The Bal'Kar Blitz (3/10)

Story by Serathin on SoFurry

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#3 of The Bal'Kar Blitz

When the Bal'Kar hop the pond from the United States and arrives in Britain those involved decide that it's time to take the takeover of humanity to the next level, starting from the ground up.

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Benji cursed under his breath as he looked around yet another tunnel trying to find where Bladewolf had run off too, using the chalk he had gotten from his pack in order to identify where the cavern exit was. The second he had gotten back and saw that the wolf was gone it had caused his stomach to turn into a knot. Had Bladewolf really gone off without him? Or... was the voice that was calling out to them more than just a voice and took advantage of the injured male?

"I knew I should have had him go and get the chalk," the shirewolf muttered as he passed another junction, marking an arrow on the wall in the direction of the exit before moving forward. "He better not have opened any of his wounds, it's been hours since I was supposed to change his bandages." As Benji turned another corner he found his frustration spike when he saw a familiar arrow looking at him in the face, realizing that he had somehow made a complete circle back to the point he had started. "Bladewolf, where are you?!"

Much to his surprise he heard the voice of the wolf call back, hearing it echo against the walls as it told him that he was down a different path. Benji quickly found himself double-backing towards a t-junction that he had only explored one side of, the shirewolf heading down the other pathway as fast as he could in the darkness with his flashlight illuminating the path in front of him. He continued to call out to his friend and followed the sound of his voice until he got to a large, pitch-black cavern that was far bigger than any he had found during his short exploration. On the other end of it was Bladewolf standing there and beckoning him to come forward.

"What on earth were you thinking?" Benji asked as he closed the distance between them, angling his flashlight down at the ground after the wolf flinched from having it shined in his face. "You said you weren't going to leave the area."

"Sorry, got a little ahead of myself," Bladewolf replied with a chuckle. "I found what I was looking for though, and I can't wait to show you. It's actually pretty close by..."

Benji started to nod but as he got close enough to the wolf that the light from the flashlight illuminated him even with the beam pointed down he found himself stopping in his tracks. At first he hadn't noticed it because he was relieved that he found Bladewolf, but suddenly it clicked in his brain that the other male was standing before him completely naked. If that wasn't strange enough for the shirewolf he also noticed that not only were the bandages gone from his body but the wounds that they covered were completely healed, looking like they had never even happened. There wasn't even any loss of fur on his body or scarring as his brain churned in confusion.

"What's wrong?" Bladewolf asked, a hint of a smile on the corners of his muzzle.

"Blade... your body..." Benji replied, his thoughts still stun-locked as he tried to get words from his brain to his mouth. "How..."

"I told you I found what I was looking for," the wolf replied as he stretched out his hand. "I can show you if you just get over here."

The playful tone in Bladewolf's voice did little to ease Benji's thoughts as the fact that his friend was standing naked in the middle of a bizarre cave continued to keep him in place. As the shirewolf looked up at the other male's eyes he saw they had changed as well, practically glowing with green light as their gaze locked onto one another. "Your eyes..." Benji muttered as he found himself stepping forward despite himself, the shirewolf unusually captivated by them as he took a step forward. "I never noticed how... beautiful they were... until now..."

"I'm glad you appreciate them," Bladewolf said as he beckoned the shirewolf to continue to walk towards him. "Soon you'll have a set of your own."

The declaration was enough of a shock to his mind that it caused Benji to stop and look at him in question. "What?" As the wolf continued to stand there suddenly two more figures leapt out from the darkness, the shirewolf letting out a yep of surprise as he was pounced on from the shadows. "Hey, get off!"

As Benji tried to wiggle away he found the strength of the two that had grabbed him by the shoulders to be far more powerful then him and easily kept him in place, the shirewolf turning his head between the two to see that they also had the same glowing eyes as the wolf in front of him. "These are my new friends," Bladewolf said as the smirk he had been holding back was allowed to form on his muzzle as he reached out towards the captured male. "Gola, Neox, this is Benji. Benji, I want you to meet the two Bal'Kar that I met while you were away."

