Note: This story contains gratuitous amounts of ejaculate and forced sex. If that bothers you, please do not read further. Any similarities to other super-heroines are purely accidental, no foul harm was intended. If you have any feedback, please send it to altos131@gmail.com.

Glory Babe 9 – Insect Invasion

By Altos

Chapter 1

It had been seven months since Glory Babe was kidnapped by the nefarious Dr. Mad. He spent the time with her genetically altering her body to be better suited for sex, and he succeeded greatly. All of her orifices could suck, she was skinnier with larger breasts and a more shapely ass, she became weak when she came in contact with cum, etc.

Unfortunately for the doctor, he was apprehended in the middle of his experiments. His fuckable guinea pig at the time was currently being ravaged by a hive of his giant mutant insects, deep underground. Nobody knew where she was, and Dr. Mad told nobody as the days went by in prison. It was his solace, the little thing that made him smile every morning, knowing she was being brutalized over and over again.

He was planning on using those insects to eventually launch an assault on Cockscity, and little did he know that it was going to happen with or without him.

Deep underground in the mountains off the outskirts of Cockscity, behind a large steel door, hundreds upon hundreds of insects buzzed throughout a hive. They initially only filled one room, but as they grew they burrowed into the walls, expanding their territory with spongy tunnels. And at the center of the hive, was a set of chambers, of which the super-heroine Glory Babe was trapped in.

Glory Babe screamed as the last massive egg of around one-hundred popped from her stretched pussy-lips. She heaved in pain as the worker insects gathered it up, but only for a moment. She was trapped in the walls of the hive, her head sticking into one chamber, her breasts into another, and her lower half into the third. Initially there was just one type of insect. But as they impregnated her and drank her super-milk, she gave birth to several variants.

A feeding insect scuttled up to her head, which was immobilized in goo, her mouth the only visible part. The feeding insect looked like a giant caterpillar with a dripping cock on the front. Most of its body was a basin of nutritious cum, at least a couple hundred gallons worth. It aimed its oozing member over her ruby-red lips, then plunged deep into her throat. She gagged as it wriggled down into her stomach, then immediately began filling it with hot insect cream.

As she was injected she felt something mount her sore boobs in the chamber next door. One of her giant jugs was used for feeding the hive, and a harvesting insect grabbed her right tit. The harvesting bug also looked like a caterpillar, except it had several probes sticking out of its body. As it drank Glory Babe's bountiful milk supply, it mixed with other nutrients inside its body, and the hive could then drink from its probes. It allowed for faster feeding, and freed her other breast up for other things. Originally both enormous fuck-pillows were encased in goo, but the hive had released her right one, as they now used it for pleasure. It was inflated almost twice the size of the left from the amount of cum that was pumped inside it via her nipple.

A warrior insect mounted her left tit. The warrior insect was the bread and butter of the hive. They looked like giant flies equipped with pincers. The insect aimed his enormous cock over the swollen stretched nipple, and pressed against it. The nipple inverted, and the dick plunged inside her mammary. The warrior squeaked with pleasure, then began fucking the cum-stuffed boob, causing it to jiggle and flop wildly.

Glory Babe groaned around the ejaculating cock lodged in her throat as she felt her poor girls being molested. She then felt a breeding insect ram into her ravaged cunt. The breeding insect look similar to a warrior, but had a large sac of eggs on its thorax. Instead of insects taking turns to fill her up, the breeding insect could fully impregnate Glory Babe with one injection. It wriggled the egg layer up into her womb, and it began pulsing as eggs flowed through it. Her vagina strained as it expanded quickly with over one-hundred insect babies.

The feeding insect dumped the last of three-hundred gallons inside her stomach, which along with the batch of eggs inside her, had swollen her belly to the size of a bathtub. Her huge belly had its own side-chamber, where smaller monitoring insects huddled against the stretched skin to read her vitals, making sure that Glory Babe was still able to produce viable offspring. The feeding insect popped out of her throat, and cum surged up out of her mouth. Her vomiting was cut off as a worker insect plugged her with its penis and began humping furiously. In-between the main feedings whichever insects happened to be in her feeding chamber raped her throat mercilessly.

She then felt a cold, rubbery tongue slither into her butthole. A cleaning insect had mounted her jiggling ass. The cleaning insect looked like a basketball-sized beetle, with an exceptionally long tongue. He coursed the slimy tendril through her intestines, rubbing against her warm wet walls as he wiped them down. The tongue entered her bloated stomach, and wriggled through the cum up her throat. It slipped into her lungs, to make sure no semen had accidentally entered them, then retracted and wriggled into her nasal cavity. It poked around for a couple of seconds, much to Glory Babe's dismay, then popped out of her left nostril. Once the cleaning insect finished the process, he quickly retracted it throughout her entire body, a feeling she never got used to. Once her puckered asshole was shiny clean, a warrior crammed his thick log deep inside.

Our doomed fuck-toy sobbed as every inch of her body was man-handled and penetrated. She wondered if she would ever escape from this hell, and she despaired as the insect fucking her throat dumped several gallons of semen down into her stomach, while the one up her ass sprayed cum into her guts. She felt the eggs growing inside her womb, and fell unconscious. Glory Babe had been a factory for the swarm for almost five months, and the hive grew larger with each passing day.

Back in Cockscity, in a standard suburban house, lived a young blonde lady with blue eyes. Her name was Claire Buttoms, and at a spry nineteen years old she was extremely well endowed. She sported a full 38DD rack, a twenty-five inch waist, and a mountainous ass that rivaled Glory Babe's.

Glory Babe also happened to be her greatest idol, both physically and ideologically. As such she was overjoyed when she heard that she had been rescued from the sewers. She had been trying to get Glory Babe's attention for awhile, just to talk to her, just to have that moment. When she heard she had gone missing again, she was distraught, but she decided that she would to everything in her power to find her and bring her back.

Claire sighed. She rubbed her eyes and poured over the notes at her desk. Her wall was lined with pictures and news articles of Glory Babe. She had a map of Cockscity put up, with pins and red string going every-which-way. She was no closer to finding her idol, yet she did not want to give up.

She yawned, stretching her arms above her head which caused her titties to jiggle. She was naked save for a pink g-string, which did nothing to cover her shapely buttocks. She stared at her map, and noticed something new. Many of her red strings intersected at one point. She typed the coordinates into her laptop, and the address of Professor Dren's laboratory popped up. She got dressed in a pink tank top and black yoga pants, forgetting to put a bra on as she raced out the door.

Twenty minutes later she locked her bike up at a lamppost in front of Prof Dren's lab. She composed herself, and knocked on the door. She heard grunting and something fall over, and a minute later he opened the door.

Prof Dren stared at the luscious blonde teen as she smiled. Her perky pink nipples poked out obviously through her tank top, and her yoga pants covered maybe half of her plump ass-cheeks, making her g-string visible. As he stared at the sexy girl, she extended her hand.

"Hey! My name is Claire Buttoms!" she said excitedly.

"Professor Dren," he replied as he shook her hand. Her jugs jiggled slightly as they shook hands, and he tried not to stare. "Er... How may I help you miss?"

"I was actually hoping I could ask you some stuff about Glory Babe. More specifically her most recent disappearance I'm like, a really big fan of hers, and I want to try and find her!"

Prof Dren sighed. He decided to entertain Claire for a bit, and let her into the lab.

"So she just disappeared? Overnight? No struggle at all?" Claire asked the the professor some hours later. She had been writing in a journal for the entire conversation, and at some point the left loop of her tank top had slipped to the side, revealing most of her left breast. Her nipple was almost visible, and Prof Dren was incredibly distracted by it. Luckily for him, she seemed completely oblivious to her wardrobe malfunction.

"Hm? Oh! Oh yes, she seemed to have vanished," he replied. "But I still think someone took her. She was heavily drugged at the time, really just unable to move on her own at all."

"Strange... do you know who might have taken her?"

"Well there's this fellow, and old co-worker of mine actually. His name is Dr. Maddington. Although nowadays he goes by Dr. Mad. Actually nowadays he's in prison."

"What'd he do?" she asked inquisitively, crossing her toned legs. Half of her nipple was now visible. Professor Dren gulped.

"He... uh... He was part of some drug ring, I believe. He hates me since I outperformed him in school, so at first I thought he might have taken her. But since he was arrested and there's no sign of Glory Babe, I just don't know any more."

Claire sighed. It wasn't much information, but she would have to look into this Dr. Mad character. She bounced out of the chair suddenly, causing her left tit to free itself completely. Prof Dren's jaw went slack as the perfectly-shaped tit jiggled. Still unaware of the slip, Claire extended her hand again.

"Thanks again mister!" she said innocently as she smiled. They shook hands, and she began walking away. Prof Dren stared intently at her wiggling bubble-butt as his boner pressed against his pants. Claire walked past a strange box on a shelf, and it beeped loudly. A light turned green and more beeps sounded off. Claire jumped in surprise, causing her yoga pants to slip down, exposing her juicy ass.

Professor Dren nearly jizzed himself at the half-nude blonde, but was also extremely interested in the box. It was an old scanner he built, designed to analyze a specific genetic code. Glory Babe's. Nobody else had set it off until Claire Buttoms.

"Wait!" he yelled. Claire spun around, unaware of her plump butt-cheeks hanging out of her pants. Her free boob jiggled and bounced as she came to a stop. Prof Dren tried his best to hide his boner as he walked up to her. "Young lady! Only one other person has set that scanner off, and that was Glory Babe. I hope this doesn't come off as strange, but may I get a sample of your DNA? A simple tongue swab is all I ask."

Claire stared at the box, then back to the professor. She smiled, and put her purse on the table.

"Sure! This sounds neato!" she said. She walked over to the examination table he had and hopped onto it. Her seductive assets flopped around as she laid down. Her right tank top loop loosened during the process. Prof Dren blinked, as her being on the table wasn't necessary at all, but he wasn't complaining. He grabbed a vial and a tongue swab from his shelf and walked over to the sumptuous teen.

"Alright miss, if you could just stick your tongue out for one second," Prof Dren directed as he put some plastic gloves on. Claire closed her eyes and slowly parted her plump, glossy, pink lips. She extended her tongue as she opened her mouth wide into an 'o'. Prof Dren paused as he stared at the lovely orifice, then wiped the swab around her tongue.

"Erhm... Alright, that should do nicely. Thank you very much young lady," he said.

"No problem mister!" she said happily. She sat up, which caused her right tank top loop to fall to the side, and her succulent titties were completely exposed. Incredibly, she still did not notice, and they slapped against each other as she walked to her purse. Prof Dren put a hand on the table, afraid he might pass out from how hard he was. He composed himself as she walked back over to him and handed him a note.

