Chapter 4: City of Beasts

Working together, Valia and Shannon freed the captured beastmen, turning the prison camp on its head. The released prisoners joined in the fighting to assist their saviors, liberate their fellow captives, and exact revenge on their oppressors. Though hunger and darkness had weakened their bodies, the sun nourished their spirits, and the call of battle urged them forward. They took up arms, wielding the weapons dropped by slain guards. Leading the charge was Valia, zooming through the facility and cutting down the fiends like she was hacking her way through the jungle.

Shannon was also engaged in battle, fighting against the spiders hiding from the sun. She carved down those who jumped, splitting the human heads with her sword. Others scurried across the floor, trying to surround her and close in, but crushing them with her hooves was no challenge. Despite her fortune in battle, her heart was heavy. She was clearing building after building, but had yet to find a single member of her tribe. She hollered their names, hoping desperately to hear her own shouted out in return. With each door she kicked down, her anxiety and frustration were growing. Her kin had to be here; they just had to be.

Eventually, the two women crossed paths in the midst of battle, surrounded by beastmen fighting against the fiends.

“Shannon!”

“My Lady!”

“Have you seen Noah? Heard any thunderclaps?”

“No, I was hoping you had. Does that mean he’s still in the palace?”

“If he is, then that means he’s either fighting or worse. Come on, let’s go find him!”

They raced towards the ancient dwarven palace, where Noah awaited their rescue in a large chamber in the depths of Carthace’s lair. The room was filled with webbing, lining every surface and stretching across the open space, freshly spun to return her territorial advantage after the alchemy wave. Noah lay suspended in the center of one such web, limbs spread and unable to move like a captured gnat. The threads, though flexible and stretchy, weren’t sticking to him with chemical adhesion, but felt more like magnetism, no doubt due to her power flowing like electricity down wires.

Even his fingers had been wrapped in webbing to prevent him from using more monster repellent or similar tricks, so his ring was useless, not that he had much dexterity in his hands after Carthace had stabbed his palms. Those wounds were a testament to her abilities, the speed and strength with which she had managed to subdue him. She was absurdly powerful.

“I hope you know that your death will not come quickly,” she said as she dropped down onto the web. Although the tip of each leg was like a dagger, she could step on the narrow threads nimbly as though she was descending a staircase. “It will be slow, agonizing, what you deserve for causing me so much trouble. I’ll feed on your pain as I feast on your flesh. But your friends, I’ll kill them first, so you can watch the light leave their eyes and hear their dying screams.” As she spoke, she patted him down, searching him for weapons.

“Understandable.”

“Is your stoicism supposed to impress me?” she asked, removing his sword and tossing it into the corner.

“Well you haven’t said anything that I haven’t heard others say. This isn’t my first time in such a situation. I have no doubts as to your desire to kill me, but after all this time, circumstances like this are rather ... episodic.”

“It may not be your first time, but it will be your last.” She ran her hands over him, pausing repeatedly to reveal hidden daggers.

“Yeah, I’ve heard that too. I used to keep a mental list of all the threats and dramatic lines people have thrown my way, but I lost count after a while.”

She then put her pincers to his throat. “I’ve already restrained you, need I gag you as well? Or should I just cut out your tongue?”

“I wish you wouldn’t. I’m rather enjoying this talk. I’d like to know more about you, about the Profane and what you’re doing here.”

“You must be a fool if you think I’ll explain all our plans to you.”

“Maybe not your plans, but the end result. I’d like to know how this all started and where it’s headed. Take my life if you want, but at least let me die with my curiosity sated. Let me hear your story.”

Carthace gave a mocking chuckle, and after taking everything dangerous, she moved away. “We Profane are dying out. The power of Zyrga is fading from this world and us with it. Regardless of our generation, most of us have lost the ability to create new peerage. It used to be that our venom flowed as bountifully as our blood, enough to raise entire armies, but now it has become a finite resource. Even I can only create a few more servants in my lifetime.

If I were to bite you, you would become one of us, but you would only produce as much venom as I gave you with which to create servants of your own. Split it among two servants, and they would be only half your strength. Every generation gets weaker and weaker, and it won’t be long until every member of our race is utterly sterile.”

