While everything in the first chapter was decidedly keeping to cannon, I've obviously decided to stray from that in this next one.

Also, sorry for the delay. I actually wrote this chapter, but after reading it I absolutely hated it and deleted everything to begin again from the start. And also… doing college finals.

I'm really happy to see everybody enjoying this so far, and if you want to add your thoughts on what you want to have happen don't be afraid to send me a message or leave a review. I'm open minded.

Contains: Erotica, nude imagery, futa, corruption, tentacles, anal, oral, non-con

Gaze Not Into the T-Abyss: Chapter 2

It was always busy at the B.S.A.A. headquarters, but right now it seemed like something had awoken the hive. Everyone was either talking loudly, trying to get somewhere, or doing both at the same time. Not a single person wore a happy face.

Yet there was one man who seemed oddly calm compared to the rest. Clive R. O'Brian sat still at his desk, his expression completely stoic even though everything was going completely wrong. A hot mug of steaming coffee sat untouched next the picture of him and his old partner, now the head of the Federal Bioterrosim Commission, Morgan Landsdale. He had such serious angular facial features that, cobbled together with his sharp beard, made him look quite villainous. Compare Morgan landsdale that to him and one wouldn't be able to see how they could have once been friends. O'Brian was slightly chubby, never brushed his frizzy brown hair, and spent all his time reading detective stories in his off time.

O'Brian sighed and leaned back in his chair.

He closed his eyes, trying to let his nerves settle. Although he always tried to seem composed, these latest events had him on edge. Hopefully he didn't make the wrong choice when he started this little conspiracy.

Suddenly, his computer screen lit up, beeping loudly. O'Brian immediately sat back up, reading the message alert that had just come through. Apparently the info that Quint and Keith had gathered up there in all that snow had finally made back it to him. Who knows what kind of secrets this held - maybe even a game changer.

"Finally, some good news," he commented gruffly, using his tie to dab away the sweat gathered on his brow.

There was a lot of information here, all of it pertaining to the terrorist organization Veltro, and the virus known as T-Abyss they used on the city Terragrigia. Clicking on the mouse, he popped open some windows regarding some of the known mutations that specimens had undertaken. Apparently many of the Veltro agents, after being double-crossed by Morgan, turned into those enormous blob like hulks of flesh that had washed up on shore a week ago. What was even more strange, was that all record specimen mutations thereafter had completely different results.

Both on board the ships Queen Zenobia and Queen Semiramis the virus had changed the victim according to their biological sex. Male subjects turned into slimy tumor laden creatures labeled as Ooze monsters, with leech like sucker tongues they used to extract the moisture from of their victims. Meanwhile, all known female test subjects developed into creatures known as Sea Creepers, aquatic monsters with insect like carapaces that liked to grab ahold and drown any victim they could get their grips on.

"Huh, that's pretty interesting," said O'Brian, scratching his chin. "A virus that mutates based on gender. That's rare. Usually they're pretty non-discriminate."

Immediately upon reading that information though he closed the windows and began browsing the other files sent. He needed something much more substantial than monsters. In order to defeat Morgan he needed to find hard info connecting him to Veltro.

He needed to find his ace in the hole.

The first thing Jill could hear as her eyes fluttered open was the sound lapping water, like waves against a sandy shore. It reminded her of when she was a little girl, playing on the beach, and for a moment she forgot where she was. Then she heard someone humming, and while at first she thought it sounded comforting, just like her mother used to do for her, the memories of who it belonged to came flooding back.

"Rachel!" she screamed, her aquamarine eyes snapping opening in a panic.

A familiar sight met her gaze. Before her was the massive pool located above the grand hall of the ship Queen Zenobia, the contaminated red water washing up just inches away from her bare toes. Jill herself was laying back against a surface that felt soft and squishy, which, just by looking around the room, was probably one of the massive piles of gross barnacles she saw surrounding and spilling into the pool's water. Some of it even scaled the sides of the large diving board located off to her right, and every once in a while the disgusting mass would make nauseating squelching noises as if they were growing in size, which they probably were.