"Here's my number Doc! Shoot me a text if you find anything interesting!" She spun around, and was about to start walking when they both heard screams from outside.

Prof Dren and Claire both walked out onto the sidewalk, the curvaceous blonde still exposed. Both of their jaws dropped in shock.

Giant mutant insects were buzzing everywhere. They were knocking the men over while picking women up and flying away with them. Cars had crashed in the streets and small fires had broken out as the hundreds of bugs swarmed.

"Good god, Claire, quickly we must get inside!" Prof Dren yelled urgently. Claire went to follow him, but spied a young woman being dragged into an alley by several of the insects. She hesitated, then asked herself what Glory Babe would do. She furrowed her brow, and sprinted towards the alley.

"Claire! No! It's too dangerous!" Prof Dren yelled. He watched as her bulbous ass flopped around wildly as she ran. He grimaced, then went inside, shaking his head.

Claire cornered into the alley, and saw two bugs ripping the clothes off of the poor woman. She yelled as she ran towards them and kicked one cleanly. It flew, hit a wall, and fell to the ground in a daze. The other insect turned towards Claire only to receive a second kick. It landed ten feet away, dazed as well. She helped the woman off the ground.

"Thank you young girl! Thank you so much!" the woman said. She noticed that Claire's top was down, and wordlessly pointed. Claire looked down in surprise, then pulled it up and over her busty chest.

"Alright lady, we gotta get outta here!" Claire said. Suddenly a warrior insect slammed into her. She fell on her stomach, her mountainous slabs of ass jiggling. She rolled over as it landed on her.

"Help me!" Claire screamed. But the other woman had started running away, not wanting to risk getting caught again. Claire blinked in shock, and looked at the giant bug above her. It clicked and screeched, and she shrieked in terror.

Another bug landed behind her head and grabbed her arms. It easily restrained them on the ground past her head, and spit goo over her hands from it proboscis. The shapely teen screamed and kicked as the bug on top of her tore her tank top to shreds, exposing her huge breasts once again. More insects landed around her, and two of them grabbed her legs and spread her wide. They glued them to the ground, and Claire began crying. Her yoga pants were torn to shreds, and her skimpy g-string shortly after, and her perfect pussy was completely vulnerable to her attackers.

Claire went silent with fear as a bug positioned itself between her legs. From its thorax sprouted a gigantic cock, three-feet-long and oozing with pre-cum. Claire stared at it, mortified, as it aimed at her quivering vagina. The insect slammed forward, and Claire screamed. Half of the cock squeezed into her teenage cunt, bigger than anything that had ever been inside it. It penetrated her womb, and to Claire's great surprise her cunt started expanding. Inch after inch of dick disappeared into her pussy until finally the insect sheathed himself inside of her. Claire twitched as she sobbed, feeling the incredible size of the penis throbbing inside her.

The warrior bug began ruthlessly, and painfully, pounding Claire, and she screamed and bucked. She felt something wet drip onto her face, and she looked up. The one that had glued her hands to the ground was brandishing its cock just inches from her pink lips. She couldn't react in time, and her eyes went wide as the slimy rod slipped into her mouth. She gagged loudly as it pushed down her throat. She let out muffled screams as she swallowed him, her neck bulging, until the tip entered her stomach. Claire choked and spasm-ed as the insect began reaming her throat. She had deepthroated before, but never with a dick this large.

As she was raped, two insects scuttled over to her flopping titties. They produced thin tongues from their proboscis, and inserted them into her nipples. She gagged in protest as she felt them penetrate her mammaries. They popped their proboscis onto her invaded nipples and began draining her milk. Claire was horrified by the fact that gross bugs were having sex with her, and tears flowed freely from her eyes.

The spunky teen was brutalized for twenty minutes until the insects finally screeched with pleasure. Claire screamed as she felt cum flood her sore pussy. Her womb was filled instantly, and her vagina quickly overflowed, spraying from her stretched labia. She choked as she felt the penis lodged in her throat bulge, jizz gushing into her stomach. She convulsed as the bugs pumped gallon after gallon of thick cream inside her.

The most semen she had ever had to handle was just a mouthful, so when her stomach filled completely with the insect's load, she despaired. The hot seed surged up her throat and erupted from her tightly wrapped lips, splattering her face. Her stomach bloated slightly, and she stopped resisting as the bugs continued to inject her.

Ten minutes passed, and they still hadn't stopped. Her entire head was drenched in cum, and she choked hard. The one blasting her pussy pulled out, and sprayed strands of his cream onto her belly and breasts. Her nipples were sore from the milking, and her ample jugs had flattened.

She couldn't see from the layers of jizz plastered on her face, but she felt another cock press against her creamed cunt. A breeding insect had mounted her, and he plunged his entire length into her slimy vagina. Claire thought it was another normal dick, and when the breeding insect began pumping eggs into her womb, she screamed and struggled madly. Her pussy strained to contain the eggs, and her belly began expanding.

As she was impregnated, the bug ejaculating down her throat finally finished. He slipped his penis out from between her lips, and she hurled bug semen all over herself. She finally gasped for air and shook the slime off of her eyes. She looked forward, and burst into tears again.

Her perky breasts had shrunk completely from the milking, and her belly was huge, as if she was nine-months pregnant. The breeding insect deposited the last of twenty eggs inside of her, then pulled out. The insects detached her arms and legs, and lifted her pregnant, slimy body off of the ground. Claire had no energy left, and she sobbed as they flew away from the city with her.

Chapter 2

Claire was carried for about an hour. She looked around, and saw that other women were being carried, some of them pregnant just like her. She looked down at her body. Her breasts had filled with milk, returning to their large perky state. Her belly was huge, as if she was going to have triplets.

The insects flew towards the mountains, and into a dark tunnel they had burrowed. Claire looked around in fear. Plastered to the walls were hundreds of women. Most of them were pregnant, and the ones that weren't were being filled with eggs. There were insects fucking all of them, whether it was their mouths, vaginas, or asses. The sounds of women groaning and screaming echoed throughout the tunnels.

Claire noticed that the further they flew inside the hive, the more shapely and luscious the women became. As such more insects swarmed them, plugging all of their orifices and drowning them in jizz. They must be bringing the hotter girls the deepest inside this maze, she mused to herself in fear. Claire knew she was ridiculously attractive, and she trembled as they continued to fly deeper and deeper.

After an hour of transport, they finally buzzed into a large chamber. There were several pods attached to the sides, which were all sealed by a slightly translucent film. Claire heard screaming and other frightening noises from within, and she started sobbing as the bugs brought her to an empty pod. They dropped her on her gelatinous ass, then began sealing the pod. She tried to stand up, when the eggs in her vagina shifted. Claire sat down and screamed as they began pushing. She popped the first one out, her very first child, and cried as the second came down.

She gave birth for half-an-hour, and the eggs were collected by the worker bugs. Once she finished, they scuttled out of the pod and finished the film, trapping her inside. She stood up as there was silence. She walked over to the film, and found it to be quite tough. She began pacing the pod, nervous as to what was coming.

Suddenly her foot broke through the spongy floor. She looked down inside the hole, and saw what seemed to be a ventilation shaft. A flicker of hope filled her and she began tearing at the sticky ground.

As the opening grew larger, she heard a loud screech above her. She looked up, and saw a giant grotesque caterpillar creature descending. Claire yelped and entered the hole she made. She squeezed her huge breasts and shapely ass through it, and began crawling through it as several tendrils just barely missed grabbing her legs. She panted as she traveled through the vent, and didn't look back.

Claire crawled for about ten minutes, until she reached an exit. She dropped into a room and looked around. It was an office, with many books and computers and other odd trinkets. She looked at the data on the screen, and was shocked to find diagrams of Glory Babe. She looked at the various notes lying about, and saw that they were authored by Dr. Mad.

"Dr. Mad!? So the doc was right about her kidnapper!" she exclaimed. She then realized that Glory Babe had to be somewhere in the hive. And she had her bets that it was the center.

Claire turned to leave the office, and saw a table with many vials on it. There was a monitor next to them, and it read 'Insect Sedative progress: 100% complete'. She looked on the wall next to the chamber and saw a spray gun and a backpack hanging. Claire smiled to herself.

Ten minutes later she had a backpack full of sedative, and a loaded spray gun. Albeit she was still completely naked, but that wasn't her priority right now. She had viewed Dr. Mad's data, and saw that the last test he ran on Glory Babe was dropping her through a trap door into the hive. She left the office determined to get to her.

Claire eventually reached the test chamber, and walked over to where the trap door had opened for Glory Babe. She stomped the floor until it opened, and she peered into the darkness. She heard a faint buzzing from the depths. She checked her spray gun one last time, then jumped.

She landed on a slide, and zipped down it. The buzzing was getting louder, and Claire hoped she wouldn't regret her decision. She popped out the end of the slide, straight into the middle of a horde of insects. She yelped, and pulled the trigger on the spray gun

A huge green cloud filled the room. Claire coughed, but was otherwise unaffected. When it cleared, she saw that the insects had become paralyzed. She looked up and saw two stuck to the ceiling. The slowly began dropping, and she realized that their cocks were stuck inside two holes. They popped out and hit the floor, and Claire recognized the holes as a vagina and an asshole. Cum oozed from the butthole, and a couple of eggs fell from the pussy.

"Glory Babe! It has it be!" she said out loud. She looked around for some way to climb. She found a hole in the wall that led straight up. She grabbed handfuls of the spongy wall and began her ascent.

She reached the top and rolled into the chamber. She sprayed a cloud of sedative immediately, as she had heard all of the insects before entering. They fell to the floor, and Claire gasped at what she saw.

Two enormous jugs were sticking out of the spongy floor. One was leaking milk from a sore nipple, while the other breast was almost twice as large. She gasped in horror as she saw a paralyzed insect on top, his thick cock lodged in her stretched nipple, which was currently oozing with jizz. Claire ran over, and pulled the dick out, which unleashed a geyser of semen directly at her face. She was knocked on her back and completely smothered in the bug seed that gushed from the inflated boob.

Claire sputtered and coughed as the torrent ceased. She stood up, utterly drenched in cum. She sighed, and began tearing away the sponge surrounding the massive udders. She was sure they belonged to Glory Babe, as nobody else had a bust this impressive. They jiggled and bounced as the restraints were torn off. Claire eventually reached the floor, and when she pulled it up she revealed a small chamber. She heard buzzing inside and immediately sprayed her gun down the hole. Once the hole was silent, she peered inside.

