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"I still can't believe that he talked me into this..." the elf grumbled as he continued to ride of his horse up the mountain pass, one hand cradling his stomach while the other kept hold on the reigns. "This thing had better be worth that he said, otherwise I'm going to kill him when I get back."

The thing that weighed heavily on his mind was also rather gravid in his belly; one of the fabled pearls of power that he had been talked into smuggling. It was one of several that had been found from a site of an ancient race lost to time... well, it had been found, then stolen by a bunch of thieves that plundered a caravan coming back from it. Though the guard had managed to fight off most of the vagabonds they had managed to ransack one cart and with it the precious cargo that it was carrying. While Vessik had not been a part of that raiding party his friend was, and it was that friend that had convinced him to smuggle the pearl out of the kingdom and into the neighboring one where there would be far fewer eyes looking for it.

Of course, he still had to get the pearl past the border guards... which is where his stomach discomfort had come in. The elf still wasn't sure how his friend convinced him to take that potentially priceless artifact and to swallow it. It took nearly three days and a dozen drinks before he was convinced to do it and even then it took several more tankards of ale before he felt the perfectly smooth object slide down his throat. With it being a relatively small sphere it actually wasn't that hard to swallow, but even several days later as he got close to the border it felt like a boulder was in his belly.

It also didn't help when he got over the ridge that he saw the fortress that contained the border checkpoint to get to the next kingdom. While for most travelers it would be a bastion, a refuge from the howling, bitter cold wind of the mountain air and snow flurries that buffeted the bodies of weary travelers, for Vessik it was one last obstacle until he was home free. Once he was past it he could safely expel this potentially magical, very illegal item traveling its way through his bowels. Part of him wished that he could just go around it, but there was a reason that the fortress was there and he didn't feel like dying on the rocky craigs that otherwise surrounded the entire region.

As he made his descent the weather seemed to confirm his actions, the ever-present winter weather kicking up and causing more snow to rain down on him as he reached the stone gates of the fortress. When he was close enough to see the open doors he also saw the two humans at the gate trying to usher him in as quickly as possible while he fought through the increasingly worsening weather. Vessik had to jump off his horse and walk it the last hundred meters but he finally made it, hearing the stone and metal clang hard behind him with a note of finality to it as the bitter cold was shut outdoors. Though the elf was thankful to be out of the oncoming storm he felt a bit like it was out of the frying pan and into the fire as the two humans that had escorted him in shook the snow off of their hide jackets.

"Lucky you got here when you did," one of the guards said as they bolted the door shut. "I can't believe how bad it's gotten... normally you can see a storm like this coming a mile away but this one went and crept up on us."

"It's that bad?" Vessik replied as he swallowed hard, especially when he saw a huge troll guard lumber past him.

"Worst I've seen in a while," the other guard replied. "Might be a few days until we get out of here and able to accept new travelers. Our larders are fairly well-stocked and though Grunk over there might eat half of it in the next few days we can definitely accommodate one more. As long as you don't mind bunking up and participating in some of the work we certainly won't kick you out of this mess."

Vessik tried his best to look relieved but in reality he was terrified... if he passed the pearl while in the fortress it was extremely likely that it would be discovered even if he swallowed it once again. Unfortunately he could hear the winter storm howling on the other side of the walls as they showed him to a room that was vacant where he could put his stuff. He could feel himself begin to sweat in fear and anxiety as he was shown to the mess hall where they gave him a filling, if not a little bland, meal. Once he was sure that his horse was properly stabled he immediately asked to head back to his room, citing exhaustion from the trip and the need to rest. To be honest he was feeling progressively sicker with every second that he remained in the lion's den with no way out.

The next day that Vessik spent inside of the fortress Vessik could feel his anxiety start to get the best of him, though he desperately attempted to hide it while also avoiding the mages that may detect the magical item in his belly. Sometimes he swore he could feel the pearl actually shifting about inside him as he worked outside with the others in order to earn his keep. The only thing that didn't bother him was the cold; even though the gear he was given was ill-fitting and he was waist deep in snow he didn't get the usual limb numbing that came with the winter weather. It was likely due to exertion, at least that was what the others said when they took his sweat-stained clothing back from him.

