The Race

"We were first attracted to this area by the discovery of the bodies of members of a search party who had by all appearances and tests died of a combination of dehydration and old age. In the desert dehydration might be expected but old age certainly was not, the oldest member of the search party was Sheriff Gibson. He was 47 years old. The youngest member of the search party was only 20."

"State authorities called in the FBI who in turn called us in. We quickly ascertained that every male member of the search team had been discovered dead and that not a single female member of the team could be located. Evidence indicated that the men had been involved in sexual intercourse at the moment of death."

"Due to the strange nature of the incident we initiated a number of steps including a review of NORAD tracking records reveals a faint orbital trace which terminated in the area in question seven days ago. Aerial surveys quickly located the impact site, we moved in and secured both the spacecraft and also discovered Beth Parker, the only have one human survivor who has had direct contact with the aliens."

"It appears that the alien placed Miss Parker in a state of hibernation within its vessel and took on her appearance." Wilson adjusted his glasses and cleared his throat before continuing, "It then proceeded to seduce and kill every man it met and to turn women into some type of drones to serve it. One of our teams tasked with locating the missing women appears to have located a group of women who had come into contact with the alien. They were able to kill two of them before being overcome by the remaining women. We have recovered two specimens from that encounter."

That will be addressed in further detail by Major MacLeod. I will return to the subject of Miss Parker." Wilson shuffled his papers and cleared his throat before continuing.

"Every single test we have shows that she is a perfectly ordinary teenage human female. Ultrasound and MRI show none of the alien tissue growth which characterizes the bodies of the women converted into drones. She is completely pristine. Not a single trace of biological contamination. Hell, there isn't even a single scar on her body to indicate where the alien may have implanted her as it did the other women."

"Wait! Do you mean not a single recent scar or no scars whatsoever?" There was a strange intensity in the Director's eyes combined with what seemed almost like panic in his voice that both startled and confused Doctor Zimmerman.

"No scars whatsoever, even the full body surface scan didn't pick up a trace of scar tissue. She is as pristine as a new born baby…" Wilson's eyes widened as he realized what he was saying and looked into the Directors eyes as both men felt an icy sense of terror sink deep into their souls. Leaping to his feet the scientist slammed his fist into the alarm button which would initiate a full security alert and an instant lockdown of the base. Absolutely nothing happened and suddenly the boardroom was filled with a silence far louder than any alarm siren.

* * *

16 hours earlier

It had been so easy Jezebel mused. By time her pod was located the metamorphosis was almost complete, all that was left were a few minor internal changes which completed by themselves. The technology which was so mingled with her body to be for all intents and purposes an integral part of her had made it ridiculously easy to fool their scans. Passing all their tests she had been taken into custody and brought to the base, after more tests it had been determined to their satisfaction that she was a normal teenage girl, uncontaminated by any alien tissue. She had infiltrated their base with no effort. The hardest part had been restraining herself from feeding until the proper time.

The utilitarian garments that they had given her, a cross between hospital cloths and a prison uniform lay neatly folded on her chair. She lay back on the cold metal of the table as one of her young male guards gasped and strained between her legs, fucking her in steady rhythm that made her firm breasts shake with each eager thrust. The succubus arched her back and moaned as she ran her hands all over her body. As the young man began growling deep in his throat and thrusting harder a gleam of anticipation lit in Jezebel's eyes and she raked her nails lightly down his chest as she swiveled her hips, reciprocating his thrusts as she urged him towards climax until finally he peaked.

Jezebel laughed wickedly when his seed spurted and flowed into her womb as her inner muscles milked and massaged his member. With the sudden flow of semen came the young soldier's life energy and Jezebel bit back a shriek of pleasure as she drank in the energy, allowing it to flow until there was nothing left and the young man was but an empty husk. Closing her eyes she channeled some tiny portion of her own energy back into his body before pushing him off of her. The soldier's body fell to the floor with his eyes glowing an unearthly green. His muscles kept twitching slightly as a conversion module slowly forced its way through the slit at the end of his penis and into his body.

Turning her eyes to the other guard she smiled. He too was under her thrall, fixated on her naked body and a slave to her will. Her pheromones had him so fully erect that he would have been in physical pain if he were not so entranced. Opening her legs wider Jezebel commanded him to step forward and take his place between them. As he entered her she let out a low moan of pleasure and crossed her ankles behind his buttocks grinding her swollen mons against her entranced victim's groin before settling into a rhythmic pace. As they coupled the succubus released grunts of pleasure with each rough thrust into her body while she eagerly awaited the flood of life energy his climax would bring. As the two continued their wanton rutting on the table Jezebel's new drone rose, the green light in his eyes fading away until he looked normal once again. Mechanically he dressed himself, sorting the discarded mixture of uniform pieces before taking his position by the door.

On the monitors in the security center alert eyes regarded the image of a thoroughly bored teenage girl slumped in her chair, idly toying with her hair and fidgeting while two armed troopers stood at attention by the door. Nothing appeared to be out of the ordinary.

