A/N and Disclaimer: I started this fic literally over a year ago, then put it to the side out of laziness. Finally, I dusted it off and completed it, and while it's not a masterpiece, I think it's pretty good. Chell is so hard to write, though! Also, I don't own any of the characters or the setting; I'm just playing with VALVe's toys. Enjoy, and please be aware that this fic includes dubcon.


Chell awoke to what had to be a dream.

From the instant she'd been released from Aperture, the former test subject had been plagued with a number of new, frustrating challenges. Her body had resisted food at first, craving adrenal vapours; there were no people, human or otherwise, to help her; she found herself in sudden need of shelter; and on top of everything, she had been forced back into Aperture every night, memories mixing with new, horrible thoughts to imprison her even as she slept. Four months of nocturnal torment had inspired her to train herself to recognize a dream for what it was, and it was a skill that she'd held on to even as the nightmares decreased in frequency. This was definitely a dream. The edges were too soft, her movements were too fluid, and—most importantly—GLaDOS was standing over her bed.

She was standing over Chell's bed. That in itself was strange—the massive, arched body had never had limbs. Yet this GLaDOS stood on long, pale, humanlike legs that were only partially covered by the skintight black skirt stretching over her thighs. She was in an android's form, surprisingly short for a homicidal supercomputer, hair cut into a severe white bob under her chin. She looked nothing like GLaDOS, yet there was no denying that she was GLaDOS. She was GLaDOS and she was smirking and she was standing over Chell's bed.

Chell instinctively shot up into a seated position, her eyes scanning the room for devices she could use at her disposal. But this was not Aperture; there were no rockets or bombs or even portal devices to help her now. Her hands clutched at her blanket, pulling it over her chest. She wasn't sure why she was doing it, but somehow it helped.

"You don't seem very happy to see me." Chell suppressed a shudder as the cool, melodic voice filled her ears. To keep from showing any weakness, she rolled her eyes, pressing her lips together. Are you really surprised? The question was unspoken, but she knew her body language would get the message across. GLaDOS sighed. "I guess we'll have to do something about that."

She curled her fingers around the blanket Chell still clutched, forcefully snatching it away to reveal the woman in the tank top she wore to bed. Pressing her hands on Chell's shoulders, GLaDOS pushed the woman down and climbed onto the bed so that she was straddling her. Chell felt her heart pounding in her chest as she stared up at the robot who had tried on numerous occasions to kill her. The pressure on her shoulders was strong and made it clear that GLaDOS was by far Chell's physical superior; escape would be difficult. It's just a dream, it's just a dream . . . and yet it was still torture wondering what was going to happen. Her eyes were drawn to GLaDOS' black lips, which were curled in a cruel smirk. They barely hinted at the next moment, when the android leaned down, grabbed Chell's head, and kissed her.

Chell froze against the sudden contact of GLaDOS' mouth. There was no denying that this was a dream now, not with the synthetic tongue pushing resiliently against Chell's lips, forcing them open to explore within. GLaDOS' mouth was wet with simulated saliva, a tasteless fluid that felt surprisingly human. Still, there was a flavour behind her lips and tongue, something sterile, something clinical . . . it tasted like Aperture.

Now would be a good time to wake up, she pleaded inwardly. Yet something was stopping her. The taste of GLaDOS was suffocating, but the feel of the android's body against hers stirred something deep within. Chell felt herself relax into the kiss, returning it with some buried enthusiasm that she was fairly certain she hated. Even worse was the wave of disappointment that washed over her when GLaDOS pulled away.

GLaDOS smirked. "I thought that might loosen you up. You know, for a mute lunatic you really are predictable."

Chell frowned up at her former executioner, her hands clenching into fists. She wasn't as frustrated with the robot, however, as she was with herself. Was she really so weak that just a little kiss could tame her? Her eyes narrowed and GLaDOS' mouth twisted into a snarl. "I know that look. Don't even think about it, murderer. For once in your life, let someone do something nice for you."

Her left hand had moved from Chell's shoulder, making the short distance to her breast, and a single robotic thumb grazed over her already erect, traitorous nipple. GLaDOS caressed her through her tank top, sending chills down her spine. Chell felt her mouth drift open but begged her voice to remain hidden, which became a lot harder to do when GLaDOS tugged at the bottom of her shirt, pulling it over her head. Despite herself, Chell found herself sitting up slightly to make it easier. "Good girl," said GLaDOS, her voice strangely absent of mockery.

Chell hadn't bothered to wear a bra under her shirt and her chest was now completely exposed, her desire painfully evident in her breasts. GLaDOS merely smirked before lowering her mouth to one of them. This would have been a perfect time to push the robot away, but Chell instead closed her eyes, biting her lip as she felt a tongue swirl around her nipple. The sensation sent flickers of energy (figuratively, she hoped) through her back and she shifted her hips without thinking, bringing the android closer to her.

