I was concerned that Jax would have some difficulty remaining quiet during the process of filling our Cores. Employing mostly Lesser Gems was really my only option due to the continued trial of being bound head to toe and only able to use my tongue during the whole of it. And they were proportionately stronger than the Minors. However, Jax was becoming a seasoned veteran when it came to that sort of thing, and though her eyes were fixed on me with naked longing written large across her face, she held fast.

And when she dropped off into torpor, I was once again left alone with my thoughts. After so long being with near constant companionship, it was starting to feel unnatural. And that was not something that I had ever expected to experience. I had always been such a loner before. All through school, I felt awkward in social circles and maintained few friendships. But what friends I had, I was quite protective of.

Maybe that was why I was becoming so attached to my new comrades. Here I was, constantly subjected to terrifying life and death situations, with no one to rely on save Sherr Hess and Jax. It was no wonder I felt weird about being left on my own. I needed them. They had become a part of me.

Or it could have been the sex. That was a distinct possibility.

Well, here we are again. Just me, the beetles, and the Lady to talk to.

“How are you this evening, Lady Bline?” I whispered into the cool night air.

She declined to respond, of course. Not that I had expected her to. Not for the first time, I wondered what the Goddess thought about the constant struggles of the kinds. Day after day, listening to people pleading for new skills, wanting to hear their stats, and etc. It had to be tedious as hell. That was probably why she liked to come up with all of those ridiculous skill names.

I chuckled at the direction my thoughts had taken and gave myself a mental shake.

Alright, that’s enough of that. I had things to do, after all. Show me my stat screen, please.

Name: Donum

Clan: None

Race: Human

Sign: Marked by the Watcher

Class: Lilim Trainer

Core Layer: 8F

Strength: 5

Agility: 5

Toughness: 10

Intelligence: 10

Wisdom: 11

Charisma: 10

Manic Force: 9

Manic Breadth: 11

Lilim Slots: 1 (filled)

Jax: Loyalty: 95% Gain: [Donum <— 50|50 —> Jax]

4 Stat Points available.

1 Skill Point available.

Quickly, I scanned for changes. Everything looked pretty much as I had expected. All four of my main attributes had crossed over into the double digits, which meant…

Congratulations!

You have achieved [High Novice: Toughness]

You have little to fear from unskilled, blunt attacks. Stamina and Life Energy pools have improved.

You have achieved [High Novice: Charisma]

You have become quite attractive for a mortal. Your Words are more convincing.

Mmmhmm… Just as I anticipated. From what I was reading, my increased Toughness meant that I should be able to take a punch with a fair degree of aplomb, and I could always get behind having more Life and Stamina. However, what really caught my attention was under Charisma.

To say nothing of the fact that I was attractive for a mortal, which was plenty, the second sentence was what was throwing me. My Words were more convincing? I mean… I got that Charisma should make a person… you know… more charismatic. More able to attract people’s attention through speech and manner. But why… and how would it make my Words more convincing?

Was it implying that my spells were more powerful? No, that did not make any sense. If that were the case, why not just say so directly?

Maybe it was suggesting that I was somehow using the Words to convince… something… to allow my spells to happen. But that did not track, either. All I had ever needed to cast them was to successfully say them out loud.

I felt… I felt as if I had just been given a clue as to the underlying mechanics behind things, but it was a piece of a puzzle that had not even known I was trying to solve.

Hmm… Must remember to ask Hess about this.

I sighed. This was becoming a pattern. Almost every time that I got a message from the Lady, I was left with more questions than answers. For that matter, my getting frustrated about it was hitting right on cue. There really needed to be a manual for this place. Too much stuff kept flying at my face with no real explanation, and every time, I had to just shrug and keep going.

I felt like some Neanderthal, sitting on a rock, wondering why it was that little bubbles were coming out of the pot of water I had put on the fire.