Once she was finished with the second guard and all three were once again fully clothed Jezebel once again fell into the role of Beth. Bored, ordinary, teenage, human… With an inner smile she decided that it was nearly time for another tantrum again, after all "Daddy's Little Princess" didn't like being here and it wouldn't do to seem too compliant. Both of her new drones were now emulating their former personalities and it should make an amusing show for the cameras. After that would be shift change for the guards and she could feed again. The succubus hadn't had such an opportunity to fulfill her appetites in millions of years. It was almost difficult to keep from smiling openly.

* * *

11 hours ago

Heather had never imagined herself doing anything like this. While she had a well proportioned body and a bookish attractive look she had always considered herself a well reserved and somewhat conservative person who wasn't likely to do anything "crazy". Right now however she didn't feel anything like her usual self as she gripped the shoulders of a man whose name she didn't even know while he fucked her with hard fast strokes.

Heather had come around a corner while returning from the archives room in one of the lowest sublevels of the underground facility when she had nearly collided with a young soldier. Her squeal of startled surprise had been met by a predatory gaze. His intent eyes locked with her own and the researcher found herself unable to look away. For nearly a full moment they stood motionless in the deserted corridor.

Somehow the twinkle in his eyes had seduced her, lust at first sight and she had to have him inside her right now. Overtaken by a sense of feverish passion she had willingly allowed herself to be guided into this utility closet. He had freed his erect member which appeared almost painfully inflamed before tearing open her blouse in a shower of scattered buttons, revealing her full breasts confined by a sensible cotton bra.

That bra quickly fell pray to the same ruthless strength exposing her full chest to his hungry eyes. He fell upon the fleshy mounds, mauling and squeezing them while he captured first one hardened nipple and then the other in his mouth, nibbling and sucking until her breath came in short almost panicked gasps. Giving her a look that let Heather know exactly what he wanted. She allowed herself to be pushed back against the wall with a mischievous smile while she reached out and slowly pumped her fist up and down the length of his cock.

As he roughly yanked her panties down her legs and hiked up her skirt Heather arched her back and spread her legs wide. Her revealed vagina wept openly and trails of lubricating fluid ran down the young researcher's inner thighs. When the swollen purple head of his penis popped inside her entrance the young woman let out a low guttural moan of animal pleasure. This felt sooo good. Fireworks exploded in her mind as the full length of his vein covered member plunged into her soaking mound again and again.

He seemed to have boundless stamina as he pumped into her like a machine. Heather experienced one orgasm after another as he tirelessly reamed into her. For nearly twenty minutes he didn't let up, proceeding to fuck her until she couldn't even scream in pleasure, only soundless gasps escaped her throat as her ultra sensitized cunt The first sign that there was something truly strange happening occurred when she felt his cock begin to swell within her, stretching her inexperienced vagina wide as the thrusting member continued to plunge in and out of her hot depths.

Despite the strangeness of the sensation Heather was helpless to resist the arousal flooding through her body in waves of white-hot pleasure. The swelling continued and soon the whimpering young woman felt it spread deeper into her body until it reached her cervix and began pressing against it with steadily growing pressure. With a yelp of shock she felt it pry open the entrance to her womb. The young soldier stopped his frantic thrusting and stepped back, his cock sliding from the distressed young woman's vagina with a wet pop.

Even though he had withdrawn from her body Heather could still feel something remaining within her cunt. Frantically Heather clutched at her belly and moaned with despair and fear. She could feel a foreign squirming movement under the skin. He had left something inside her, something that was now crawling upwards into her waiting womb with a sensation that was both disturbing and pleasurable at the same time. Finally it reached its goal and seated itself within her uterus. Now it could begin its work in earnest.

Heather felt the strength leave her legs as a strange tingling and prickling began spreading outwards from her belly. Slowly the young woman slid down the wall, whimpering quietly in confusion as she felt herself slowly losing consciousness as her awareness faded away to be replaced by a pleasurable warm haze. From within this place the young researcher found herself being remade by the other that reached out from the haze around her, probing and molding her into something not at all human in a way which was all to seductive. With a mental whimper she gave herself over to this presence and fully embraced the ecstasy of surrendering her identify and humanity.

Emotionlessly the young soldier stood looking down at Heather, his instructions fulfilled he simply waited while the human woman at his feet twitched and murmured quietly as the conversion module he had been instructed to implant in a suitable host remade her into a suitable servant for Jezebel's purposes.

After an indeterminable time he left the room and returned within minutes with a duffle bag. From that bag he began removing a laptop computer and other assorted personal electronics, a set of body armor and a quantity of additional ceramic armor inserts. From within the utility closet he also placed several bottles of chemical cleansers and solvents against the weakly stirring woman, making sure that all of the objects were in direct contact with her body.

Had he still been remotely sentient the young man would have been astounded as how the objects began to melt where they touched Heather's body. Once they were broken down into suitable forms they were absorbed through her skin where they could be utilized in creating the modifications and devices which would assist the new succubus in her duties.

