Fay's new hardware

Story by hunter of chiroptera on SoFurry

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#11 of Star Fox: Rebellion

Fay has a bad arm anew recruit and disaster barreling toward her.

comments appreciated


Fay spaniel was frantically cleaning her workspace. She was getting an assistant. The crew had managed to find a genuine medical professional willing to risk arrest and possible execution to help Starfox. And so the white furred canid was a blur as she darted around the med lab tidying up mess left from bandaging something in a hurry or setting a bone or treating burns. The Starfox crew were professional sans the newly added Cooper team -The coopers weren't new but she still thought of them as recent additions- but accidents still happened. Even with nano machines keeping injuries well within treatability she was still stressed by every new "crew mate" brought aboard.

For the fifth time today her mechanical arm gave out her fingers going slack as the prosthesis lost power dropping the glass container of antiseptic cream to the floor. Fay let fly a string of profanities as she flipped the switch on her aging and failing prosthetic to reboot it only for the mechanical limb to remain lifeless. "No no no!!!" Fay uttered as she began flipping the switch back and forth to no response before ripping the limb off and bashing it against the counter. "Stupid lousy half assed piece of shit!!!" the arm whirred to life. "Oh Fuck you!" she said forcing the dented limb back into place."

"I uh... I can come back later... if you need some time." Faye turned her blue eyes to the door. Outstanding there was a cream colored Sheep. Wearing what could only be a homemade version of the classic Starfox team uniform. The sheep shuffled her feet nervously wearing a grin as fragile as glass.

Fay composed herself near instantly ignoring the throbbing pain sent up from the damaged arm. "No need everything is under control here..." Fay gritted her teeth grimacing in pain as her arm informed her it was well and truly broken. "You must be the new Recruit uhmm Starla right?"

The Ewe Beamed. "Starla Lamb at your service!" Fay couldn't help but smile as her new assistant snapped to a salute body perfectly rigid save that her tail was wagging. Fay waked over ready to shake her assistants hand.

"I'm having some minAGH!!" Fay's attempt to play off her damaged prosthetic came to a sudden end as it shot bolts of pain through her shoulder dropping her to her knees in front of the clutching at it. "Okay major problems with my arm if you would ha agh follow me." Fay said before forcing herself to stand. Sot since stray debris had sliced the right arm from her body had she been in so much pain.

"Absolutely! What can I do to help?" Fay smiled at Starla who it would seem was a lot like her. Fay could recall asking the same thing as the fighting in the first andross invasion of Corneria saw her one arm less in the middle of a camp of injured.

"Door ahed on the left needs my passcode," Fay's vision swam another jolt of pain, this one coupled with a loss of balance. Instead of hitting the floor Fay found strong soft arms pulling her back to her feet. Starla looked between the lock and Fay. "2222" Fay finished her thought.

Starla punched in the code still holding Fay. "Whoa... What is this?" Starla said afay limped to the command console.

"Tools of the ancients remade with today's technology and the wisdom of four galaxies. Starla Lamb, I give you the Bio-forge." she panted as she pulled up her profile and began selecting boxes for change. Or so she thought, the truth was the machine was set to not change profiles by default thus each box she ticked meant one more thing it would try to change and because her vision was blurry with pain she could scarcely read the prompts it was giving her. Fay groaned leaning on the console as she confirmed the settings were correct. Her eye's squeezing shit from the pain just long enough to miss the list of changes. "I apologise but this thing doesn't like clothes so you're gonna see me naked at the end just hit the big blue button when i get in the chamber." Faye panted as she tried to step in herself only for the world to swing beneath her step. Once again Starla's strong arms caught her before she fell letting her slump into the chamber. "Put this off for too long." Faye commented as she saw Starla nervously press the blue button.