Bal'Kar... the shirewolf stopped his struggles when he suddenly remembered that he had heard of that name before. As he turned to Bladewolf to ask how this happened his mouth merely opened in pure shock as the hands and arms of the one in front of him continued to stretch towards him without him taking a step. Benji felt every muscle in his body tense as he watched the wolf's arms transform into tentacles, continuing to grow in length and girth as they began to press against his body. It was definitely clear now that whatever these aliens are had either assimilated his friend or had taken his form to trick him, though whichever case it was it caused him to renew his struggles against the two that were holding him.

"What's wrong Benji?" Bladewolf asked as he finally moved forward himself, the shirewolf watching as he licked his lips while his tongue turned green and stretched until it was practically hanging from his muzzle. "I thought you were looking for adventure..."

"Not like this!" Benji shouted as the tongue continued to extend towards him, practically licking against his face even though the wolf was still about a foot away. "What are you doing?! What's happening to you?!"

"I have been...evolved," Bladewolf replied simply, looking down at the shirewolf as his frame began to expand while two tentacles pushed their way out of his shoulder blades. "Don't worry Benji, I'm more than happy to show you... what sort of friend would I be if I didn't give you such a wonderful gift?"

Before Benji could reply the mutating wolf held out his arms as though to hug the shirewolf, but like his tongue he didn't take a step forward even as the arms of the other male had started to extend out towards him. As they stretched out the fur seemed to melt and darken, turning to black and growing shiny as they swelled. At first they had just become more muscular, but as his fingers merged together he saw the white parts that had been his fingernails growing thicker until it completely capped the tentacles that the appendages were becoming. As a bright green substance began to leak out of the wolf from everywhere it caused what remained of his fur to become matted before disappearing into the black alien flesh that almost completely covered his friend.

The second that the large, almost intimidating tentacles wrapped around him the two that had kept Benji in his place pulled back to allow him to get pulled forward. Somehow the grip around him was tighter then the two that had captured him even with the shiny skin secreting the glowing green substance that had already started to pool around them. Even if he could escape though Benji found himself frozen in both fear and awe, wondering what had possibly happened that caused such a thing as he stared into the glowing green eyes of the wolf and remembering that they definitely were not that way before. But that was the least of his worries as more tentacles began to push out of the expanding body of the wolf, more of them wrapping around his body while others flailed about in the air.

One in particular were two that looked like flower bulbs on the end of the rubber tentacular stalks that appeared to grow out of the former lupine's shoulder blades, both of them moving around until they hovered mere inches away from his face. When they opened up Benji found himself staring face to face with a large eye that was on each of them, the reptilian pupil of the bright green orb shifting about as the tiny neon tentacles underneath them wiggled in the air. They were so luminescent that it was like staring into a lamp, and as the green glow of the creatures radiating down on the trapped shirewolf he began to... feel things. At first it was hard to define but as the sensations cut through the fear and apprehension in his mind he found his body relaxing in the embrace of the increasingly alien creature that had once been the wolf.

"Benji..." a voice whispered in his mind, and though he couldn't see it with the two controller tentacles right in front of him Bladewolf was smiling as his muzzle swelled out and grew two thinner tendrils. "Relax Benji... you are merely becoming your true form..."

True form... the words rang out in his mind as he continued to feel more and more tentacles wrapping around him while the controllers shifted so that the shirewolf could get a look at Bladewolf. Any last vestiges of the lupine in his friend were quickly disappearing as he grew even bigger, his legs joining his arms as they grew thicker. Unlike what his arms had become, the word bashers coming to Benji's mind almost as if it had been summoned into his mind, the increasingly misshapen appendages suddenly began to split, the rubber skin quickly pulling apart to create more smaller tentacles that formed the base of the creature. Bladewolf also began growing wider as well as taller and the sudden formation of a bulge pushing out of his backside caused the transforming creature to let out a strange noise that sounded close to a bug chittering while his tail was absorbed into it.

