Kate awoke and stretched, feeling hungry again. She rubbed her growling stomach - did it feel softer than before, or was it her imagination? It mattered little, as she found a male laying on his back and masturbating, his meaty fist pumping his thick, throbbing shaft. Kate bit her lip as she watched the precum flick from the barbed, bestial cockhead.
"Here," she purred, grasping his hand. "Allow me." Although the beast was but a few days old and could barely speak apart from a few grunts, he understood her speech. Kate took control, wrapping her lips around the hot, slippery erection, and began bobbing her head back and forth, slithering her tongue out to lap at the shaft. She found she could extend her tongue far beyond the limits of any human's, letting it coil around the male's cock like a wet eel. Her claws fondled the male's churning balls, and she could almost feel the sperm eager to spurt.
He roared and stiffened, his cock pulsing in Kate's mouth. She gleefully gulped the rush of thick liquid down, savouring the musky taste and the buttery texture. It felt like she was sucking every drop of sperm in his body out, but she knew he had so much more. The torrent slowed to a trickle and she lapped the last few drops from the tip, like she was squeezing the last of the toothpaste out of a tube.
"Enjoyed your breakfast?" she heard Lyta's voice. Kate saw her and Atlee in their new forms, climbing on a male each. Kate wondered about her own shape, and felt the sides of her head. Her tendril-like hair tickled her shoulders, and she could feel a pair of horns jutting up from her temples, reminiscent of her bat costume. Fascinated, she watched Terra and Lyta mount the males, their pussies eagerly accepting the thick erections.
Her own pussy ached as she watched the two hump their mates, hips rolling as they bounced themselves on the shafts slick with pussy juice. The males grasped their asses, fingers sinking into the full, fat mounds.
"Do you wanna try?" Terra grunted as she saw Kate staring. "C'mere."
Kate approached, uncertain about this. She was gay. Males held no interest for her... or did they? Some urge on a deep, primitive level yearned for the feel of a thick, masculine cock filling her womb and fulfilling her purpose: to breed. She'd already tasted sperm... was it such a leap to take one in her pussy? After all, that's what they're for...
Terra groaned as she pulled herself off the male's cock and guided Kate to it. The male snarled in frustration as her warm wetness slipped away, but he saw Kate and grinned, stroking himself to stay hard. He could smell her wetness.
As if in a dream, Kate crawled on top of the brute in reverse cowgirl position, not wanting to acknowledge his face or the act she was about to engage in. As if sensing her misgivings, Terra squeezed her shoulder reassuringly. "Don't worry, you can always pull out."
Kate nodded as she guided the cock into her, its surface already slick with Terra's pussy juice. She gasped as she settled on to it, the shaft seeming to fit her completely, its ribbed texture rubbing against her sensitive inner walls. She began to roll her hips, bouncing on the thick member, taking longer and longer strokes. She felt the glorious fullness of it, the spearlike tip jabbing the neck of her womb, the undulating thickness sawing against her g-spot. It was unlike anything she'd felt, and she loved it.
A wailing sound made her look up and she saw Lyta stiffening atop her own mate, her body shuddering as she came, and the male grunting beneath her, gone rigid as he orgasmed. Kate could almost hear the cum splashing into Lyta, filling her fertile womb as she shivered with pleasure. How long had it been since Kate had orgasmed. Too long, she thought.
"I-it's so good," Kate muttered as she held on to Terra, her lower body running on instinct. "Just a little more, and then I'll get off, okay? Just a little more..." She groaned as his hands gripped her hips, pumping himself into her with inhuman strength. His pelvis slapped Kate's, driving his cock into her with the force of a jackhammer. A human woman would have been inadequate to take his monstrous cock, but Kate was more than human now. She could feel her orgasm approaching.
"Oh Kate," Terra said, kissing her. "You're going to make a beautiful mommy." Kate Kane squeezed her eyes shut, the image of her belly ripe and round with child too much to bear. Her orgasm struck and she arched her back, crying out as her pussy spasmed, muscles rippling round the cock inside her. The male roared, his cock swelling, and shoved himself to the hilt. Kate felt a torrent of hot liquid gushing into her in powerful surges. She gasped into Atlee's mouth, another orgasm following the first as she knew she was carrying out her purpose, becoming part of something greater.
"At last," Karen smiled as she watched Kate shudder atop the male, knowing that she'd soon grow gravid with young. The thought delighted her, and she licked her lips, feeling her own urge to mate. She grabbed a male, but one didn't seem enough. Her appetites had grown with the rest of her, and she wanted to satisfy them. Another male was pulled into her embrace.
