Minerva did not want to think to the voice that was going through her head, even it sounded like a distortion version of her own thoughts. All she wanted was a weapon...something to defend herself from ....what..whatever that is. in the creature. And she was not going to fine a weapon down here in an area like this. No, their was only two places that she was going to get a weapon was the prison's armory and her own Lancer.

But first she was going to have to fine a door. The young woman could barely see anything as she moved to left and away from the evil orange lines that were approaching her. She moved down the hallway, not being able to see anything, only being able to feel her way as she moved. That was when she found a door, a door that was of course locked.

No, not now! The agent to tried the door only to find it locked. The creature was already to taunting her, using her own words against her. The beautiful red head was willing to let her the door stopped and put her shoulder into the door, hoping to force it open. This had to work, it just had too...

It was a metal door in a prison... of course it didn't open by just throwing herself against it. It was meant to keep her in. All this obvious little facts would come to her mind as the creature came closer. But because it was the only option the mind woud also insist that she had to try nevertheless. Given this little hope, she would almost manage to block out the thought about the monster approaching her entirely, wrapping itself in the endeavor to open this damn door. Until the environment became even darker, because the giant form of the monster stood behind her, blocking out even the last light from the rest of the corridor and immersing her in its shadow. The only light in this darkness were the dimly glowing eyes of this creature, but if they could glow any brighter, the creature obviously wasn't going to ease Minervas predicament by letting them. Probably it was better like this.

There was a puff of air near Minervas face, as something moved quickly, and in the same instant that she was throwing herself against the door one last time, the metal door was torn from its angles with a thudding sound, and propelled deeper into the darkness before her. Minerva, who was readying herself for the impact, would find it gone instead, stumble in through the doorframe and then fall onto the metal door that was lying in the...what? There was even less light in here. Was this the corridor up? Did she manage to escape?

Then the neon tube on the cells ceiling lit up, and illuminated the simple room. A bed and a toilet in the back, and a little washbasin on the other side. A prison cell.

"Let me introduce to your new home, where you get raped again and again by its new guard. Why don't you turn around and face him. There should be enough light by now..."

Minerva continued to throw herself again and again into the door, attempting to force the door open by her strength and will alone. However the door was solid metal, meant to prevent anyone from being able to move with out the key. For all the agent's efforts, the only thing to was happening was that her shoulder was getting sore. Still the young woman continued, the throw her faster and harder into door as the corridor got darker and darker. The agent knew that creature was getting closer, she could almost feel the creature breathing down her neck. The poor redhead threw herself at the door one last time before the inevitable happened.

It was then that something hit the door the same time as she did. Minerva heard the tear of metal as something ripped the door off its hinges. The poor agent went tumbling into the ground with the large metallic thud, the wrecked door being the only thing to comfort the young woman's fall. It took a moment for the woman to catch her breath as the wind had been knocked out of her. She found herself in total darkness, for a moment she had thought she had been struck blind, but then a neon light came on....and illuminated her predicament.

The poor agent found herself in a jail cell, now a prisoner with in the very prison she was touring just a moment earlier. It was then that her body stiffened as she heard her own voice tell her that her attacker was right behind her. Slowly and shakenly the poor woman turned over so she what had driven the other prisoners mad with fear.

Turning her head, the first thing she would see would be a tentacle... of course. Two actually, but it was hard to distinguish them at first, as they were twitching, twisting and snaking alongside the white wall and the ceiling of the room like a maddend self conscious rope of an insane gymnastics artist.

Then the body, the ...torso, if this was the right word for that abomination, would follow, as Minerva would turn her head further. It had six limbs, not counted the tentacles: two large legs, ending in terrible feet reminding at an ugly mix of hooves and birds claw, two arms, large, thick and equipped with giant clawed hands, each one big enough to close about Minervas waist alone, and two additional limbs, ending in horny scythes, reminding remotely at the arms of a mantis.

A disgusting parody of a head,with six orange glowing eyes, tentacles around the creatures maw, and horny scales on its top was protuding where one would have expected it, given the aliens pseudo humanoid form. The mouth tentacles seemed to constantly move, bend and twitch, and were glistening in the same translucent slime that was covering the rest of the body too. The creature had the overall disgusting color of rotten flesh, mostly reddish mixed with black and grey where horny plates covered the creatures flesh. It was big... massive, almost not able to fit into the room, reaching to the very ceiling, but this impression was even intensified by the tentacles. It had four, growing from its back, their origin somewhere out of Minervas sight just now, filling the room with their several meter long trunks, which were at the base almost as thick as Minervas legs. Somehow their constant movement around the aliens body even intensified... yes emphasized the impression of size. A large, bending tail, giving the creature means to balance its massive torso, was vanishing somewhere outside the door and in the darkness.