Ah, whatever. Much like with nature, it was not strictly necessary to understand what was happening in order to use it. I just needed to keep asking questions and seeking answers. Eventually, I would figure something out. I hoped.

So. On the subject of shrugging and soldiering on, I needed to distribute my stat points, but of the four I usually picked, I could only improve two of them. Believe it or not, I had actually been planning on getting my Charisma to ten and then leaving it there. In the beginning, anyway. I did not want to come off as too vain, after all. However, since Hess had hinted that the attribute might be important to my class, and with this most recent message…

My Words are more convincing… That intrigued me. Quite a lot, actually. And, maybe if I kept down this path, I might get another clue. So, Charisma got the first point.

But where to invest the second? It was something of a toss up. Both Wisdom and Intelligence were supposed to be important for my spell casting in some way. And Toughness… well, that went without saying. I needed a game plan here.

My first inclination was to keep them all at roughly the same level, but these notices I had been getting lately had me quite interested. What new messages might I get if I kept pushing? I had no idea, but there was only one way to find out.

Hess had said that there was a new tier every ten levels, so that meant that I needed to shoot for twenty. Getting even one attribute that far was going to cost me twenty points, and all four would be eighty. I grimaced. That would take me twenty Core Layers.

I shook my head. To heck with that.

Far better to focus. Then at least, I could get half of them within ten Layers.

What to pick then? Go all in as a spell caster or go for that bigger Life pool. Technically, with my skills, I should not need to worry too much about getting attacked, so Toughness was not as necessary as it would have been otherwise. But… did I really think it was a good idea to go glass cannon?

No. I did not. Not even a little. Worse, I did not even have a cannon. I was a support mage.

On the other hand… Jax was my warrior. It was her job to keep me from harm. And it could be argued that going that way would be akin to calling no confidence in her abilities.

Then again… I was currently hanging from the ceiling. So…

I hemmed and hawed about it for a while, ultimately deciding that there was no perfect answer. And so, I just put the point into Wisdom. It was the highest, after all. And maybe if I had more of it, I would know what to do in these sorts of situations. That was my rationale, anyway. It was a little bullshit, but… whatever. Eventually, anything I picked was going to have a tinge of that.

It was unavoidable. It was my destiny.

Hehe… ah… you doofus.

As far as skill picks… well. Here I was again, the world at my feet but very specific problems to solve. I had the venom pretty much sorted already. The only thing the beetles had left was that goop they spat out and their protective shells. If we were going to get out of this mess, we would need to be able to deal with both. The question was, could I do that with a single skill pick?

I was not sure. But one thing I did know was that we were not going anywhere unless we could break out of these cocoons.

My first thought was to get something straightforward like a Strength buff. If Jax could muscle her way out of her bindings, then perhaps she would be more able to pierce the beetles’ carapaces. But, the Lady was quick to remind me that I could not purchase skills like that in the Foundation Layers. I had no clue as to why. It seemed rather arbitrary, but rules were rules.

I could always go with the old standby, fire. It was… kind of cliche for a power pick. But it was cliche for a reason. The stuff worked. And after a moment of wrangling, I had a decent pick lined up.

Enkindled Arms

Enhances your allies’ natural or equipped armaments with burning flames while spell is maintained. Effect is harmless to the recipient. Heat generated and endurance required improve with skill level.

I nodded. Not bad. Not bad at all. And honestly, I was looking forward to getting a spell that could do some damage, even if it was indirectly.

But… it just did not feel right. Most everything I had was built around the idea of maintaining the tactical advantage of being unseen. Stealth, in a word. So, getting a spell that would light up our weapons like a beacon would be idiotic.

Fire was out. So then, what could I get to replace it?

One by one, I went through what options I could think of. RPG’s were full of different elemental spells, all based around the idea of wielding the power of nature against your foes. But every idea I came to that would be effective against webs would also give off light. That is, until I hit on the idea of using acids.

