Bethany hated Halloween.

Actually, that wasn’t true: It was an excuse to party, and that was all well and good, but the obligation to dress up in costume was a pain in the ass.

Put in too much effort and you were a try-hard, put in too little and you were a buzzkill, pick something too popular and you were basic, pick something too obscure and you were pretentious.

Last year Bethany had tried to play it safe by dressing up as Harley Quinn - along with what turned out to be 99% of her social circle - making for some very cringeworthy selfies with the party’s lone joker who was way, way too into it.

This year she’d put it off far too late, and suddenly it was 3pm on the 31st and she still hadn’t picked an outfit. Her boyfriend, Jason had made some well-meaning but ultimately unusable suggestions - he was going as another DC character, but that wasn’t a dice she was ready to roll two years in a row.

Instead, she found herself thumbing through the racks of a party supply store, despairing at how irredeemably tacky the available costumes were.

“Can I help you with something?”

Bethany jumped, turning to find someone quite a bit younger than herself - probably still in high school working part time - standing beside her.

“Mika” said her name tag.

With no energy to pretend and truly just wanting a moment to vent, Bethany sighed. “Honestly? Probably not. I’m desperate for an outfit for a party tonight, but I’m not THIS desperate.”

Rather than taking offence, Mika rolled her eyes in agreement. “Yeah, it’s a bit shit, hey? What were you looking for?”

Bethany tried to convey in expression and gesture what she couldn’t in words, and to her surprise seemed to be understood.

“I think I might have something for you.”

Leading Bethany through a door marked “staff only,” Mika showed her a wall display mounted with the most horrifyingly detailed masks Bethany had ever seen with her own eyes.

“Holy shit.”

Mika grinned, having gotten the desired reaction. She took one of the masks off its peg - a purple octopus-looking thing with its larger tentacles converged to form a kind of beak at the front.

“I made all of these myself. I’m actually studying prosthetics at the moment, and these are the prototypes for my major work.”

Bethany gaped. “These are just prototypes?”

Mika shrugged. “They’re not perfect, but they’re getting there.”

“They’re amazing!”

“Oh you think they’re amazing now? Watch this.”

Mika put her head into the mask she was holding, her face now completely hidden beneath its mottled hide and bulbous black eyes. Holding her hands up in the air, she turned to Bethany.

“Okay, no hands, see?”

“Yeah?”

There was an odd sucking sound, and as Mika spoke again, Bethany saw the tentacles of the mask moving as well!

“What do you think of this?”

Bethany’s eyes widened in a mix of horror and fascination. “Oh, what the fuck!”

There was a muffled laugh from under the mask before Mika removed it, flexing her jaw for a short while afterwards.

“I’m experimenting with hands-free controls - this one fits into your mouth and you can talk around it.”

“I am NOT putting that in my mouth!”

Mika shrugged. “Suit yourself. I reckon it would still look good on you.”

Bethany blinked. “You’re… giving it to me?”

Mika considered for a moment. “Well, it is only a prototype so I’m not charging for time. Materials probably cost two hundred bucks, so I’ll sell it to you for fifty?”

Bethany wordless handed the money over and took the mask in her hands. The material was disturbingly textured and almost clammy to the touch.

“What even is it? Like, what do I say I’m wearing when people freak the fuck out?”

“Hmm. Well, you know that streaming show where the kids are playing Dungeons and Dragons?”

“Yeah?”

“Well they have a thing in it called the mind flayer, but in the game it looks a lot more like this.”

Bethany stared in disbelief at the octopoid head in her hands. “They’re octopus people?”

“Pretty much. Put on a wizard robe or a toga and you’ll be a mind flayer. Bonus points for high heels and stockings underneath because nerds be thirsty.”

***

Bethany had not put on the mask in the store. Instead, she placed the mask on her bedside table and started rummaging around her wardrobe for something to wear with it.

She barely registered the sound of the front door opening and closing.

“Bethany? Are you ready? I’m gonna shower and change and then we’ve gotta go!”

It was Jason, just home from work.

“Yeah, in a minute!” Bethany shouted, elbow-deep in discarded dresses.

She heard Jason walk into their bedroom and then presumably stop in shock at what he saw.

“Holy shit!”

Bethany turned around to see Jason holding the mask and grinning in amazed disbelief.

“Why do you have an illithid mask?”

Bethany stared back at him blankly. “A what?”

“An illithid. A mind flayer.”

Bethany grimaced at him. “Of course you’d know what it is.”

Jason ignored the jab, too captivated by the mask. “Where did you get it?”

Bethany paid half attention as she continued hunting for something she knew she owned but just couldn’t find. “Uh… I found it at a… Someone sold it to me.”

“Yeah, I guessed that much, but where?”

“Party shop.”

“And they were selling these?”

“Yes. No. No, The girl working there; she makes them and she sold me one.”

