Erlea woke up to violent shaking. Confused and dazed, she tried to scramble to her feet but her legs couldn't make purchase on the ground. A pressure around her waist and stomach made it impossible to lift herself up. She tried again, pawing at the ground but that only increased the pressure squeezing her belly.

Memories of the Shucks attacking the hive welled up. She was trapped and they were going to rip off her wings. She let out a scream as she blindly brought her hands and blasted off an RKA.

“Fuck!” bellows Gral as he stumbled, jostling her even more. There was a brief moment of falling and then a jolt as he hit the ground with his knees.

“Erlea!” cried Miere.

“What happened?” groaned Billie, her voice rasping.

“She just blasted my ass.” But despite the pain in his voice, he was gentle as he swung Erlea off his shoulder and brought her down onto the ground. His hand cradled her neck before he pulled away.

Erlea whimpered as the memories intruded with her confusion. Then her eyes came into focus and she found herself on her back staring up at her companions.

“Love?” whispered Miere. The Honningbie's eyes were red-rimmed from her tears, but she was just as beautiful as before.

“Miere?” Erlea's voice cracked. “You're safe?”

Her lover knelt down next to her. She rested one hand on Erlea's breast and smiled. “Yeah. Thanks to you.”

Gral chuckled.

Out of sight, Tira spoke up, “Give her a break, she only has honey eyes. We all know you saved our asses out there.”

Miere blushed and her wings fluttered.

The Orc Chief chuckled again. “I know, it's just sweet and amusing. There isn't a lot of love in my zone, so it's wonderful to see it played out in front of me.”

Billie grunted. “You're bleeding.”

Gral turned away. “Damn, you can see the bone too.”

Shocked, Erlea sat up sharply and stared. Her RKA had scorched the side of Gral's hip, exposing a bit of blackened bone and too much torn muscles. A river of blood poured down from where the attack hadn't cauterized the veins.

Miere crawled over, planted her hand on his hip, and screwed her face tightly in concentration. A yellow-green glow burst from her hands as she began to heal.

Erlea ducked her head. “Sorry.”

Gral shrugged, winced, and then looked away. “You didn't kill me. I knew I should have pinned your wings when I was carrying you that way.”

A flush of heat spread through Erlea. “W-Why didn't you?”

“Didn't want you to feel helpless.”

“But you got hurt because I was frightened. I-I thought the Shucks had gotten me.”

He glared for a moment but then stared out. “That's why you have to destroy Caracas. Breeders shouldn't fear monsters.” He turned to Billie who was standing with her arms behind her back. “Yes, I'm going to keep saying that even if you don't believe it.”

Billie's eyes narrowed.

He looked down to where most of his wounds had been sealed over. His leg muscles flexed as he twisted underneath Miere's still-glowing hands. “Good job, I can almost move without pain.”

Erlea noticed that his cock was also responding. The bulge swelled underneath his trousers. She smiled to herself and looked around. “What happened?”

Billie pointed at her. “You have not been spending points on Endurance like you were supposed to.”

Erlea ducked her head again.

“Still trying to get rid of your Pinned Wings Drawback?”

She nodded sheepishly. She had been told in her first days to boost her Endurance, but there were so many other advantages or powers she needed. “I don't like being pinned. I'm so helpless.”

Billie glanced at Gral before she came over and knelt down next to Erlea. “I know. It's scary and terrifying. Y-You saw that happened to Saroia and you never want to have that happen to you.”

Images of Saroia's corpse impaled on Caracas' welled up, the terrifying sight of her mentor being killed on the massive shaft brought caused fear to clutch her heart. Erlea sniffed as she looked at Erlea. “I-I don't want to have that happen to me.”

“You've only been spending your points on that?”

“A-About half. The rest is spread between my RKA and the Barrier.”

Billie tensed. “I-I'll help you train for the Drawback, but I need you to spend spend at least ten or twenty points on Body and Endurance. If you are going to be pushing your Endurance, you are doing Body damage. If you run out of that, you're dead.”

“I know.” Erlea looked away.

Billie caught her chin and forced her back. “No, Erlea, you don't. Your lover can't heal Body damage easily. You have one, maybe two, left right now because you drained yourself completely. One RKA, one good hit, and you're dead. And while I'm so happy you saved my ass from getting impregnated too many times, you almost killed yourself for me and I couldn't live with that.”