When it was dinner time once more the elf found himself sitting with others but still feeling alone, lost in his own thoughts as he attempted to figure out what was wrong with him. When they asked if he was alright he nodded, but in truth it was a lie as his mind buzzed. Everything felt... hazy, like he was a million miles away as the conversation around him turned into pure nonsense and gibberish. Finally the elf excused himself and made his way back to his room, his stomach rumbling too much for him to enjoy his food and settled on sleep instead.

The night continued to pass Vessik attempted to sleep even with his mind buzzing on what he was going to do about his situation. But even though those thoughts had plagued him all the way to his sleep it wasn't what eventually woke him up. When his eyes opened once more they were wide with fear, his breath a frozen cloud as his hands shot towards his abdomen. His body was soaked with sweat and he was shivering in the plain cot, but that wasn't what had woken him up so suddenly...

It was the movement that he felt in his stomach.

At first he thought it was just the cold that was in the room and his shivering, but he didn't even feel that as he stripped the covers off of his body. Vessik grunted as the fabric brushing against his stomach felt more sensitive than ever before and when he finally was able to get his tunic off he gasped at the nature of his belly. His normally flat stomach was almost gravid, like he had eaten something that had caused it to swell as he grunted while pulling himself up. The movement caused his growing belly ti jiggle and the taut skin bulged slightly like he was pregnant.

"Oh gods..." Vessik groaned as he tossed aside his sweat-soaked tunic, realizing that wasn't the only thing that had grown. The bulge in his leather pants had swollen to the point where he was worried that the seams would burst as his cuffs were dripping with sweat. "The pearl... it has to be..."

The elf's groans were cut short as he suddenly heard the door open to the room, his entire body freezing as he heard someone come in the door and closing it behind him. "Whoa, didn't realize that you were... busy..." the human said, and though Vessik wanted to respond he couldn't bring himself too as his entire body shook. "Hey... you alright there? Do you need me to call the healer?"

Even though he found himself unable to speak the elf was able to shake his head and he could hear the other male coming up to check on him. If the guard was saying anything else the elf no longer heard it, but when he felt the hand press down on his slick shoulder he could feel an electric spark reverberate between their bodies. Vessik's eyes widened as he felt something... ancient and powerful overwhelm him...

When Vessik opened his eyes once again he found himself standing on the precipice of a glacier, the ice humming underneath his feet as he looked down at the village below. It wasn't a village of humans or elves or even trolls... but of monsters. They were strange creatures that he had never seen before that had blue and white scales on the outside with a bunch of tentacles instead of the usual appendages. Even though he should have been terrified by such creatures, even when they noticed him, seeing them working there gave him a sense of... power. The vision grew even more surreal when they began to gather around the glacier where he stood and bowed down on one knee as though in worship.

Suddenly there was a blue flash of light and when Vessik blinked he was once more in the darkness of the room, but the human was no longer just next to him. The sounds of male grunting filled the air as the elf felt the rather thick member of the human spread open his insides. Even though Vessik didn't know how he got into this position it felt so good and it was clear that the guard was enjoying himself as well. The lust of their rutting was only overshadowed by the feeing of his stomach shifting and the feeling of something moving back towards where the cock pierced his sweat-slicked hole.

Though the elf could sense something was wrong the only thing that came out of his mouth was loud groans as that object continued to move backwards on a very distinctive path. Their thigh-slapping rhythm didn't even skip a beat when it pushed its way against the throbbing maleness that had penetrated deep within the elf, and if the human could sense that something was pushing its way into the tiny hole he didn't care. At first Vessik thought that he might have just expelled the pearl but his stomach seemed to pulsate as though to prove him wrong. The human thrusted a few more times before he seemed to orgasm, though nothing came out as both human and elf now seemed to be aware of the bulge sliding down into the cock of the guard.

"Wha-what the hell?" the guard said nervously as he quickly pulled out, causing Vessik to gasp and fall forwards slightly, turning his head back to see the human looking nervously down at his junk. Even in the darkness they could both see that not only was that bulge still sliding down into his body but that even as his cock softened it seemed to retain some of the thickness and length of its erect state. "I... need... to get... the healer..."

