Author's Note: Yeah, naughty stuff aho! Pure ChellDOS ftw!

Enderman117 (Guest): Oh, and what kind of person would I be if I didn't abide by fanfiction cliches? XD

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15

Chell had tried to tell her.

It wasn't because GLaDOS was her enemy - well, HAD been, but she didn't know now anymore.

It wasn't because she was female. That was a stupid thought.

It wasn't because she didn't like what the AI was doing - though it still felt a little bit strange, she couldn't resist how good it was.

It was because she didn't want to be used in this way.

To GLaDOS, she was still just a test subject, nothing more and so was this. Or at least, that's what Chell got the gist of. But when the AI had kissed her, holy shit; it wasn't like kissing a human being at all. For one thing, she kissed like she'd been doing it her entire life, which was an impressive feat considering the fact she hadn't been in a human body for very long. Well, that was expected because she did retrieve knowledge and data faster than any normal human being ever could. Who knew what else she'd learned in her research?

The thought made Chell blush.

What else, indeed.

But then again, the real question remained in her mind: How far was this going to go? Even more, how far was she willing to let it go?

Truth be told, Chell wasn't inexperienced so much as she was simply "out of practice" in experiencing an intimate embrace. Could she really just let go and take what the AI was offering so long as it stayed as pleasant and wonderful like this? God, she didn't want those good feelings to stop. The part of her mind that wanted to surrender said 'damn to it all' and deal with whatever consequences came later. The sad part was that she felt like she wanted to. How pathetic...

Chell reached down and grabbed GLaDOS' side, causing the AI to stiffen and utter a sharp hiss. The reaction made the human frown up at her curiously. GLaDOS had her eyes closed briefly before she started blinking rapidly, attempting to look as though she hadn't uttered such a sound, but Chell had heard it and it sounded suspiciously like she had enjoyed it.

Hm. Could it be that black stripe I saw on her side? she thought, carefully sliding a hand beneath the turtleneck shirt and contacting the synthetic flesh of the machine. Her hands moved by memory and she brushed against the spot again. It was smooth, but slightly rough along the edges.

GLaDOS clenched her jaw and grunted sharply. "That..." she gasped breathlessly, "...shouldn't be happening."

Chell tilted her head with a small smile. "What shouldn't?" she asked, brushing the stripe again.

The AI let out a shudder in response. "My resistance to the euphoria... No, I sh-shouldn't be able to feel that." she whispered, shaking her head rapidly as if she tried to rebuke what was happening - though Chell still wasn't completely clear on it herself. "I don't know what you think you're doing to me, but that's not - " The rest was lost in a collection of unintelligible, synthetic chirps, clearly of content that the human hadn't heard before come from the supercomputer. A crazy part of her wanted to hear more.

GLaDOS still wasn't embarrassed by this? Well yeah; to her, it was just a test. She didn't see the strangeness in the fact that she was groping a human being in such a way. It wasn't strange because she didn't consider the effects of it. She wasn't human, of course.

Chell smiled somewhat and thumbed the stripe harder, drawing a startled gasp from the AI above her. "Stop that!" she cried, which sounded a fraction higher compared to her usual calm she exhibited minutes ago. "You are not following proper testing protocol by - ahh - agitating my sensors and - oh God - not obeying my express command! You're such a horrible monster! I hope you're a-aware of that. The Enrichment Center would like to remind you that I am - Stop touching that!"

Chell smirked up at her and didn't stop. If anything, this new revelation was amusing and interesting for her as well. She felt a buzz travel down from her naval to the spot in between her legs at the way GLaDOS' body shuddered, features twist and contort and the melodic moans that burst from her lips.

That did it.

Screw it, the human thought.

She stroked the stripe harder with one hand and held herself steady with the other on GLaDOS' thigh. It seemed that GLaDOS had stopped caring at this point whether or not she was in control of their "test" and simply writhed where she sat, quite vocally expressing how much she enjoyed what was happening with soft, delightful sounds of pleasure. And there was a smile that lit those lips. Not a cruel and malicious one suggesting she was up to no good, but one that came with feeling true pleasure.