“I couldn't… I couldn't let you suffer. You've done so much.”

Tears glistened in Billie's eyes. “And, your monster boyfriend is right. I should have been paying attention instead of being lost in my own grief. I'm just as guilty as everyone with what happened to Miere. It was a low point for me and devastating for you two young bees.”

With a sniff, Erlea surged forward and hugged Billie tightly.

Billie hesitated and then she hugged Erlea back. “I'm sorry, Bee.”

“Shush,” Erlea said as she pressed her cheek to the hard carapace. “Just hold me for a moment.”

The beetle smiled and squeezed tight.

They held each other tightly as Miere continued to heal Gral. The Orc Chief chuckled a few times. Then he broke the silence with a groan of relief. “Oh, that's perfect. You did a great job.”

Miere sat back, sweat covering her nearly naked body. “Just remember, I can't heal Body damage easily. It takes a while for this to fade, so make sure you don't get hurt for a day or two.”

“Right,” the chief said, “no carrying Erlea where she can blast my ass again.”

Erlea's wings fluttered as she gave him a mock glare.

He grinned at her. “Or, I'll just help you work on getting rid of that Drawback by pinning your wings. With proper supervision, that is. I wouldn't want to get my balls blasted off; healing magic can only do so much to something vaporized.”

The flush of excitement rose up. Erlea felt her nipples stand up and press against Billie's hard chest.

Then, the ground buckled underneath Erlea and Billie. Around them, she saw the earth splitting apart as something twisted and boiled below them.

They pulled away, staring in confusion at each other.

There was only a heartbeat of silence.

The earth exploded around them, the force of it throwing both Erlea and Billie straight up into the air. Erlea buzzed her wings, catching herself but Billie was pulled out of her hands as the beetle girl's momentum carried her high above.

Erlea tracked her and prepared to catch Billie before she hit the ground.

Underneath her, the sudden cloud of dust and plants parted as four thick tentacles burst straight up. They were thicker than the Trap Door Tentacles, each one easily as wide as Erlea's thigh. They moved with startling speed.

The first one caught Erlea around the waist, wrapping around and smacking against her breast with a heavy thud of sticky, muddy weight. The blow drove the air from her lungs as her breast was crushed.

Erlea aimed her RKA down but a second tentacle slapped against her shoulder before punching her in the other breast. The heavy limb pinned her wing painfully to her body.

“No!” she screamed as the intense lust of being helpless slammed into her. She let out a cry as her entire body exploded into heat and pleasure.

The RKA sputtered in her hands and she was falling.

The other two tentacles stretched high above her. She tried to follow them but she was yanked into the dust cloud before she could focus on Billie's plummeting form.

Then she was choking. She half expected to be dashed against the ground, but it wasn't dirt that her knees hit but a wet, slimy surface. It undulated as she tried to find purchase but everything was moving and tilting and twisting.

Erlea let out a cry as she clawed for freedom. Her attacks sputtered as she fought the helplessness. Around her, the scent of her honey flooded the air as she felt her pussy splay open in preparation of being bred.

Something heavy smacked into the ground next to her.

Hoping it was Billie, Erlea reached out of for her.

Smaller tentacles smacked against her skin, catching her outstretched hand and pinning it to the slimy surface. More of them caught her arms and legs, wrapping around as they burrowed up toward her exposed sex.

Erlea whimpered as the first one plunged into her cunt. There was no friction, only the wet feeling of a squirming length that plunged deep into her body. It was thick and slick. Every twist sent intense waves of lust coursing through her body.

The other tentacles didn't stop either. They swirled and pulled at her body, stroking her until every inch of her skin was slick as her surroundings.

Then something latched onto her right nipple. It felt like a ring of stubby teeth. The brief pain was nothing compared to an intense pleasure that came as the tentacle began to suck on her achingly hard nipple.

More came out, catching her other nipple and then against her clitoris. They sucked and blew, pulsing against her sensitive nerves as little bursts of pleasure swam across her vision. They were distracting as the wet pressure that rolled over her body.

A pressure around her thighs began to creep up as her wings and arms were crushed against her body. More tentacles wrapped around her, pulling her and capturing the tentacle that invading her pussy with deep, squirming thrusts.