“I saw your children out in the prison. Are they not the result of your venom?”

“No, it is an ability that only I have. Born of my flesh, they are extensions of my will, but none of them even have their own venom. The ghouls you killed were the subordinates of one of my allies, each one a loss of precious venom and technical ability. Their lives were irreplaceable to our cause.”

“But is that not the point of the parasites? To replace them and replenish your ranks?”

“Their master, Curcio, discovered an Enochian facility where they experimented and created new forms of life, and used their magical technology to try to clone us. The parasites were the end result; sickly, feeble creatures with defective venom, but every day, improvements are being made. Once they have been perfected and their venom reaches permanence, we’ll be able to mass-produce full-powered Profane.”

“And I imagine world domination will be your next goal?”

Carthace once more dropped onto the web, bringing her face close to Noah’s with a maniacal grin. “I and my brethren have been preparing for exactly that. The nations of man, elf, and dwarf will crumble, and the armies of darkness will march across the globe, ending and corrupting all life. Somerset’s dream will come to fruition at long last, and this world will drown in blood and darkness!”

She then reached out and cupped his cheeks. “Our leader said that you will either join us or die. You refused Tysinger and ruined my prison, so I see no reason to extend the offer again. You’re going to die in my clutches, slowly and painfully. A shame, really, but at the very least, I’m sure you’ll be delicious.” She then perked up, sensing something through her web. “Ah, your friends have entered the palace. Soon, the fun will begin.”

“Then before they arrive, may I make one last request? I want you to lie to them for me.”

“Oh really? You want me to tell them that you fought to the very end, brave and heroic?”

“Not quite. I want you to say that you decided to let me go, if I could satisfy you.”

“Satisfy me?” she asked in confusion.

“You know, the way a man satisfies a woman?”

Her face contorted from shock. “What in the world is wrong with you?! Surely, you must be joking!”

“No, you’re supposed to be joking, that’s the point. You don’t have to mean it, just say it, say it’s your idea. You heard the stories about me, about my skill in the bedroom, and you want to know if they’re true. Then claim you’ve changed your mind and you’re just going to kill us.”

“And why would I go along with something so ridiculous?”

“Let’s just say that I lead an interesting love life, the nature of which my companions are at least partially aware of. If you present the scenario as I’ve described, I want to know how they’ll react. Will they realize it’s a bluff, or believe that this is just the kind of thing that normally happens to me? Think of it as helping perform a social experiment.”

“What’s in it for me?”

“The fact that my companions’ reactions will be absolutely priceless. You’re going to kill us anyway, so why not have some fun before you do?”

“You mean they can laugh at the hideous creature! You think this is the first time I’ve been the subject of a joke? Before I became a Profane, my life was spent being condemned and ridiculed for my appearance! Even among beastmen, I was considered a monster! Now nobody laughs, because I killed them all.”

“I would be asking this no matter what you looked like. Besides, you may be powerful, but you certainly don’t frighten me. Had we met under different circumstances, an exotic girl like you would be a gilded page in my book of lovers.”

Carthace was taken back by his boldness. “Such pretty words, and all to play a joke on your friends.”

Noah could hear fighting in the adjacent hallways. His experiment aside, he could implement his plan once Valia and Shannon arrived.

“Noah!”

“My Lord!”

The two reached the chamber, finding Noah hanging in the web over their heads and discovering they had limited space to move. Threads were spread throughout the room, like security lasers protecting a museum’s treasure.

“So you two are the ones causing such a ruckus outside. At the very least, you’ll provide a delicious meal,” said Carthace, crawling along the ceiling with her long hair hanging down.

“Monster!” Shannon cursed before shooting an arrow up at the fiend. Carthace knocked it aside with the back of her hand, not even registering it as a threat.

“How rude. You break into my home, steal my possessions, and then attack me? I’ll have to teach you some manners, girl.”

“I’m here to save my tribe, to free my friends and family who were enslaved by the Profane!”

“So you threw your lot in with Uther. Surely, you see the contradiction.”

“Noah, are you all right?” Valia asked.