Unfortunately, I was not at all sure what to ask for. Acids were quite notorious for their ability to dissolve things, but I knew that bases were a thing, also. And I knew that some were more effective than others. But the hows and whys of it were lost to the sands of time — a forgotten thing from some old textbook back in high school.

Really, the only kind of acid that I could remember as being fairly bad news was stomach acid, and I was about try that when I suddenly had a flash of inspiration.

And surprisingly, She let me get away with it.

Some time later, I was leisurely practicing my spell casting.

Now that I was guarding Jax, or as much as I could anyway, I had resolved not to exhaust myself again. And so, I was shooting for around three points in what skills I could work on.

But before I could get too far, I received a quite welcome notification.

Congratulations!

Unauthorized use of content: if you find this story on Amazon, report the violation.

You have achieved [Low Intermediate: Forgotten in Stillness]!

Stillness has become your natural state.

My natural state? Like some kind of vampire? Surely not. I was still breathing, after all. Slowly, I tilted my head to one side as I considered the idea. The movement felt… deliberate. And when I came to a rest, I felt very little inclination to move it back again. I was content to leave it where it was.

It was… intensely strange and yet not. I felt sure that if it were not for the fact that I was thinking about it, I would not have noticed that anything was different. Really, I was not sure if I should welcome the change or not. I mean, I knew that little movements, minor shifts and twitches and the like, were just a part of being alive. Could a person really train themselves not to do that?

Abruptly, I had a flash of memory. Living statues! I had almost forgotten about that odd little street performance art. It was fairly common to see people paint themselves up in metallic or stone-like hues and remain still for very long periods in the hopes of receiving tips. Somehow, knowing that people could really do that kind of thing soothed me a great deal, and I put it out of my mind.

Which was fortunate. Our first non-customer of the evening had arrived.

Quickly, I ripped out Fortunate Shadows, only slightly fumbling the final syllable. It was still good enough to get the thing going, though, and I hastily concentrated on keeping Jax’s sleeping form as camouflaged and inconsequential as possible.

There were only four sheep left by this point, but the beetle did not appear to be overly picky. It simply flew over to the nearest easy meal and began to loudly rip its way through the body. Regardless, I held the spell through the entire thing, determined to wait it out. There was probably no reason for it. I had seen their habits enough to know what to expect, but I did not want it to detect any changes.

Just as I came to the point of exhaustion, it appeared to have finished, and sure enough, it dropped to the ground once more and went on its way.

I sighed in relief as I let the spell lapse. I probably had not changed the outcome of the encounter, but Jax was as yet uneaten. That was all that mattered.

And right about then, I got my second notice.

Congratulations!

You have achieved [Low Intermediate: Fortunate Shadows]!

Shadows move more subtly. Intelligent creatures will be less likely to deduce that a spell effect is occurring.

I smiled in relief as I read through it. From what I had seen, the spell was at its most effective in the moments before combat really started. Otherwise, it was a little sketchy. Shadows did not typically move in a stone corridor, after all. So, this should help, and anxious as I was to give it a try, moving around was not exactly on the agenda at the moment. It would have to wait.

The next unwelcome guest did not arrive for another two hours or so. I had already gotten my accuracy buff into High Novice territory, but I did not receive a notice about it. Not that I had expected to. None of my other abilities had gotten one at that point, and this was no different.

However, I was glad to discover that my hypothesis had been correct. I now had a firm grasp on the Words involved in the casting, by rote if not by meaning, and could summon them up as easily as I could recall my own name. Or well… maybe if I were a dragon or something. With one of those ridiculous, overly complicated names with far too many consonants crammed together.

In any case, the beetle flew to the ceiling and attached there. For whatever reason, it decided to take its time and began to groom itself rather like a housefly might.

Damn it all. Hurry up! I grit my teeth in frustration. I could hold the spell for a decent while but not indefinitely.

But my hopes were not to be. It simply hung there, loudly rubbing its forelegs together and picking debris off of them with its mandibles. Eventually, sensing the end of my endurance, I was forced to release Jax’s camouflage. If I was too exhausted by the time it made its decision, then there was no way I would get it back up in time.