When Vessik finally processed what the guard had said he spun around and tried to get him to stop, but before he could even reach the door it slammed in his face. "No wait!" Vessik shouted as he slammed on the door. "I don't need a healer! I can explain!"

Vessik could feel his anxiety spike as he continued to pound his fists on the door a few more times, feeling his sweat splatter against the metal before he slid down to the floor. He tried to shout once more but his words would no longer come out of his mouth as he kept his back to the wall. The only thought in his mind was that he was finished, the healer would find out that he was trying to smuggle in some sort of magical item that caused the guard to have sex with him and then he would be going to the royal prisons for the rest of his natural life. But that was nothing compared to what was happening to him as he looked down at the growing puddle around him and dipped his finger into the abnormally thick goo.

When he looked down at himself he realized that his skin was not only completely coated with the strange substance but his slightly tanned skin seemed paler. With the pleasure of his romp through the guard reverberating through his body he began to focus more on himself as his belly began to deflate, though the swells that pushed out his skin began to spread through his hips and chest. The blissful sensations only seemed to increased as his breathing grew more labored, Vessik falling onto all fours as he felt his bones begin to pop and crack. He could sense the pearl's power reverberate through him as the same goo that had been leaking from his skin began to drip out of his mouth and nose.

The ooze that continued to surround his body began to crystalize into ice and though Vessik could feel it freeze around his fingers and knees it felt more pleasant than frigid. When he pulled his hand back to look underneath it he felt a pulling sensation on his arm and he let out a gurgled gasp when he saw his elven skin tear away up to his elbow. What he saw on his shaking arm was not blood and muscle but the thick, rubbery blue and white hide just like those monsters he saw in his vision...

A sudden glut of ice-cold ooze coming out of his mouth distracted him once more and suddenly the elf's eyes went wide as his head went sideways and his neck resounded with a sickening crack. It was something that should have ended him, but instead he was given a burst of pleasure as he felt the flesh of his neck bulge and split. He hadn't realized it but his slender elven form had grown bigger and revealed the mutated flesh underneath as his limbs grew and stretched. At first it appeared he was going to adopt a feral stance like an animal but as his fingers stretched and his muscles expanded he continued to maintain his humanoid shape, though now it was far less elven and way more like a musclebound troll or giant.

The ribs in his chest popped as he grew slabs of muscles that became his pectorals and washboard abs as the transformation reached its sensual peak. He craned his neck to see his already mutated, throbbing cock stretch out longer before it split along hte tip, then again and again until he had eight tentacle cocks sliding and slithering along one another. The goo-covered sensitive flesh caused the growing monster to grunt and snarl with pure lust as tey leaked copious amounts of freezing pre.

Vessik's body continued to shudder and shake as the power of the pearl washed over him, but the greatest changes were happening to the elf's mind as an ancient power pushed its way into his psyche. As he looked up at the sky from the tiny slat in the stone he saw the moon shine down on him, illuminating his bloated face as he felt the monster within pushing its way out. By now the goo that had been oozing from his body dripped down his body as Vessik felt his pupils dilate, then split as his eyes began to reform while Vessik's entire being was subsumed and assimilated by the powerful entity that warped his body. The long hair that he had prided himself on fell out of his head in clumps to reveal the alien flesh underneath as his hulking body began to crawl up towards the window.

The bulge in Vessik's throat grew even larger and as his face ripped along the jaw to reveal the monstrous muzzle underneath it brought with it half a dozen tentacles along with his mutated tongue. His two sets of ice blue eyes blinked in unison as the elf's mental assimilation was reaching a tipping point, while it didn't obliterate his personality it added an intense, hungry aspect to it that he was never familiar with before. It felt... powerful, and the more he was exposed to it the more he began to lust after it as his signature pointed ears stretched into fins and two sets of tentacles grew from his twisting skull.