“I’m a little hung up at the moment. Worry about yourselves, she’s no pushover.”

“She should worry about me,” Valia cursed.

She crouched and then leapt straight up, shooting through the air like a rocket, courtesy of her magical strength. As she flew, she drew her sword, wrapped in mana, and used it to sever every thread around her. Carthace attacked in midair like a jumping spider, swinging her bladed legs with incredible strength. Valia managed to fend off most of the slashes, but the force of the blows knocked her back, and she was slammed against the wall, surviving only thanks to her steel body enhancement.

Valia jumped again, dodging several threads shooting towards her like striking snakes, but a line from Carthace wrapped around her ankle, and she was once more slammed into the wall. Before she could get back up, several more threads were thrown across her, forming a net that kept her pinned. She pulled against them with all her strength, but unlike ropes or chains that would snap from the force, the webbing stretched to absorb it, holding her like quicksand. Moreover, being wrapped in the webbing disrupted her magic, weakening her with each passing second.

Carthace closed in on Valia, crawling along the threads across the open space, but before she could deliver a finishing blow, an arrow shot past her face and struck the wall, releasing the payload in the glass sphere at the tip. Drops of acid splashed on Carthace, making her hiss in pain and turn her attention back to Shannon.

“Impudent brat!” Carthace hissed.

She sent a volley of threads raining down on Shannon, leaving no room for error. Shannon abandoned her bulky centaur form and returned to her humanoid body, proceeding to dodge the lines while countering with arrows. Carthace avoided each projectile, able to move through the air however she wished by climbing on threads. She could balance on them and swing around to spin and twist however she wanted, all while countering with her own attacks. Though Shannon put up a good fight, she was completely outmatched, and the numerous threads soon pinned her to the floor.

“And to think, Tysinger and the Pack supposedly had so much trouble against you three. How disappointing,” Carthace said as she lowered herself onto the web where Noah lay.

“We have our good days and bad days.”

“Perhaps there is still room for you to impress me.” Carthace put her hand on Noah’s chest. “I’ve heard stories about you, and I want to know if they’re true.”

Noah stifled a laugh. To think she was actually saying the lines. Hearing her, Valia’s eyes widened. “Oh no, no, no, no, no,” she muttered.

“I have the legendary Noah all to myself, so why not see if your bedroom skills are as good as they say?”

“BULLSHIT!” Valia then shouted, nearly making Noah choke on his sealed laughter. He had never heard Valia swear like that.

“Val, I think I’m in trouble here, and I could really use your support.”

“First Elisandra, then Shannon, and now this?! I want to know what devil is throwing all these women at you!”

“I’d sure like to know too. This is pretty far from how I was expecting my day to go.”

“After we get out of here, I’m putting a fucking chastity belt on you that not even the horniest gods can remove!”

“You might have to, because this is getting weird.” ‘Worth it, totally worth it,’ Noah thought, but all good things had to end. Now it was time to slay Carthace and get out there. Yet that thought was erased from his mind when Carthace leaned down and kissed him deeply. She wasn’t gentle with him; she went at it, sending her tongue down his throat while panting lustfully. This wasn’t part of the plan.

“Hold on a sec, what are you doing?” he asked through the kiss.

She leaned back, biting her lip with a smile. “After what you both have said, I can’t deny that I have grown rather curious.” She removed her dress, exposing her ample breasts; round, full, and beautiful. She then spread her leg-turned-pincers, flashing her human gate, glistening in anticipation. “Besides, forcing your lover to watch me have my way with you is really putting me in the mood.”

Noah wasn’t in any position to stop her; he could only lie there as she ripped open his shirt and began kissing and licking his chest. Her hand slid down and grasped his member. “Oh my, you really are hard. This is going to be a lot of fun.” He was about to speak, but she silenced him by smothering his face with her tits. She pulled his cock from its fabric prison and jacked him off while he sucked on her nipples.

Up above, Valia was rolling her eyes and groaning in annoyance, wondering if this was what the rest of their journey would be like—watching her lover getting laid. How had this become her life? Down below, Shannon was gazing with wide eyes and her mouth hanging open. Carthace’s webs had her glued where she was, but she leaned in all directions, trying to find a better angle to watch from.