And so I waited, tense as a bow string, my spell ready to fire. My heartbeat throbbed in my ears, almost overwhelming the terrible sounds of the insect cleaning itself. Every move the thing made was accompanied by awful creaking noises from its body parts rubbing against one another. It was like it was custom made just to be as irritating as possible.

And for all I knew, it might have been.

The end of the beetle’s primping and its decision as to what to dine on came nearly simultaneously. It simply stopped what it was doing and started crawling right for Jax.

Fuck!

As quickly as I could, I loosed my spell. The shadows around her moved as thoughtlessly as leaves rustling in the wind, disrupting her outline just enough to make her sleeping form nearly invisible. The beetle did not seem to care, though. It was locked on her and would not be deterred.

Shit shit shit!

In a near panic, I did the only thing that I could think of. For whatever reason, these beetles would always react when they heard particularly harsh or sharp noises, so deciding to try for a distraction, I made a loud clicking sound in the back of my throat.

The great insect froze instantly, one foot hovering in the air. And there it stayed, completely unmoving.

I stared at it for a long breath. That was a reaction. Cautiously tearing my eyes away, I found that every other beetle in the room had similarly ceased all movement. It was like they were waiting for something. But after a minute or so, whatever it was that they were expecting did not happen, and they began to cautiously move about once more.

The one on the ceiling shifted around for another few seconds before eventually deciding on one of the nearby sheep. It had apparently lost sight of Jax, and having the attention span of a bug, it had forgotten about her.

As it ate, I pondered. What had that been about? Fear? Or simple caution? I could not say for sure. However… if they froze like that every time they heard me click, then I would certainly exploit the hell out that behavior.

Hmm… observation of one’s enemy pays off yet again. I would have to remember that.

We did not have any further disturbances that evening. And a few minutes before Jax woke up, I got my third notice as a reward for diligent practice.

Congratulations!

You have achieved [Low Intermediate: Unclothe the Darkness]!

Using the spell on its own will yield more distinct outlines of non-moving objects.

When used in conjunction with its [base], spell yields better depth perception.

Aha! It was a level thing! Still, it was weird that it seemed to work best in its combined state. Or maybe… it was not? Maybe that was just the way things worked. But that implied that my accuracy buff probably behaved the same way, if for no other reason than simple consistency. I would have to test it to be sure, though. Unlike my outlines, accuracy did not have an obvious visual component to confirm my guesswork.

In any case, I felt that I was well accomplished for the day. My spell casting ‘muscles’ were nice and loose, and while I was not exactly fresh, I felt as if I had a few miles in me, yet. If I could get some more Energy, at least.

Right on cue, I noticed the telltale stirrings indicating that Jax had awoken, and I smiled in relief. Finally!

“Good news!” I whispered cheerily, “You’re still alive!”

Jax opened one eye and stared at me with a dull, zombie-like gaze. I noticed immediately, now that I was focusing on her, that her horns had grown out to least a hand-span in length and beginning to gently curl out and back over her ears. She looked kind of like a billy goat crossed with a lion, what with her mane of red hair.

“What be the bad news?” she grumbled.

I took a breath, “Well… now we have to get out of here. And that means you’ve got a fight on your hands. Five to one, I’m afraid.”

She grunted out a sigh through her nose, “We’ve seen worse.”

That was… true. Though nothing we had seen had quite the array of weapons these beetles were bringing to the table. Not while being as tough as they were. But she was trying to be optimistic, so I went along with it.

“Ye have a plan, then?” she asked at my very obviously apprehensive smile.

“That depends,” I hedged, “on what you pick for your skill. I should have enough tools now to see us through, but my newest one takes Life Energy to cast.” Because of course it did.

She frowned, “Another one? Ye know me skill don’t work so well.”

