Chapter Text
These four girls had made it all so easy for him.
Ambrosius loved a good challenge when it came to using his powers of Creation, and moving a soul from one body to the next should have scratched that itch. But he felt unfulfilled, summoned from sleep to flex his crafting muscles and not even worked up to a sweat.
Sure happy customers, promises fulfilled, one impossible act done with staggering ease, all part and parcel of being the Spirit of Creation. But they'd come so prepared, poured over every detail to give him plans without any creativity needed on his part. He felt like nothing more than a tool they'd used to make their work come to life.
Sure he had bulging muscles, rippling abs, and a good six foot on even the tallest of these ladies, but that didn't mean all he was good for was swinging a hammer! It urged Ambrosius to show off his creative talent, and he was willing to snatch on any little thing to get the chance to do it.
Three of the group were hugging the newly restored Penny, which left the one with thick yellow hair and a pair of shotgun gauntlets he wouldn't have minded a lookover. She was standing on her own a little way off and looked not sad exactly but nervous. Like she had something unpleasant she needed to do and no great urge to do it. Right now, he'd take anything.
"Something eating at you, big yellow? Usually, a frown like that is because you didn't ask for the right things, but you clever ladies came so prepared even I can't find a fault in my work. So why the frown?" he said, sweeping down beside her.
"Frown?" Yang said with a startled jump and wiped the frown off her face so fast it was as if she'd been punched. "It's nothing, really. Feel a little guilty about how I treated Penny before is all."
"A work of art like that, mistreated? Do you dislike robots? Not to your taste?"
"No! Just didn't see her for who she really was," Yang waved her hand at Ambrosius to try to scare off the accusations, "It's no big deal really, she's happy now, and that's what matters."
"Can't fault that thinking. You give people what they want; you should take pride in that. All the work you put into this? Really paid off for you."
"For some, maybe. All that training Ruby put in, and it really didn't amount to much in the end," Yang complained as she watched Penny strangle Ruby and the others in a flurry of hugs.
"Excuse me? Couldn't help hear some words drift by my ears there," the floating blue spirit said, gliding down closer. "You saying that slip of a girl with the Scythe was working herself to the bone?"
"You've no idea. A lot of cookies met their end with Ruby's training, but none of it seemed to take. She's still a pipsqueak." Yang snorted, crossing her arms under her chest. "I guess there's no changing that."
"Really? I do like a challenge," Ambrosius said with a brilliant white smile. Yang opened her mouth to try to head off whatever was about to happen, but she didn't get past the first word before he clicked his fingers.
----
"Penny, hugs... crushing," Ruby mumbled, a little worried about this hug that had dragged on way past the point of reason. But her pleas fell on deaf ears, and after a few tugs against completely immovable arms, she wormed her way down and out instead. Her hair was a complete mess from all the rubbing, and Ruby smoothed it back in place as she looked up to see Penny holding her arms out for a hug. She looked just like when she'd been a robot with her strings cut.
"Oh no, no, no. Weiss, I broke her!" Ruby said, turning to her friend. She also stood there as still as a statue, one hand on her hip and a smile on her face as she stared at Penny and Ruby. Probably enjoying the scene of them hugging it out?
Ruby poked Weiss' cheeks to see if she'd respond, but it was like tapping on glass. Blake was no better, looking at the portal they'd made with ears half flicked down like she often did when things got too noisy for her. Tugging at her arm did nothing, and not even flicking her ears got her to move. Usually, that was an excellent way to get put in a headlock until you apologized.
"Hey girl, you going to poke everyone in this clearing?" Ambrosius said with a laugh. He'd enjoyed watching her stumble about confused, but he was far more excited about what'd come next and willing to show a little mercy.
"What'd you do? They're not moving!"
"Relax, relax. Just a little stopping of time, you all got places to be and people to save, so I thought I'd do this one off the clock, so to speak."
"This one?"