- Oh, that's so good... -

GLaDOS could definitely agree with that. She hadn't felt euphoria like this in so long, it almost didn't matter that her chubby nutcase had turned the test around on her. It wasn't even a backfire if she was being honest. She had been done away with her resistance somehow and was experiencing the pleasure she had sorely been missing. Later, she would see why that had happened, but right now, she didn't care much for anything else. It was ironic that the one giving it to her was the same one who had killed her. Twice.

"How long has it been since you've felt like this?" Chell asked.

GLaDOS murmured with discontent. Why was she talking?

"How long?" Chell asked again as she thumbed the stripe harder.

"Too long." GLaDOS managed to get out.

The stroking continued then and that wonderful tickling sensation began to develop into a delicious buzz in her circuits with a pleasant haze that followed. Her internal components felt as if they were on fire, but were in no danger of overheating given the frantic manner in which her cooling fans worked to dispel the building intensity within. She didn't even realize that she had been touching Chell the entire time until the human let out soft, tormented whimpers that made her eyes open.

Chell's face was red, those lips parted and eyes partially closed. Her chest heaved in breathless gasps and GLaDOS looked down, realizing she had also been touching the human's "euphoric center". Oh. So THAT'S what that little thing did. It felt awfully wet. But then again, humans were wet creatures. She was surprised that she didn't find this as disgusting as she probably should have. Maybe it had something to do with the fact that it was quite difficult to say anything insulting while the human was - rather skillfully - satisfying her testing parameters.

Then, the human kissed her lips.

Her mind completely forgot the reasons as to why this was wrong when she felt that slimy appendage of a tongue brush the edges of her lips and her own rose to meet it, not of her own control. A wash of heat flowed through her in response to the gesture. It was like this body had a will of its own, but that didn't stop her from taking a handful of the test subject's hair with her free hand and moving her head back. Chell let out a small yelp and GLaDOS' mouth moved to her throat, feeling the frantic pulse within. She steadied herself against the human when she felt herself slowly starting to come undone.

Chell was in a similar state and she slipped an arm around GLaDOS' shoulders, holding her tightly.

GLaDOS' body was working in overdrive and for a split second, she feared a certain overload. The energy brimming to the surface finally overflowed and she reached her surge, unable to resist the soft, musical moan that escaped her lips. What came next was a synthesized trill before her artificial joints seized in Chell's embrace.

Chell followed soon after, letting out a near pained sound that GLaDOS could feel reverberate through her entire form.

O

For a machine, GLaDOS certainly sounded breathless.

When she was finished "catching her breath", the AI lifted her head that had somehow managed to fall onto Chell's shoulder and she stared down at the human. There was a peculiar way in which she looked at her; her features were smoothed out, strangely content, but her eyes were a little uncertain about what had just happened.

For Chell, she had felt a little twinge of self-consciousness sink in, but not as much as she thought it would be. It was the first time in so long that she felt satisfied and relaxed that she almost forgot where the source of such feelings had come from. Well, she didn't really forget exactly, she just didn't care right now.

It took a moment before GLaDOS spoke and her vocals were back to that professional calm once more, though there was just the faintest hint of a strain. "That concludes the Mandatory Aperture Science Testing Initiative..." she murmured, straightening and releasing her hold on the human, "Although what sort of test, I have yet to - "

Chell interrupted with a small laugh and the AI looked at her with a rather displeased frown.

"Laughing is not something I would have expected a human to do after what had just transpired."

"I'm not laughing at you."

"Who else is here for you to laugh at?"

Chell certainly didn't want to ruin the soft air settling between them, so she shook her head rapidly. Then, a small smile lit her lips. "Did you...like that?"

GLaDOS relaxed a little when the question was asked. "Did I like what you did to me?" she repeated.

Chell nodded.

GLaDOS stood up from the bed and went to work preening herself back into a more proper condition. She made a thoughtful sound and the corner of her lip pricked up somewhat. "Fora chubby simian nutcase with thick, clumsy fingers, you've managed a rather okay performance and have activated and satisfied my euphoric parameters," she answered, her voice rather shaken a little even still, "though not in accordance with proper testing protocol. I believe I mentioned it before, but at always, you refuse to listen."

Then, the AI leaned forward, bending so that her nose was inches from Chell's face. A smirk lit her lips. "I will get you back for that."