"Giving up so soon? Hmm. I actually expected better from you." GLaDOS had paused in her administrations to look up at her, bright yellow eyes glowing slightly. Her fingers worked where her mouth had left off, caressing and gently squeezing the delicate flesh, and Chell had to force her tongue to the back of her mouth to keep from crying out. It took more strength than she was willing to admit to meet GLaDOS's piercing gaze, glaring resiliently. She had to make sure GLaDOS knew Chell wasn't her toy. "Don't give me that look. You like this. I can tell." She kissed the nipple that had gotten less of her attention, flicking the hard tip softly to make her point. Chell, of course, said nothing. To her own dismay, she also did nothing, instead lying passively as GLaDOS continued to suck and grope. When smooth fingers began to creep lower, however, Chell's hand darted outward, grasping GLaDOS's wrist tightly.

"What?" GLaDOS gave a silvery laugh as she examined Chell's grip. "I'm trying to do a favour for you, you know, and I'm having fun." She lifted her body slightly to pull away the rest of the blanket, exposing the thin underwear that Chell wore in lieu of pajama pants—and how a part of it had soaked through. "Looks like you are, too."

Hot shame burned through Chell and she wriggled her hips away—albeit a bit half-heartedly. If she were being honest with herself, she'd have to admit that GLaDOS had sparked a want inside her, a craving for a luxury she'd never had the chance to enjoy either as a test subject or as a free but isolated woman. Still, she was trained for defiance against the robot, and she couldn't stand to give up on herself. Then again, she reasoned as GLaDOS pushed down on her struggling hips and leaned forward to purr in her ear, maybe it wouldn't be giving up. Maybe she was simply . . . changing her mind.

Perfectly-straight teeth latched onto her earlobe, tugging it almost playfully before giving it a kiss. "Come on," GLaDOS breathed—and it really did seem that way, a puff of air forced through her titanium throat for realism. "I'm doing this for you." She pulled away, then, so that her face was just above Chell's. Her pupils had grown enormous with lust. That was a rather unnecessary detail to include in Chell's opinion—but then, Aperture had never been a company of rationality. To be fair, of course, this was all a fabrication in Chell's mind anyway, but—her thoughts scattered as GLaDOS kissed her again.

The android's lips were so insistent, so direct, that Chell almost missed the other flavour of them—they were needy. She did want this, and not just to humiliate Chell. She wanted Chell. The person who'd wanted her gone now wanted her back, and in a way that she couldn't have ever predicted. True, this wasn't real . . . but it almost felt real, and so felt the fervour that Chell returned to the kiss. Without thinking, she made the smallest of noises in her throat.

GLaDOS pulled away, looking triumphant. "There it is." Chell's heartbeat quickened and her neck grew hot. GLaDOS was never supposed to hear her voice. She turned her face away and shut her eyes as the android laughed. It felt like she'd lost a major battle somehow, and she was mortified. "That's the sound a less-than-mute orphan makes. What other noises have you got trapped in that fat neck?" She scraped retractable fingernails (another superfluous perk) along the neck in question, making Chell gasp, then pressed her lips against it. Her kissing and sucking left dark marks along the human's skin, as though she were marking her property. It felt . . . good.

Nimble fingers made their way down Chell's body again, and this time she made no move to stop them; on the contrary, she spread her legs in response. "Good girl," GLaDOS murmured again before nipping Chell's neck. Her fingers slipped under Chell's underwear, sliding teasingly over her folds. Chell shifted her hips, trying to increase the friction, but again GLaDOS pushed her down. "You stopped me before," GLaDOS said in a silky tone. "I'm going to take plenty of time now because of that."

Holding back a whine, Chell struggled against GLaDOS anyway—but the android was too strong. She felt a chill up her spine as GLaDOS grazed slim fingers against her, just light enough to create contact and awaken the need without even coming close to satisfying it. The middle finger dipped low, sampling the evidence of her arousal before moving upwards again to spread the slickness around her lips. Slowly, the fingers began to move in circles, increasing their pressure just enough for Chell to arch her back in response, her mind becoming more and more clouded from the touch. Meanwhile, GLaDOS's mouth lavished her body, kissing and sucking and biting the flesh, gradually descending from the neck to just underneath the belly button, where the edge of Chell's panties lay.

Smirking, GLaDOS lifted her fingers, hooking them into the waistband of the underwear. She pulled the thin fabric away, leaving Chell completely exposed to the night air, and yellow eyes flickered to look at Chell's face before lips pressed to the apex of her legs. Oh. The woman bit back a whimper.

GLaDOS's mouth was as persistent here as it had been on Chell's lips—and just as needy. The tongue was practically expert, dipping and pressing into her folds, swirling around her clit to tease it before lips pressed together and sucked at the tender nub. As Chell wriggled and sighed voicelessly, GLaDOS slipped one finger, then another, inside her. Their touch was exploratory at first, then demanding as they curled against the desired spot. When Chell ground herself against GLaDOS's mouth, the android made no move to stop her.