"Yeah, I got one last request asked of me, and I'm in a generous mood. Besides, I know a fellow crafter when I see one, and we got to look out for each other." he pointed to the Scythe on her back. "You made that, didn't you? It's good work."
"Oh," Ruby blushed as she reached back to unfold Crescent Rose. "Well, mostly, I had a little help with it recently. But I made the base! It's a high caliber sn-"
"Please! Please. Remember who you're talking to," Ambrosius laughed, pressing his hands down to dampen Ruby's sudden burst of enthusiasm. "I just wanted to say it's got a big flaw."
"What?" Ruby squeaked, clutching the Scythe to her chest. "No, it doesn't! I've been using it for years; I think I'd have noticed that."
"Ah! I see I've found your bite. Trust me, if you think about it, you'd know there's something wrong there. The metalwork is impeccable, the design fantastic, and that's coming from someone who'd know. The mechanisms all flow together so smoothly you'd think I'd made it. But still, one big issue."
Ruby bit her lip. Ambrosius was the Spirit of Creation. If anyone would spot a flaw in Crescent Rose, it'd be him. But for the life of her, she couldn't work out what. She was shaking in frustration as she poured over her weapon, trying to spot what he'd picked out that was wrong about it.
"The recoil, honey, it's too big for you," Ambrosius teased. This girl was just too easy to wind up.
"I use that, though! I've got a workaround."
"Workaround is a word you use when you admit you can't fix the flaw. The weapons too big for you, the kick too strong, you'll never be able to use its full potential."
"That's ... that's fine," Ruby said, her voice faltering. "I'll just work even harder to make up for it."
"Or..." Ambrosius said, affecting a casual look as he stared at his fingernails.
"Or?" Ruby said, eagerness creeping into her voice as she edged closer.
"Or I can fix that for you. Make something that'll let it shine the way it should."
Ruby didn't want to part with her weapon. Ambrosius could see that, but the cute thing was a crafter at heart, and a flaw left unfixed would eat away at her every waking day. Faced with that, she offered it up.
"Okay, fix the flaw. But please, don't break it. It's important."
Ambrosius took the weapon and gave it an experimental swing, the air hissing as he parted it. With an approving nod at the cutting action, he swirled the blade around in a great crescent and then slashed it down over Ruby. The girl darted back with a squeak and a burst of speed, red petals drifting down in her wake.
"What the hey! You're trying to kill me now!" Ruby said, clutching at her corset. Severed strings caught between her fingertips as the corset hung off her body. Cut right off at the buckle, her belt flapped away as she ran, landing with a clatter of metal on the Vault's stone paths.
"Relax! I need to get you out of those clothes. I can hardly work with them in the way?"
"What?!" Ruby squeaked, hugging her cloak around her like a shield. "C-clothes? Why?"
"I did say you get exactly what you ask for here, didn't I? Now, I can't exactly have you running around while I'm working."
Ambrosius flexed his hands before him, then swirled them in a complicated pattern. Golden light flowed over his blue skin as he poured power into creating. The ground of the Vault rumbled, Ruby sliding to keep her footing as the powerful quakes shook her. Then the stone cracked, and a massive blue tentacle burst out of the ground, thicker than her arm and seemingly endless in length. Patterned with gold accents all down its rubbery mass, it matched the swirling leafy patterns that adorned Ambrosius' skin.
"Oh, I've been waiting to try these babies out. You're in for a real ride!"
Ruby wasn't about to let herself get captured and, like a drifting breeze, darted over the first grabbing swing of the blue tentacle. She pushed off its thick length to give herself some air as she tried to flick Ambrosius' way. He twirled her Scythe in his hand. Ruby was proving his point here. Without her weapon, she couldn't fight, merely delay the inevitable. A machine was only as strong as its weakest part.
A few more tentacles burst from the ground, but Ruby matched the move for move. She weaved through them, evading their grasp with tucks and rolls or great vaulting jumps. Her athleticism was impressive, and her body had a flow that Ambrosius appreciated. He could work with that as a base and make something special here.