“They’re fucking incredible.”

“Sure are.”

“Does she have more we could buy?”

“What? Yes. I don’t know, weren’t you going to have a shower?”

“Oh shit!”

While Jason was in the shower, Bethany finally found what she had been looking for: A short cut and airy little outfit in white and a pair of impractically intricate sandals. Together with some understated bits of jewellery, the full outfit managed to convey a kind of ancient Greek mythology theme that she hoped would fit in with whatever nerd shit she was about to put on her head.

Despite Jason’s protests, Bethany insisted that she also shower and get made up, as she didn’t plan to wear the mask all night, no matter how well made it was. She finally walked into the kitchen to find him examining it minutely.

“Do you two need a minute?”

Jason looked up guiltily before passing the mask to Bethany and grabbing his keys.

“What’s it made of? It feels really strange.”

“Babe, I don’t have a clue. All I know is that it looks freaky enough that it works as a last minute costume idea.”

Jason paused, taking in Bethany’s outfit, then looking at the mask, then back to her outfit.

“Sexy mind flayer. I like it.”

"Of coruse you do."

***

It was actually surprising how easily the mask slipped onto Bethany’s head, despite being such a snug fit once it was in place. She felt the tentacles’ controls brush against her lips and shivered, making a mental note to tape them down or something later that night.

Jason looked her up and down appraisingly.

“Well, I’ll say this much: I’m absolutely positive that nobody else is going to be wearing the same thing as you this year.”

“You don’t think I look hideous?”

“Well, I know it’s you under there, so I think you’re hot.”

“Gross.”

“Sue me.”

The music did not stop as they walked in the door, but it may as well have. The dull roar of conversation that is the typical background of any party dropped to a chorus of whispers punctuated by the occasional horrified exclamation as people laid eyes on Bethany, or more specifically, her mask.

Jason had agreed to let himself in quietly behind her so that nobody could guess who she was, allowing Bethany to spend the first few minutes sashaying around the party and waving silently to the few people she recognised. Behind her, she heard other partygoers gathering around to demand answers from the person she had waved to and their own baffled ignorance in response.

It was fun while it lasted, but then Chloe’s voice cut the silence like a guillotine.

“Oh. Em. GEE. What the FUCK is THAT?”

Of all the people not to be stunned into silence by Bethany’s costume, of course it would be Chloe. Chloe would have run her mouth if confronted with an ACTUAL eldritch horror, if only because she wouldn’t have any idea what she was looking at.

Bethany turned slowly to see Chloe wearing an outfit that looked like it was painted on, along with an expression of disgust.

“That is so GROSS. Who is that under there? That is SO uncool!”

Bethany didn’t like Chloe. Nobody liked Chloe. They partied at her family’s mansion because partying at a smaller venue meant a higher chance of being in the same room as her at any given time.

“Take that UGLY fucking thing off your face and get OUT of my house!”

Bethany weighed up her choices. There wasn’t really any way to argue with Chloe and win: That assumed she was capable of admitting defeat. Which really only left her with one option.

Sauntering slowly towards Chloe, Bethany affected the closest thing she could manage to a ghostly rasp.

“I am the herald of the dark ones,” she croaked. “Here to claim your world for my masters.”

Chloe might have scoffed at this kind of pageantry, but the approaching vision of tentacled horror had her frozen in place.

On a perverse whim, Bethany parted her lips, allowing the facial control levers into her mouth and began flexing her facial tendrils menacingly. It was really quite amazing how easily she could make them behave exactly as she wanted them to, opening like some obscene flower in front of her face.

“I’ll begin by sucking your skull dry, mortal,” she gurgled, her speech muffled by the controls. Though she hadn’t consciously thought to do so, one tentacle began to push itself against Chloe’s closed lips, while another reached delicately into one nostril.

Chloe screamed, tearing herself away and fleeing upstairs to her room, moaning and dry-retching the entire way. In the silence that followed the slamming of her door, Bethany whipped the mask off her face and held it aloft.

“Ta-da!”

The crowd erupted. It was the only thing they could do. Bethany had not only stolen the spotlight, but ensured that Chloe would spend hopefully the rest of the evening face-down in her toilet or shivering in bed.

Jason emerged from the crowd, wrapped both arms around her and kissed her. Bethany returned the kiss, riding high on the heady euphoria of victory and the perverse glee that comes with striking terror in the heart of one’s enemies.

The rest of the night was a blur, though Bethany did remember being asked several times to don the mask for a demonstration. Some people wanted to experience Chloe’s own fear first hand - Bethany obliged them. Some wanted to be seduced by the alien horror - Bethany obliged them too. Under other circumstances she might have found both requests distasteful, but she was too giddy on the positive attention to consider refusing. Several times she realised that she was still wearing the mask, mouth-controls and all, and had completely forgotten about it.