But all that seemed to be happening in the background to Benji as he found himself becoming increasingly lost in his own thoughts. He could still hear the voice of his friend in his mind even though the growing teeth and the long slurper tongue that writhed about in the air would have made traditional communication impossible, and as he continued to get bathed in the light from the controller tentacles it only seemed to grow stronger as it told him to embrace his true form just like he had. As Benji found himself listening more and more intently to Bladewolf he heard another voice in the background, one that belonged to the border collie that continued to stand next to the two of them with a smirk on his face and his arms across his chest. Though he hadn't transformed like the male in front of him Benji saw that his mouth wasn't moving, nor did the dragon who went around and stood next to him as a third voice joined the two already in his mind.

Become your true form... become Bal'Kar... had he not already been securely lifted into the air by Bladewolf's tentacles the shirewolf likely would have found himself falling to the floor as his eyes glazed over. Was it even possible to become a creature like them, he asked himself only to hear a resounding yes from the voices that were talking to him. They stated that he already was one, he just needed to search inside himself to find that it was there. Though he had never seen such creatures before the increasing kinship he felt with them, especially the one that was still filling the cave with his growing body, caused him to close his eyes and turn his focus inward.

"There you go," Bladewolf said, Benji seeing him standing there in the void of his consciousness as a wolf once more but with several significant differences to his anatomy, particularly his glowing green cock and tongue that waggled with a prehensile nature, that highlighted his new monstrous nature. "You can already feel it growing inside of you. It's what drew you to this place, it's what drew you to me..."

"It... it was?" Benji said, though as he spoke something didn't feel quite right. It was his tongue... and though some part of him connected to the real world knew that it was still the appendage of a shirewolf he could still feel it extending out into something similar to what Bladewolf had. "Oh... it really is happening, I really am a Bal'Kar?"

"You are," Bladewolf replied, the mental visage changing into the creature that currently had its tentacles around him in the real world. "Just let go of your guise, you've worn in far too long."

Benji found himself moaning in the real wolf as his mental perception of himself shifted dramatically. No longer did he see himself in his mind as the simple shirewolf that had climbed up to that cave, instead he could feel his form becoming too small for himself as he started to imagine himself with tentacles and leaking bio-extract just like the one embracing him. He could feel tentacles slithering around inside of him even though his physical transformation hadn't even started. The three voices in his head were soon joined by others as the lust of the creatures began to filter into his body, including feeling one that felt far away but still close to him in a similar situation.

"The mindset of the Bal'Kar is a beautiful thing," the voice that Benji identified as Neox said as his controller tentacles sprouted out of his body along with the dragon next to him, both of the black and green pedals opening. "You are not the only one that is joining the hive today, and with that we can all rejoice as our minds bond to one another in lust. You are not the first and will most certainly not be the last."

With the declarations of Neox bouncing around in his skull Benji found himself eagerly embracing them, the words soaking into his psyche as it became less shirewolf by the second. Much like the physical transformation of the lupine creature into one of the tentacle creatures Benji found himself doing the same. As his still unchanged body wiggled in the tentacles that embraced him, though his fur was completely soaked with the bio-extract that leaked from the appendages that surrounded him. When his eyes opened again they were tinted with the same green as the hypnotic light of the controllers that continued to enthrall him, molding his mind into that of the creatures that he found psychically surrounding his soul.

Embrace yourself... Benji found himself panting as he let the overwhelming feelings flow through him, finding a soft noise similar to the one the creature in front of him made though it was hard for him to do with his lupine muzzle. All the cascading pleasure he felt from the others reverberated through his body, and as he continued to feel the tightness of his expanding mental form growing he could also sense that the same thing was happening to the other that was transforming with him. It was building, Neox and Gola starting to grow and mutate from the sheer lust that was being shared through them as they got to the point where neither creature could handle it anymore. For Benji all it took was the Bal'Kar in front of him to lean in and press against his muzzle for the dam to finally break, his old life washing away at the same time as the draconic sabrewolf on the train he was linked to.