Ruby was almost on him when he sprung his trap. A flex of his fingers and the tentacles going for Ruby didn't grasp onto her but split apart at the tips into mawed mouths, the insides lined with thousands more grasping blue tentacles. Ruby had been using them to vault off, but now her hands sunk deep into the waiting tentacle mouths, which snapped shut just shy of her elbows, raising her off the ground to dangle in the air.
Ruby felt the tentacles inside wrapping around her skin, suckering down until she couldn't even move a single finger. She felt her gloves shifting out of sight, the tentacles sliding them off her hands and away into their depths. The parts of the tentacles that kissed her skin addled her mind, soft and tender as a warm kiss rolled in with a lapping tongue. Their sheer number made her mind spin from all the sensation, legs kicking in the air.
"Hey, hey! Let me go already!" she yelled, silenced only by a tentacle wrapped around her head and through her open mouth. Her teeth bit down, but the spongy surface absorbed the bite, and her cries became illegible, muffled protests.
Ambrosius floated closer, the towering spirit looking down at Ruby as he put the tip of her Scythe to Ruby's throat, silencing her protests. Then he dragged it down in a slow trail along her body, cutting her bodysuit from neck to hip with a steady hand. Crescent Rose's blade glided through fabric that'd turned lesser weapons in the past with contemptuous ease.
"Now we're getting somewhere. Let's see what we're working with here," Ambrosius said as one giant hand took her cloak and tugged it free, tossing it aside like a dirty rag. He got a kick to his stomach for that, rippling abs not even shifting as Ruby flailed at him. She might as well have tried kicking through steel for all the good it did.
"Well, now you're just being difficult," Ambrosius sighed and flicked his hand at her.
Two more tentacles swallowed Ruby's legs, rolling along her thighs as they sucked her boots right off, spat them away, and then caught those flailing legs again. Trapping them in the same rolling tentacle tongue nests that had ensnared her arms. The tentacles got nice and fixed, then pulled her taught, spread-eagling her limbs out while Ambrosius looked over her with the discerning eye of an art critic.
"You're fit, I'll give you that, but it's all smooth muscle, and you want to wield a beast like this," he said as he lifted the Crescent Rose in one giant muscled arm. "You need some real muscle behind it. It should hit strong enough to carve anything in two, and I bet you're just using it to toss yourself around like a leaf. Letting the tools do all the work is just a lazy, lazy attitude, and I know you're not a lazy girl. Big yellow believed you've put in more than enough work."
He pressed a shining blue finger to Ruby's bare stomach, the girl hanging in the air transfixed as her poor brain tried to keep up with the ever-changing situation.
"This should be hard muscle by now, but something about you keeps it soft. Betrayed by your own body?" he shook his head. "Hate seeing good work go unrewarded. Let's get to fixing the problem."
Ambrosius waved a hand to the ground and then drew a trio of tentacles up by an invisible force. Letting them coil around his arm, he held them out for Ruby to see. Her wide eyes roved over three tentacles no thicker than her finger, each with small suction cups molded into the end. Incredibly delicate tentacles flicked around the cup's rim, stroking inwards as if trying to grab at the empty space.
"First up, connection. Reaction. Getting your body primed for change means the blood has to pump! The heart hammer in your throat."
The tentacles surged forward, two rubbing up along Ruby's small breasts and spiraling around them in a long squeeze until the suction cups reached her nipples. The slathering kisses on her arms and legs had left them hard as Ruby welled up with strange emotions and the tentacle's cups slipped over these stiff nubs with a tiny pop. It felt like nothing more than a gentle touch until they constricted, suckling in on themselves hard.
Ruby's cry through the tentacle wrapped around her mouth would have echoed all the way back to Atlas as a white-hot jolt of sensitivity crashed through her body. The tiny tentacles lining it were just as merciless as the suckling pressure, teasing at the taut flesh and sending their own little thrills shaking through her body.