The container filled with the clear fluid which swiftly began dissolving her clothes. It was oddly exciting to be stripped naked like this in front of Starla. Fay saw the tinkling lights grow more numerous as the Nanomites filtered into her body the pain faded out as her prosthesis was eaten away and a new flesh and blood arm was built in its place.and then she noticed her arms were mismatched. The new grown tissue was light nearly pink and there were a trio of glowing lines running up her arm as dark blue fur grew in on the muscular limb. Faye turned looking at her other arm she saw that it was being changed to match growing more muscular as her white fur darkened at her feet the change had already reached her knees the glowing lines on sliding up ahead of the others she twisted around in the suspension fluid to see that her tail was now dark blue with glowing green lines sliding up towards her back. She could feel the extra muscles growing in as the lines from her arms converged at her chest. They moved slowly letting her watch as her breasts eroded becoming firm hard pecs. As the lines slid down her belly giving her abs to die for and the line from her legs converged she felt something shift inside her. Curling in on herself from the vague sensation she uncurled to behold a throbbing glowing green cock knot fully engorged. She gulped as the lines crawled up her -no his- neck. Fay felt as his vocal cord was reorganized and then it moved up further and into his tongue and lips and nose. Fay shook his head, squeezing his eyes shut as his senses reported the equivalent of static. And then came the words Fay's own internal voice reading off a checklist as some program ran. Fay opened his eyes he could see them glow green in the chambers reflection but more than that he saw himself as the fluid began to drain his big floppy ears were the same save for that green glow his face was tweaked lightly just ever so much more masculine. As the chamber opened he stepped out still dazed.

"Oh my... is that what you meant to do? I watched on the screen at first it seemed normal than it started talking about cybernetic infusion and tissue modifications. I didn't touch anything." Starls said her eyes wide as she gestured between the transformed Fay and the command console."

"Calm down." Fay said grabbing his throat his voice was low and smooth and so utterly unlike the old Fay's high bubbly tone. Fay stepped over to the console reading the list of modifications. "... oh dammit. I turned off the safeties keeping it from modifying anything more than my prosthetic and since it didn't have any list of changes to make it went with default one. Which is what Bentley uses to run experiments on."

"All things considered it could have turned out worse then." Starla said and for the first time Fay realized that the ewe's eyes were distinctly south of his head or even chest. "Uh i mean there are so many terrible things that could have happened ending up like this wasn't so bad, Right?"

Faye took a deep breath and suddenly he was air of the most wondrous smell is like fresh rain and smoking ash. Fay was also immediately aware that the source of the smell was Starla more specifically her groin and that the scent was most likely a sign of her Estrus cycle. The information came so fast. Fay had the answer of what to do with it as he exhaled. "Do you want to try it out?" Fay said, trying to keep calm outwardly.

"Do I want to?!" Starla jerked her gaze up and the ewe couldn't hide that she had been staring at his genitals, which were to be fair were quite large and glowing to boot. Starla ducked her head holding her head in her hands but when she lifted her head she began to unbutton her shirt. "Yes I want to."

Fay held out his hand. "Not in here my quarters are more comfortable." Starla nodded taking his hand and following Fay from the bio-forge room down the hall just past the medical station to his quarters. "Now... strip down for me." Fay said sitting on the edge of the bed he took his cock in hand for the first time stroking over the length drinking in the wonderful feeling he could understand why Fara had decided to keep the cock she had grown.

Starla tried to make a show of it but it was obvious she was nervous fumbling her buttons and struggling to pull off her bra. But the clumsiness of the performance was utterly beside the point to Fay it was the attempt, the desire to impress him that had him stroking his new cock ever faster. The sheep found her confidence seeing that she was working him up turning around as she pushed her pants and panties down giving him a clear view of her rump as she stepped out of the garb kicking them to the side and walked naked toward him. Starla hopped into Fay's lap, his erection pressed against her side. "Did you like my little show?" she asked as Fay's hand slid up her thigh to her absolutely soaked pussy. "I liked putting it on for yooo." Starla lost her cool as Fay slipped two of his fingers between the folds of her sex his other hand flashing out to keep her from toppling off his lap. Fay licked his lips as that lovely scent of sheep in heat grew ever stronger. He could feel her need in the way her sex clenched around his digits he could see the intensity of it from the positively red skin surrounding her clean sheared sex. "I'm on birth control... I just have intense heat cycles." Starla said, leaning into Fay's chest panting with need.