"And with that two are reborn in the hive," Gola stated, the two partially-transformed Bal'Kar wrapping their respective tentacles around one another as Benji turned to look at them with glowing green eyes just like they and Bladewolf had. "Now that he has embraced himself you are free to give him the body he so eagerly wants, just like we did to you."

Bladewolf could feel his pleasure and lust spike when he was reminded of the encounter in the cave that had only been a few minutes ago, the wolf trading his body for the power that had been given to him through very carnal means between the three of them. For Benji though he was all his to change, and though the bio-extract that would aid in his mutation had already heavily soaked into him the process had been slowed by the three of them so that he could fully embrace them mentally at the same time as another that had been infected.

The former wolf had been more than eager for this part ever since the idea had been introduced to him, Benji not even realizing that one of the tentacles that had been pressed up against him was the cock of the creature. With his mind transformed however the former shirewolf was now intimately aware of every part of the anatomy that was wrapped around him, and more than ever he was eager to get it as part of his own. He slowly felt his body get moved down lower by the smaller tentacles on the upper midsection of the Bal'Kar, getting him into position so that he could be bred into his new body while he changed. Bladewolf knew he had to hurry though as he could already see several tendrils poking out of the fur of the other male as well as shiny black patches of flesh.

One thing that had already started to change was the orifices of the shirewolf, Benji feeling his insides start to shift just like how he felt mentally as Bladewolf leaned in and began to push his slurper into his muzzle. Though the thick appendage of the creature would have stretched him far past his limits he found his jaws able to spread apart almost easily for it, as though he had no joints on them as it quickly slithered into his throat. A similar sensation was happening to his tailhole where the breeder of the Bal'Kar had started to push into him, though as the tip probed into him it felt like his tailhole was reaching out to it. Though he could feel it clearly in his mind the sensation of his abdomen growing in was still a strange feeling as the grabber pushed inside.

Even with his anatomy shifting Benji found himself completely stuffed by the already changed Bladewolf, who was relishing feeling the soon-to-be guise of the Shirewolf stretch around his appendages while they changed. It caused him to even more eagerly push inside of the other male, far past the normal limits of the Shirewolf as his throat bulged. When he looked down at himself he could see that even though his body had started to grow the act of penetration by both the slurper and breeder had caused distinctive bulges to push out of his chest and stomach... though as their minds began to form an even more intimate link Benji could sense that Bladewolf wasn't done stretching him out yet.

One part of the Bal'Kar that hadn't come up yet started to show itself as both the slurper and breeder that was deeply imbedded in the Shirewolf began to bulge at the base. The transforming Benji's eyes widened when he saw two spherical objects begin to travel down the two appendages, feeling more of the bio-extract that had already been leaking into his body dribble out of his maw and tailhole as they approached. Though he had already started to developed tentacles and his insides were mostly mutated it still caused Benji to have a moment of doubt that he would be able to handle the eggs that were about to be deposited inside of them. The voice of Bladewolf quickly told him that it would be fine, and then shared through their mental link him being in a similar state of change with Neox and Gola feeding him their eggs while spit-roasting him until his belly practically hung to the ground while he transformed.

Watching Bladewolf get seeded like that had caused Benji's lusts to intensify to the point where his own erect member was practically throbbing as the flesh shifted to a black coloration while lengthening out and wiggling in the confines of the tentacles around him. What brought his attention back to his own body was that the eggs had gotten to his own body, though the trip was shortened by the growing abdomen that was developing between his legs. Despite the alterations to his anatomy Benji still found himself grunting and wiggling in the grasp of the other creature as his first eggs were deposited inside him, traveling through the slurper and breeder still sliding around inside him until he felt them in his own body. When it was finally done Benji saw the two spherical lumps inside of his stomach, though they were quickly disappearing as rubbery black alien flesh spread over his thickening form.