Glory Babe's belly, huge and rotund, was visible amongst the pile of paralyzed bugs. It was lumpy with eggs, Claire guessed around one-hundred with how huge she was. She returned to ripping away the walls above her giant mammaries. She pulled away a section, and saw a giant caterpillar dumping cum into a choking hole.

"Glory Babe!" Claire yelled as she unleashed a cloud into the room. "I'm gonna get you out! Hold on!" The caterpillar fell over, it's thick dick slipping out of Glory Babe's mouth. Claire crawled through the hole she made as the trapped super-heroine hurled gallons of semen. She tore at the sponge surrounding her idol's head, and for the first time since she was captured in the hive, Glory Babe could see. The defeated heroine cried at the sight of Claire's face.

"Th-thank you... sweet... girl..." the heroine muttered.

"Lemme get you out of this crap, and then were getting the hell outta dodge," Claire said determinedly. She tore and ripped at the sponge until the incredibly pregnant Glory Babe fell to the ground in the chamber below. She landed with a thud, causing her sore titties to roll and her cum-filled stomach to jiggle. She groaned as the eggs inside her shuffled, and began giving birth. Claire hopped down worried like, as the heroine began vomiting more jizz as eggs popped out of her ravaged vagina. Claire stomped each one that came out, and slowly but surely Glory Babe's belly shrank.

The process took about an hour, until finally Glory Babe's body had returned to its amazing curvy form. She sat up and groaned. Claire extended a hand. The heroine looked up at her, noticing how gorgeous she was.

"You coming or not?" Claire said with a smile. Glory Babe grabbed her hand and stood on her feet for the first time in over four months. She wobbled as Claire looked around.

"I'm not sure how we are going to get out of here. I kinda fell down the same hole you did," the perky teen said.

"Give me a second, and I should be able to fly up to the chamber," Glory Babe replied as she concentrated on staying on two feet. They rested for ten minutes, at which point Glory Babe tested her flight. She hovered a couple inches off the ground and smiled at Claire.

The two luscious ladies flew out if the trap door and landed on the ground.

"What is your name, young lady?" Glory Babe asked.

"Claire Buttoms! I already know you! Huge fan! Actually have been waiting to meet you forever now, not really like this though bugs aren't my thing but oh we-" Claire was cut off by Glory Babe's finger pressing against her mouth.

"It's a pleasure to meet you Claire. If not for you I may have been raped forever by those blasted insects." Claire squealed with delight having been praised by the one and only Glory Babe.

They began walking through Dr. Mad's now abandoned labs. Glory Babe saw the chamber that had the table she was strapped to and experimented on by the insane doctor, and she shivered from the bad memories.

They eventually found the way to the entrance to his lair, and they both smiled when the sun shone upon them.

"It's good to feel a fresh breeze," Glory Babe said with relief. Claire nodded her head in agreement, and they both stared at the view from the mountains.

Suddenly they both felt their beautiful blonde hair grabbed, and before they could react, they were yanked off their feet. They landed on their bulbous bubble-butts, as they started being dragged back inside. Glory Babe flew into the air and came back with a kick at whatever was pulling her. It was a huge, red, humanoid mutant. It let go of her hair, and readied itself.

Glory Babe saw Claire being dragged further in as she screamed, and the heroine flew forward, yelling with fury. To her surprise the mutant opened his mouth and shot a long tongue at her. It was fast, and plunged into her open mouth.

Glory Babe screamed in surprise as the tongue wriggled down her throat. She was caught off guard, and flew right into the fist of the mutant. She fell to the ground, still choking on his tongue, and he grabbed her neck. The tongue slipped out of her mouth as he picked her up and slammed her on her back. She saw stars as the wind was knocked out of her, her globular jugs rolling on her chest. The mutant grabbed her ankle and dragged her inside.

Glory Babe hit the ground as she was thrown into a bathroom. She saw Claire laying next to her, shaking with fear.

"They must be mutants that escaped from their cells! We have to get out of here!" Glory Babe said urgently. The door slammed, and they both sat up and saw the two mutants approach them. One launched forward and punched Glory Babe in the face. She hit the ground and reeled as he jumped on top of her. Claire went to go push him off but felt her arms grabbed and pinned behind her back.

Glory Babe looked up as she felt her legs spread wide. She yelled in protest, only to have the mutant plug her mouth again with his tongue. As her throat bulged, she felt an oozing cock press against her pussy-lips. She screamed as the mutant crammed two feet of his length inside her. As he pushed deeper, his tongue continued to invade her throat. It entered her stomach, and began feeling around. Glory Babe tried desperately to pull it out with her hands, but his punch still had her dazed. She felt her womb penetrated, and the mutant's balls came to rest against her as he sheathed all four feet of his dick inside her. He then pinned her thighs with his, and grabbed her arms, holding them to the ground with one hand and groping a soft boob with the other. Once she was properly restrained, he began fucking her. Glory Babe groaned around the tongue as it pushed and poked her insides.

Claire was forced onto her stomach. The backpack was ripped off of her, and she screamed as the mutant sat on her thighs and flopped his huge erection between her deep ass-cleavage. He dragged his thick member through the walls of her butt-cheeks, then aimed at her quivering pussy. Claire slapped the ground in pain as he thrust inside, stretching her vagina painfully. As he shoved inch after inch into her, he shot his tongue at her jiggling ass. It plunged into her anus, causing her to yelp in surprise. The tongue moved into her intestines and began writhing through them as she convulsed and heaved. Her cunt swelled with his penis as he buried himself balls-deep inside. He began fucking her, her shapely ass-cheeks jiggling wildly around his tongue.

The mutants coldly raped the two blondes for four hours. Glory Babe remained conscious, but Claire was not used to rapes such as these, and passed out after an hour. The bathroom echoed with the sounds of flesh smacking against each other and the grunts and groans of the couples. Finally they began humping their fuck-toys faster.

Glory Babe sobbed around the tongue in her throat as the mutant buried himself and came. Her womb was blasted with cum, and it flooded into her vagina. Her pussy eagerly sucked on the cock as it dumped gallons inside her, and it sprayed uncontrollably from her stretched labia.

After ten minutes of pumping inside her cunt he pulled out, spraying her giant breasts down with semen. He slipped his tongue out of her mouth, and she screamed as he grabbed two handfuls of her hair. He yanked her head onto his spurting dick, and she gagged as cum gushed down her throat. He brutally shook her head up and down his shaft as he filled her stomach with gallons of the hot cream. Glory Babe sobbed as she gulped it down, her muscles weakening.

The mutant raping Claire roared, and slammed all the way inside her pussy. He unleashed a strong torrent of jizz as he mashed and squeezed her bulbous butt-cheeks. His tongue pushed into her stomach from her intestines as gallons of semen filled her vagina. The tongue slithered up her throat, and she slowly regained consciousness.

As her vision came back, she immediately began choking as his tongue bulged her neck. Confused, she began sobbing, and when the tongue popped out from between her pink glossy lips, terror took a hold of her. She bucked and struggled, then realized that he was cumming inside her pussy. She broke down as the tongue licked her face, and jizz gushed from her tightly wrapped cunt.

The mutants pumped one-hundred gallons each into their respective female, and when they finished the two ladies were covered in man-cream.

Glory Babe lay still as the mutant groaned with pleasure. He looked down, and relished the sight of her enormous breasts jiggling subtlety around his girth. Half of his cock was lodged in her throat, and he let her squeezing walls massage it. Her entire face was smothered with semen, and it sprayed from her nostrils as she instinctively sucked on the man-meat. The mutant squeezed both of her jugs painfully, causing milk to leak from her puffy nipples, then popped his dick out of her throat. She hurled a couple of gallons onto herself, then lay silent, gasping for air. The mutant stood up and squeezed out the last squirts cum onto her bloated belly, then stomped out of the bathroom.

Claire had stopped screaming. She was conscious, but just barely. She had never been raped before today, and within a couple of hours she had experienced two straight out of a nightmare. The mutant had dumped his entire load into her pussy, and she was surrounded by a huge puddle of jizz. The tongue that coursed throughout her entire body was currently licking her full breasts, making them shine with saliva. He grunted with pleasure, then slowly withdrew his cock from her warm vagina. As soon as it popped out, gallons of semen gushed onto the floor. He wriggled his tongue out of her body, letting off a squelching noise as it exited her asshole. He wiped his slimy dick on her mountainous bubble-butt, then followed his brethren out of the bathroom.

The two reamed-out sluts lay in silence as cum leaked from their orifices.

Ten minutes later Glory Babe stirred. She groaned as she sat up, feeling the cum slosh around in her stomach. As she slowly stood, Claire wandered over to a sink. The sore teen looked at her jizz-covered body in the mirror and burst into tears as she sat on the floor. Glory Babe heaved, and just barely stumbled to the sink next to Claire. She vomited gallons of semen into the bowl, and it overflowed onto the ground.

"I feel... so wrong..." Claire muttered as Glory Babe coughed up the last globs of mutant sperm. The heroine sat next to the teen and hugged her, her slimy jugs smothering her face. They embraced for a couple of minutes, then Glory Babe stood up, strands of cum bridging from her breasts to Claire. They grabbed some paper towels and wiped off best they could, then made their way back to the exit. Claire made sure to grab the backpack with the sedatives beforehand.

They went outside, and Glory Babe picked Claire up as they took off into the sky.

Chapter 3

They flew back to Claire's house so she could grab some clothes, then made their way to Prof Dren's lab. As they flew, they saw the destruction the insects had inflicted to Cockscity during their first attack. Buildings were still on fire, people were panicking in the streets, and general chaos was in the air.

Prof Dren was overwhelmed with joy when the two curvaceous blondes arrived. Glory Babe slipped into a pink bikini, and they told him about what had happened.

"I have to say Claire, when you ran into that alley I wasn't sure you'd come back," Prof Dren said. Claire smiled as she sat in a chair. She was wearing a tiny pair of workout shorts, which was so small both the bottom and top of her huge bubble-butt were visible. She wasn't wearing any underwear, as they were in a hurry when they stopped at her house. Her top was a simple white t-shirt with the bottom cut off, exposing the bottom-half of her large breasts. Her nipples were clearly visible as the poked against the tiny garment. "It took great courage to rescue Glory Babe. Well done!"

"Thanks doc!" the seductive teen replied. Glory Babe sat down in another chair, her huge jugs jiggling as the tiny micro-bikini she wore left nothing to the imagination.

"Yes, you did well. You'd make a good super-heroine Claire," Glory Babe said approvingly. Claire blushed with joy, overwhelmed with happiness.

"Funny you should mention that Glory Babe," Prof Dren said as he stood up. The two ladies stared inquisitively at him as he walked over to his desk and grabbed some papers. He sat back down and looked over them.