And there was something between the aliens legs, slowly coming out of the body, of the same disgusting color of rotten flesh. It was a penis, even if thinking about it as this would cause nausea at best. The glans was in a dirty reddish grey, and it was surrounded by four small twitching limbs. Somewhere next to the erect shaft of the thing, sticking out of the sheath that obviously contained the alien genital, two little tentacles twitched and bent in the same squick inducing rhythm like the rest of the aliens countless tendrils. And just like the alien cock they were growing longer every second until their bases, thick knots on the aliens penile rod, were pushed out of the aliens body with a smacking noise, while the cock still grew bigger.

"You may scream now"

Minerva turned in horror as that to see that there was already two tentacles already in the room exploring the ceiling over her. They appeared to be already to strike as they downwards to restrain the poor agent. Her eyes drifted further down to see a torso that held too many limbs. Any one of them seemed to be enough to hold down the young woman much less what the four that were the legs could do. Each limb had a claw that seemed to be capable of snapping the redhead in half at the waist, or had a scythe that could the woman into pieces in in an instant.

She didn't know how the creature was able to make it way into the room, it was so massive that it appeared to fill the hallway. Still like a cat, the creature was able to force itself into the room by squeezing its body into the tight space. Now the only way out was blocked by the horrific rotten fleshed creature body as it tentacles began to extend to make it look more menacing.

However that wasn't the most horrific thing the poor woman saw, she could see between the creature's legs. Her eyes became large as she watched a member become more erect. The thing was surrounded by limbs and tentacles as they become more and active as if anticipating what was going to happen next. A sickening smack noise was made as the creature testicles popped out to be ready of use. It was then that disordered voice, her voice, told Minerva to scream.

However the agent's training prevented her from screaming.....for now. The agent immediately tried to pull herself up against the opposite wall as she looked in wide eyed terror at the creature. Then she looked around the room. She needed a weapon....anything to do...anything at all. She wasn't sure what she would be able to do with it, she only knew she just had to try.

"Uuh... no scream? Sad sad... i like a good scream. So you're one of the tough girls hunh?. Odd... it seemed to me i already had them all down here. Did you meet Jenna? She didn't spoil anything for you did she?"

The creature moved on, forward into the cell, but the small space betrayed its efforts to appear of hulking size, so many little details didn't fit. Minervas training would let her see through the masquerade.
It was huge yes, reaching to the top of the cell with its horny carapace, but most of the impression was due to its habit to move its tentacles in nausea creating spasms around its form.
So it was not the giant that the darkness and the insufficient illumination would have made her think, but this little detail was only comforting for a flinch of a second, because Minervas red hair and the ceiling of the cell parted almost 3 feet.

"Well how could she... And you are?. I know all the inmates and either you are new or... ooohhh...."

The monster made another step into the cell, and Minerva would witness, how it was mimicking her movements in opposite directions, blocking her way every time that she was turning, just as if it was a terrible mirror.

"...or my little murders finally caught the attention they deserve. Of course you know why she sent you down here, do you?"

But then the creature ended the little burlesque farce, and its tentacles, those that grew over the shoulder of the monstrous form, closed about her wrists, and pressed them against the concrete behind her, just left and right of Minervas face, effectively pinning her against the wall.


"You are here to be turned into another version of the girls next door, or better even... a version of Jenna.Wouldn't you like that?"

No matter how long she would here the voice in her head, it still was uncomfortable to hear her own voice being corrupted to be used for someone else's thoughts. Now that the agent had a good view of the grotesque creature, she realized it wasn't nearly as big as her imagination made it out to be. Still the creature was significantly bigger than poor woman trapped in the cell. Somehow the creature did fit in the cell with her and its tentacles made it look like that is was everywhere.

Soon it figure out why the agent was here, to try figure out who was causing these murders. Well unfortunately for the poor redhead, she had just came face to face with the creature. The young woman tried to dive to the left to get something to use as a weapon, only for the creature giant claw cutting off. The agent then immediately dove for the right, only for the massive creature to cut off her route. It was then that creature grew tired of this chase and decided to end it.

