climaxed with a harsh scream, her ass shuddering, her thighs wet with her juices as ecstasy exploded within her pussy. As Arden's orgasm approached, Terra rose from his crotch, positioning her beautiful jade-maned head next to his quivering cock right before it released a fountain of white milk into the air. Terra giggled as the warm cream rained down over her face, her mouth wide open so she could drink her lover's milk. She lapped the descending shower with her tongue, then rubbed her warm lips over the sticky tip of Arden's cock, spreading his semen across her flushed cheeks.

=====

The night was silent and dark, the stars obscured by a thick veil of clouds. The streets of the city were deserted, all of the inhabitants safe inside their homes due to the curfew set in place by the Mayor. Security patrols were everywhere, searching the streets, alleys, and courtyards for the hidden intruders. Celes gazed out over the cityscape, idly rubbing her sore left shoulder.

"Security was heavy but not perfect," reported Shadow from his seat on the rooftop a short distance away from Celes and Balen. "I can show you a way past the station points into the operations area."

"Good. The sooner we rescue Terra the better," replied Celes. "Let's go."

The ninja and two Knights melted into the shadows of the streets, bypassing the Security patrols through little used alleys and over rooftops, with Shadow scouting the way in case of surprises. The companions reached the edge of the main Courtyard, with the Operations Center resting at its heart, a massive tower surrounded by five lesser towers.

"I can't see any guards," whispered Shadow.

"They can't have left their nerve center completely defenseless," argued Celes.

"Maybe I better scout ahead first," volunteered Balen, his rifle held at the ready.

"Halt! You are under arrest!" shouted a male voice through an amplifier.

"Dammit!" swore Celes, clenching the hilt of Blizzard angrily.

Security troopers emerged from alleyways and from the main doors of the Ops Tower. Ruby laser pointers fixed resolutely on Celes and her two friends.

"Ideas?" prompted Balen nervously.

"When I move, run!" hissed Shadow, throwing down a small black ball that exploded into a large cloud of grey smoke.

"Halt!" shouted the Security commander before the troopers opened fire, spraying the area where the three companions had stood with tracer rounds.

Celes' Force Armor shimmered angrily as a rain of bullets slammed into it. She activated Blizzard, sweeping its icy beam across a squad of troopers, freezing them in a fog of clinging frost. A grenade went off nearby, blasting Celes off her feet. The lovely blonde Knight used her sword to regain her feet, then slashed at two troopers who got too close. She caught one guard in the stomach, her blade slicing easily through his body armor to open his belly to the air. Steaming organs and intestines flowed out of the unfortunate trooper's wound while the surviving guard drew a long knife from his right boot and parried a strike from Celes. Dagger and sword grated and clashed, hurling clouds of sparks into the air while more guards converged on Celes. A stream of bullets slapped into her left side, knocking her to the ground once again. A fist smashed into the back of her head, making her see stars.

"Guard her!" exclaimed the Security commander. "The rest of you, after the other two!"

Four Security troopers kept their guns aimed at Celes' prone form while their comrades left the courtyard to pursue Shadow and Balen. When the other troopers were gone, the quartet exchanged glances with each other.

"What should we do with her? Cuff her?"

"Probably. She looks like a MagiTek Knight. I heard they can use spells."

"She's pretty."

"Yeah."

"Let's fuck her!"

"You crazy! What if we get caught?"

"Let's take her to that sex shop across the street, they'll never look for us there!"

"What do you think?"

"Yeah. Hell, let's go for it!"

The four guards grinned as they picked up Celes' body and carried her to the small, brightly lit sex shop. Barging in, they marched up to the counter, one of them leaving Celes to aim his rifle at the wide eyed shop clerk.

"We're on official security business! Leave this shop immediately and don't come back until morning!"

"Ye…yes, sir!" stammered the fat owner before he fled the shop.

"My, there's all kinds of interesting toys here," mused one of the guards wickedly.

"I want to fuck her ass!"

"I want her mouth!"

"Hey! You can use this!" exclaimed one of the guards, holding up a mouth gag.

"Cool!" chuckled the guard wanting oral entertainment, taking the gag from his comrade, then yanking Celes' head up by her long, golden hair, fastening the gag around her face, a plastic ring fixed in the center which held her mouth open.

