Side story: last stand

Outside the metro station is one APC driving circles around the entrance and firing upon whatever towerlings it can target. Inside are two women in their early twenties. The one behind the wheel is a blonde named Stacy. During the defense of the station she received a massive cumshot right on her windshield. Even with the use of the windshield wipers it remains difficult to see through the slimy goo. Luckily, she’s got her glasses on, otherwise it would have been completely impossible for her to drive like this. By driving around and keeping them a moving target, she hopes to make it difficult for the beetles to give them another facial.
Her companion operating the mounted gun is a brunette named Katherine. With all the cum covering them, she is forced to use the on-board computer to guide her most of the time. Only after Stacy has successfully avoided the towerlings attacks long enough to get a decently clean windshield is she able to use her eyes.
The both of them know this is an unwinnable battle. When this fight comes to an end, both of them will be transformed into pregnant sluts. But at least they can try and give their fellow soldiers enough time to enter the tower and destroy whatever power source it uses or whatever. Who knows, if they are lucky, maybe they can then be liberated like all the other women that have already been captured.

As the fight drags on, other towerlings start to show up. Notably Lupicks and Raptors. Stacy changes her tactic and instead starts driving over the Lupicks. Katherine needs to remind her to stay close to the metro station so they can prevent them from chasing after Second Company. But before Stacy can properly turn around, they are assaulted by three Raptors at once. They crash into their APC from the side and use their strength and tentacles to flip it over. The APC first rolls on its side, then on its back. The women inside get onto their feet and gather their shotguns. When the Raptors break open one of the doors, Stacy and Katherine both fire onto them. Now that they no longer need to worry about being touched by beetle sperm, they fight their way out of the APC. The women fight like lions, firing shotguns into towerlings heads, liberally throwing grenades whenever they can and avoiding pools of beetle sperm.

Eventually however, Stacy gets herself cornered. On one side she’s got a pool of beetle sperm which, if she run into, she’ll get infected. On the other are three Lupicks. When the Lupicks attack, she manages to take down two, but the last one barrels into her and pushes her face first into the pool of thick white goo. Stacy quickly pulls her head out of the sperm bath, but her glasses are already dissolving.

“Ah, my glasses!” She cries with her lips and chin covered in sperm.

Before she has a chance to stand up the Lupick that pushed her in mounts her. He quickly nuzzles her snout to her neck and gives her one lick with its tongue. Just one lick, and Stacy feels her body grow hot. Her nipples harden from yearning and her pussy gushes from lust.

“Oooooohhh.” Stacy moans as the front of her shirt, drenched in sperm from the tumble, falls apart.

The blonde reaches for her pants and panties and pulls them down while her pussy starts contracting. Every time her empty pussy fails to hug something it feels like she’s being tortured. The wolf like towerling presses its erect dick against her exposed rear and starts humping her butt. Stacy brings a hand covered in beetle sperm between her legs and grabs the Lupick’s member. Then she guides its tip to her entrance and the Lupick finally enters her. The next time her pussy contracts, it does so with a rigid member inside it moans triumphantly. Stacy then rests her head and breasts on the sperm covered ground. As she gets fucked by the wolf the roots of her blonde hair slowly start turning pink.

Katherine is a lot more careful about her steps. She plans her path away from the sperm pools. This takes her away from Stacy making it so she can’t help her blonde friend when she gets cornered.

In the midst of the battle Katherine notices a white-haired woman in French maid uniform standing in the middle of the road. At first, she wonders why anyone would place herself in danger like that. Then she notices none of the towerlings are attacking her. How can that be. Unless … she is with them.
Realizing this traitorous woman has sided with the towerlings, Katherine decides to attack the bitch. Katherine makes a beeline for this woman. She needs to shoot a few more Raptors on her way to the traitor. When she comes across a Lupick her shotgun is out of ammunition. She almost gets licked by it, but manages to avoid its tongue and finishes it off with her combat knife. Then Katherine makes a dash for the maid. She is being chased by a Raptor, but if she gives it her all, she can make it. Her target is standing in front of an abandoned car anyways, so it’s not like she can escape. Suddenly the maid grabs hold of the vehicle behind her, lifts it above her head, then throws it on the ground in front of her. Katherine, unable to avoid the sudden obstacle, slams into it. Immediately after, the Raptor chasing her wraps its tentacles around her arms and legs and lifts her up. She wants to scream in frustrated rage, but the second she opens her mouth the Raptors shoves a tentacle inside.