"When Claire was here before she set off the gene scanner I had made ages ago, one designed specifically for you," he talked, pointing at Glory Babe. "I took a sample of DNA, and after rigorous testing and re-testing, I have come to the conclusion that you both have the same gene that gives Glory Babe her enhanced abilities."

Glory Babe and Claire sat in stunned silence. Then Claire jumped out of her chair and began hopping up and down in glee. Her perky jugs popped out of her top and flopped around madly as she celebrated. Glory Babe put her hand to her chest, her heart beating quickly.

"But why doesn't Claire have those abilities? I don't understand!" Glory Babe stammered, still shocked. Prof Dren looked at his notes as he replied.

"Your super-gene is dominant, which naturally gives you your powers. Claire's is recessive, unfortunately." Claire stopped jumping, her titties jiggling as she faced him. She looked like the professor had just canceled Christmas. Prof Dren took in the sight of her naked bosom before continuing. "However, I believe your abilities can be unlocked. I should be able to make a mixture using the enhanced milk you produce, Glory Babe. It's qualities are quite astounding after all."

The professor looked down at his notes as he continued to ramble, and Glory Babe and Claire locked eyes. No words needed to be said, and they walked towards each other. Glory Babe pulled her bikini top down and thrust her chest out, propping her wondrous boobs up. Claire licked her glossy pink lips as she embraced the right jug with her arms. She flicked Glory Babe's puffy nipple lightly with her tongue, and it engorged, a drizzle of milk leaking out. She brought her lips to it, and swallowed the entire nipple into her mouth. The teen squeezed the gigantic tit as she swirled her tongue around the swollen nipple, and it sprayed milk.

Glory Babe gasped as Claire began drinking, and she put both of her hands on the back of the teenager's head, pulling her close. Her humongous mammary smothered the girl's face as she steadily gulped down the milk. They dropped to their knees, and Prof Dren looked up. His jaw dropped as stared at them.

"Or you could... just... drink the milk directly... I suppose..." he stammered. He sat down, trying to hide his raging boner as he watched the erotic scene play out.

Ten minutes passed as Claire swallowed several gallons of Glory Babe's milk. It was leaking profusely from her pink lips, soaking her clothes, yet she continued to suck on the gushing nipple. Glory Babe had wrapped her legs around the teen and grinded against her as her breast was milked. Their moans filled the room, until finally Claire had drank her fill.

The teen pulled away, holding the nipple in her mouth as she gave one last good suck. The wondrous boob stretched as Glory Babe gasped. Claire flicked the nipple with her tongue, then with a pop released it. The giant milk-bag flopped against Glory Babe, and her sore nipple squirted on Claire's exposed chest a couple of times. The heroine unwrapped her legs and Claire stood up.

"Mmm... That tasted... like... really good..." she muttered as milk dripped from her lips. She felt woozy, and stumbled over to the examination table. She plopped on top, and promptly fell asleep. Prof Dren was sweating he was so hard. He looked down at Glory Babe, and she was staring blankly at the ceiling. He realized that her idiocy had come back, and the heroine drooled as her mind went blank.

"Oh heck! I'm sorry Glory Babe, but you ladies can't just do something like that and expect me to do nothing!" the professor said to himself as he undid his trousers. He freed his rock-hard cock and sat on Glory Babe's bare breasts. She moaned as the professor pressed his tip against her lips. She automatically stuck her tongue out and began licking his shaft. Prof Dren grunted with pleasure, then grabbed her head with both hands as plunged his dick down her throat. Glory Babe began slurping hard on the meat as he buried himself balls-deep. Still unaware of what was happening, the heroine slipped her tongue out and began slobbering on his nuts, covering them with saliva. Her throat squeezed lovingly as she choked and drooled, and the professor began fucking her.

After Glory Babe mindlessly serviced Prof Dren's cock for an hour and he had blown his load down her throat, his lust was satisfied. He let her suck on his drained shaft for a couple of minutes like a lollipop, then slowly withdrew from her mouth. Her tongue still dutifully wiggled against his entire length, and the professor moaned as she swirled it around the tip. He popped out from her ruby-red lips, and they remained puckered, still sucking while staring at the ceiling. He cleaned her up, then put the brainless blonde in a chair. Although the professor did care for Glory Babe, he thoroughly enjoyed the moments when she became an idiot. He walked over to Claire, made sure she was stable, groped her naked jugs, then called it a day.

During the night, Claire's body began to change as she slept. Her perky 38DD boobs began swelling. Her shirt ripped open as they grew, until finally they were an enormous 40GG, slightly smaller than Glory Babe's. Her waist shrunk even more, down to twenty-three inches. Her juicy ass grew the most. Her hips expanded to forty-two inches, snapping her shorts off. Her luscious rump was now larger than Glory Babe's. Her body morphed, and her genetics changed inside her as the hours passed.

Dawn came, and Claire slowly opened her eyes. She yawned, stretched, then sat up. She felt something heavy on her chest, and looked down. Her eyes went wide with surprise as she gazed upon the massive udders hanging off of her. She pressed her hand to one, not believing her eyes, and her fingers sank into the soft flesh.

She smiled, and jumped off the table, watching her new breasts sway back and forth. She felt her ass jiggle wildly, and she looked behind her. Her smile widened more when she saw the gigantic size of her butt-cheeks. She jumped with happiness and laughed.

Glory Babe woke up and opened her eyes. She was stunned when she saw Claire's new body. She walked up to the teen and poked her titanic titties.

"You look great! That's a super-heroine body for sure!" Glory Babe exclaimed. Claire giggled as Glory Babe kept feeling her up.

"Thanks Glory Babe! Although your tatas are still bigger than mine!" the teen said. She laughed when Glory Babe grabbed a handful of her gelatinous bubble-butt.

"Maybe so, young lady, but I think your butt wins that contest. That thing is huge!"

The luscious blondes chatted and compared bodies when Prof Dren walked in. He was still in his morning robe, and froze when he saw the improved Claire.

"Good lord," he mumbled. Claire looked at him and ran over, her assets flopping madly. Her giant chest smothered him as she embraced him.

"Doc! Thanks so much for telling me how to become a super-heroine! It's like, so exciting!" the happy teen squealed.

"Speaking of being a super-heroine, did you get any of my abilities?" Glory Babe asked. Claire released the professor, who had grown another boner, and faced Glory Babe. She elegantly lifted off the ground and glided straight to her, and gave her a quick peck on the nose.

"Yes I did!" Claire giggled.

"Well then, we better get going. Those women aren't going to save themselves from those infernal insects," Glory Babe said.

"We? As in us? Both of us?" Claire responded in surprise, tears of joy welling in her eyes. Glory Babe put a hand on the teen's shoulder.

"Of course! You're my sidekick!" Glory Babe answered. Claire laughed as Glory Babe winked. "Now let's go get you a matching outfit, Glory Chic."

An hour later the two big-titted super-heroines flew over Cockscity, towards the mountains. The were both wearing matching outfits for their debut as Glory Babe and Glory Chic.

Their tops were pink string bikinis, and the pads were just large enough to cover most of their nipples. There were no shoulder straps, and the massive mammaries jiggled and bounced as they flew. Glory Chic's new chest was a perfect size for the skimpy bra, but Glory Babe stretched her top to the limit, her pink areolae blatantly visible and her boob-flesh overflowing. Their bottoms were pink mini-skirts. They were skin-tight, with built in g-strings. Glory Babe's curvy ass filled the piece nicely, but the bottom of her butt-cheeks were exposed. Glory Chic's larger juicier bubble-butt was simply too large, and both soft ass-cheeks were completely bare as the skirt slid up onto her waist. On their feet were shiny pink pairs of four-inch-high fuck-me heels, which propped their delicious behinds up sexily when standing on solid ground.

"Alright Glory Chic, this is not a termination mission. Were are simply rescuing as many of those trapped women while the professor makes more of that insect sedative. Be calm, be alert, and we should be fine," Glory Babe instructed as they drew closer to the mountains.

"You got it Glory Babe! Nothing can stop us!" Glory Chic replied, her brow furrowed with determination. The well-proportioned ladies flew faster, ready to face the hive.

Half-an-hour later the duo landed at the entrance to one of their spongy tunnels. The slowly walked into the dark cavern, the sounds of buzzing faint in the distance. They went deeper and deeper until they came across a fork.

"Hmm..." Glory Babe mumbled as she thought to herself. We should probably stick together. These insects are dangerous, and can easily overwhelm us if we're not careful." Glory Chic nodded her head in agreement, and they entered the tunnel on the left. They walked for a couple of minutes, suspiciously not encountering any bugs. They could clearly hear them in the distance, and they kept their heads on a swivel.

They pair entered a hot and humid chamber. It was about the size of a large bedroom and the walls were sticky with ooze. There were strange bumps lining the walls, and the heroines looked around curiously. Strands of goo dripped from the ceiling, and one glob oozed directly into Glory Chic's deep cleavage.

"Ewww! This place is gross!" she exclaimed as she wiped her rotund breasts off. They heard a groan in the walls and froze. A sickly squishing noise emanated, and they spun around in time to see the walls growing over the entrances to the room. They both ran to either side, and tried to pry the slimy substance apart, to no avail.

"Sweet Justice it looks like we're trapped in this chamber!" Glory Babe said obviously. "Come Glory Chic, we must search for any weakness in these walls." The groan echoed in the room again, and they froze. At this point Glory Chic suspected what the bumps in the wall were. She walked up to one and put her hand the warm surface, and saw a belly button. Her eyes went wide with horror as she realized that it was a pregnant belly of a woman. She looked around, counting how many bellies there were, and estimated that there were around fifty women trapped in the slimy walls.

"Glory Babe, I think were in trouble..." Glory Chic stammered in fear as she walked over to the middle of the room to her mentor. As soon as she reached her, squishing noises filled the room. Giant maggots, the size of body-length pillows, began wiggling out of the ground.

The heroines yelped in surprise. Glory Babe kicked one away from her, only to see another one emerging underneath it. Glory Chic was dancing around, evading them as they flopped like fish at the two blondes. More and more entered the room, and the succulent females found themselves in a very bad situation.

Glory Babe punched one that jumped at her. It hit the wall and she looked at Glory Chic, who was fending off several of them. A maggot above Glory Babe slipped out of the ceiling and opened its mouth as it fell. It landed on the heroine's head, and squeezed around it tight. Glory Babe let out a muffled scream as she panicked and fell on her plump ass. She pulled desperately on the maggot as it sucked on her head, drenching it in slime. Her massive titties popped out of her bikini from the struggling, and they flopped around freely. A maggot landed on her right jug, and swallowed the nipple into its mouth.