Her voice was like thunder and smoke, one that made Chell's eyes widen and a flowing heat fill her nether regions at such a dark promise. GLaDOS chuckled softly and sauntered from the room, leaving her test subject alone. She stopped only briefly down the hallway and looked to her left. It looked empty, but she knew otherwise.

"Did you enjoy the view, moron?" GLaDOS called.

She didn't wait for a response and simply walked back to her chamber. It took a while before Wheatley's head appeared from around the corner. He watched GLaDOS' departing form hopelessly before casting his gaze toward the human's room. He thought to go in and ask about what it was that had happened and why she allowed it to happen. Of course he knew what it was; humans had done these things to themselves all the time, but it never looked too pleasant as far as he could tell. They always sweat all over themselves, sounded like they were hurt and rolled everywhere.

I'm not a moron...

Wheatley wasn't the only one perplexed by what had happened. GLaDOS' actions had finally caught up with her and she felt ashamed for allowing the human to do it. But the voice in her head assured her that it was okay to enjoy it and it had been a first in so long.

- It doesn't make you weak, you know. It's a part of you. -

GLaDOS watched her little killers inside their containment as they chirped and flapped their stubby digits that would soon grow into enormous, vast wings.

She HAD enjoyed it and that was the worst part. Could the human exploit that to her benefit?

- I don't think that came to mind. Not EVERYONE is out to get you. Relax. -

Relax? How could she possibly relax when -

- That's over now. We're free from them all. She's just as alone as you are... -

SHE had known of GLaDOS' fears. Of course she did. She lived inside of her.

GLaDOS had performed the test and received mixed results in the process. Those results and data told her that the test subject had achieved activating her testing euphoria in ways that hadn't been activated in a long time, in a manner most unexpected. She hated herself for yearning for that feeling again. Hm. But not that much. Euphoria was something she sorely missed without confessing it.

Perhaps testing repetition would yield much clearer results.

Meanwhile, Wheatley rushed into the employee lounge where he found Rick and the other two cores.

"You guys are NOT going to believe it!" he gasped.

Rick had been in the middle of playing cards with Fact Core and snorted, throwing his cards down onto the table. "You're telling me!" he snapped, missing what Wheatley was really interested in talking about. "I'm losing to this pompous idiot!"

"Fact: Rats cannot throw up." Fact Core said.

Rick rolled his optic. "Wonderful. Just wonderful."

"No, not that!" Wheatley snapped, pulling up a chair and sitting between them. "Not that at all. I found that right maniac and our own human engaging in..." He trailed off, rather awkward this time, struggling to finish his sentence. "...activities."

Rick looked interested. "Really? What kind of activities?"

Wheatley scratched the side of his cheek sheepishly before stiffly making a few gestures with his hands - two pieces coming together. Rick began to add two-and-two together before his optic widened somewhat. Then, he shrugged and started gathering his cards.

"So they're doing the Horizontal Mattress Mash?" he asked.

Wheatley stared at him in horrified disbelief. "Not in front of Space, mate!"

He gestured to the orange-eyed core in the corner of the room. Space Core seemed to be completely oblivious to the raunchy discussion and chose to lay on his side, doodling on a piece of paper with a pencil in his spindly hands. He hummed a happy tune to himself about space and stars and only looked up briefly to proudly show his picture to the others before resuming his work. Rick sighed and folded the cards back up, glancing sidelong at Wheatley only for a moment.

"Who cares what they're doing?" he asked, "If they gotta get a little adventurous to blow off some steam, then by all means, have at it."

"That's not weird to you at all," Wheatley exclaimed, "what they're doing?"

"Not my business." Rick answered dismissively. "A fella never judges a lady about matters in the bedroom, you know. Hell, I've got me a few black belts myself, so I know how this works."

Wheatley couldn't believe how calm Rick was being about it. It was GLaDOS! How could anyone simply turn a blind eye about that?

"So long as the pretty lady's cool with it, then just let it go, bro."

Let it go? Wheatley couldn't just do that. After what SHE had done to Chell and what she had done to him... How could the human just fall into her arms like that? It didn't make any sense to him at all. Maybe he had been definitely right and she had brain damage. Or maybe it was because she was lonely. Humans seemed to latch onto things when that happened. But really, how could she be? Oh yeah. Right. There weren't other humans around for her to vent her..."frustrations" on. Whatever it was, he didn't get it.

She's bloody mad, that's what.