"Get ready for a hot beef injection, honey," grinned the guard, unzipping his uniform trousers before taking his hardening cock and slowly inserting it into the o-ring, plunging it into Celes' throat. Celes moaned in protest while two guards removed her uniform before snapping cuffs around her slim wrists, her bare arms stretched out in front of her.

"You've got a nice tight ass, bitch," growled the ass fucker, slapping Celes' curved buttocks sharply. Celes groaned, her mouth filled with cock, as the guard behind her caressed her burning ass cheeks, slapping her flesh again and again until her buttocks were a glowing cherry pink. The guards held Celes kneeling upright, one guard pumping his shaft back and forth in her gagged mouth while two guards sucked on her tits and the last trooper spanked her luscious ass.

"Fuck her pussy!" laughed the guard on Celes' right, his hands fondling her right breast roughly.

The guard spanking Celes snickered, unzipping his fly, taking hold of his prick, and placing it in the naked girl's crack, enfolding it within the warm, perfect flesh of her ass. Celes tried to look behind her, tears flowing from her eyes, her jaws aching as the man in front of her tirelessly pumped his meat into her mouth, stuffing it down her throat until she nearly choked. The guard behind her rammed his cock into her pussy, forcing her cunt to open wide to accommodate it.

"Um, nice and tight," groaned the guard, his hands spreading the petals of Celes' labia apart while he humped deeper into her belly.

"I'll get her off," said the trooper on Celes' left, massaging her clit while licking her left nipple over and over.

Celes became aroused from the guard's deft manipulation of her clitoris and breast, his tongue sliding wetly over her pink areola. She moaned softly, closing her eyes, one man's cock slipping back and forth across her limp tongue.

Each guard took a turn at Celes' mouth and pussy. They forced her onto hands and knees, her handcuffed arms stretched out upon the floor while a man would fuck her mouth while another punched his pole into her throbbing vagina. A third man would lie beneath Celes, suckling on her bobbing tits, making her skin hot as he gnawed and licked her stiff nipples. Finally, the Security troopers tired of their fuck toy. Celes rested on the floor of the shop, limbs outstretched, her naked skin covered with drying cum and her own dripping sweat.

"We better get her to Ops," reminded one of the guards as he zipped up his pants.

"Right. Come on, honey," said another, uncuffing Celes so that they could get her discarded clothes back on.

Celes spread out her fingers, the digits covered in flickering flame.

"Oh, shit," murmured the guard with wide eyes.

Celes unleashed the Merton spell, spears of fire flying from her hands to impale each of the surprised guards. The troopers fell against shelves, staggering, batting at the hungry flames that dug deep into their chests. The men fell, lying motionless upon the floor, smoke curling from circular scorch marks burned upon their backs as the flames completely ate through their bodies.

Celes wiped her mouth and nose, spitting out a few traces of the last man's semen. She climbed back into her clothes before bending down to retrieve Blizzard. She unsheathed the weapon, running her eyes down its icy blue length, then switching her gaze to the dead men near her. Snarling with hatred, Celes raised her sword, proceeding to hack each guard into little bloody chunks of meat.

The main doors to the Ops Tower appeared unguarded when Celes strode towards them. She searched the area intently with her cold gaze, Blizzard still drenched in the blood of her former tormentors.

"Celes!" exclaimed Balen softly, rushing to her side, making sure that no troopers took the opportunity to fire upon them. Celes hugged Balen briefly before backing away, her face hard.

"Did Shadow make it?"

"Right here," replied the ninja, appearing from the shadow of the Tower.

"Are you okay?" inquired Balen, his eyes narrowed with concern.

"I'll survive. Let's get this over with."

Celes took the lead, throwing open the Tower doors, then marching down the long, arched hallway, ready to cut down anyone who opposed her.

Arden sat back upon the Mayor's large, cushioned chair as Terra and Pia lovingly licked his rising cock. He ran his hands through Terra's thick green hair, groaning with pleasure while the two naked girls ran their tongues up and down the sides of his throbbing pole. Pia took the engorged head of his prick into her warm, sensual mouth as Terra sucked on one of his balls, her tongue painting his orb with her slick saliva. Terra left Arden's testicles, rubbing her mouth up his shaft until she reached the tip that Pia was sucking intently upon. The two girls both folded their lips over Arden's spear tip, then kissed each other, their tongues darting and caressing each other.