“Stop!” Minerva yells at the Raptor.
The Raptor obeys the order and pulls its tentacle back out of Katherine’s mouth. Minerva then steps in front of the soldier. Quite a fighter, this one. The more militarily minded Matriarchs like Kirie and Lydia would certainly take a liking to her. A bitch that can fight like a beast. Perhaps she can hand her over to them for a favor. Minerva has never fucked a fellow matriarch before, after all. But upon closer inspection, despite shooting dagger with her eyes, this soldier actually seems to have a rather cute face.
“You can control them?” Katherine asks.
Minerva crosses her legs and elegantly bows to the soldier.
“But of course.” Minerva answers. “I am one of their leaders after all.”
“You mean you’re guiding these monsters against humanity?” Katherine asks. “have them hunt down women and rape them? You monster! You’re a traitor!”
Minerva expected her to say those things. They all accuse her like this when they first meet her. But whenever she’s done with them, they sing a different tune.
Minerva reaches for the soldier, grabs her shirt with both her hands and slowly rips it in half. Underneath that shirt the soldier appears to be hiding a nice body. Athletic with a firm C-cup.
“Mmmm.” Minerva says while licking her lips.
“My friends will kill you for this!” Katherine yells. “More soldiers will come and you and all your minions will be slaughtered!”
Minerva ignores her and takes off the soldier’s pants. She admires the woman’s long shaved legs. Soon Minerva is showing a bulge in her short black skirt.
“You are unexpectedly pretty, ma petite.” Minerva smiles at Katherine. “I think I shall have you for myself. What is your name?”
“Fuck off!” Katherine tells her off.

Despite her protests, the Raptor presents the soldier to Minerva. Tilting her body like she is lying on an invisible table and pulling her legs wide apart. Minerva grabs Katherine’s panties and slowly rips them to shreds. She then bends forward, puts her hands on Katherine’s pussy and spreads her girl’s labia.
“Ohoho, une vierge.” Minerva muses.
She then sniffs Katherine’s pussy and says, “Mmmhh, the scent of innocent pussy. It smells so fresh. It’s been a while since I’ve had an unexperienced pussy.”
Minerva then stands and lifts her skirt so Katherine can see her hips and everything below, revealing both that she goes commando and that she had a dick.
When Katherine sees Minerva has a penis her eyes flare and she says, “The fuck?”
“My dick on the other hand, is très experiance.” Minerva says, and presses her shaft against Katherine’s slit and starts grinding against it.
“It has convinced many a pussy to open wide and let him inside. Such foolish girls. He always left them a mess after he left.” Minerva continues as she teases Katherine. “He’ll pluck your innocence too. Take her purity then leave her soiled and with un bébé.”
“With child?” Katherine repeats frightfully. “Please, no. I’m not ready to be a mother.”
“But your pussy has already lubricated herself.” Minerva continues as she starts rubbing her cockhead against Katherine’s entrance. “Clearly a sign she’s already been fooled into letting him inside.”
“Please, I beg of you.” Katherine says.
Minerva cocks her head and says, “Tell me your name.”
“Katherine.” The soldier fearfully replies. “My name is Katherine.”
“Ah, Katherine.” Minerva says with a smile, “Listen. It has been a while since my dick last fertilized a woman’s eggs. It’s been needing to content itself with pussies it had already impregnated previously. Don’t take it personally.”
Then Minerva slides her dick inside Katherine’s pussy and breaks the soldier’s hymen.