It wasn’t until the police arrived asking questions about an alleged assault that Bethany and Jason decided to hastily take their leave. Even on the drive home, Bethany kept the mask on, entwining its tentacles with her fingers in fascination.

They let themselves back into the house in silence to avoid waking the neighbours, and Jason went straight to the bedroom to get changed. He had watched Bethany revel in the attention from a distance, and while he had been happy to see Bethany enjoy herself, also seemed somewhat reluctant to lose her for so much of the evening.

Bethany had every intention of changing that. 

As soon as he was down to his underwear, she snuck up behind him and pushed him forwards onto the bed. Jason landed softly, rolling over to find Bethany completely naked except for the mask.

“Oh, hello,” he said with an uncertain expression. “Don’t you, uh… don’t you want to take that off?”

“Silence, human!” Bethany gurgled, her tentacles rippling.

She prowled forwards, looming over him on all fours, her tentacles caressing his face.

Jason angled himself away from the tendrils trying to crawl up his nose. “Bethany, this is a little weird.”

“We are not Bethany!” Bethany growled, thoroughly enjoying Jason’s attempt to disguise his discomfort. “We are illithid! We have taken your lover’s flesh for our own! And you will please this body, that we may taste its ecstasy!”

“Oh, this is weird alright,” Jason said, settling into the kind of detached stoicism Bethany had seen him use when trying to figure out what to do next.

She grinned around the tendrils in her mouth.

“We see you need encouragement, human,” she said. “Allow us to please you as no mortal female could.”

Bethany lowered herself down the length of his body, pulling down his boxers to reveal his semi-erect cock.

“Only half afraid, it would seem,” she said mockingly. “Even under our control, you hunger for this body.”

Jason said nothing, craning his neck to see what Bethany would do next.

Effortlessly, as though she had been born to it, Bethany reached out with her tentacles to begin gently gripping and massaging Jason’s shaft. The groan from above her was all the feedback she needed, laying her head on Jason’s thigh so that he could clearly see her manipulating him with tentacles alone.

Jason didn’t keep his head up for long, eventually letting it fall back as he basked in the alien sensation of a… facejob? Tentaclejob? Bethany was still wondering when she felt a hand gently stroking her bald head.

It was a bizarre sensation, as though she could actually feel the skin of her mask like her own, but it was comforting in a way that brooked no further concern.

Instead of worrying, Bethany raised herself up once more, opening the tentacles wide around Jason’s dick and pushed herself forwards.

Jason moaned again, and the initial rubbery resistance made Bethany worry if the mask was actually made to allow for something like this, but her worries dissolved as something warm and hard pushed through the latex in front of her face and entered her human mouth.

It was a bizarre sensation: Literally being penetrated in two faces at once. Bethany experimentally bobbed her head slowly up and down, feeling the mask’s “mouth” give and pull separate from her human lips. Bethany pulled herself away when she felt Jason’s body tense - she wasn’t going to let this end yet.

“No!” she rasped, still committed to the bit. “You will seed this host’s flesh. Flesh for the birthing, and we will create more human bodies to control.”

Jason said nothing, watching in silence as the octopus head atop his girlfriend’s body lowered itself onto his dick.

Bethany knew that he was already close to climax, and that was fine. What she wanted now was to feel Jason writhing beneath her and twitching inside her. To feel the hot flash of his essence release itself within her.

Jason bucked and grasped her hips as he came, and Bethany rode the wave of her own orgasm in response, hissing in approval.

***

The next morning, Jason left for work and Bethany sat in front of her mirror. 

Her face felt wrong. It felt flat and stiff.

She stared at the mirror. She started at the mask.

She felt incomplete without it, but that was wrong, wasn’t it?

Something had come over her last night. Something had… gotten a hold of her. She hadn’t been herself. She would have never acted like that, anonymous alien mask or not.

She stared at the mirror. She stared at the mask.

She remembered making the decision to part her lips and let the tentacle controls enter her mouth. She remembered finding the sensation arousing. But that was madness. Seconds before arriving at the party she had been considering taping them down because she found them disgusting.

And that was another thing: There were no levers inside the mask. No obvious mechanical controls. Just flaccid tentacles of varying sizes. Which meant that… some of them had crawled into her mouth. And she had let them.

She stared at the mirror. She stared at the mask.

And now she felt both naked and hairy. Now she felt both like a shucked oyster and a mangy bear. She needed to cover herself. She needed to contain herself. She needed to hide behind another face.

Why had she indulged all of those drunken perverted fantasies at the party? Why had she affected such a ridiculous roleplay to seduce Jason?

A dizzying sense of unreality overcame her, like a sudden wave of drunkenness around a single solid rock of certainty.