But that was only two tentacles, and while the strong reaction was a fantastic start, Ambrosius wasn't one to do anything less than perfect. The last tentacle wound around one of Ruby's thighs and crept up between her legs. It parted the lips with the gentlest of nudges, clinging to the walls of Ruby's pussy as it sought out its target with the focus of a deadly hunter. The thin tentacles around the cupped end used incredible dexterity to peel back the skin hiding the clit. It gave the cup a clean shot to surge forward and clamp down on the little nub. Ruby went stiff as a board, muscles tense as stolen breath hammered out of her lungs. If she'd thought her nipples getting sucked on was intense, she'd only been warming herself beside a candle. Now a firestorm of sensations had descended and laid waste to her senses.
Her muffled cries took on a pleasured note, eyes fluttering as she bucked her hip against the suckling cupped tentacles. Protests were washed away in a tidal wave of body-shaking pleasure, which only made the suction tentacles grip down even tighter and tug in ways that made her limbs go weak.
"Now that's a start!" Ambrosius clapped, "You're alive now, every vein burning and every muscle ready to be pressed into service."
He waved his hand, the ground rolling open as another two tentacles rose from the ground. Far thicker this time, one rippled with ridges along the whole length and pulsed as if it had a breath of its own. The other was a simple tentacle until the end, where it gained the shape of a cock that'd have made even the most experienced of women's knees tremble, golden lines swirling around the engorged head and down the length in long sweeping lines.
"Now we start the infusion. These two thick beauties will help reshape your body. Shattering your mind just a temporary side effect."
The tentacle around Ruby's mouth slackened and slipped away, but all Ruby could manage was a cry of ecstasy now that she wasn't muffled by the spongy length. Her tongue lolled out of her mouth as she tried to force some of the brain-melting pleasure out of her body with her voice. The wide open mouth was all the invitation the penis-tipped tentacle needed, crushing itself against her lips and forcing her jaw open as it pressed in. The tentacle rippled over Ruby's lips as it ground against the tight fit, a messy spit-laden battle won inch by inch.
Combined with the suckling suction cups, Ruby's mind was becoming a warm fog, thoughts lost in hazy, indulgent pleasure. A bump began to form on her throat that only grew as Ruby deepthroated the tentacle. The rippling of the hard surface over soft squeezing muscles made her dizzy.
There'd be no reprieve, Ambrosius guiding the ribbed tentacle between Ruby's legs and sending it in to kiss at the sopping wet entrance. Once again, the tool was far girthier than the hole it had to fill. Not that it was about to let that stop it, Ruby was still held fast and spread-eagled, so she could do little to buck her hips away from the intense pressure put on her wet pussy from the ribbed head. The tentacle pressed hard enough that Ruby's spine bent back, the tentacles' grip fastened to her limbs straining to hold her secure. The head of the ribbed tentacle ground back and fore as if trying to drill right into her. Already soaking wet from the orgasms the suckling tentacles had ripped out of her, the gold lines of the ribbed tentacle were soon shining as juices dripped over them. The tentacle became slick enough of the juices to spread Ruby just a tiny bit wider.
Ambrosius had seen Ruby squirm plenty already, but this pussy splitting action set her off like never before. Ruby thrashed against the tethering tentacles and moaned around the thick length plumbing the depths of her throat. Sweat soaked her body, dripping off her pert chest and down her thighs as a welling orgasm burst in time to the first ridge finally breaking through the dam of her pussy lips. It slid in with a thick slapping sound as it slammed the first ridge into sensitive flesh and stretched Ruby to the breaking point. Then the next peak of the tentacle came and repeated that same torturous press, Ruby no looser for letting the first pass and getting no less mentally destroyed from the overwhelming pleasure.
The blue tentacles in her mouth and pussy began to glow in their cores. Flowing power inside, their rubbery depths surged forward to pour into Ruby. Her body drank it all in like it was a fine wine, absorbing it faster than it could flow, and Ambrosius leaned in to watch his work take shape.