Jill's eyes darted around, searching for the source of the humming, but due to the way acoustics bounced off the walls it sounded like Rachel's eerie voice was coming from every direction at once. That was beside the matter though. Rachel being around was bad news. She needed to get as far away from here as possible.

With a grunt Jill tried pushing herself up..

Some kind of pressure around her stomach held her down.

That's when Jill realized where Rachel's humming was coming from as she finally noticed the blood chilling fractured arm wrapped around her waist. She didn't need to turn around to know that Rachel was there - or learn that what she thought was a bed of soft barnacles was actually the tender flesh of the monster she had become. When she felt the coolness of her tongue touch her neck and then loudly slurp upward that confirmed it.

Jill gulped, wondering how she got into this particular situation, and tried recalling what her last memory was before she woke up here.

Faintly, she remembered needing to find the key to the lift to the bilge. The journey took her searching around near the bridge section of the ship. Raymond had told her and Parker that Rachel was the last person to have had it, so she needed to find her. Jill thought back to when she saw a woman being assaulted by a pack of Ooze monsters she had previously presumed dead and put the pieces together, but Parker stayed behind to try and fix some of the considerable damaged wiring he noticed while scrutinizing the lift's controls. After all, what good was a key if the lift itself was useless?

"Jill, have you found her yet?" came the voice of Parker over Jill's communicator.

"Not yet. Looks like her body has been moved," she responded back, looking at the puddle of dried up blood where she last saw Rachel's body slumped against the wall. "Some monsters probably made off with it."

"Yeah, that is a pretty safe bet. Better get searching then," said Parker, before the feed cut off.

Jill let her finger off the comm button as she kneeled down to look more meticulous over the blood stains. Strangely enough, she noticed that there was no trail of blood, telegraphing that the body had not been dragged away. It was like the body had just gotten up and moved by itself. Was Rachel actually alive? Did Jill make a mistake?

Then she heard it.

A sound like water dripping, and then an ominous droning humm coming from behind. It still sounded vaguely human, which caught Jill off guard before she snapped around and readied her M92F, only for a claw come down to swipe it right out of her hand, sending it careening to the floor with a clatter.

"Ah! Son of a bi-!"

Mid sentence - as she was clutching her cut open palm - another arm, split down the middle with two hands, wrung itself around her slim neck and slammed her against the glass window pane behind her. Jill struggled, kicking and gasping, grasping at the malformed fingers around her neck as the air was choked out of her. All she could see as her vision started to dim was the smiling face of a massive, mutated blond woman whose hair had converted into a mass of flesh on her head that made it impossible to see her eyes. Her pale white had transparent black veins crawling underneath her torn up wet suit which barely did its job of concealing the wearer's shame.

Perhaps in vain, Jill tried reaching for the knife she had strapped to her leg, but despite how she strained herself she just couldn't reach it. The monster seemed to find that amusing, giggling gleefully at her attempt.

"Found you…" chuckled Rachel, holding Jill further upward till her feet dangled uselessly off the ground.

After several seconds pounding her fists against the arm that held her, Jill's eyes began to close as everything darkened. Oh, she did try her best to stay awake, because she was certain that if she closed them she'd never open them again. All in vain though, as unconsciousness took her anyway.

That's why it came as such a surprise to her when she woke up, with Rachel cradling the B.S.A.A's agent head between her breasts. Finger tips traced themselves along Jill's jawline as Rachel inspected it , being careful not to apply too much pressure or else she'd cut into those delicate features.

Rachel couldn't understand why she was so fascinated with this captive woman, only that she was, and that she didn't want her to die - so once she had her Rachel took Jill's unconscious body all the way up to where she could be alone; just the two of them. It took a while clearing out all the other creatures in the area, but it was well worth it. Enough of Rachel's humanity remained though that she recognized weapons and radio equipment, so she tore Jill's knife strap and gun bag away before slumping Jill's body over her shoulder, leaving several jagged holes in Jill's aqua blue suit.

"R-Rachel?" stuttered Jill, hoping that she could reach the human that she used to be. "You gotta let me go, Rachel. Your partner's out there, looking for you." Maybe if she kept repeating the woman's name it would remind her of her humanity. At least, that's what she was counting on. All she knew was that she wasn't dead yet for a reason, and maybe that was because Rachel didn't want her. Whatever her intentions were it clearly wasn't to kill her.