At that moment Glory Babe's body let off a puff of pheromones, and she became extremely weak. The maggots surrounding her all became filled with lust, and swarmed her luscious body. She felt maggots swallow her hands and feet, and she could barely lift them. Her left nipple was swallowed by another, and the rest wriggled on top, coating her in slime. She screamed inside the maggot on her head until it produced a slimy cock from within its depths. It slipped around her face and eventually found her mouth, plunging deep inside. The appendage wriggled down her throat, bulging her neck as she choked.

Glory Chic turned around and saw her mentor struggling under the pile of maggots. She took flight, and was zipping towards her when a maggot hanging from the ceiling grabbed her foot. She whip-lashed, and hung upside-down, her arms and free leg flailing. The maggot pulled up, and her calf was lodged in the ceiling. Glory Chic's globular boobs swayed as she hung, and several maggots jumped her.

Her hands were swallowed by one of them, restraining her arms below her head, and her other leg was swallowed into the ceiling, spreading her wide. Her bikini top was ripped off as two latched onto her bountiful milk-bags. She screamed in terror as one below her on the ground shot its slippery cock at her face. It popped into her mouth and down her throat, making her gag. As soon as it squeezed into her stomach, it began roping itself upwards. Glory Chic sobbed as it swallowed her head.

Glory Babe choked on maggot dick as it entered her stomach. Her legs were spread apart, and she felt a penis press against her thin g-string. It poked and prodded, and much to the heroine's dismay, slipped past, cramming into her warm pussy. She bucked as the appendage filled her cunt, pushing into her womb. Several smaller tendrils sprouted from the maggot. It spread her labia, and one wrapped around her clitoris and began squeezing. Waves of unwanted pleasure coursed through Glory Babe, and she sobbed as tendrils appeared from the maggot on her head.

They wrapped around her face as she screamed. Two hooked into her eyelids and pried them open, the bug's saliva coating her eyes. As tears streamed, two more tendrils plugged her nostrils, writhing inside her nasal cavity. The others squeezed tightly around her head, and Glory Babe despaired.

She felt a maggot in the ground underneath her slimy wiggling ass push his cock upwards, and she sobbed harder as it spread her slippery cheeks, plunging into her anus. The dick began traveling slowly through her intestines, bulging an outline on her belly.

Glory Chic struggled as she hung from the ceiling. Two maggots popped out of the ceiling between her spread legs. Tendrils sprouted from their mouths and hooked into her mini-skirt. It was ripped off, exposing her perfect pussy and tight asshole. She cried as they both produced their members, and slipped them into her holes. Her vagina was filled as the penis entered her womb, and she felt her guts stretch as the one lodged in her ass began slithering through them. The one fucking her throat did the same to her as the one on Glory Babe's head, and seconds later Glory Chic's eyes were held open, her nose stuffed with wiggling tendrils, and her face tightly wrapped.

The two stupid sluts were completely dominated by the maggots, and the horde began furiously raping them.

Two hours passed as the jiggling fuck-toys were violated. They had stopped all struggling, and the maggots played with their bodies freely. The heroine's full jugs squirted milk uncontrollably as the bugs attached to their nipples drank greedily. The other maggots not fucking her used their tendrils to molest every inch of their fair skin.

Glory Babe's eyes stung as the cock filling her throat bulged. She screamed as cum gushed into her stomach. At the same time, she felt jizz pour into her womb. Her vagina overflowed as a bulge pressed against her squeezing asshole. It slipped in and began coursing through the dick filling her intestines. The tip was in her stomach, and eventually the sperm poured inside alongside the other torrent. Her stomach filled, and began expanding.

Glory Chic screamed as semen bubbled from her pussy-lips. It oozed down her body, coating her in a thick layer as her cunt was pumped with hot cream. The appendages in her throat and guts pulsed as they blasted gallon after gallon of cum inside her stomach.

As she was filled, the maggots milking her finished feeding. Instead of detaching, they hooked several tendrils into her leaking nipples and stretched them open. Glory Chic spasm-ed in pain as she felt their cocks plunge into her mammaries. They immediately blew their loads, and pumped gallons inside. Her poor jugs swelled and bloated, growing larger and hanging lower as their weight increased. The maggots suckling Glory Babe took note, and plunged their phallus' into her swollen nipples as well. Glory Babe groaned as her wondrous breasts were injected with jizz. They expanded, and the weight of them began crushing the air from her lungs.

Both of the blondes' bellies inflated with hundreds of gallons of jizz as the maggots blew their loads for what seemed like an eternity. Eventually the ones invading their pussies stopped, but rumbled. The both screamed as tiny larvae were injected into their creamed cunts. Their vaginas struggled to contain the babies, and they stretched.

They were both impregnated with around fifty larvae, and combined with the immense amount of semen sloshing in their stomachs, their bellies were now the size of beach balls. Their devastated cum-stuffed boobs were twice their sizes, almost as large as their tummies.

The maggots popped out of their holes. They slipped off their heads and limbs, and Glory Chic fell with a squish to the ground. She landed on her back, her huge tummy and creamed fuck-pillows jiggling madly. Jizz bubbled from both of the heroine's nipples as they shrank. Somehow they managed to keep down the hundreds of gallons of maggot seed inside their stomachs, and they both groaned uncomfortably.

The entrances opened, and several warrior insects grabbed their arms and began dragging the extremely pregnant babes deeper into the hive as they passed out.

Chapter 4

Glory Chic slowly opened her eyes. She shook her head, and realized she was restrained. She was suspended in the air, her arms and legs pulled straight and spread eagle by strands of tough web. She had lost most if her outfit from the maggots, only her pink heels remained. Her belly was flat, as she realized she had given birth while unconscious. And not too long ago judging by the cum dripping from her pussy, ass, and nipples.

She looked around, and fear shot through her as she realized that she was inside the pod she was put into during her previous visit to the hive. The insects learned their lesson and strung her up this time, ensuring she couldn't escape.

Glory Chic looked up, remembering what had descended before. She screamed as the giant caterpillar entered the pod. It was twenty feet long, and had wriggling tendrils lining its underbelly. The head attached to the top looked like a fly, and it had a large proboscis. The monstrous insect was attached to webbing coming from its back, and it lowered itself behind the struggling female.

Glory Chic cried as the tendrils on the caterpillar's body looped around her body. It pulled her close, and she shuddered in disgust as it held her against its slimy underbelly. Tendrils wrapped around her neck, her torso, around both gigantic titties, her waist, and her thighs. They squeezed painfully, and she gasped as milk leaked from her sore mammaries.

From the bottom of the caterpillar sprouted three organs. One was a thick oozing cock, one was a translucent tube, and the other was a mysterious thin tentacle. Above her the caterpillar screeched, and tendrils wrapped into her beautiful blond hair. It yanked her head back, and she gazed with terror at the head.

It long oozing tongue emerged from the proboscis, and slowly descended towards the heroine's face. Glory Chic screamed and panicked, and as it neared her mouth, she shut her teeth closed. It pressed against her glossy pink lips, oozing a green slime all over her face. Suddenly the cock below her shot into her pussy. She yelped in shock, and the dripping tongue plunged into her mouth. She choked as it crammed down her throat, bulging the veins and her neck as it stretched. She felt it enter her stomach, the same time the cock below entered her womb.

She convulsed as it began raping her, and her huge breasts flopped about. The thin tentacle made its way to her left boob, and it wrapped around it in a spiral. The tip of the tentacle opened, and popped onto her sore nipple. Once snugly secure, it began contracting and squeezing the full orb, and her nipple sprayed milk into the tentacle.

Glory Chick screamed around the tongue in her throat as the caterpillar drank her milk, and her eyes went wide as she saw the tongue bulge. She sobbed as it traveled down, and her lips stretched wide as it pushed into her throat. A thick green sludge gushed into her stomach, nutrients that would keep her healthy during the ordeal.

As she was injected with the slime, the cock inside her cunt swelled, and dumped cum into her womb. It pumped about ten gallons inside her, then pulled out. As her pussy gushed with jizz, the cock moved between her giant ass-cheeks and forced itself into her butthole.

Pain flashed through her as the dick filled her anus, and she felt the translucent tube insert into her slimed vagina. It pushed into her womb, and the caterpillar rumbled. Glory Chick choked and screamed as eggs began traveling through the tube, about the size of golf balls. They pushed inside her semen-coated baby-maker, and began filling her womb.

Her belly swelled from as the eggs and the nutrients filled her for twenty minutes. It laid around seventy eggs inside her, and when it finished it retracted the tube. She had swallowed two-hundred gallons of nutrients, and the tongue was still pumping relentlessly into her throat. Her belly was the size of a tub, and lumpy from the eggs.

Glory Chic stopped struggling as cum gushed into her anus. It flooded into her intestines as she groaned. It dumped several gallons up her bubble-butt, then popped out. The cock moved upwards as jizz sprayed from her abused asshole.

Glory Chic sobbed with despair as she felt the penis press against the nipple of her right breast. The tit jiggled as it was poked, until finally her nipple inverted. Pain shot through the heroine as the thick member squeezed inside her huge jug. It immediately began pumping semen inside, and it started to swell.

Ten minutes passed as it filled her boob with insect cream. It was twice its normal size, and rested gently on her bloated belly. The caterpillar continued to feed her nutrients, and it was gushing freely from her butthole as it coursed throughout her system. Her belly was stretched to its max as it held the hundreds of gallons of bug food and the ever-growing eggs.

The cock pumped a couple more gallons, then slipped out of her engorged nipple. Jizz bubbled from the sore opening, and to Glory Chic's horror she felt the translucent tube press against it. This caused her to start struggling again, but she was barely able to move due to her giant tummy.

The tube inserted into her semen-packed titty, and out of the corner of her eye she saw the eggs traveling through it. She heaved and convulsed, desperate for them to stop. But they didn't, and she screamed as the tube began popping eggs into her breast.

Half-an-hour passed as the caterpillar laid its eggs inside her right boob. It injected around seventy again, and when it withdrew from her stretched nipple, her tit had swelled to the same size as her belly. It was lumpy from the eggs, and cum oozed from her reamed out nipple. Suddenly the eggs inside her pussy shifted. She screamed in pain as they began pushing out of her. Her warm walls had nurtured them to the size of grapefruits, and they stretched her labia brutally as they popped out one by one. Worker insects scuttled into the pod and began carrying her offspring away as she gave birth.

Once Glory Chic popped the last one out of her raw cunt, the cock slammed back inside and began raping her again. Her eyes glazed over, and she was still as her egg-packed jug began jiggling. They began squeezing out of her nipple, and she twitched as her titty shrank.