While she’s getting fucked, Katherine stares at Minerva’s face. This is the face of her rapist. She needs to commit it to her memory. That way, if she ever has the chance, she can kill this bitch. Though her teeth are clenched, Katherine grunts. It is hard not to. Her pussy is betraying her. That, or Minerva’s dick is really good at giving pleasure.
Minerva’s hands then grab her bra and rip it apart as well. Minerva’s hands are on Katherine’s boobs immediately after they are exposed. Katherine can’t help but moan as her tits are getting groped.
“Oh, Katherine.” Minerva moans. “It’s been so long since I’ve last been able to impregnate someone. You’re getting me all excité.”
Minerva then pulls down the top of her maid uniform and exposes her boobs. She then quickly goes to grope her own tits while moaning loudly. When milk appears on Minerva’s nipples, she quickly shoves one of her own nipples into her mouth and starts to suck on it. Meanwhile her hips pick up speed, making her dick pound Katherine’s pussy even faster. Causing Katherine moan more. Which she does but only through clenched teeth.
“I can’t give in.” Katherine thinks. “I need to resist. I can’t cum for her. I won’t let her have that satisfaction.”
Then Minerva announces, “I’m so close, Katherine. Je vais orgasme. I’ll cum inside your pussy, Katherine! I’m going to impregnate you! Time to become une mère, Katherine!”
Then Katherine feels the dick burry itself all the way inside her pussy and start throbbing. With every pulse she feels Minerva’s sperm flow inside her, filling up her formerly virgin pussy. When Katherine feels like her pussy can’t take any more Minerva finally withdraws. Her pussy feels used, stretched, empty, full, good … she hates it.

Minerva looks down at the pussy she just fucked and says, “There we go. One less innocent pussy in the world. Seulement un autre numéro maintenant.”
She then stands up and looks at Katherine’s hair. It starts to change color at the roots and after a few seconds all her hair is grey. Her boobs change too, growing to a perky D-cup.
“Let her go.” Minerva orders the Raptor.
Katherine is first placed gently on the ground, then the tentacles unwrap themselves from her arms and legs. When released, Katherine quickly goes to sit on her knees.
Minerva leans forward, bringing her face close to Katherine and asks, “Where are your friends?”
Katherine looks up, hesitates for a moment and then says, “In the metro station, mistress. They went in there to find cover from the bombardment.”
Minerva smirks and says, “Thank you, ma petite.”
She then directs herself to her minions and orders them into the metro station, find out where they disappeared to and hunt them down.

She was no longer interested at hunting the invading women. If they are in the tunnels it is difficult for her to see them get screwed anyways. Besides, her new handmaiden needed something fashionable to wear.

She brought Katherine to the tower and presented her to some her many other handmaidens. Some of which are decent tailors. After telling her servants what she had in mind for Katherine Minerva retreated to her private quarters taking only two handmaidens with her. One of them dressed up like a slutty nurse, the other like a slutty shrine maiden. She fucked first the former, then the latter, then had them both lick her dick clean while caressing their pregnant bellies.

After a while Katherine entered to show off her new outfit. She wore long leather thigh high boots, reinforced with metal and skull ornaments on her knees. Her shoulders were covered by metal plates adorned with lily emblems. From those pauldrons flowed wide red sleeves. Her gloves too were armored with metal. Her torso however … breasts, belly and groin … were left nude. To top it off, she was given a leather toolbelt. On which were a grenade and a few ammunition clips to fuel the gun she was holding in her right hand.
“How do I look?” Katherine asks as she twirls around so her mistress would inspect her.
“Perfect.” Minerva says. “It really suits your soldier personality.”
The Matriarch dismisses her other two handmaidens and tells Katherine to approach her.
“Now then.” Minerva says. “Baise-moi, ma soeur de bataille.”
“Of course, my Matriarch.” Katherine replies.
Katherine crawls over Minerva, positions her pussy above Minerva’s dick, sheaths her beloved mistress’ dick inside her and rides her. This time she actively works to satisfy Minerva by cumming for her.