Two tentacles streaked from his back towards the poor redhead. She threw her hands up to protect her face, unaware that it was her arms that the tentacles were seeking. One wrapped around each of her wrists, and in one massive motion sent the poor woman backwards into the wall. The young woman let out a gasp as she slammed into the wall, her arms now useless were restrained against the wall on either side of her head. Still the woman was at least somewhat defiant.

NO!!! Let me go! Let me go now!!!

"Oh, you will go nowhere. I will put my long, hard dick into your warm wet pussy and cum several times..."

The creatures large claw closed about her waist. It was big enough to grab it almost entirely with a single palm, and the translucent slime on it seeped quikly into the fabric of her uniform and the short, pink skirt, making them stick to her skin. It was warm, almost hot, just like the rest of the creature, just contrary to the expectation for it to be cold, that sneaked into the mind of anybody that was looking at it for the first time.

"Don't you wonder why she sent you down here instead of killing you? It is because she thinks that i have mental control about the girls i rape. That i can make them do my bidding, and the promise of this power is what she wants to sell. Stupid woman, it's much more sinister than that... but you will find out about it soon"

The creatures other claw pushed between Minervas legs and soon she would feel the hot touch of an alien finger, equipped with a terrble claw, rubbing greedily over the fabric of her lingerie, just like a man that was more than coveting to fuck his woman.
The creature was so close now, that Minerva would feel its breath on the skin of her face. Terrible teeth, growing in rows and rows like the killing tools of a great white shark, hid under the twitching mouth tentacles, just beneath the terribly glowing eyes whose fire seemed to be born in the abyss of hell. And just next to Minerva the scythe-like horny blade, just another killing tool that was betraying that this monster was bred to kill at least as much as it was bred to mate, dug into the concrete, making small fragments blast off in different directions.

"...You will find out that i fulfil a purpose girl. I kill the men of a species to gain their genetic heritage. I drink their brains to absorb their instincts. You saw the results. And then i mate their women, and now ask yourself to which end my body uses the genetic knowledge which i collect... A beautiful reproduction cycle isn't it? Oh.... and i love it when my victims know about it in advance..." (*)


(*) Thorak is only trying, not succeeding.

Minerva gasped as she felt the large claw wrap around her waist. She was sure if if the creature twitched she would be cut in to. Still she could feel some sort of slime seep from the claw into her uniform. She could feel the hot slime soon make the her outfit and skirt begin to stick to her skin. The young woman could still here the sinister voice in her head. As he told her that he though the warden sent her down to be mind control here, he told her that she would wish it was that.

It was then that she felt another claw begin move under her skirt and begin to rub against her panties. The poor woman could the hot slime begin to soak into her white panties slowly making them transparent. Minerva struggled not to gasp as she felt his hand move back and forth across the petals of her flower.

It was then the creature face got close to her own. The young woman closed her eyes and looked away, though she could feel the breath of the monster on her face. She didn't want to see any more of those rows upon rows of teeth, those tentacles that surrounded the teeth, or even those glowing evil eyes. Though the young woman did not...would not...see what was going on, she could hear the scythe-like blade jam into the wall. The young woman let out a shout of fear as she flinched as bits of concrete hit her.

Still the worse was to come, the real reason why the creature killed so many men, so it propagate with the women and now...now it was going to do the same with Minerva. For the first time that day, the young agent screamed...

“What a beautiful scream from an ADD Agent. Ooooh… you wonder how I know about you. I know much. There are few men in your ranks yes… but some. And many women. A lot of them go MIA don’t they? You really don’t want to know what happened to them”

It drew even closer, if that was possible. Minervas mind would try to deny it. Block it out. It would feel equivalent to the feeling of gulping down something really awful, trying to ignore the taste, swallow it in that special way that blocked the more disgusting fragments of the flavor, while desperately heading for the water dispenser, to wash the mouth clean.
This was how it felt, just on a bigger scale and with every sense that Minerva had.It was futile though, because nature hadn’t foreseen for a human to meet this terror. To block it out would be close to impossible, so prominent, so alien… so revolting was it.

“How long is she planning to leave you down here? One week? Two? It’s irrelevant… it will be too late. This planet is ours and Planetfall is in 48 Hours. Then all the women on this little prison planet are ours. And you…”
Soon Minervas Uniform was more showing than it was hiding, because it was soaked in alien slime, sticking to her body, while she felt how the aliens hand, that one that was not holding her like a puppet, crushed the little buttons, which were holding her uniform closed, with its terrible nails. One tentacle slid down through the collar of her shirt, slithering in twitching movements further and further down before it pushed its warm wet trunk under the fabric of her bra. She would feel its nauseating presence directly on the tender skin of her breast, as it started to squeeze it greedily. And somewhere down, where she wouldn’t want to look, an alien genital was pressing its horrendous form against her thighs.