As the second set began to travel through to join the first Benji's body had grown big enough that they were merely pleasant bumps, feeling his slurper slide out and coil around the one that was laying them inside of his form. As his muzzle expanded and more tentacles pushed out of his head he leaned forward to engage in a Bal'Kar kiss, their teeth sliding against one another as Benji's body quickly grew so that they were eye to eye. As they engaged in the carnal embrace with one another the former shirewolf could feel something pushing out of his back, letting out a mental cry of joy as his controller tentacles could form so that he could be completely attuned to his new brethren. They quickly shared the lust of their copulation with the others as Benji soon found himself able to twist himself around with his flexible form so that he could put his own breeder into the abdomen hole of the one that had changed him, even feel the stretching joy of having an egg slide down it to give back to the one that had given it to him in the first place.

The two continued like this for hours, their bodies nothing more than a mass of tentacles and bio-extract. Once they had gotten their fill of probing one another's bodies they looked to Gola and Neox, the two monsters asking their kin if they would like to join them. "As much fun as it would be to saturate one another with even more lust then the three of you provided," Neox stated as he talked through his normal voice, also referring to the one on the train that had transformed that was by himself. "There was another reason that we had Khana bring you to us, but first let us show you the spender that is a nest of the Bal'Kar."

Since the caves were still a bit small Neox and Gola recommended the two return to their guise forms for the time being, Benji and Bladewolf reluctantly doing so. They watched as all their tentacles retracted back into their bodies, fur sprouting and replacing rubbery flesh as their forms compacted against one another. They were surprised with how they were able to shrink back completely, though as they took a few steps forward they both felt rather... dense. Neox could sense that they were a bit bewildered and through their mental connection they were instructed on the physiology on their guises and how they maintained their mass despite being back in their guise forms.

"Looks like we won't be getting in elevators together anytime soon," Bladewolf stated as he and Benji walked out of the shallow bio-extract pool they had created in order to join them.

"One of the small trade-offs for biological perfection," Neox replied. "Not that you're going to want to hang out in such places to live, instead you will probably have something like this for your own home."

The two were led deeper into the cave itself, which Neox and Gola said they had fashioned for themselves when they arrived here, and as the two new Bal'Kar walked with them they could sense the presence of them in the walls around them. When they looked closer they could see that the rock was impregnated with tiny tendrils, watching them continue to burrow into the stone in order to create an even bigger space for them as well as future Bal'Kar to reside. With their new senses they realized that the quite a bit of the mountain had been infested in such a way, hidden beneath the stone so that the army that had gathered around the area couldn't find them. Besides the two of them they also said that there were others that called this place their home, including the otter they had met in the bar and an eastern dragon that had gone south in order to provide assistance to one they believed was captured.

As Benji and Bladewolf continued to explore the mental link they had with one another while they walked they were in awe at just how connected they were. While they had considered themselves as friends despite the short nature of their travels together this had bonded them like nothing else, the two feeling their thoughts through the stands of lust that bridged not only them but the two that were walking in front of them. Though they felt one another the most intensely they could sense the others as well to the point where they didn't need to talk out loud, though they found themselves doing so out of habit. They also found that they didn't speak to the others of the hive through normal words like telepathy, instead it was like they were communicating to one another through pure lust that was sent through and translated by their minds.

"It really is pure elegance," Neox stated, bringing the two out of the hive mind that they were investigating to focus on him. "I can't think of a finer way to speak to one another then in the language of desire. Of course there are only a few of us right now, but once we have completely taken over then I can only imagine the chorus that we will hear in that web."

"Completely take over..." Benji said, realizing that both he and Bladewolf agreed that sounded like a fantastic idea an imaging a world completely covered by tentacles.

"The only reason we even use caves like this is because there are those that wish to destroy us," Gola explained. "One in particular has declared the Bal'Kar their mortal enemy, but through them the military of this world seeks to find the means to destroy us before we can show them all what they are missing. Fortunately for us with you and the others that have been taken we have the means to grow in this area, and when that happens we can create places like this."