"I don't care if you aren't." Fay said as he drew his digits from the ewe's sex. "I'm really getting into this and... well i want to leave you with a belly full of cum passed out covered in my scent." Fay said shifting the ewe off his lap gently. Fay licked his fingers clean as he took hold of his cock. "Have a seat Starla the Doctor will see you now."

Starle nodded, sliding onto the canines lap so her knees rested against the bed. She wrapped her arms around his neck and with his hands on her soft plush waist she lifted up her hips. Fay let one side of her go as he guided his cock against her velvety folds and into her just the barest tip of Fay's canine cock sliding into her. Starla struggled not to just drop herself into his lap and let his cock fill her completely. Fay huffed and speaking was not an option he was barely resisting the urge to howl in delight. To both it was pleasure and torture as Starla's body shifted back into his lap letting each inch fill her and her sex adjust clenching tight around him. Eventually though Starla's woolen back side was once more in Fay's lap and he was irked to find his knot too swollen to do more than but against her clit. Before he could voice any such complaint Starla lifted her hips and then things got out of hand fast. Strala's hips would have seemed a blur as she raised them and slammed them down against Fay's lap. Her breasts bounced as she rode his cock like a bucking bronco and she was a rodeo star. Fay held her hips fingers running through her soft wool as her heat slickend pussy slid up and down his man hood. Fay grit his teeth as Starlas pussy put a death grip on his cock, he knew she was coming. Starla came to a rest on his lap with a bleat panting as her orgasm sapped her strength.

"Well there's one not bad for my first time eh?" Fay said, not bothering to let Starla answer. He pulled the ewe into a kiss relishing in her hot breath the softness of her tongue, how she panted and moaned. Fay smiled as he took over the action. Bouncing his hips in the air smacking them against hers with a most delightful sound Fay relished in the feeling of shis testicles swaying with each bounce as Starla leaned against him. He hugged her tight to his chest drooling down her back as pumped his cock into feeling a little more frustration each time his knot was denied entry. He would need more to make her cum from this position. He couldn't put a lot of force to his thrusting but he didn't want to stop. "If only there was another way to stimulate her." and that's when the buzzing started Fay could hardly believe it but he could feel it and so could Starla. Neither of them had been expecting Fay's cock to have a vibrator built but it did. Fay and Starla moaned as they shared the feeling of his cock rocking inside her pussy. Fay kept thrusting, loving the new feedback as Starla clung to his body like a drowning man to a float. Starla bleated once more her pussy tightening around the vibrating dick as she climaxed again.

Fay hugged tight to the lamb and rolled, swapping their positions. With her laying on her back legs dangling off the edge, Fay now leaned over her cock still buzzing in her pussy. Fay could feel it that buzzing was pushing him closer too he needed one thing though. Grabbing Starla's hips he pulled back until it felt like he would slip out. He pushed his cock back as hard as he could slamming his not against her pussy. Starla gave a shout but it seemed like shock more than pain. Fay kept at it long hard thrusts that shook the bed. Starla moaned, licking her lips as she rubbed her breasts her eye's fixed on Fay's. Neither could look away; both could feel it Starla's pussy was giving a little more each time. "Do it! I want to feel that knot in me! Do IT!!"

As if he had merely needed her permission Fay's cock slammed home and his slipped between those lips swelling inside her and refusing to budge. "Yes take my knot!!" Fay shouted, throwing his head back and howling in triumph as he began to cum. He felt every throb of his cock as it poured into her Starla grabbed Fay's head pulling him to a kiss. Fay felt his knot deflate his cock had stopped vibrating when he started cumming. Pulling back his glowing green cock slid into his sheathe as he collapsed onto the bed with Starla."i think the green has got to go. And I kinda liked having white fur."

"The rest can stay?" Starla asked her hand, finding Fay's fingers lacing together.

"Ther rest stays. In fact we might make some improvements." Fay said as he shifted up onto the bed proper. "This bed isn't made for two but if we cuddle real tight..."Starla let out a tired laugh as she snuggled in against the spaniel. The two were quickly drifting into a contented sleep.