At this point the ooze on the ground had completely frozen into ice as the changes slowed, the six foot tall thin elf replaced with an eight foot tall hulk of a creature with rubbery blue and white flesh covered in a slick goo that he could freeze into a hardened ice if he wanted. As Vessik slowly got to his feet his ankles and knees cracked with their new configuration, his weight now distributed on his thickened heels where it was balanced on three merged, fat toes set with heavy talons capable of ripping a man to shreds. The former elf looked down at himself with a cool, calm sense as he still had all his fingers, along with an additional set of tentacles that waved about from his knuckle as well as his shoulders. There was no freaking out, not with new alien entity that had completely infested his psyche, Vessik's mind had been corrupted so completely that there was only one thing that he could think about...

...the need to breed.

As he began to step forward though it was clear that his transformation wasn't quite finished; he stumbled forward as his rear, which had grown significantly, began to get framed by a growing lump that had formed just below his spine. Even with his new tail sliding out into the air his new needs became a more pressing matter... for so long this wonderful energy had been contained in that stupid pearl, locked away by those that feared it as the tentacles in his maw slithered over the lips of his reptilian muzzle and fanged teeth as he ripped open the door. He sniffed the air with his new nostrils to find his prey... and it didn't take him long to find a rather interesting odor.

It took less than a minute for the ancient creature to find what he was looking for, though it wasn't prey as his four eyes looked into the room. It was the guard that he had seeded earlier when he was still in his host along with another, seeing the tentacle cock he had transformed buried deep inside the hole of the other male while his own member began to mutate. Vessik could already sense the icy magic corrupting their souls, making them into suitable minions as the egg he had passed into the first host was implanted into the second. Soon there would be two more ice Veroths... the start of a brood that hadn't been seen in this world for millennia as he continued down the hallway.

As Vessik roamed down the stone corridor he was suddenly stopped when he another elf crossed his path. It was likely the fortress mage that he had been so desperately avoiding before his transfiguration, though now seeing the magically inclined creature brought a smile to his bestial face. "Foul creature!" the guard shouted as he readied his magic. "Taste my magic!"

Before the mage could cast his spell however Vessik lunged forward and grabbed onto the elf's arms, grinning fiercely as he interrupted the magic user's abilities. "Don't mind if I do," Vessik said as the mage began to feel his magic get pulled into the monster's body. "Seeing how I need to your arcane energy to release my full form I'm just going to devour all of it... and you."

Before the mage could scream his body was twisted around and his back pressed against the body of the creature. Vessik's ooze quickly seeped through the thick robes and caused them to shatter off of his body, though when the goo touched the elf's bare flesh it had a far different and more profound effect. Almost immediately the pale skin thickened and turned white, but instead of forming into an entirely separate body it began to knit with the similar monstrous flesh behind him. As Vessik absorbed the mage both physically and magically he could feel the male squirming, but to the corrupted creature that made it all the more enjoyable as he felt the mass get assimilated.

As the elf flailed about his legs and chest continued to sink into Vessik's body, but his arms remained spread out as the alien flesh cascaded over them. When the muscle of the mage's biceps swelled like balloons the frantic movement quickly ceased, replaced with an eerie calmness as the still slender fingers flexed as though being tested for the first time. Vessik let out a groan of pure satisfaction as his new appendages nestled themselves underneath the first pair, the elf's face disappearing as his own arms betrayed him and pushed it deeper into the expanding chest. The monster also felt more tentacles forming on his body as six thick blue and white ones exploded from his back and writhed around in the air. When the last of the mage disappeared into Veroth's body his breath now was a constant stream of frozen vapor, save for when a bulge slid up his throat and into his muzzle which he coughed out into his hand.

Vessik grinned as he looked at the corrupted mage soul in his hand, the arcade energy he drained replaced with ancient magic that would likely surpass anything he could have ever done. He would find or build a receptacle for the soon to be newborn Veroth, but not right now. While he would love to unleash another into the world there were far more souls left in this fortress that he had yet to convert...

Lines of frost crisscrossed the stone walls as the ooze that his body dripped instantly froze as soon as it touched the ground while he headed towards the mess hall. Though it was late at night there would likely be the night guard still there hunkering down while waiting for the storm that he had created to pass. Little did they know that the creature once known as Eternal Winter was upon them, at least not until the doors flash froze and were shattered open. The half a dozen guards quickly moved into a battle position in a semi-circle around the door as icy vapor billowed out of it.