Rachel's finger stopped, and Jill thought that maybe she was right. Then she noticed a shift of weight behind her as Rachel head leaned in. Curious, Jill turned her head to get a look only to see Rachel's face mere centimeters away from her own. This close, Jill could see all the damage the T-Abyss virus had done to her. The skin of her face was pale and clammy like a ghost, with old blood staining the area around her mouth and nose creating an eerie marble effect. Her hair wobbled with every slight movement, gleaming with the disgusting slime that Ooze creatures were always covered with - but before Jill realized what was happening, Rachel's warm, moist, blood covered lips were pressed again her own.

The mutated women pulled Jill's comparatively small figure against her own and held her there. Blinking, Jill was completely caught off guard. Needless to say she didn't expect this turn of events; but realization struck her as her eyes opened up wide in pure terror. With muffled yells, she tried pushing herself away from Rachel's embrace as hard as she could, placing her palms on her shoulders and shoving hard. What Jill remembered was that Rachel wasa carrier, so too much contact, especially when fluids are swapped, meant she could get infected - but no matter how much strength Jill mustered up against Rachel, she just couldn't pry herself away. Rachel's grip was like a steel vice; completely unrelenting. Eventually though it seemed that Rachel had had tired enough and broke herself away from the kiss, leaving dribble of slime down Jill's chin from where they were locked together.

"Rachel, stop!" demanded Jill, wiping away the putrid slime as she stared at her in what could be construed as stern. Rachel, in turn, looked back at Jill with a smile on her face, tilting her head as if she heard Jill and understood. "G-good, thanks for stopping. Now… let me go. I'm certain there's a vaccine around here, Rachel. We can still cure you. All you have to do is let me go…"

Inside of Rachel's mind swirled a cascade of opposing thoughts. Somewhere, still, was the mind of the person Rachel used to be; the one that wanted to be normal again - but it was almost immediately drowned out by the overwhelming wants of the virus, and some desires that were more… primal.

"You are mine," said Rachel lovingly, rubbing the back of her less grotesque hand against Jill's beautifully delicate cheeks. "I will have you. Don't worry though. You'll stop trying to resist eventually."

Something stiff was prodding against the crevice of Jill's rear, hinting at Rachel's intentions.. After such a response from her captor Jill threw away any semblance of trying to remain calm and began to yell and scream, kicking her feet around as she struggled to break free. All of the ooze covering Rachel's body though made it impossible for her to get a good hold, and everytime she managed to grab ahold of something her grasp immediately slipped.

The arm surrounded Jill's waistband began to shift upwards through all the struggling, running itself over her athletic waist. Rachel could tell just by the way it felt that there was a good reason why this woman had managed to survive for so long. One of the voices in her head told her that was a good trait for what she had planned for her, and she agreed with it. Instinctually, both of Rachel's palms drifted to Jill's chest were they filled themselves with the flesh of her two supple mounds. It was only through the suit though, so it wasn't direct contact, but the grope still made Jill give a startling cry. All of her struggling stopped for a split second as she tried to wrap her head around this awkward predicament.

Seizing this opportunity, Rachel squeezed her finger tightly to elicit more cute whimpers from the woman while she pressed her nose against that tied up chestnut pony tail, and take in a deep breath of Jill's scent.

"Smells delicious," sighed Rachel.

The her voice sounded, combined with their meaning, sent cold shivers down Jill's spine.

"P-please, Rachel. I beg of you…" she implored, still hoping for mercy.

In response, Rachel hands gripped the fabric of Jill's wet suit and tore it open wide, snapping the zipper up with the sheer force. It clanged against the other side of the pool and plopped in the water.

Withwetsuit split straight down the middle, a fissure was created that continued to tear downward past Jill's belly button and dipped down between Jill's thighs, exposing her body's ripe treasures. Her boobs spilled out, bouncing jauntily before coming settling to rest, and with a shocked cry Jill immediately went to cover herself with her hands, trying in vain to simultaneous hide both of her nipples and her puffy vulva.