Ruby's whole body swelled, stretching against her restraints and easing the pressure on her pussy and throat a fraction. The changes came in slow pulses, tiny adjustments that'd be easy to miss for someone who didn't have Ambrosius' flawless eyes for detail. But he saw Ruby's soft stomach give way to a delicate shading of defined lines, the swell of her breasts as they pressed up and out, becoming firmer and rounder. Her legs lengthened, and the rest of her body surged out to keep up, arms thickening and shoulders broadening. At the same time, Ruby's spiky black and red hair grew at the tips to become an even more unruly mess. Her slender gymnast legs thickened in the calves and thighs as muscles grew and filled out her figure.
The change was visually striking, but Ambrosius had been careful in making sure to draw her latent potential out in a way that felt natural. He didn't want her turned into a muscle-bound monster, but tall and fit, the kind of powerful body any fighter would salivate to have. The expanding chest might not be in that spirit, but he had put her through this exhausting experience. The girl deserved a bit of a cherry on top of the ordeal.
The tentacles enjoyed the larger throat and mouth and snatched the opportunity to really begin pounding into her. Spit and cum came away in long ropes as tentacle broke her developing new body with so many thumping orgasms Ruby couldn't keep track of them. She twitched and squeezed around the tentacles as orgasms crashed into one another, intensifying each other to higher peaks and leaving her without a moment of pulse-quickening pleasure. Orgasmic bliss put new muscles to work as she twisted and writhed, unable to contain all the forces flowing through her.
Ambrosius roved his eyes over her time-frozen friends. It was a shame they hadn't all asked for this treatment. What he could do with the yellow-haired one who was already rippled with strength! Ruby was going to be a true fighter when she came out of her transformation, but Yellow Hair could have been a heroine of myth itself.
Or maybe the short but prim girl with the white braid? Perfect breeding that he'd take all the best parts of and make shine, show her off as an example of her bloodline's true perfection.
And a Faunus? The things he could do with a Faunus, rebuilding that slender cat into a true lioness.
A deepening in Ruby's moaning had Ambrosius look back with a puzzled look, not that the problem was difficult to spot. Just above her plundered pussy, a bump was forming. It wasn't from the ribbed tentacle that had now swelled to knot itself deep inside her as it continued thrusting, ensuring not a single inch of Ruby's pussy escaped a thorough pounding. This was something new, blue and gold mist swirling around it as it took shape and broke away from the skin.
He hadn't planned this at all.
A cock was taking shape above Ruby's pussy, with an accompanying set of balls that slapped against her skin as she bounced on the tentacles. It was cute, which may have suited her before, but Ambrosius had created a powerful body worthy of respect, and it didn't match up to what she had become.
"Well, if we're going to do this, let's do it right, shall we?" he brought forth more tentacles, one's he'd had to think quick about to make such a specific design for an unexpected task.
"This is to stop you squirming," Ambrosius said to a Ruby who probably didn't know who she was or what was happening anymore. He waved a tentacle that was more of a long string of joined round growths. "Well, squirming is relative, and at least you won't be rocking around on your supports there."
The tentacle dove out and slipped around a stomach that now sported a rather impressive six-pack. Holding Ruby's stomach, it rolled over her rear, the round bulges of the tentacle slapping her ass with a meaty clap and getting a muffled cry from the sharp impact. Then they plundered the only hole Ruby had left untouched, the balls slipping into Ruby's ass with wet pops that made her eyes roll back into her head. Sure he could have probably just held her waist, but this gave Ambrosius so much more control! Every flex of the tentacle had Ruby's hips writhing to keep up as round tentacles rubbed over fresh flesh and made Ruby's head spin.