Carthace was panting in bliss as Noah’s tongue massaged her nerve endings, as though sucking the malice out of her. She didn’t expect the sensations to be so powerful, the same with the feel of a rigid cock in her grip. The heat from his muscular rod sank into her hand and moved up her arm like she was lowered into a warm bath. His manly scent also affected her, sending shivers up her spine every time it penetrated her nose.

She moved down, staring at his member and the drop of precum oozing from the tip. This paused fight no longer mattered to her, nor did the destroyed prison or escaped captives. All that mattered was her desperate need to taste Noah’s manhood, to let it defile her mouth. She was a member of the Profane, so morality, virtue, and decency were as unnatural to her as the sun. Though usually more reserved and private, a chance to satiate her carnal desires had presented itself, and she was going to enjoy it without reservation or hesitance.

She ran her tongue up the shaft, feeling her mind cloud from lust, and swiftly took it into her throat. Her head bobbed as she sucked with gusto, finally releasing ages of pent-up sexual desire. Despite her sharp teeth, she avoided leaving any scrapes and had Noah sighing in bliss from her technique, encouraging her further. Valia and Shannon, along with watching, could hear the lewd slurping of suction forming and breaking, with Carthace loudly gagging as she choked herself with Noah’s cock.

Once she had fully savored his flavor, her lust had reached the point of no return, and she moved onto his lap. “Know that if you finish before I do, I swear, I’ll rip your heart out and eat it in front of you.”

She guided him in, whimpering as she reached the base. She began bouncing on his lap, using the springiness of the web to her advantage. She rolled her head back, moaning as she rode Noah like a mechanical bull, her breasts heaving with each rise and fall. Noah was enjoying it just as she was, feeling Carthace’s insides quiver around his cock, basting him in her arousal. Besides, she wasn’t the strangest creature he’d ever fucked. He just wished his hands were free so he could massage those beautiful tits and hold her waist.

After only a couple of minutes, Carthace stopped bouncing, crying out in euphoria as she climaxed. Noah wondered if she’d had enough, but the look in her eyes told him she wasn’t even close to done.

“Well, in for a penny, in for a pound. I could do a lot more if I wasn’t restrained like this. Or are you afraid of falling in love with me?”

“Fine, I’ll extend your leash a bit. Don’t disappoint me,” she purred as she snapped her fingers.

Noah felt a change move through the webbing, like its consistency had suddenly been altered. He was no longer trapped; the threads had released him like opening shackles. The webbing around his hands loosened, and he pulled them off. The holes in his palms had stopped bleeding, though they ached horribly. However, the moment he conjured anything from his ring, be it a weapon or potion, he’d alert Carthace and she’d kill him. For now, he’d just have to play through the pain. Besides, even he couldn’t resist taking this further.

As Noah sat up, he pulled out of Carthace and sent his fingers up into her, vibrating his hand in a relentless barrage aimed at her G-spot. The intensity of his digits shocked Carthace so intensely that she reared back like a spooked horse and ended up falling on her back with her eight legs in the air. Noah carefully avoided the razor-sharp limbs and got on top of her. Straddling her arachnid abdomen, he leaned over and kissed her.

While their tongues swirled, he continued finger-blasting her, making her scream bloody murder as he pushed her over the threshold of madness. His arm was moving so fast that it was almost a blur, and over the sound of Carthace’s moans was the squelching of her womanhood on the cusp of an explosion. Finally, she arched her back as she released a jet of clear fluid from her pussy, while at the same time, her arachnid abdomen expelled webbing like a can of silly string.

Overhead, Valia couldn’t help but smirk and nod. She knew that scream, having heard it both from herself and Elisandra. Noah’s magic fingers could make any woman squirt like a fountain. She knew how frightfully intense those feelings were, what it was like to have her mind bleached by a world-shattering orgasm. Unfortunately, she was starting to get turned on. They were supposed to be fighting this she-beast, but at the moment, she didn’t object to watching Noah bend her to his will.