The caterpillar impregnated her several times for over four hours before she passed out, alternating between her pussy and boob as it pumped them full of cum and eggs. Her bloated stomach was always being filled with the green sludge, and her left tit was constantly drained of its milk. Glory Chic was trapped in the pod with the giant bug, and before the darkness filled her vision she wondered where Glory Babe was. The caterpillar did not cease its assault when she fell unconscious, and rammed the thick cock in her pussy as her mammary was pumped full of another batch of eggs.

Deep in another part of the hive, Glory Babe stirred. She groaned, and opened her eyes. She remembered where she was and what happened, and panicked. She glanced at her body, and saw she was no longer pregnant. Her clothes were nowhere to be found, leaving her stark naked. She also realized that Glory Chic was nowhere to be seen.

She stood up and looked around. She was in a large chamber, almost as big as a gymnasium. She was alone, she hoped. She walked to one of the spongy walls and pressed a hand to it. It was solid, nothing she would be able to break. Especially with the cum she felt in her stomach weakening her.

Suddenly she heard a thud on the other side of the room. She spun around, flopping her giant breasts about, and stared at nothing. She slowly walked towards the center of the room, when there was another thud, and this time she saw the wall shake. Fear shot through her as she heard buzzing and scuttling on the other side.

The wall tore open into a rather large hole and hundreds of insects poured into the room. There numbers were diverse, consisting of many different species and sizes. The swarm charged our doomed whore, and she screamed.

She turned around and ran nowhere. She didn't even reach the wall when a tentacle wrapped around her neck and ripped her backwards. Her sumptuous assets jiggled as she flew through the air, and landed right in the middle of the buzzing horde.

She screamed as the insects surrounded her. Her arms were restrained to the ground by many tendrils and bug feet, and her legs were yanked apart roughly into the splits. A huge beetle was the first to move in between her legs, and she struggled as it produced a dripping cock.

As it shoved into her vagina, a large centipede landed on her belly. Tears welled in Glory Babe's eyes as it scuttled around her left jug in a spiral and hugged it. It reared up and produced several tendrils, which it squeezed into her nipple. It began slurping her milk as it tightened around the giant tit.

A giant butterfly landed on her other breast and forced its proboscis inside the nipple. Glory Babe wailed as it too began drinking. Her cries were interrupted as a huge dragonfly landed on her head, its tail a long thick phallus. She tried to shake it off, but the bug stayed firmly latched, and it pushed its cock between her ruby-red lips. She gagged as it slid down her throat, bulging her neck.

Her body jiggled madly as she was raped. Smaller insects scuttled all over her as the swarm went nuts. Eventually the ones fucking her blew their loads inside her. The beetle screeched as it dumped gallons of cum into her pussy. Her vagina swelled as it overflowed from her labia. The dragonfly buzzed its wings as jizz sprayed into her throat. The cream gushed into her stomach as she choked and cried.

As semen filled her, the centipede was pulled out off of her left titty, its tongues popping out of her leaking nipple, and an enormous, muscled tripod bug with stood over the wiggling flesh. From its underbelly an oozing probe emerged, thick and bumpy. It mercilessly plunged its member into her swollen nipple, and began fucking her jug.

The dragonfly and butterfly were both pulled off simultaneously. The dragonfly was not done ejaculating inside her throat, and his cock sprayed strands of semen all over her face and chest. She hurled a couple of gallons of its load onto herself as a pill bug crawled onto her head. She opened her eyes and saw many tendrils from under its shell wrap around her head.

As the pill bug settled onto her face, a massive ant, with a large egg sac approached her flopping right boob. It mounted the soft orb, and aimed a probe from its thorax. It plunged into her nipple and wriggled deep into the mammary. As soon as it was snug, it began pushing eggs through the probe.

Glory Babe screamed against the pill bug as she felt eggs fill her breast. The pill bug produced five thin tentacles from its underbelly. Three of them shot into her open mouth and down her throat, while the other two plunged into her nostrils. Two of the ones in her throat wriggled into her lungs while the other continued into her cum-filled stomach. As soon as the tentacles were in place, the pill bug ejaculated.

Glory Babe's nasal cavity filled with jizz and gushed down the back of her throat. Her lungs inflated with the hot cream, causing her to spasm and choke. And more semen pumped into her bloated belly, causing it to swell.

As the luscious blonde drowned in bug seed, the beetle finished pumping his load in her cunt. He pulled out, and cum sprayed from the sore hole as a huge fly flew in to replace it. It inserted its egg layer, and immediately began pumping its babies inside her womb.

Twenty minutes passed as Glory Babe was sexually-brutalized. She had stopped struggling, and was covered in cum. Her right tit was swollen with eggs, something the heroine could not believe happened to her. The pill bug continued to dump gallons of jizz in her nose, lungs and stomach. Her belly had expanded to the size of a beach ball from the immense load of semen sloshing inside her and the fifty fly eggs that had been laid in her pussy. The tripod fucking her left breast had came ten minutes prior, and her boob grew larger as his load filled it.

Glory Babe choked and coughed into the pill bug as cum splashed from her sucking lips. She felt her hands picked up by something, and she was suddenly yanked into the air. The cock and two egg-laying probes slipped out of her jizz-stuffed and egg-packed tits and her slimy cunt. Her right boob sagged heavily with the ant's eggs, and her left nipple gushed semen at an alarming rate. Her giant belly swayed side-to-side as she felt the fly's eggs throbbing inside her womb. The pill bug remained attached to her face momentarily, pumping several more gallons of hot cream inside her, and was then pulled off of her face. Its tentacles writhed up her throat and through her nostrils, and when they popped out the blonde cum-dumpster hurled bug jizz by the gallon, desperately trying to vacate her lungs.

As she hurled she felt something grab her lumpy right breast. Huge tentacles wrapped around it, and squeezed down hard. Glory Babe screamed in pain as the eggs stuffed inside were forcibly ejected from her stretched nipple. The tentacles squeezed repeatedly, removing every last egg, and she coughed on semen as she sobbed while throwing up. She felt more tentacles wrap around her bloated stomach, and fear shot through her.

They squeezed down just like they did on her now leaking breast, and the fly's eggs poured out of her straining pussy. The remaining cum in her stomach was forced up into her throat, and it exploded from her lips in a geyser. Her body was squeezed and twisted as the tentacles made sure her vagina was emptied. When all was done, the defeated heroine gasped for air, every muscle sore and every inch of her skin plastered with jizz. She finally opened her eyes and looked at what was holding her.

She trembled as she gazed upon a giant, twenty-foot-tall grasshopper creature. Its arms ended in a tube from which the many tentacles that were holding her emerged from. The head of the giant bug was a long worm-like extension, with an oozing opening. It roared at her, and she screamed with terror.

The opening on its worm-head opened, and Glory Babe flailed her legs as the tentacles pinned her arms to her sides and wrapped around her midsection. She sobbed heaved as the monstrosity brought her closer to its mouth, in which she saw many strange organs and appendages waiting for her. The opening stretched wide, making sure her titanic jugs would fit as it put her inside, and then much to Glory Babe's despair, he sealed it just under her giant bosom around her midsection.

He sucked on her upper half of the curvaceous blonde as he unraveled the tentacles. Her shapely buttocks jiggled as her legs kicked madly, her muffled screams barely escaping the worm-head. The giant insect retracted its tentacles into its arms and shuddered. Inside the worm-head, Glory Babe's massive udders pressed against her chin as she screamed. From the other end of the worm-head wriggled several menacing organs. As the insect shuddered, they shot towards her.

Glory Babe shrieked and wiggled uselessly as a tentacle with a suction cup popped onto the nipple of her left jug. It began pulling and mashing it around, and she sprayed milk. The grasshopper worm drank deep as a four large bloated tubes reared up in front of her. She sobbed as one approached her face.

The tip opened slightly, and small thin tendrils with tiny pinchers sprouted. They entered her mouth, and forced it wide open. A couple grabbed her wiggling tongue and stretched it out of her mouth and against her chin. As Glory Babe drooled, her eyes went wide as the tube opened more. A huge thick rod of a cock emerged, slimy and pulsing. Along its length several smaller cocks waved around, dripping with pre-cum.

Glory Babe groaned as the wiggling pole pressed onto her tongue. She whimpered as she tasted every little cock passing by as the massive penis slowly entered her mouth. It pushed into her throat, gagging her, and the little cocks coated the walls with pre-cum. Her neck bulged as she swallowed inch after inch. Her eyes watered as it finally pushed into her stomach.

As it began slowly fucking her throat, another tube went to her right breast. It sent little tendrils out, and they all grabbed her engorged nipple. The heroine choked on the meat in her throat as her nipple was stretched open, and another multi-dicked cock plunged inside. She screamed, disgusted by the feeling of all the little cocks writhing in her titty.

The third tube simply sprouted the giant dick, and slipped it into her deep cleavage. As it began pounding, the fourth tube looked for an opening. It couldn't find one, and to Glory Babe's horror it poked next to the one lodged in her throat.

She bucked and yelled with fear as little tendrils grabbed her jaw and pulled down. It strained, making tears flow from her baby-blues, and suddenly there was a pop. Her jaw dislocated and her mouth was yanked open wider. She struggled madly as tendrils pulled her ruby-red lips tight to one side, and the fourth cock sprouted from the tube. It pressed against the small opening hard, stretching her lips to their limit. If finally squeezed in, and began pushing next to the other cock into her throat.

Her neck widened, the veins clearly visible on her skin as her throat expanded to fit two of the enormous appendages. It eventually pushed all the way into her stomach, and Glory Babe was speechless as she slobbered on the two phallus'. They began rhythmically pounding in-and-out, and her eyes rolled back.

As her throat and breasts were abused, the grasshopper worm emerged its think tentacles from its arms once more. It brought them to her lower half hanging out of its mouth. Her legs were pulled into the splits with the tentacles from one arm, while the other aimed at her quivering pussy and twitching asshole.

The tentacles were huge, and one plunged into each seductive hole. Muffled screams escaped the worm-head as it wriggled them inside her. It stuffed another into her cunt, stretching it painfully as it explored the warm depths of her womb. The insect grew curious as the tentacle in her anus popped into her intestines. It quickly jammed two more giant tentacles into her bubble-butt.

Glory Babe spasm-ed as her asshole stretched open painfully wide. The tentacles pushed together into her guts, and they stretched and bloated from the appendages' size. They coursed through her, visibly bulging and stretching her tummy. Eventually the three tentacles popped into her stomach and they began writhing and pushing against the wet walls. Her belly expanded and morphed as they rubbed inside her, and Glory Babe surprisingly did not pass out.