“Well… I was hoping that you could somehow find a skill that would transfer some of your excess to me,” I said. “But I don’t want to force you. You could also take one that uses it yourself. I’m sure you could find something…”

“Sod that,” she interrupted. “I been wishing I could feed ye some of me own for ages. Watching ye starve yerself for me own sake? It pains me to see ye suffer it, Master.”

I smiled abashedly at her, “It’s a price I gladly pay.” As sappy as the sentiment was, it was true. Getting a little hungry was not such a big deal if the payoff was in knitting her wounds closed. If anything, she suffered more greatly than I.

She made a noise high in her throat, clearly unhappy to be held at a distance from me. It was a mutual feeling.

“Get to it, then,” I said with a lift to my chin. I could already see the first faint rays of predawn light. “We start at sunrise.”

Unfortunately, the ability Jax managed to obtain only worked to deliver Life Energy to me when she was ‘full’. So as usual, I was going into this in less than ideal condition. I had been hanging here for a day and two nights. Before that, I had not gotten any Life at all since that giant rat Jax had slain, and I had been coasting on fumes then.

Incidentally, said rodent’s Gem was still sitting in the dirt far below my feet. Hopefully, Jax would not notice. I was less than keen to explain how it had gotten there.

“Alright, here goes,” I said nervously. The spell card had said the expenditure would be ‘small’, after all. I should be fine. “This will coat your claws with something that will burn through your bindings. But it won’t hurt you.”

“Do it last as ye hold it?” she asked. “Like yer other ones?”

“No, I decided against that,” I informed her. “I wanted something that I could cast and then forget about it. That’s why it costs Life Energy.” There were only so many spells I could maintain at once, after all. This way, once it was done, I could switch over to my other spells. “No idea how long it will last, though.” Bline was never big on the details.

“Then we’ll have to find out the hard way,” she sighed. Firming her expression, she glanced at me, “Be about it.”

Nodding once, I closed my eyes. As always, new spells were a trial all their own. It was a bit like juggling. No matter how many tricks you knew, each one you added to your repertoire took the same amount of time to learn. The only solace I had was that at least I did not have to try and splice parts of different spells together. But that a small consideration.

The downside was that this newest spell was almost as long as all three of my buffs put together. And as many times as I screwed up the casting, I was just glad that each failure did not cost me Life Energy. I would have killed myself before I even got the thing out once!

“Master…” Jax prodded gently, “are ye sure ye know this spell? Ye did nay imagine it from the hunger?”

“Hush you,” I growled, not really upset. A little bit of teasing was warranted.

Taking a breath, I carefully began again, and this time, luckily, I managed to piece it together all in one go. I had even successfully done it without bobbling the pronunciation. Mostly. And when it took hold, I felt it as the small part of myself that was Life Energy burned away to fuel the manifestation, and for a moment, I felt faint.

“En~ Master, that feels…” Jax began, but then she tensed. “Master? Donum!”

“I’m… alright,” I exhaled as I tried to focus. Blinking a few times to rid myself of the double images I was seeing, I closed one eye. That seemed to help. “Don’t waste time. I don’t think I can do that again.”

Firming her lip to steady herself, she nodded. Slowly, she began working her hand free. There was a distinct sizzling noise as her claws came in contact with the wood and hardened webbing of the cocoon, and within moments, her fingers began to wiggle their way out their confines.

As they became exposed to the cool morning air, Jax frowned and sniffed a few times, catching wind of something. “That smells… familiar. Kind of…” she stopped, her eyes widening in recognition. And then she glared at me, “Kind of sweet.”

“Oh, right…” I grimaced. “I forgot about the smell. Drat.”

“Drat?!” she exclaimed. “Have ye gone radge in the noggin? Did ye forget what happens when this shite hits fire?”

“Actually, I was counting on it,” I smiled glibly. “It might be useful at some point, and in the meantime, it burns like crazy. Which you should be making use of before it dries out!”

Growling, Jax hastily resumed her work, slowly making a seam to free her upper torso. Her eyes never ceased their accusatory glare, though.