Below, Shannon was fighting with everything she had not to touch herself. Despite everything she had witnessed in the prison, all the tortured souls she had rescued, seeing Noah at work was twisting her in knots. After hearing and watching him make love to Valia so many times, she had been conditioned to react. More than that, seeing him pleasure someone else made her feel like her fantasies weren’t out of the question. She wanted her own turn. She wanted to experience it all.

With Carthace gasping for air and wiping away tears, Noah removed his fingers and moved down, only to make her moan once more as he displayed his oral skills. She was dripping wet from her last climax, and Noah drank up her arousal without reservation. She wrapped her pincers around his neck as though they were still normal legs and ran her fingers through his hair, all while her moans echoed through the chamber. Her breasts trembled with each shuddering breath, and her arachnid limbs clawed at invisible enemies.

After thoroughly savoring and memorizing Carthace’s womanly flavor, Noah returned his cock to its rightful place and thrust into her like a machine. Her lower body made it challenging to find a place to put his legs, but the springiness of the web worked to his advantage, letting him rise higher and drive deeper. The two took turns on top, rolling across the web with Carthace holding him tight. Due to her lower body, missionary and cowgirl were their only options, but Noah made it work. He even gave her spinneret some attention.

Finally, after making Carthace climax one last time, Noah released everything he had, pumping the fiend full of hot semen. She gasped for air and struggled to stand as Noah’s seed dribbled out of her pussy. “My, my, you really are something special. Tell you what, I’ll be willing to forgive your transgressions as long as you swear fealty to me. Become my slave, obey me, and you shall rule at my side when the Profane take over this world. There is so much more pleasure for us to enjoy.”

“Considering the situation, that sounds like a pretty good deal. Spare my friends and I’m all yours.”

“Very well, I’m in a merciful mood.” Carthace extended her arms to him. “Come to me, my darling servant.”

Noah got to his feet and walked over to her, albeit on shaky steps atop the webbing, and the two shared a passionate kiss, which ended when Noah conjured a knife from his ring and slashed her throat. He had been trying to cut her head off, but his wounded hand barely had the strength to grip the blade.

Carthace staggered back, pouring blood and screaming in anger. “You bastard!”

“If it’s any consolation, what I said about you being a gilded page was true. I truly wish we could have met under different circumstances and gotten to know each other. However, I’m here on a mission, and I can’t let you continue what you’ve been doing.”

He then dropped down through a gap in the web and landed on the floor beside Shannon. He conjured a healing potion from his ring, pulled the cork out with his teeth, and drank it down, closing the holes in his palms and restoring his strength. He then tossed a scroll to Shannon, containing the alchemic formula he used in the generator room.

“Cast it!” Shannon stared at him, still stunned by everything she had just witnessed. “Shannon!”

“Oh, uh, sorry! Yes, My Lord! Molecular Deconstruction!”

She opened the scroll and channeled all of her mana into it. Her energy surged from the parchment and into the webbing wrapped around her, then continued through all the threads in the chamber, causing them to disintegrate. Valia was freed from her silken straightjacket and dropped to the floor, along with Noah’s weapons.

“Your dick is still out,” she said dryly.

“Cut me some slack, I was just violated by the Profane. I feel so dirty.”

“Uh-huh, sure. Shannon, how about you?”

Shannon was freed, but she had dropped to her knees, drained of all her mana. “I’ll ... I’ll be fine, but the scroll turned to ash.”

“I’ll kill you all!” Carthace shrieked from high above their heads.

“If she didn’t mean it before, she sure means it now,” said Valia. “Get your gear, quick!”

As Noah went to retrieve his weapons and armor, Carthace clapped her hands together. “Silk Storm!” Countless balls of thread began shooting from her spinneret at high speed, unraveling as they flew. They ricocheted off every surface, losing none of their energy as though immune to the laws of physics. The silk would stick every time they hit something, but the ball would continue bouncing, creating a new web that quickly filled the room.

Noah had almost reached his sword when one of these ricocheting threads bounced off the floor at an angle and grazed his shoulder. That slight touch was all it took to lock him in place, stuck to the webbing like an insect. He conjured a knife from his ring and slashed at the thread, but despite his skill with a blade, it simply stuck to the web. Noah was forced to abandon his shirt and keep going.