“…You are mine”

Minerva could feel the creature getting closer somehow, though she was sure the monster could not get any closer. Now she could no longer deny that the creature was on top of her, still she did not want to look at the disgusting creature preferring to look away for now. The creature was simply so alien so much different from her to want to look at him.

It was then that the creature mentioned that there was going to invasion. And the invasion was going to happen soon, as in the next couple of days. She had to get away and warn people somehow, if she could get away from both the alien and the warden's guards. However, her attention was once returned to her situation.

The creature other hand soon had grabbed the front of her shirt. Minerva head soon turned to see what it was doing as she once again forced to look at the horrifying monster. She could hear the crunch of her buttons as they were crushed under the massive force of the alien's hand. Her uniform had now become slick with slime, and now stuck tightly against the curves of her body. Soon a tentacle moved down her collar of her shirt moving slowly across her body as it pushed further down her chest. Soon the could feel the tentacle push underneath her bra and begin to encircle her breast. She let out a gasp as she felt it squeeze her breast. Worse the young woman could feel the creature's member begin to press against her thighs. Instantly she did her best to keep her thighs together and as tight as possible.

Time to get you into the new prison uniform...

From somewhere below and out of sight a tentacle rose into Minervas field of vision. Almost like a snake it rocked forwards and backwards, with a hypnotizing rhythm. And every time Minerva looked away, it would soon follow her movement, remaining in view, as if the... thing... that was, despite her best efforts to keep her thighs together, rubbing her female folds greedily with its thick claws... as if this thing wanted to show her something.

Just beneath the tip the tentacle had something akin to a bulge and oddly this bulge seemed to grow in length until... until a smacking and lightly creaking sound drew Minervas attention. The tentacle parted... well at least its skin, which was openeing up like a zipper, as some bony blade pushed through, flapping out like a slimecovered version of a butterfly knife which had been hidden in the tentacles trunk. Thick strands of translucent slime ran from the tentacles trunk to the blade which now... came closer and closer.

Its blade was ridged, Minerva would feel it as it touched the nude skin over her breast, and hellishly sharp. With a slow movement the alien led it down, through the fabric of her shirt, through the strap that joined the two cups of her bra, further downward. Running down the "knife" left a red mark, where Minervas skin became compressed, though it didn't cut, even if she couldn't dare to breath, if she didn't want to risk that it sunk its murderous form right into her tender flesh. Then, it reached her skirt and cut though the elastic band that held it up.

But the monster wasn't done. It had stopped to massage Minervas female folds, so that the skirt could slide to the ground unchecked, but only to grab her formerly white and clean, but now grey, translucent and gooey panty, to cut it with the knifelike bony extrusion. Two cuts, Minerva wouldn't see where, and then the feeling that her slime - lubricated panty was pulled through her tightly closed thighs, before its remainders vanished somewhere in the darkness of the corridor outside of Minervas cell.

And then the sensation of nakedness, down there, where her pussy was, as she felt the air that was cooler then the warm slime that covered her folds.

As Minerva eyes open she saw a tentacle move to her eyesight. It moved it back and forth as if it was trying to get her attention trying to remain in her view regardless of which way her head moved. Minerva gasped as she felt the the claw continuing to rub against her lower lips do its best to get her flower to bloom. The young woman focused on the tentacle as a way...for now...to distract herself from what was going on below.

It was then that the tentacle begin to bulge at its tip. The bulge got bigger and bigger until it finally began making smacking and light creaking as the the tentacle began to part. Popping through the part, was some sort of bony blade that was covered in the translucent slime. The redhead could only look on as the it scary blade as it came closer and closer to her vulnerable body.

The poor agent could feel it was the press against the her breast, the young woman did not want to move or even breathe as it press against her. Slowly but surely she could feel it move down her body, cutting through her shirt. The only resistance, however brief, that the blade met was that of the her bra strap. Even then it took only slight more effort before it too was cut. Minerva's pink skirt also gave some brief resistance, only for its elastic band to be cut apart.

She let out a soft as she felt the creature take a moment to concentrate on her breasts. As it massage those mounds she could feel her skirt fall to the ground. Soon the monster return its effort as it reached down and pulled at her panties. The panties felt like they resisted briefly but soon the they were pulled away. Minerva could only watch as the remains of her garment was thrown out of the cell. It was then that she could feel the cool air hit her lower lips, showing how much of her was now exposed to the alien.