I could understand why she was upset. We had definitely been at the wrong end of the stuff the first time around, and it was certainly dangerous. But that was exactly why I wanted it! Really, it was an inspired skill choice. Lethal, innocuous, and explosive! It was a shame about that smell, though.

Frowning, I reread the skill card, just to see if I had missed anything.

Detonating Sap Varnish

Enhances your allies’ natural or equipped armaments with the explosive, viscous acid you discovered while fighting the ‘Tongue-Flower’. Effect is harmless to you and your allies. Corrosive properties, explosive strength, and duration of effect improve with skill level. A small amount of Life Energy must be used to create compound.

Rats… There was no mention of the smell, at all. I just had to hope that it might diminish as my skill improved.

Interestingly, while She had deigned to reveal what the substance was called, the name of the monster that had wielded it remained in quotations as if she were only calling it that because that was what I called it. I could only assume that there was an official name for the creature out there somewhere, but I had yet to discover it. With a sigh, I dismissed the card. I simply did not have time to ponder the point right then.

Glancing up, I caught the moment just as Jax’s claw finished unzipping her upper torso. With a dull pop, the cocoon sprang open, and she sighed in relief as her breasts pushed free of their imprisonment. Apparently, her horns were not the only things that were still growing. And from the look she shot towards me, she had in turn picked up on my attention.

Leaning toward me slightly, she licked her lips hungrily, and very faintly, I detected the smallest of trickles of Life Energy coming in through her Core channel at my crotch. It even had a slight tinge to it. I would not go so far as to call it a flavor, but it definitely brought her to mind in an indescribable sort of way.

The Energy washed over me like a cool drink of water to a man too long in the desert, and I sighed in relief as my vision cleared and the faint pressure that had been building in the back of my skull dissipated slightly. “Thank you, Jax,” I whispered. “That feels much better. Where did you get that from?”

“From ye, of course,” she purred. “Added to me own, it were enough. I always be swimming in lust fer ye. Master.” Her voice turned low and husky as she breathed out that last word. I could almost feel her desire dripping from it, and I inhaled sharply as I began to stiffen uncomfortably. Damned webs!

Jax shivered as she ran her tongue over a sharp tooth, and I felt another very faint trickle of Life. I swallowed, “Much as I would love to let you do that all day…” I left the sentence hanging.

She smiled slightly, taking my meaning. All evidence of her need vanished in an instant, “Yer better, though? Ain’t about to faint?”

I started to nod, but then I blinked at her, “You did that on purpose?”

“Course I did, numpty,” she wrinkled her nose at me. “Now summon yer shadows. I need to free me legs.”

As I spoke the Words for the spell, I shook my head wonderingly. She had just deliberately seduced me so as to feed off of my desires, which had caused her to swell in turn. And then that had enabled her to convert it into Life and feed it to me? The hell?! She feeds me and from me? That was recursive! Free energy! There had to be a loss somewhere. On the other hand, I had just caused shadows to form a camouflage through the power of my spoken voice, so what the fuck did I know?

In any case, now that my blind was working, Jax began to shimmy out of the confines of her cocoon. And as she emerged, I immediately took note of the fact that either her waist had narrowed or her hips had broadened. Possibly both. It was not by much, but her form was becoming decidedly more feminine by the day. Then I caught sight of something else. Or rather the lack of it.

“Uh, Jax? What happened to your breechcloth?”

“What?” Patting at herself for a moment and finding it gone, she glanced down into the cocoon again searchingly before catching sight of it. Reaching down, she grabbed hold and pulled. And the sound of cloth ripping filled the air. She froze, her eyelids fluttering closed.

Straightening again, she held up the tiniest scrap of cloth, all that was left of her once voluminous pantaloons. She sighed deeply, muttering, “Sod it. We all knew it were coming.”

The only think I could do was to shake my head. I had called it a long time ago.

Nudist colony.