She was raped like this for an hour, until eventually the grasshopper worm roared. Glory Babe felt the entire head rumble, and she prayed to pass out. Her prayers were not answered, and the cocks penetrating her swelled.

Her throat contracted lovingly against the dicks as they blasted an incredible amount of cum into her stomach. Glory Babe choked as the little dicks sprayed against her wet walls, utterly drenching them in the thick cream. Jizz sprayed from her painfully wrapped lips as she swallowed gallons.

As her stomach was filled, the cock lodged in her boob unleashed its load. Her invaded breast began swelling immediately, pushing more and more against the heroine's face. Semen erupted from her stretched nipple and soaked the expanding tit completely.

Her cleavage bubbled with cum as the cock between her giant mammaries pumped gallons. Her jizz-bloated jug pushed wonderfully against the ejaculating cock, only making it cum harder.

Her right tit grew huge as it continued filling with the insect's load. It eventually pushed her head against the slimy wall of the worm, and Glory Babe sobbed while being smothered, as she continued to hurl semen from her lips. The hot cream from her cleavage began pooling in the worm-head, slowly rising. The suction cup on her left boob popped off and retreated, and milk sprayed from her sore nipple.

Outside of the worm-head, Glory Babe's belly had grown enormous. The giant tentacles still penetrated all the way into her stomach, causing very little of the bug seed to leak from her stretched butthole. Her stomach sloshed and rumbled with hundreds of gallons of cum, and the tentacles still made her skin stretch as they pushed against the walls.

Inside the worm-head, the jizz had risen enough to submerge her left breast. Her right one had so much semen injected inside of it that it filled most of the space. The sucking heroine cried miserably as the pool of cum lapped at her chin and tongue, the oozing seed spraying from her nostrils. She twitched her legs, as that was the most resistance she could muster, and the pool steadily rose above her head. Even more jizz flowed into her mouth as she was submerged.

The grasshopper worm came for half-an-hour, and by then Glory Babe was barely conscious. Her belly was filled with over three hundred gallons of cum, and her skin was so tight you could bounce a quarter on it. The drowning heroine felt herself slipping, and she thought she was going to die.

The grasshopper worm suddenly retracted his tentacles. Her belly squished and jiggled as her intestines shrank, and they finally popped out of her sore anus. A surge of cum flooded her guts, and her stomach shrank slightly. The load eventually sprayed powerfully from her asshole, and the violated super-slut groaned.

The grasshopper worm mercifully finished dumping its load in her. He slipped his giant cocks out of her throat, nipple, and cleavage, and she soaked in the pool of jizz as her jaw relocated. He opened his mouth, and slipped the succulent woman out, unleashing a waterfall of semen. Glory Babe immediately hurled gallons of the thick cream from her mouth and nostrils, desperate for a breath of fresh air. Her swollen titty gushed cum from her reamed nipple, and it shrank slowly.

The grasshopper worm held her and watched as she gushed with jizz. Her belly shrank slowly, until finally it was flat again. Glory Babe gasped for air after she coughed up the last semen in her throat, and screamed in defeat.

She cried uncontrollably, and the grasshopper worm grew bored. Glory Babe gave up all hope as it dropped her into the lustful swarm of insects below. They brandished their dripping cocks, thirsty suckers, invasive tongues, and full egg-layers, then pounced on the sobbing sexy blonde.

The two dumb super-heroines were, in every sense of the word, fucked.

Chapter 5

Three months passed in Cockscity. The hive continued to grow as they mated with the ditsy duo. The stupid sluts had, unintentionally, helped the city however. The insects were so enthralled with their fertile figures, that most of their kidnappings of women had ceased. Occasionally a women was picked up off the street, but it was nothing to the degree of when the hive first attacked.

Prof Dren had turned the sedative into a insecticide. He told the lovely blondes not to enter the hive without backup, and they had ignored him. The professor gave the insecticide to the military that had been called in to Cockscity, and they regularly launched missiles of it at the mountains. It kept the bugs at bay for the most part, deep in their tunnels.

The luscious ladies were moved about the maze as an uncountable amount of bugs raped them. Eggs of all different shapes bloated their wombs and bosoms as they constantly had cum being pumped into their insides. After the first week they lost track of time. After the first month, their minds were sexually-overloaded, and the insects fornicated easily with them, as they didn't resist.

Deep inside one of the endless tunnels, Glory Babe found herself in a small chamber. She opened her eyes and gagged around a slippery cock lodged in her throat. A giant mosquito was fucking her face, while at the same time had its proboscis inserted into her right breast. She choked uncontrollably as it drank her milk, and she felt her other boob pulse.

A long, fuzzy, worm-like bug with hundreds of legs was wrapped lovingly around her left titty. It had its probe buried in her engorged nipple, and was currently pumping baby worms inside. They were not in eggs, and the dominated blonde could feel them writhing around as her jug jiggled and stretched. She whimpered as the mosquito suddenly blew his load into her stomach.

As she gulped down the sticky jizz, she felt movement in her intestines. She couldn't see, but inside her guts were many little beetles, all rigorously cleaning her. The licked and slurped her warm walls as they moved about, making her squirm uncontrollably.

Suddenly a giant stick bug landed between her toned legs. It pushed them apart, and sprayed a liquid from its mouth onto her pussy-lips. Glory Babe groaned as she felt them grow hot and tingly, and when she was thoroughly lubricated, the stick bug mounted her motherly hips.

It pressed the tip of an irregular penis to her cunt, its shape bumpy and twisted, and plunged inside. Glory Babe screamed around the ejaculating mosquito when she felt her womb invaded. The stick bug began fucking her hard, and her stomach began expanding with jizz.

As the beautiful blonde was raped, outside the mountains a missile of insecticide flew towards the hive. It shot into one of the tunnels and began bouncing off the walls. It was on a timed explosion, so it could fly deep into the mountain. It zipped past insects and pregnant girls, winding down the halls randomly. Until, by chance, it entered the room where Glory Babe was being ravaged.

The missile exploded into a red cloud of chemicals, and screeches filled the room as all of them inside died. As the air cleared, Glory Babe groaned.

She lay still, the dead bugs still stuffed in her body. She was incredibly weak, as her stomach was bulging with semen. The stick bug had started dumping its load inside her pussy, and she could feel it leaking out. She twitched for about ten minutes, until she finally began regaining some movement.

She pushed hard against the mosquito, and slowly its thick penis wriggled out of her throat. She gagged and heaved until finally the slimy appendage popped from her ruby-red lips. She was able to keep the cum it had injected down, and she sobbed as she used her legs to start pushing the stick bug off of her.

The lumpy dick slipped out of her vagina, and bug cream gushed out from the worn hole. Glory Babe tried to sit up, but her left mammary was so heavy with the worm's motionless babies that she was unable to move. She felt nauseous, and gritted her teeth as she began squeezing the bloated boob with her arms.

As the little lifeless worms began pouring out of her swollen nipple, the super-heroine slowly began regaining her strength. She sat up, and could feel the beetles in her intestines. Once she squeezed the last worm from her sore breast, she popped a squat, her legs shaking.

Twenty minutes later the last beetle popped from her asshole. Glory Babe laid one her back, breathing deep breaths as her enormous jugs wiggled.

Eventually she got up. She was determined to find Glory Chic, and get out of the hellish mountain. She took off down the tunnel, praying she would not encounter any resistance.

The curvaceous blonde took lefts and rights as she walked, completely lost in the caverns. Eventually she entered a huge room, the size of a football stadium. She was up on a ledge near the ceiling, and when she looked down she saw an unbelievable amount of insects.

There must be thousands of them! Glory Babe thought as she hid behind a rock. She knew that if they saw her she would never escape that many. She slowly crawled into another tunnel on all fours, her rotund bubble-butt jiggling seductively.

She continued walking, until she heard a faint groan. She listened, and it happened again, clearly a female. Glory Babe took a left, and walked for about a minute until she entered a room.

In the center of the room Glory Chic hung upside-down, her legs wrapped in webbing. Her arms were tied behind her back, and her head was inserted into the end of a huge semi-translucent sac attached to the body of a giant wasp. Glory Babe could barely make out several appendages inside wiggling into the teen's throat. One of her breasts was stuffed full of eggs, and the other was being milked by the wasp's sucking mouth. Her belly was huge with baby wasps and cum. She was currently giving birth, and her body jiggled as the newborn bugs crawled out of her cunt.

Glory Babe was disgusted and furious at the sight of her sidekick. She clenched her fist, and flew towards the wasp with blinding speed. Her punch penetrated its head, killing it immediately.

Its tongues slipped from Glory Chic's leaking nipple, and Glory Babe began stomping on the baby wasps as they were birthed. Once they were all dead, she pulled on the teen's shoulders. Glory Chic's head popped out of the sac, and jizz sprayed from her mouth.

As her sidekick threw up wasp semen, Glory Babe tore the webbing from her legs. Glory Chic fell to the ground with a thud, and her egg-stuffed tit jiggled slightly. Glory Babe walked over to the engorged breast, and gritted her teeth. She hated doing this to the poor girl, but they had to get out of the hive as soon as possible. The heroine grabbed the giant jug and squeezed.

Glory Chic screamed and choked as she hurled gallons of cum while Glory Babe popped the eggs out of her sore nipple. Twenty minutes passed, until finally the exhausted teen was normal once more. The duo embraced, both of them crying. Glory Babe took a deep breath, then sucked her own nipple into her mouth. She drank about a gallon of her milk, and her eyes began glowing white.

The heroine grimaced with rage, power flowing through her. She picked Glory Chic up in her arms, and with a boom took flight, tearing through the ceiling.

The blondes exploded out the top of the mountains, debris flying everywhere. They rocketed through the sky, back to Cockscity. The naked girls eventually landed at Prof Dren's lab, and they both stumbled inside.

The professor was ecstatic to see them both. Glory Babe passed out for a couple of days, a side effect of drinking her own milk. The heroines slowly recovered, until they were both at peak shape once more.

Glory Chic walked into the professor's office, and saw him and Glory Babe looking at a map on his desk. She was wearing a white tube-top, which exposed her midsection and barely covered her nipples. She was wearing black yoga pants, although they belonged to her mentor, and it only held about a third of her larger ass-cheeks, her pink g-string there for all to see.

"Right here professor," Glory Babe said, pointing at the map."This is where that giant chamber was. If the military destroys that, I think it'll wipe out most of the insects." Glory Babe was wearing just a robe, as she had showered not too long ago. It was long enough to hide her vagina, but her plump rump was mostly exposed. The heroine's titanic chest was barely contained, and her entire cleavage was visible as the garment strained.