He could do that stuff, couldn't he? Of course he could. He'd proven he was capable of running this facility just as good as SHE - Oh no, wait a minute...

What did she have that he didn't anyway?

Wheatley left the room in an irritated, mildly bitter manner.

It wasn't fair.

O

The birds slept peacefully in their chamber.

GLaDOS dimmed the lights in her chamber to keep them calm before she entered Sleep Mode as well.

[Sleep Mode initiated...]

[Memory File Corrupted]

[Accessing…]

[Date: 199-]

GLaDOS' massive chassis turned when she noticed someone entering her chamber.

Well, it was more like running really.

A human of teenage status in an orange jumpsuit was running rampant into her chamber and hiding behind a tower of Weighted Cubes. GLaDOS turned and a claw reached out, pushing the cubes aside and revealing the human hunched tightly into the wall like a terrified rat.

"What are you doing here again?" the AI questioned.

"Hiding!" the girl snapped, "Those stupid scientists want me to test. I don't want to."

"Testing is a part of proper procedure here in Aperture. You MUST go."

"No!" the girl cried. "You can't make me!"

GLaDOS tilted her core and a claw reached out from the ceiling, plucking the human off of the floor with ease. She showed no level of fear, which was a rarity among test subjects in Aperture. "Oh. I can't?" she threatened. "I can make you do whatever it is that I please."

"No, you can't." the girl stuck her tongue out at her.

"Stop that. What if your face froze like that?"

"I'd still look better than you!"

GLaDOS sighed and set her down. A small chuckle rumbled from her chassis. "You are a tenacious one. Be careful." she advised, "They know how to deal with tenacity."

The girl puffed up her chest with pride. "Then I'll take them all out!"

"I'm sure you will. Perhaps for the both of us then."

"Maybe."

[Error]

[Error]

She didn't remember her. But the face on her testing record seemed unnaturally familiar, as if she should have. But when the test subject opened her mouth, no sound came out. Nothing. Not a single word. GLaDOS wanted to hear it. She felt as if she knew this human from some place in time.

[Error]

"Speak, damn you!"

The voice belonged to a whisper in her mind that wasn't her own.

[Error]

[Error]

"Their minds have to be wiped. We can't afford to have them scheming against us."

"Why don't we just kill her?"

"She could be useful, that's why."

Those voices...

The men in labcoats. No faces. Just pale white nothing...

"Why did they bond so well?"

"Don't you know? They have common interests. They both hate us."

[Memory File Corrupted]

[End Sleep Mode]

GLaDOS' eyes fluttered open. Her internal clock read 0200. It was two in the morning and she was scheduled to perform more tests.

But those could wait for a moment.

She disengaged herself from her cables and walked to Chell's room where she found the test subject sound asleep in her bed. GLaDOS tilted her head thoughtfully as she studied the slumbering meat puppet. She looked like a chubby polar bear at rest after eating a fresh meal.

She let out a long-suffering sigh. She wished Chell would remember their supposed past. If the human realized that she was actually "friends" with her, then perhaps that would alleviate any possible thoughts of murder on her person. Maybe even make her much more loyal. Well, after the testing they had engaged in, she would have hoped that she'd behave as such. After all, sexual release seemed to help in that area quite easily from what she had witnessed from humans.

"Why can't you remember the way I can?" she sighed. "This would be so much easier then."

Of course, the human didn't respond, but GLaDOS didn't see her eyes open.

"You think it's funny to toy with me, don't you?" the AI growled, not realizing Chell could hear her. "You all do..."

Chell wanted to tell her that wasn't it, but she was afraid of interrupting her. It felt like she was hearing something she wasn't supposed to hear.

"Heh. You're not too bad for a primate though." GLaDOS chuckled. "You've helped kill those Black Mesa fools for me, so we have that on your record. And you've activated my euphoric parameters in a way that hasn't been done in years. You have a LOT of empty space in the commendations section, so there is always room for improvement."

Chell rolled her eyes with a smile.

"I just don't understand what else you could possibly want from me..."

That made her heart still. The way GLaDOS had said it made her sound ultimately frustrated, but in a confused and helpless manner.

"Why did you stay?"

Even if she wanted to, she couldn't find an answer.

Or maybe she did and she was just afraid to admit it to the AI.

And to herself.