The anal-bead tentacles rolled inside Ruby and turned her thoughts into bursting fireworks until she learned to hold her hips forward for Ambrosius and his last set of tentacles. One opened its maw just like the tentacles wrapped around Ruby's arms and legs and went for Ruby's newly formed balls. It took them in its mouth and clamped down to keep them locked tight, the end of the tentacle swelling to a form-fitting bulge. The last tentacle was a massive version of the suction cup driving Ruby's nipples and clit to wild excess, the cup wide enough to press a fist into and tongues lined around its edge as long as her forearm.
Ruby's new cock was only a few inches long, but the tentacle lapped it up, and the tussling mess of tongues raced to slather every inch of it. A tentacle blowjob was irresistible, and her blood ran hot as the overwhelming new experience topped every mind-shattering moment Ruby had had so far. The power that flowed down fed along the tongues, bathing Ruby's cock and balls in heat, the bulges in the tentacles swelling as they reshaped that cute cock into something far more impressive. Ambrosius didn't make mistakes often, but this had been a capital M Mistake. He couldn't undo his work, not in the purview to destroy. So if he had to leave this girl go with a cock she didn't ask for, then it was going to be the best damn one to ever grace a human.
The slurping tongues of the tentacles slathered themselves over the new length, and the endless mass of tentacles fondling Ruby's balls didn't give her even the faintest chance of resisting an orgasm. It was an impressively messy one as a new girthy 9-inch penis slammed home into the tentacle's mouth. Powered by a set of truly impressive balls, Ruby shot thick ropes against the power stream. The two crashed together to form a glowing blue and white mess that blew all over her thighs. The tentacles let her drop as her body gave in to sheer orgasmic exhaustion.
"Heh, first timers. Ah well, she'll get used to her new stamina with time."
Ambrosius looked over his work and rated it a six. For six foot six, with a six-pack and a chest six times the sizes it had started with. Well, maybe not that excessive, but it was something of a wonder to look at now. Ruby's body bristled with raw, contained power, muscles strong enough to bend steel, and the curves to make anyone watching her do it melt into a puddle.
Hopefully Ruby liked women because with all that and what she had between her legs? Ruby would find herself hunted down by anyone who crossed eyes with her, and Ambrosius didn't mind that one bit. His work should be appreciated.
But a mystery did lie unsolved here. Why had Ruby grown a cock exactly? Usually, he didn't make mistakes quite that extreme.
Ambrosius got out his eyeglass and gave Ruby's new cock a thorough look over on a deeper level. It was like looking into a mirror, blue and gold energy crackling under the skin.
"Oh. Maybe I put a little too much of myself into this," he said, tipping his head to consider the situation. "Never let my power out to stretch its legs before, but I did want to see something interesting today. Let's see what you can do with it, Ruby Rose."
---
Clean-up had taken a while, and it'd taken an even longer for Ruby to stop blushing a shade of red so bright it matched her hair.
"Wow, I never thought I'd be taller than Yang," Ruby said, towering over her frozen sister. Then she squeezed her chest and made a quick comparison. "Oh wow! I'm bigger than her now as well. Woof. She's never going to be able to tease me again."
"I'm glad you like it," Ambrosius said, floating through the air like he was reclining on a couch beside her.
"No, no, no!" Ruby pointed to him without looking. "You don't get to say that. I'm still tingling from what you did. You could have warned me!"
"I did say to watch what you asked for."
Ruby repeated his words in a mocking tone.
"Well, I did!" he laughed.
"Watch out, I may have to ... to ... do all that to make it work was never mentioned! You giant blue ass."
Ambrosius laughed. "Customers, always so picky."
Ruby punched him, and he actually felt it this time. It wouldn't leave a bruise or anything, but it was a colossal improvement over earlier. He really had done an excellent job on her.
"I'm almost scared to ask," Ruby said with an angry huff of air, "but I have one last favor you can do me. It's important."
"Of course! Of course. We'll call it even then. I don't want you going away upset."
It really didn't feel like even AT ALL. But Ruby needed help before her friends got unfrozen, or she'd die of embarrassment all over again. She held up the remaining shreds of her top to her chest, now comically small for her.
"Can I get some new clothes?"