Her face blushed furiously.

"Th-this isn't normal behavior for a B.O.W.," stuttered out Jill.

Cackling ecstatically, Rachel couldn't help but find the way this woman still felt the need to hide her modesty, despite the fact that only the two of them were around, pretty adorable. Still, she couldn't have Jill hiding her goods. Using her razor sharp claws Rachel began to slice open the suit with quick surgical strikes, allowing her to more easily tear off pieces and scraps from around Jill's arms and legs. All that time Jill put up her best scuffle while her face was the shade of an ripe cherry. She attempted to cover several tears only for more to be created. Soon there was nothing left but shreds of her wetsuit littering the floor around them. Some floated atop of the pool water after they drifted there.

Jill felt tears burning down her cheeks as Rachel's hands straddled her waistline, twisting her around in the large mutant woman's lap.

"Don't hide," whispered Rachel comfortingly, as she gently pried Jill's hands away from herself. "Play… with me."

Gulping nervously, Jill only now just noticed that Rachel was just as bare as she was. The remainder of Rachel's suit must have ripped off after she went through another growth spurt, because she was now at least another several inches bigger since she saw her on the ship's bridge, and her boobs were literally the size and shape of watermelons, with two large dark disc shaped teats pointed atop of them. Looking down revealed what Jill felt prodding her back earlier too, as Rachel had either grown, or apparently always had, a thick oozing dick with a set of fat tennis sized balls underneath it. Sandwiched right between both of their stomachs, Rachel's penis was easily the size of a log with many hard nubs lining up around the head, which gave it an otherworldly alien look to it as it twitched against her navel.

Flushed face, and just moments away from balling her eyes half heartedly tried to push away again, but it was as if Rachel body was covered in vaseline, inch by square inch with the slime that came out of her pores. All Jill managed to do was fall forward clumsily and get another kissing session as Rachel locked herself in.

Jill's body was shaking, both from fear and the strange and unusual taste that Rachel left in her mouth. Unlike the smell it wasn't putrid, but it wasn't good either. It was just strange and she had no other way to describe it, like licking a penny. After several seconds of locked lips though Rachel started to crave even more, driven on by her craving for bodily fluids; so she began to prod the tip of her tongue against Jill's mouth, wrenching it open to invade her every crevice. Jill's eye opened wide in alarm. She had never felt so violated in her entire life. It was tempting to just bite down and try to run away as Rachel reeled, but if saliva swapping was likely to contract the virus, she hated to think about her likelihood if she accidentally drank some of Rachel's blood, which was was far more of a biohazard. So in the meantime she was left with no choice but to go limp and just accept as Rachel's tongue ran itself over her teeth and tangled itself with her own mouth organ. Rather than continue to look into the horrifying face of the monster molesting her, Jill shut her eyes, preferring to just pretend this wasn't happening at all.

Jill's entire front and back were glistening with the globs of gunk that had rubbed off onto her body. It tingled everywhere it covered - almost like a bad itch. With Jill's senses otherwise overwhelmed at the moment, she didn't even notice as the tentacle wrapped around Rachel's leg begin to unwind itself and slink to the ground like a serpent, arching itself and hovering upward toward her posterior. It swayed back and forth as it creeped ever closer to the captured agent's rear entrance.

While Rachel's hands slowly started to slide down onto Jill's ass cheeks, a sound like a wet gurgled sounded out from her throat. Jill opened an eye for just a peek in order to see what the noise was about, and to her horror she saw the contour of Rachel's neck bulging outward and expanded. Something was crawling out of Rachel's windpipe very forcefully - and before she had time to react, an enormous shrieking mass erupted out and forced its way through Rachel's lipsand into her own. Her scream was muffled entirely by the spongy texture of the leach stuffing her cheeks and expanding the confines of her throat. With the menagerie of movement and glistening body parts rubbing together, the pool area was filled with a cacophony of loud wet squelching and Rachel's inhuman pleasure filled moans.