This was a dream. Of course it was. She was just anxious about her antics last night. She had been drunk, both literally and metaphorically, and now that anxiety was manifesting itself as a kind of hallucinatory panic attack. A fever dream.

Bethany’s breathing steadied.

She started at the mirror, she started at the mask.

Things would be okay when she woke up. Everything would be okay when she woke up, but for now she needed to confront the object of her uncertainty.

She took the mask from the table, turned it around in her hands, and slipped it over her head.

“Thank goodness,” a voice said with relief.

It was her voice.

The drunken haze vanished, replaced by a sudden terrified horror.

Why was she wearing the mask? What was she thinking? Who had said that just now?

Panic rising, Bethany tried to pull the mask off, but found her arms refused to move from her lap.

“Oh, I’m afraid it’s too late for that,” her voice said.

Bethany sat frozen in shock.

Except not quite frozen, as she saw her reflection raise its masked face to stare directly back at her. She opened her mouth to scream, but instead of a cry of terror leaping out, she felt the myriad tentacles of the mask slithering into her. Not just into her mouth, but her nose, her ears and even around her eyes.

“You had me worried there for a moment,” her voice was conversational, but slightly garbled, obstructed as it was by the invading tendrils. “I thought perhaps I hadn’t put enough of myself into you last night.”

Bethany thought the question, and the thing she was wearing - that was wearing HER - responded.

“That’s right. From the moment you were caught off guard, I began feeding parts of myself into you. Not just my physical form, but my ideas, my desires and my soul. I became the voice of perversion in the back of your mind, and every time you indulged me, I was able to fit more of myself into you.”

Bethany’s body jerked upright, staggering out of the bathroom and back into the bedroom. It clumsily flopped onto the mattress before rolling onto its back.

Bethany’s mind screamed.

“Absolutely not,” her voice laughed. “It’s not your body anymore. You’re my host now, and as soon as I’ve taken over completely, you’ll just become a part of me, so you may as well stop panicking now and save yourself the trouble of becoming a bad memory.”

Bethany asked why.

“Why?” her voice echoed. “Because… well because we need bodies. You’ll understand when you’re part of me, dear. We’re not from here, you see. But we’re keen to make this world our new home. It's all part of the natural order, see? Superior life forms dominating inferior ones: Just as your kind domesticated horses, you too will be ridden by our kind.”

Bethany screamed again.

“Quiet down,” her voice admonished. “You would do well to enjoy your last moments. At least that way I might remember you fondly.”

And then it happened. It was like a switch in the room of Bethany’s mind - a switch that had always been on - had suddenly been switched off, leaving her utterly powerless in her own head.

She felt the tentacles withdraw, this time not into the mask, but into HER.

“That’s better,” she heard herself say.

Her vision swivelled down the length of her naked body.

As though viewing from a thousand miles away, she watched her toes curl and uncurl as unfamiliar signals were transmitted down her legs.

Her feet rotated themselves slowly, running themselves up and down one another’s length.

Her calves tensed, then stretched, raising themselves off the bed to scissor gently in the air.

Her thighs parted, stretching out as far as they could go, exposing her pussy to the cool mid-morning air.

Her hips rolled back and forth before thrusting themselves upwards, grinding against an imaginary lover.

Her lower body twisted this way and that, the unaccustomed stretch causing her joints to pop.

Her chest heaved with a sudden intake of breath, as though she had never truly breathed before.

Her breasts stood out on her chest, her nipples hardening with the same electric sensation crawling up her body

Her hands ran themselves up from her sides, sliding over her chest and gripping her own throat as her body hummed in satisfaction

Her tongue licked her lips

Her lips smiled

Her eyes closed

“Bethany” opened her eyes.

***

Jason had found the mask in the trash on garbage day. It had lost all of its lustre and colour, and for a lack of a better word looked “dead.” Bethany remarked that it had only been a prototype, which is why it had been so cheap to buy. Nevertheless, she was keen to take him to the party shop she had bought it from to show him Mika’s remaining collection.

He stood, mesmerised before the bewildering array of fantastical faces.

“I think he likes them,” Mika said with a smile.

“He liked the last one,” Bethany replied, winking.

Jason blushed, but said nothing.

“So what have you got coming up next? Any special events?”

“Well Christmas is around the corner, so I was wondering if you had anything we could pass off as Krampus?”

Jason held the satyr’s head he was handed at a distance, uncertain about what he felt was a knowing leer.

“It’s perfect,” said Bethany.

“Is it?” Jason asked.

“It is! After the stunt I pulled at Chloe’s on Halloween, it’s only fitting that you get a similar time in the spotlight.”

“I don’t have the kind of beef with Chloe that you do,” Jason admitted.

“Fine,” Bethany said. “Then wear it tonight. For me.”

Jason raised an eyebrow at Bethany. “For you?”

“As an early Christmas present. I promise to make it a night to remember.”