Erlea opened her mouth to scream.

Before she could make a noise, something jammed into her mouth, smacked against the back of her throat, and then squirmed down into her throat. The sensation of being choked brought another waves of pleasure as she lost herself in terror and ecstasy at the same time.

She was being impaled at both ends, the two tentacles writhing inside her, stretching her tight confines but also somehow sliding along every spot of pleasure inside her. her pussy felt stuffed as did her throat. Nothing was still, not on the inside or the outside.

When a third tentacle slithered between her buttocks, she didn't have the attention to fight it. It plunged into her asshole with a burst of pain and pleasure before it began to burrow deep into her bowels.

Stuffed completely and lost in her helpless, Erlea could do nothing as she was squeezed into a tight tube that pressure down from all directions. It felt like she was being crushed as waves of pleasure continued to force her down into a darkness that was all consuming except for the flashes of pleasure that left her blinded.

Then, the tentacles pulling her deep yanked her into a chamber of some sort. She couldn't see anything but the pressure was gone. However the tentacles were still not done with her as they drove into her, driving deep into all three of her holes with brutal strength as they became to writhe even faster.

She tried to reach for them but the smaller tentacles kept her hands pulled apart.

The assault against her nipples and clitoris worked at the same time as the ones writhed inside her. The waves of pleasure left her daze and confused.

Then, a light. It was just a muted glow but more than anything. Her blurry eyes focused on it as she watched some sort of blue sphere slide along a tentacle. No… after a second she realized it was inside the tentacle and being pushed. She followed it with her eyes, unable to do anything as orgasm tore through her consciousness.

More followed, three lines of glowing blue that worked their way around the thick tentacles that surrounded her. Each one came a foot after the previous one, adding a meager amount of light as they slipped into the chamber.

By the time the first one reached her pussy, she could see enough around her to know she was in more trouble than she could imagine. She was in some sort of chamber with hundreds of tentacles sprouting from every surface. A thick, acidic-smelling fluid slopped around underneath her. There was no obvious open besides a dripping sphincter above her head and one below.

Erlea wanted to cry out but the first sphere pressed against her sex. It was thick, almost as thick as the Forest Dragon. It slid into her opening but her tight channel resisted.

Then the egg behind it thumped against it and the pressure increased. She tried to clamp her inner walls but her body wasn't her own. She was helpless as she stared at the spheres as a third one joined with the others, bumping against them and adding pressure.

A few seconds later, she felt the first sphere press against her lips. Her jaw ached as she fought against it, trying to stop it from invading her.

Her efforts were in vain. A few spheres latter, there was so much pressure that her pussy couldn't resist anymore. The thick member pried her open and slid inside her cunt with a wet popping sensation that set off another orgasm. She cried out… only to realize she had opened her mouth too far. The egg at her lips slipped in her mouth, forcing it open as it slid to the back of her throat and lodged into place.

More spheres gathered up, each one adding to the pressure as they invaded all three of her holes. Her asshole resisted the longest, the tight sphincter fighting off but it wasn't enough as the eggs began to popping inside her. Each one set off an orgasm that ravaged her mind and body in bursts of pleasure.

The pressure in her pussy grew. The spheres were popping into her opening easily but they were caught inside the tight channel. She could feel them lodging against her cervix, grinding down with their wet, gooey surfaces as they tried to invade her innermost depths.

Erlea shuddered through one orgasm after other. She was helpless to do anything but concentrate on the feeling of the pressure growing. It quickly grew into a pain as more of the eggs were driven into the tight confines of her cunt.

The other eggs weren't hampered by such a opening. They bumped into each other as they slid past her lips and down her throat at the same time more of them were forced past her sphincter and pushed deep into her bowels. They met in her belly, stretching out the skin as they gathered deep inside her.

The pain inside her cunt grew as she felt her cervix beginning to tear. Tears burned in her eyes between the orgasms blasting her senses. She oscillated between ecstasy and agony.

The pressure at her womb grew into a sharp piercing agony.

And then, one of the sphere popped into her. She felt it burst out of the tentacle and slide around her womb.

The orgasm that ripped through was all-consuming, erasing any vestiges of her thoughts as she lost herself in a way of pleasure and ecstasy. Each additional intrusion set off another chain reaction of pleasure that wracked her body and shattered her sanity.