Movements that had been insistent at first now became even more so, GLaDOS's mouth and fingers moving in tandem with the grinding of Chell's body. The woman sank into it, amazed at how incredible it felt. It was pressure and friction and wetness and animal and frivolous. Chell's hands gripped GLaDOS's head, holding it steadily against her as the pleasure mounted, ripples of sensation tingling through her, her abdomen tensing, pressure swelling and pulsing and building and—

GLaDOS pulled away.

Chell sat up quickly, confusion and betrayal etched across her features as she held back the cry that was threatening to escape her vocal folds. Why did you stop?! The android smirked, fingers resting teasingly on Chell's thigh. Her voice was cool and sultry as ever as she spoke. "I want to hear you."

No.

Chell shrunk back, head shaking vehemently. She glowered at GLaDOS; she could finish this off just fine by herself. As she moved to do so, however, GLaDOS's hands shot forward, grabbing both of Chell's wrists. "I don't think so." Her grip was tight, almost cutting off Chell's blood flow. "Either I hear you, or you don't achieve orgasm. Frustrating, isn't it?"

The human's heart drummed in her ears, a whine just barely choked off in her throat. She couldn't let GLaDOS win like this—she was better than that. Chell didn't need to come anyway, despite the tautness of her abdomen, despite beads of sweat at the back of her neck. She wasn't soft or weak or desperate. She wouldn't sacrifice her morals for this.

"Don't look at me like that. I can see you need a little remedial encouragement." Eyes wide as she searched in panic for the red light of an unfocused turret, Chell pulled away even more, but GLaDOS grabbed her legs and dragged her forward. "Don't even think about moving." She brought her mouth down again, tongue teasing around Chell's clit and sending another wave of pleasure through the woman. God, yes, I'm almost—again GLaDOS stopped.

Chell's fingers curled around her bed sheets as she suppressed a groan of frustration. Once the tension had started to decrease, GLaDOS's mouth was back, tantalizing and tender and torturous. Again it stopped just as Chell reached the brink of climax. The woman clenched her eyes shut, willing herself to remain silent. "I can do this all night, you know," murmured GLaDOS, flicking her tongue at Chell's clit to prove her point. "Do you really want to do that to yourself? Are you really that crazy?"

"N-no."

The voice was low, rough with disuse. Nevertheless, it was most assuredly Chell's voice. Did I just . . . Mocking laughter answered her question, stopping her heartbeat for a moment. She'd failed, given up one of the few things she'd had control over, all for the sake of a stupid orgasm.

Oh, but how she wanted it . . .

"Congratulations. You finally did something right for once—without murdering anyone. Now just continue and I'll let you come." GLaDOS quirked an eyebrow expectantly and Chell whimpered in response. There's nothing else to lose. Might as well enjoy it. Smirking, GLaDOS returned to her work, more fervent than ever before. As payment Chell whined, gasped, moaned, sighed, releasing all of her frustration and tension through her voice, louder and louder as she felt the pleasure build, rising and rising and rising until finally, finally—

"Aaahhhhhhhh!"

Her voice made the room echo as she came, as she writhed under GLaDOS's resilient mouth and fingertips, waves of gratification bursting through her so that she was hardly aware of her own existence. Again and again she cried out, overwhelmed with bliss, until at last the android pulled away with a final swipe of her tongue. Chell gasped for breath, afterglow sinking in as her muscles began to relax. She'd . . . needed that.

Meanwhile, GLaDOS had pulled back to sit at the edge of the bed. Her expression looked almost bored as she popped her fingers into her mouth, sucking the evidence of Chell's arousal from them. It would have humiliated Chell if the woman weren't so relaxed, barely moving after such a climax. "You know, you don't taste as horrible as I thought you would," GLaDOS said coolly, rubbing her index finger and thumb together. "I almost enjoyed myself."

Almost. Sure. Chell rolled her eyes, her voice stored away now that she was decidedly satisfied, but her internal commentary was softened a bit; it took too much energy to be annoyed. Instead she simply ignored the android, curling up on her side as if to fall asleep. To her surprise, GLaDOS crawled up to face her, looking ever disinterested as she pressed a kiss to Chell's lips.

"Almost," she said again, and she was almost smiling. "I'm sure you enjoyed the special effects. You have no idea how hard it is to make a human think it's dreaming; I had to create a special vapour to fill the room, just for you. See all the work I put into this? You don't even care, do you."

Chell pulled away sharply, eyes wide. What?

Bell-like, derisive laughter filled the room. "Relax. Or don't. Either way, you'll be falling asleep—really this time—in 3 . . . 2 . . . 1 . . ." Chell wanted to protest, but true to GLaDOS's word, her vision was beginning to fall away, the edges becoming even softer, the light dimming . . .

Chell awoke to what had to be reality.

Her bed sheets were crisp underneath her, every grain of wood in her half-rotten door perfectly visible. She could feel her lips when she pressed them together. This was real. And whatever had happened last night . . . wasn't. She had to believe that.

Despite having slept for quite a while, the woman was exhausted. A few more hours' rest won't hurt me. After checking the room quickly for the shining yellow eyes of a predator, Chell curled back to sleep, failing to notice the bruises on her neck and ignoring the faint taste of Aperture on her lips.