Both Benji and Bladewolf could feel the resonance of what was in the cavern they were about to enter, but when they turned the corner and looked inside they found themselves still surprised by what they saw. The inside of the mountain had been carved out to make room for shiny, prismatic green crystals that jutted out from all surfaces of the cavern, though the biggest ones pushed out of large bio-extract pools. As they stepped further inside they found that a green mist covered some parts of the rocky floor, wisps floating up into the air as they made their way towards one of them. With their eyes on the crystals themselves Benji and Bladewolf hadn't noticed that their guides had not only started to transform back to their Bal'Kar selves but their tentacles had started to wrap around one another, though unlike what Bladewolf did with Benji when they did see what was happening they witnessed their rubbery flesh and the tendrils within knitting together.

With their slurpers already wrapping around the muzzles of one another Benji and Bladewolf heard the voices of the two in their head saying that they were free to change back as well, though the two sounded distorted. It was like the voice of the border collie and the dragon were overlapping on one another, just like their muzzles were as they pressed their heads together and caused them to merge into one another. While the two had considered their own transformations to be quite monstrous nothing prepared them for what they were witnessing as the mass of the two already large creatures flowed into one another, becoming a pure ball of chaos and tentacles with only their merging heads poking out of it as their eyes repositioned on their semi-conjoined head until they were one on top of another.

A broodlord... the effect of their joining had caused a ripple of lust to reverberate through the network, affecting all of those connected and especially the two that were standing right there. As it cascaded through them their fur immediately melted back into their bodies, the intense sensations of two Bal'Kar joining as one causing them to revert back into their tentacular forms. Soon the two had completely sprouted all their new alien limbs as they looked to the hulking creature before them, Neox and Gola stabilizing into their new body as their head looked down at them. Though they had only been the alien creatures for a few hours they knew that they had been given a special sight and found their controllers stretching out towards them as though to get even closer.

"This is the power that is given to us," the broodlord said, the two speaking with one voice as they wrapped one of their huge tentacles around one of the crystals while the others did the same to the two Bal'Kar in front of them to bring them together. "They are the previous forms of other Bal'Kar compressed and formed into crystals through a relic that has been passed through the first generation. Like oysters creating pearls they are created so that energy can be absorbed from us to power them, and in turn they will be compressed further so that they become one gigantic formation that will become the new core of this world."

Both Bladewolf and Benji found themselves drawn in to look at the crystal that had been presented to them, finding their own tentacles gravitating towards it just like their controllers did to the broodlord that continued to tower over them. Though it was mostly the translucent green crystal that they had seen before they also noticed a spot of pure black in the middle of it surrounded by a shimmering white. It was mesmerizing... and as they continued to wrap around it they could feel the power that emanated from it. Before they got too enthralled by it however the two Bal'Kar felt the tentacles of the broodlord wrapping around them, entwining with their own as they looked up to the bigger creature.

Their talking ceased even though the hive link as they began to communicate in a language far more primal to one another, the two new Bal'Kar letting their lusts take over as they felt the broodlord do the same. They watched as the large neon tentacle tongue split into two so that it could service the two of them, sliding past their lips and into them while more of their limbs coiled around one another. Though they didn't merge into the broodlord it almost felt like they were, especially as both Benji and Bladewolf lost track of where their bodies began and where the others ended. It didn't matter much to them anyway, the three engaged in far more carnal pursuits as the broodlord's slurper wasn't the only thing that split for the two, feeling twin breeders already half-stuffed with eggs to push into their abdomens.

Blade and Bladewolf were more than happy to get their egg sacks stuffed with them, feeling the breeders of the broodlord eagerly pump into them while the bio-extract of their bodies practically sloshed around them. It wasn't long before the two were practically gravid with eggs as they continued to have tentacles pushing into all aspects of them. The broodlord was more than happy to explore all aspects of their bodies, properly welcoming them into the hive by bathing them in lust. The crystals around them began to glow as they were filled with eggs to the point they could see their abdomens with bumps from the objects inside, the two knowing that soon they would be able to experience the bliss that came with their first laying...