"Master!" shouted the secretary through the closed double doors.

"What is it?" growled Arden with displeasure.

The doors exploded in a mass of wooden splinters, permitting entry for Celes and Balen.

"Begone!" roared Arden, throwing forward his right hand, casting Doom at the three heroes.

Celes and her companion dodged the ill-aimed green bolts, their own weapons held ready. Balen fired a long burst from his rifle, tearing ugly holes into Arden's bare chest. The mage pushed Terra and Pia away from him, cloaking himself in the shimmering black magic of a Shell spell. Arden dodged the next burst from Balen's rifle, casting Haste and Barrier on his body before Celes could stop him. Terra and Pia crawled beneath the Mayor's desk, holding each other in terror, as Shadow appeared from out of no where, ramming his Thief Knife into Arden's side. The mage screamed, blasting Shadow back with a Bolt spell before casting Regen upon himself to seal the bullet wounds from Balen's gun.

Celes hacked down at Arden with Blizzard, her enchanted blade skittering off of the mage's Barrier spell. Arden counter-attacked with Fire, surrounding Celes in a globe of boiling flame. Celes' Force Armor absorbed the killing fire, but faded when the last of its power was used up. Arden grinned maliciously, slamming his strong right fist into Celes' belly, then slapping her across the face, knocking her back onto the disheveled desk. Balen slapped a fresh clip into his rifle, resuming a fierce fusillade of fire against Arden's Barrier spell.

Shadow rammed his right shoulder into Arden's chest, knocking the breath out of the mage. The ninja took Arden's right arm, swinging him up and over onto the floor with a powerful body slam. Arden's eyes glazed momentarily, and when they cleared they beheld Shadow crouching over him with the tip of Thief Knife pressed against his throat.

"Die, scum," snarled Shadow before he rammed the dirk up through Arden's lower jaw into his brain. Blood gushed from Arden's shaking mouth before his struggles stopped and death claimed his body.

Shadow backed away from Arden, his bloody knife held in a shaking, clenched hand. The ninja walked away from the body towards Balen and the exit doors, not noticing a green fog slowly filtering out of Arden's corpse.

"Look out!" shouted Celes as she charged Arden's ghost, which was slowly rising up towards the ceiling.

"I'll be back, bitch, and next time I'll make you my slave instead of Terra!"

"You're going straight to Hell!" spat Celes, Blizzard a blur in her hands as she slashed through Arden's non-corporeal form. The ghost howled in agony, Blizzard's magic rending his spirit apart. Celes swiped at the ghost over and over until Arden's cries of anguish faded away into silence.

"Shadow?" whispered Terra, peeking up from the far side of the desk.

"Terra!" smiled Shadow happily, rushing over to the naked girl and enfolding her in a fierce embrace.

"Are you alright, Celes?" murmured Balen, resting his hand on Celes' quivering shoulder.

"I will be, eventually," whispered Celes before she spun around to hold tightly onto her concerned friend.

Balen wrapped the trembling girl in his arms, pressing his cheek against her blonde hair, stroking her mane softly, soothingly.

=====

"I want to thank all of you for freeing Atlantia from the grip of that obscene monster, Arden," said Mayor Kamm with a heartfelt smile of gratitude. "You may stay and enjoy our city for as long as you wish."

"Thank you for the offer, Madame Mayor, but I just want to go home," replied Celes wearily, her left arm wrapped possessively around Balen's waist.

"Very well. We will be returning to our own part of the world. Your superiors have nothing to fear from our city," promised Serena.

"Good. Farewell," smiled Celes. The golden-haired Knight waited for Terra and Shadow to descend in a whirlwind of air, Terra happily hugging Shadow against her. Balen activated his belt, diving down towards the earth far below gracefully. Celes waved farewell to Serena, Pia, and the other well wishers from the city before activating her own flight belt, hurling herself into the air for the long journey home.

~~~~~~