The new succubus being created on the floor was very different from those infiltrating towns and cities across the southwestern United States. In shifts Jezebel had taken six guards, animating them with her own energy after she fed and implanting each with a fresh conversion module. They had followed their instructions perfectly and each had implanted their module within an unsuspecting human female. This soldier had been the last one to fulfill his instructions and Heather was the recipient of the final module. Here stealth was unneeded and Heather's conversion was firmly focused on combat and reproduction. Beneath her skin the absorbed armor was restructured into layered, making it far more resilient than the original material. All over the young woman's body metallic implants appeared allowing her to tap into and control human devices and enhancing her senses.

Her right arm was now almost entirely artificial from the elbow down, the metallic fingers ending in long sharp claws of an advanced material capable of tearing through almost anything.

Heather's flat belly slowly swelled as her reproductive organs were converted, even as her body was transformed new conversion modules were already growing within her fertile womb. Soon they would come to term, ready to be implanted into new hosts and begin the reproduction process all over again.

Like the other women already taken her body also received the same pheromone enhancements while her brain was also altered, gifting her with the power of suggestion and domination which had proven so successful in previous succubi. Her swollen vagina grew wet with her addictive honey while her already firm breasts swelled and minor imperfections vanished leaving behind smooth tanned skin.

When the module was finished the new succubus opened her eyes and flowed to her feet with fluid grace. Every inch of her body strummed with energy and new sensations. Despite the modifications she was incredibly beautiful, an almost artistic combination of feminine flesh and cold metal as she stretched, growing familiar with the changes within her body.

Reaching out with her new senses she felt the hum and pulse of the base wash across her and information flooded through both her organic and electronic minds which quickly analyzed and filtered it, gathering data about her surroundings. In her mind she heard the whisper of her creator, her master, her Queen. Obediently she listened as instructions flowed in.

Ignoring the ever-present hunger which was now buried deep in the core of her being Heather sat down to await her Queen's signal. Over in the corner the soldier slowly slid to the floor, his task fulfilled and the energy which had animated him exhausted he collapsed back into the shriveled husk Jezebel had left him. The succubus did not spare the corpse even a single glance, soon would come the time for action, the time to feed.

* * *

The Present

After the alarm had failed to go off the Director had began trying to access any communications channel. With growing frustration and horror he realized that the base appeared to be electronically isolated from the outside world. At every turn his attempts were met by firewalls and dead air. While he worked frantically at his console every military officer in the room had drawn their sidearm and waited, poised for action and ready for any attack. The civilians in the room were sitting in their chairs, their bodies tight with fear and a sense of helplessly and confusion.

Without warning the boardroom door burst open, knocked off its hinges by an inhumanly powerful blow. Impossibly quick forms raced through the open door, moving so fast they were almost invisible blurs, and the room erupted in flashes of gunfire and shouts of excitement and pain. The fight was over almost before it began, the humans in the room unable to counter the speed and strength of their assailants.

As the devastating assault came to an end the succubi began moving at nearly normal speeds, revealing them to be both stunningly beautiful and disturbingly altered with metal implants scattered across their nude bodies. Casually they moved to disarm the final defenders until only one remained.

Heather's attention swung to a gray haired Colonel, the last armed military officer standing, and she began seductively stalking towards him. He raised his gun and fired five rounds into the advancing woman only to see her smile and pluck his gun from his hands. Effortlessly she bent the pistol nearly in half tossed it aside before knocking him out with a single accurate blow.

As she turned to scan the room for her next target the wounds were already healing.

At the door two succubi had been waiting, ready to block any escape attempt. They stepped aside and the director saw a young woman with a familiar face walk into the room. Other than being fully nude she appeared perfectly normal. Calmly she regarded the boardroom, noting the collection of unconscious military officers and cringing civilians gathered around the table and lying on the floor in various states of semi consciousness.

She circled the room, her hips swaying seductively as she walked until she stood in front of the Director. Leaning forward she favored him with a teasing grin. "I though you might want to know that I am not Beth. She has already gone to spread the seed. She had given me what I needed to change from my original form to one more conducive for life in this environment. Thank you for bringing me here. I had never hoped to find such a perfect place to establish the new Nest."

"We will stop you. You will gain nothing. Stop this attack. It isn't too late for you to work together with us in peace." Even as he spoke his own words sounded hollow in his ears. Already a slow burn of sexual arousal was beginning to burn in his loins at variance with how he should be feeling surrounded by alien invaders. Pushing on he tried one last plea, "You are now at least partly human. Join us, don't fight us. You and the human women you have taken can be accommodated."

"Ha! I have never been the least bit human. I wear this form because it allows me to move amongst you. They are servants of the Race, merely the breeders capable of spreading the seed. I am the Queen! I am what will replace you and spread to the stars in a glorious new Empire!" The mere suggestion that she lower herself to work in cooperation had awoken a scornful response from the beautiful succubus and her words lashed the Director as her eyes flashed angrily, "I will take what I wish and if you might me you will lose. Every race has a weakness. Yours is your sexuality. You are slaves to your desire to reproduce. Look at you! I have my pheromones turned down as far as I can and I can tell that everyone of you would like nothing more than to throw me to the ground and plunge yourselves into my body. It's almost impossible to have a conversation with you humans."

Suddenly a still attractive middle aged woman in a conservative suit and skirt drew a concealed pistol from its holster at the small of her back and fired three rounds directly at the succubus with deadly accuracy.