Karen pushed the first onto the floor and straddled him, taking his cock into her wet, slippery cunt. She rolled her hips, allowing for more access to her pussy, and pulled the second male into her as he knelt behind her. "Yes!" She roared as they began to pump themselves into her, coordinating their thrusts so that one pushed in while the other pulled out.
"Hah, hahhh, haaaaaaagh!" Karen bellowed as she felt them empty their balls into her. Her brain was awash in arousal, and she knew that she wanted more. She felt her pussy still hungering for male essence. Her lusts were not so easily slaked. She pulled off the two, her cunt sucking at the cocks with an obscene wet slurp, and grabbed another pair of males, rolling on her back and pulling one atop her while the other thrust in from below him. The one on top sucked at her tits hungrily, eager to please his mate and queen. He and the other male thrust like pistons into her slippery wetness, their orgasms splashing into her with the force of a tidal wave. And yet it still was not enough!
Karen took a third pair of males into her, and then a fourth. She heard Kate crying out as she mounted her latest mates, and saw her belly swelling, her breasts growing heavy with milk and her hips growing wide to accommodate her new spawn. The creature quickened in her, and Kate fell to all fours, birthing her first young. Terra caught the wormlike spawn and brought it to Kate's breast. The former Batwoman gave a tired smile as her baby suckled her milk. It warmed Karen's heart to see another female join her hive. It was even more fulfilling than the sperm that the two males pumped into her.
Another pair filled her with their thick semen, and Karen could feel close to four gallons sloshing around in her womb. It almost seemed like it would satisfy her, but she pulled another pair of males into her, their erections sawing at her sensitive inner walls. "Urgh, yes... HARDER YOU BASTARDS! FUCK ME! FILL ME WITH YOUR SEED! YOUR QUEEN COMMANDS YOU!"
They obeyed, battering her body in a powerful rut, spearing at her womb with their shafts. They stiffened and their cocks began to pulse, spewing the seed she craved. It was like a waterfall, spraying another gallon of thick buttery sperm into Karen. She felt her own orgasm finally crest, her body shuddering and thrashing, raising her voice in a roar that would have shattered the windows were they not encrusted with the resin of her hive.
Karen stood, pulling free of the cocks, leaving a smear of stringy cunt juice. She stroked her belly and realized that every eye was upon her, filled with reverence at her goddesslike size. I'll show them a goddess, she thought.
She concentrated, and the horns curling from her head thickened, becoming like a ram's. Another pair sprouted in the gap of each horn, growing upwards and forwards, their surface segmented and jet black, points scraping the ceiling. Her body heated up as she felt the young quickening in her. She used that heat to transform further, growing a second pair of breasts beneath her first, instinctively knowing she'd need more milk to feed her young. The teats swelled into being, going from raised bumps on her torso to puffy nipples, to full, heavy breasts. Almost as if her body was thinking ahead, a third pair blossomed beneath the second, and all six of her udders began flowing with luscious milk, nipples swelling to resemble teacups balanced on the peaks of her breasts, the teats becoming fat and corklike.
A pair of arms as muscular as her first unfurled from her sides, reaching up to fondle the lower breasts as they settled on her belly. She grit her sharklike teeth as the pregnancy progressed, making her belly boat and swell forward. This would be her biggest spawn yet. Instinctively, a tail sprouted from above her buttocks, growing and thickening until it balanced the weight growing on her front. Her legs grew more muscular and powerful to support the new body, bones and tendons adjusting until she was balancing on the balls of her feet, knees bent. Her toes thickened and stretched to hold her weight, claws digging into the resinous floor as they curled from her toes, the nails becoming razor sharp sickles.
Her navel popped as she felt her pregnancy reaching its apex. Karen's face began to change, becoming less human as her nose smoothed, lips parting as her mouth widened and her jaw grew more powerful. Her face finally settled into a blunt saurian shape, retaining elements of her humanity but clearly something else.
Her new face contorted as she bore down, getting on all six limbs. Her water broke and she felt the joyful agony of her brood crowning from her dilating pussy. The grubs squirmed free, crying out as they were quickly caught by the males, four of them reverently placed on Karen's nipples to feed and grow strong. There were twelve in all, and each one was long and fat, nearly twice the size of any previous spawn.
Karen felt a great sense of purpose as she nursed her new babies, churring softly with vocal cords she didn't know she had. She felt amazing, like she'd reached a new plateau of evolution, something beyond what she'd imagined. She snorted as she thought of the Martians that created her progenitors, wasting the creatures on their petty conflict. The first species lacked direction, being little more than beasts without an intellect to guide them. Under her, the swarm would become something far greater...