As for Rachel, well, she was in a pure utter state of bliss. Her secondary mouth was drinking in as much of Jill's sweet moisture as possible to sat her unquenchable thirst, while her hands were busy massaging and squeezing those supple ass cheeks, eventually spreading them apart to allow easier access for her patiently waiting tentacle. The tip of it dipped forward and prodded Jill's tight pucker with its warm spongy mass, eliciting yelp from the woman in Rachel's grasp. As eager as she was to simply plunge it in, she decided to lubricate the entrance somewhat by drawing little lazy circles of slime around the pin sized hole. Testing the water, figuratively, Rachel plunged her index finger inside and spread the lubricant inside of the anus ring, stretching and working the supple flesh to see just elastic she could get it. Rachel managed to fit an entire knuckle in, and Jill's body responded by squeezing her finger, bring a nice warm gooey feeling to Rachel's monstrous heart..

Knowing it was time, Rachel pull her finger back out with a satisfyingly wet *schlk* before her tentacle went up and pressed itself hard up against the entrance. It bulged for a moment before exerting enough pressure and popping itself on it, causing Jill's back to arch and her eyes to roll back so hard that only her whites could be seen. All she could do was elicit a few guttural gurgles and twitch every now again while her back door was stretched. She could feel the slithery mass snaking its way up her intestinal tract, polluting her body with its unnatural viral taint and coating her walls like a layer of paint. Deeper and deeper the prehensile limb went, radiating its own sort of warmth that made it feel like like an alien was crawling up inside of her stomach.

From the outside it was possible to see diagram of the tentacle distending the overlay of Jill's tummy as it coiled and corted visibly for Rachel to see. Every movement and erant twitch of it sent shockwaves through her body as if she were a puppet with a very perverse owner.

Unable to stop herself even if she wanted to, which she didn't, Rachel began to slide the length of the tentacle in and out in a slow yet steady rhythm. It wasn't nearly as good pounding her into the ground with her cock, but it was a nice start - and she'd get to that other part soon enough. The slime coalescing around her back door was turning into a nice bubbly froth as the tempo picked up, and Jill's body, whether it was unwittingly or not, started to rock back and forth with it, sliding her body across Rachel's with every motion.

Even through the leach filled kiss it was possible to see the edges of Rachel's mouth curl up in a smile. Her fun was far from over, and she had so many plans for this woman.

As Jill's pupils managed to roll back to the front Rachel could see the faint shift of her cool blue eyes turning to scarlet at the edges of the irises.

"Jill, where are you?!"

Parker yelled as loud as he could as he sprinted down the hallway, killing every Ooze or variant of it that came across his path. His shotgun rang like thunder as it blew a hole straight through an Ooze's stomach and displayed the guts on the opposing wall. Immediately it slunk down to the floor and melted into a puddle of unrecognizable bloody mush.

According to where he last heard from Jill she should be around the medical ward, but she hadn't responded back for hours now. He didn't want to assume the worse but it was becoming hard not to.

"Jill! Jill! Are you in here?!" exclaimed Parker as he kicked in the room's door.

He readied his gun in an empty room, but by the way the desk was overturned and the curtains were shredded all over the ground he could tell that something had happened here. Pressing forward cautiously he checked every corner and crevice, making sure there was nothing waiting to jump out - and as he crossed the room something bumped up against his foot, causing him to look down.

What he saw made him suck in his teeth.

Jill's radio laid there before him, half rushed by a heavy footfall, which explained why he hadn't heard back from Jill. Yet, when he looked around he could see no sign of Jill's body.

"Wherever you are Jill I hope you're safe, or at least putting up one hell of a fight," said Parker, shaking his head sadly. For now, he was was on his own; as was his partner.

For a brief moment Parker shut his eyes and breathed in slowly, allowing himself to think and collect himself, and when he opened them again they were filled with a fiery determination. After cocking his gun he muttered a promise under his breath.

They were in this together, and partners didn't leave partners to die.

(To be continued…)

Sorry that the chapter ended so abruptly, but I didn't want to leave any people following this to wait too long without an update so I'm giving you this. Anyway, I'm think of transforming Jill in the next chapter, probably into a special Sea Creeper the same way Rachel became a special Ooze monster. If you don't like idea or want something else I'd love to hear your thoughts.