"Interesting! You should go tell the military stationed here. I've already given them plenty of insecticide, so they'll know what to do," Prof Dren said, trying not to stare at Glory Babe's huge boobs. Glory Babe nodded, then left the room to go change. Moments later she was in her pink bikini and heels, and flew away.

"Sooo you need any help around the office doc? I can cook or clean or something," Glory Chic said as she strode up to the professor.

"Ah well let me think here..." Prof Dren said as he stroked his chin. As he thought, Glory Chic's mind went foggy. She blinked, and forgot where she was.

"Now that I think about it, there's some file cabinets I need organizing. Do you think you could be of service with that?" the professor asked the ditsy teen. Glory Chic blinked, dumb as a rock.

"Ser... vice?" she stammered slowly. Prof Dren frowned, confused. The young blonde tried to think of what to do, then looked down at her giant titties. "ser... vice!"

Prof Dren gasped as Glory Chic pulled down on her small tube-top. Her luscious jugs spilled out, jiggling in front of him.

"Glory Chic!" he exclaimed as he grew a boner. "What are you doing!?" The super-heroine didn't listen, and knelt in front of him. She undid his trousers and yanked them down, revealing his rock-hard cock. The professor gasped as the blonde began licking it. She wiggled and slobbered its entire length until it was dripping with saliva, then lifted her soft boobs up.

The professor gave in, and grabbed an enormous breast with each hand. He thrust his dick into the jiggling cleavage, and began fucking it. Glory Chic's arms fell to her side, and she began drooling as the professor slapped against her, her mind completely blank.

Five minutes later, Prof Dren grunted with pleasure. The brainless teen automatically grabbed his waist and pulled him towards her face. The professor came just as she swallowed his penis into her mouth. She moaned as he sprayed cum down her throat. As he pumped, she wiggled her tongue around his girth while fondling his balls.

Prof Dren squirted the last of his load inside the slurping blonde, and sighed. Glory Chic continued sucking loudly on his shaft as jizz dripped from her glossy pink lips. Eventually the professor popped out of her lips, and she stood up. She swayed on her feet, completely unaware of what had just happened.

Prof Dren stared at her humongous bosom. He had made the connection that Glory Chic was suffering from the same idiocy that plagued Glory Babe, but he wasn't sure why. But at this point he didn't really care. He had wanted to fuck the nubile girl ever since she first walked into his lab.

The professor spun the teen around and shoved her against his desk. She bent over it, her luscious jugs mashing flat as he gazed upon her shapely behind. The professor barely had to pull on her yoga pants, and they slipped down her mountainous ass-cheeks. He slowly pulled her pink-string away, hypnotized by the way it made her jiggle. Her pussy-lips were exposed, and Prof Dren grabbed her hips.

Glory Chic drooled on the map as the professor pushed his cock inside her vagina. He moaned with pleasure as her womanhood massaged his length. Eventually his waist mushed against her soft butt-cheeks as he buried himself balls-deep in her cunt.

The professor raped her hard, her entire body jiggling on his desk. The curvaceous girl was none the wiser, and during their frantic fucking they knocked several books and stacks of paper onto the floor. The professor didn't pay any mind to the mess, and eventually he came. He pulled her juicy ass against him as cum squirted into her womb. He grunted and huffed as he creamed her, occasionally spanking her wiggling slabs of ass-meat.

Eventually he dumped his entire load inside her vagina, and it oozed out onto the floor. He sighed, and slowly withdrew, enjoying the way her labia quivered around his cock. He popped out, and put his pants back on. Glory Chic remained bet over the desk.

Prof Dren pulled her yoga pants up as much as he could around the huge butt, then stood her upright. He tried to put her tube-top back on, but only managed to squeeze her left breast inside. He plopped the mindless teen into a chair, then walked out to go take a nap. Glory Chic drooled onto her bare boob as jizz leaked from her pussy.

Glory Babe landed with a jiggle in front of the door to the Army Commander's tent. The soldier posted let her pass, and stared at her wiggling bubble-butt as she entered.

"Glory Babe. A pleasure to meet you," the commander greeted standing up behind his desk. He stared blatantly at her bouncing chest as she strode over to him.

"Good morning commander," she replied, putting her hands on her motherly hips. "I have information regarding your assault on the insects." The commander sat, and motioned her to continue.

"During my initial recon mission into the mountain, I came across a large chamber, which I believe holds a majority of them. I think all of the side tunnels connect to it, and if you were to throw everything you have at that location, the bugs would be mostly eradicated." The commander was silent as he listened to the seductive blonde. Finally he spoke.

"And where is this location?" he asked, pointing to a map on his desk. Glory Babe bent over, her swaying jugs grazing the wood, and circled a portion with a pen. The commander sighed. "That's an awfully vague target."

"Yeah but can't you just blow that whole area up?"

"The decision to make that call goes higher than myself. And what you are asking would be an incredibly expensive gamble." Glory Babe pouted with disappointment.

"Please commander! I love this city! There has to be something you can do! Something I can do to make this happen!" she said determinedly, leaning closer to him. Her giant titties loomed in front of his face. He gazed into her cleavage, then grinned.

"Perhaps there is," he said, as he lifted his hand. He put it on her face, and used his thumb to mush her ruby-red lips. Glory Babe stood up in shock.

"Commander! How dare you! I am a super-heroine!" she exclaimed furiously. The commander gestured to the door.

"Well then I suppose our business is concluded then," he muttered sternly. Glory Babe glanced between him and the door several times.

"Why that? Isn't there anything else?" she pleaded. The commander shook his head silently. Glory Babe thought for a moment, then sighed as a tear fell down her cheek. She walked around the desk as the commander undid his pants. He motioned her to kneel, and when she did he flopped his giant cock against her face.

"Suck," he ordered coldly. The luscious whore hesitated, then brought her plump lips to his throbbing tip. She stuck her tongue out and caressed it as she brought him inside her mouth. She took a couple of inches, then sealed her lips around his girth, swirling her tongue around.

She bobbed slightly up and down as she sucked, and the commander grunted, disapproving. He grabbed a handful of her blonde hair and yanked her down his length. Glory Babe gagged in surprise as he pushed into her throat. She pushed away, and the commander slapped her hard, stinging her. Tears flowed freely as her head was pulled back down, and eventually her nose pressed into his waist as she swallowed his entire dick. The commander groaned with pleasure, then began mercilessly raping her throat.

Half-an-hour passed as the dumb heroine was brutalized. Her face was drenched in saliva and tears, and it dripped into her jiggling cleavage. Finally the commander roared, and buried himself in her throat.

Cum sprayed into her as she choked and cried, and the commander swung his legs up. He put her in a headlock and held her there as she gulped down pump after pump of his man-cream. She felt herself weaken as it gushed into her stomach, and she was helpless to resist. She looked at him with her teary-eyed baby-blues, and he responded by plugging her nose. She whimpered pathetically as her throat milked him. As she was fed, the commander made a call and sent an email, requesting permission for an airstrike on the mountains.

Ten minutes later he squeezed the last pump of cum into her throat. He humped her face a couple of times, gagging her, then released her from the headlock. His cock slipped out of her mouth as she fell on all floors, sobbing as his jizz dripped from her lips. She felt her hair grabbed, and she was painfully pulled on her feet. Her rapist slapped her hard again.

Incredibly weak from the stomach-full of sperm, she couldn't stop the commander from bending her over his desk. Her wobbling ass-cheeks presented themselves to him, and she wailed as she felt her g-string ripped off. She tried to stand up, but his hand on her back kept her pinned. She bucked as the commander pressed his oozing cock at her butthole. The massive slabs of fuckmeat quivered around it, and Glory Babe screamed as he penetrated her.

Her anus began eagerly sucking on his dick, and her body jiggled madly as he began butt-raping her. She sobbed uncontrollably and put her forehead against the desk as she was reamed out. As she felt his fingers sink into her gelatinous bubble-butt, she kept reminding herself that she was doing this for the city.

Epilogue

Glory Babe's gift of letting the army commander blow his load in all of her orifices paid off, as the next day a massive insecticide air strike took place. The mountains rumbled and billowed with the poisonous explosions. Ninety-nine percent of the bugs were killed, and soon they were as common as the every-day sewer mutant. Luckily Glory Babe had her new sidekick, Glory Chic, and they weren't too worried about the stray insect.

The luscious super-heroines decided to move their base of operations from their separate homes into one location, Prof Dren's laboratory. They moved into the apartment above, and the professor was allowed to come and go.

"Good morning!" the professor said as he walked into their apartment. He saw Glory Chic fast asleep belly-down on the couch. She was clothed in a see-through nightgown, and it was so short her bulbous ass was mostly exposed, her pussy clearly visible. At that moment Glory Babe walked out of her bedroom.

"Good morning professes! Don't worry about waking her, she'll sleep through anything!" Glory Babe said cheerfully. She had skinny jeans on, and they only covered half of her rotund bubble-butt, her pink g-string peeking out. She had a towel wrapped around her enormous mammaries, and an ample amount of cleavage was displayed. Her hair was wet, having recently showered.

"I just came to stop by and say I would like to start running some tests on Glory Chic," the professor said as he stared at her curvaceous figure. "I think she may have received more than your abilities."

"Really? Like what?" the blonde asked.

"Your weaknesses as well. Your dependence on ingesting... reproductive fluids, muscle failure when in contact with it, temporary... laps of judgment, etc."

Glory Babe sat on the back of sofa next to the sleeping teen and frowned. She looked at her snoring sidekick, and brushed her cheek.

"That is truly unfortunate professor. I would not wish that upon anybody. But if anyone can overcome those odds, it's her," she said lovingly. The professor nodded in agreement. "And I'm sure that... you... unng..."

Glory Babe felt dizzy, and her mind blanked. As her IQ dropped, she started leaning backwards. She fell, landing on her back on the sofa, her head dangling off the edge of the seat. She started drooling, and the Prof Dren felt his penis grow hard.

"Unfortunate indeed," he said as he walked around the other side. He had fucked both of the beautiful babes several times since they moved above him, and it never got old. He dropped his pants and dangled his erection over Glory Babe's expressionless face. Her ruby-red lips popped open automatically when it touched her, and he inserted himself into the warm wet hole. She began sucking hard as he pushed down her throat, and the professor had a wonderful view of her bulging neck.

As his balls mushed against her nose, he grabbed the towel containing her titanic chest. It slipped, letting the huge jugs flop as they were exposed. The professor groaned as she felt her throat contract around his girth, and he sank both hands into the soft bountiful flesh of her titties. He began humping her head as he mashed and kneaded her boobs, and Glory Chic slept soundly besides them.

Eventually the professor came, and as he pumped cum into the slurping blonde he knew that he was going to love having the fuckable super-heroines live so close.