Behind him, Valia grabbed the weakened Shannon and pulled her to the side, dodging the flying threads. They were taking up more and more space with each passing second, and Carthace was riding them like a rollercoaster on a track, swooped down and attacking with her razor-sharp legs. Valia pushed Shannon out of the way and fended off Carthace’s slashes, but the power and speed were beyond her expectations, and she received several cuts that broke through her armor and steel defenses.

“My Lady!” Shannon exclaimed, seeing her mentor stagger back in pain and blood loss. She raised her bow and launched an arrow at Carthace, but by swinging around on her web, she easily avoided it. As long as one of her legs touched a thread, the laws of gravity and inertia seemed to hold no sway.

Now armed and armored, Noah returned to Valia and Shannon as the elf downed a healing potion. The three were crouching to avoid the threads. “Are you all right?” he asked.

“Don’t worry, I’ve had worse,” Valia replied as her wounds closed.

“She’s coming back!” Shannon exclaimed.

Carthace once more dropped in on them, swinging all eight of her legs like a tornado of blades. Noah and Valia defended against the onslaught as best as they could, but they had little room to maneuver, and though they were able to block the Profane’s attacks, she pushed them back into the threads, leaving them stuck.

“Zodiac: Teez!” Valia cast. An aura of mana engulfed her glade, and with a flick of her wrist, she severed the threads binding her, then did the same for Noah. These threads could resist regular steel, but her mana-wrapped blade cut them like a razor through yarn. “Zodiac: Avagath!”

Valia extended her field of awareness in all directions, and as the flying threads entered her reach, she’d reach out and sever them, creating an open space to keep the trio safe. Carthace once more swung down while slashing and stabbing with her legs. Noah attempted an invisible attack while using his clone as a decoy, but his swing was merely repelled by her swinging limbs, hitting with the force of a runaway car. It seemed like invisibility wouldn’t help him in this fight. It didn’t matter if he could avoid detection when she was too fast and too fortified to hit.

Carthage again swung down, and this time, Noah formed an illusory handgun and fired three rounds. The mana bullets hit their mark and made Carthace stagger in the air, distracted by her survival instinct screaming she had just been wounded. In that brief window, Valia slashed her from shoulder to hip. The wound was deep, but far from fatal for a Profane of her caliber. She spun around and slashed with all her legs, wounding Valia and giving her an opening to climb back up out of reach to heal.

“You are all certainly skilled, I’ll give you that,” said Carthace. “However, no amount of skill can free you from my domain.” She again clapped her hands. “Web of Nightmares!”

Another bundle of threads shot from her spinneret, bouncing off the walls while leaving a trail like her previous attack. However, these threads smoldered with a black aura and didn’t flex or sway in the air. As they closed in on the trio, Valia moved to cut them, but the moment her blade met one of the threads, she cried out and was thrown back as if she had been electrocuted.

Several threads crazed Shannon’s back, making her scream in pain as deep cuts crisscrossed her flesh like she had been whipped, and Noah dropped to one knee as a thread slashed his leg. The sting hit him with unexpected force, making him feel like his soul had just been poisoned, except blood streamed from where he had been hit, and the affected tissue had turned black as if gangrene was already setting in.

Seeing her lover and protégé wounded, Valia’s patience, already frayed by pain, reached its limit, and anger took over. “Get back here!” she shouted, leaping towards Carthace like before.

She slashed at her neck with full killing intent, but Carthace had the advantage in the air and leaned back to avoid the slash. She countered with several swings of her own, and though Valia blocked them all, Carthace turned around and aimed her spinneret at the elf, then shot her with another barrage of glowing threads, stabbing and slashing her like a wall of spears and knocking her back down to the ground. She landed on the floor beside Noah, narrowly sticking the landing but hemorrhaging blood from her numerous wounds.

“In all my years, I’ve never fought an opponent like this before,” Valia panted before drinking a potion. “Her movements and technique are out of this world. I can’t get a read on her.”

“She’s like Tysinger, but with eight swords instead of one. She also has the home-field advantage, but I know how to turn it against her. Can you throw me straight up and then catch me?”