The creature stepped back and allowed Minerva to breathe freely for a few moments. Its claw held her firmly at her waist and its tentacles pressed her wrists against the cold concrete as, without any haste, the creatures gaze wandered over Minervas body. With or without intent, the creature exposed itself to Minerva, showed its terrible form, and so it became somewhat like a mutual appraisal.

But while on Minervas side feelings of fear… revulsion and nausea would dominate the creature obviously felt something completely different: Wanton lust and anticipation, its cock would tell. It’s phallus stood completely upright, like a spear with a terrible blunt, bloated tip in the color of rotten flesh. It was based, anchored, in the groins of the beast before her, like a pike on a medieval battlefield, ready to impale her like the mare of some poor, careless knight.

Just like everything that was this beast before her, constant movement of twitching tentacles or, in its case, penile limbs that grew just beneath the dirty red glans, made looking at it even more terrifying. But the monster was not yet finished “studying” its new victim. There was no possibility that this abomination of teeth and tentacles, which this thing had for a mouth, could smile, but deep inside Minerva would know that it did. Especially as a claw and a tentacle pulled the rests of the fabric aside, which were still hiding her tits from its gaze. And then it stared at them, and slowly its gaze wandered up, until it met Minerva

Fire… unholy fire was burning in the depth of this creature, the eyes would tell, as it came closer again, and two large tentacles that grew from the back of the creature, clasped about her thighs, forced their slimy trunks between her legs, and entangled them further. It was obvious why, inevitable, the very core of what this… thing… wanted to do: It would part her thighs, force them apart, despite her best efforts to keep them shut, because it was strong, so terribly strong. It was almost as if it was written in the fiery gaze of the creature, for Minerva to read: “I will take you, if you want it or not”.

And then it did so, and the alien pelvis approached the entrance of her womanhood unhindered, and soon she would feel the fleshy tip of the alien penis, covered in slime. The tentacles that grew from the base of the abomination that, in absence of more matching words, must be called penis, entwined the little pearl of Minervas clitoris, wriggled, twitched and tucked on it with their slippery form, while the big red glans pushed against the entrance beneath it, parting her labias slightly, as if the wanted to emphasize that it had her in his grip, that she was his, and that nothing she could do would change that.

And then, just like that, the penile limbs clasped about the glans, and it pushed it in. Slowly. An inch for an inch she would feel it enter her warm sanctuary with its bumpy, rigded, unnatural and abominable form.

Suddenly the creature stepped back for a moment, finally given the mostly naked woman a chance to relax a bit. Though she was still pinned to the wall by the monster's claw. The tentacles kept her wrists against the concrete wall, making the poor agent helpless in front of the grotesque creature. She could only stare of the creature as it took its time observing her nubile frame.

As Minerva looked down her eyes focused down at the creature phallus. The redhead could not help but notice that his member was erect and point up at her. It was just like the rest of the creature overly sized and colored in that disgusting rotten flesh color. She was revolted that this creature was going to have his way with her, but there was nothing she could do to stop him. He was simply too strong to fight off.

The remaining tentacles that were free continued to move on their own, making the creature far more terrifying and larger than he would be without them. The creature seemed to be enjoying this moment as it looked over her mostly nude body. A claw and a tentacle soon reached out and grabbed the remains of her shirt as they pulled them to side and ripping it further as her breasts now became exposed to be clearly to be seen.

The creature gaze then met her own as he finally moved forward once again, before a pair of tentacles moved towards her. There was nothing she could do as the tentacles forced their way through her legs and wrapped around each of her thighs. The young woman struggled to keep her thighs together but the tentacles were able to pull them apart fairly easily. Soon her legs were far enough apart for her flower to be exposed to the creature.

Minvera let out a gasp as she felt his member pressed against her flower. The young woman soon let out a shout as she felt something wrap around her clit. It began to teased and wiggled against her clit, forcing soft moans from the attractive redhead. She could feel the phallus move further up as it part her lower lips, foreshadowing what was going to happen. She could only shake her head no as she hoped against hope that somehow something would prevent the creature from following through with his action.

Then suddenly she felt the phallus pushed deep into her. She let out a loud moan as her head pointed upwards as she felt the bumpy, rigid member push deep into her flower. Soon she could feel him fill her as his member push deeper inside her.