All six guards had their weapons drop slightly when they finally beheld the creature that stood in front of them. The eldritch abomination stood head and shoulders on top of them, one set of arms crossed across his chest while the other were held out in front of him. Vessik just stood there for a few seconds with a smirk on his fanged muzzle and it seemed to snap the warriors out of their shocked state and to bring their guard up. With a loud battle cry they lunged forward to strike down the creature...

...only to find that they could no longer move. The six looked down in panic as the ooze that the creature seemed to be continuously producing had reached their feet and had started to spread up their legs. As the icy cold gripped their bodies while the goo did the same to their legs, the tendrils of the liquid ice moving up. Their armor quickly cracked and fell off their bodies as they dropped their weapons, the metal shattering when it hit the ground as Vessik moved forward and one by one brought them all down to their knees in the goo.

Vessik's tentacle cocks writhed in anticipation as he watched the guards, who remained frozen in place even though their bodies twitched in their attempt to fight the chilled goo that continued to encase them up to their necks. He didn't need to freeze them completely... in fact there would be no fun in that as his tentacles pushed their way into their mouths. Even before the tips of the cocks passed their lips he could see their hunger and desire start to build behind their increasingly glassy-eyed stares. The second the icy goo made contact with their skin and with it the Veroth Venom that had already started to alter them physically and mentally.

But to just leave them in their cocoons would take too long and Vessik needed his spawn to be ready now, which he was going to facilitate as all their bodies shuddered from the insertion of the tentacle cocks into the altered guards. Even as the rubbery white and blue flesh began to bulge out their throats the monster could feel something deep within begin to push towards them. The spheres appeared briefly in his abdomen before sliding down into his cocks towards the entranced guards. This time he knew that this wasn't anything with the pearl; that artifact had long since dissolved and was replaced with the eggs that had already started to grow and replicate as they stretched out the throats and the chest of the ones he was implanting...

Suddenly the doors on the other side of the mess hall burst open and the huge troll guard burst his way in. Unlike the others Vessik knew that his ooze would not be enough to contain this brute. However as he flexed his muscles the eldritch creature knew that he wouldn't need it as his tentacle cocks pulled out of the goo-encased creatures and twisted around one another into a twisted version of one. The troll showed no fear in his eyes as he brandished his war axes and ran towards him. Of course while Vessik admired such bravery he had far different plans for the meaty male...

The fight didn't last very long, though the troll thought he might be able to use his superior weapon training against the monster he found in the mess hall it proved to be an extremely foolhardy gesture. Within the first two blows the troll found himself on his back with his axes skittering towards the opposite walls. Though the muscular male tried to push himself back up it was like trying to press against a brick wall as one pair of hands pinned his arms to the floor while the second set was at his sides to pin his torso to the ground. Vessik leaned in close as the troll tried to lean away from the mess of tentacles slowly drawing close as the monster pushed his head closer.

The slimy tentacle that had once been Vessik's tongue pushed down deep into the troll's throat while a torrent of thick semi-translucent fluid completely covered his face and head. The other smaller tendrils weren't idle either, sliding and slithering through the goo until they pushed their way into the nostrils and ear holes of the guard. The tentacle beast could feel the troll's psyche get overwhelmed and erode down into nothing as the flesh of his face quickly began to swell and expand. Once Vessik was sure that the troll had been pacified he flipped the quivering pile of troll flesh and got ready for the next stage of his transformation. The tentacles remained lodged in the guard's mouth to feed the transformative goo and venom while that undulating merged tentacle cock got ready to penetrate an entirely different hole.

Vessik let out a gurgle of pure pleasure as he could already feel his newest batch of eggs moving towards his tentacle cocks. Unlike the guards where he gave each one he knew that this prime specimen of a male was going to get filled to a brim as well as using the last of the energy he assimilated from that mage to trigger an entirely new transformation. The fingers and toes of the troll began to stretch and lengthen as they pressed against the stone ground, followed by his elongating limbs as that thick mutated cock pushed its way between the heavy cheeks and past the tight ring of muscle. The penetration was made easier by the goo that had now completely covered the troll's body as the green skin turned blue and white.

The combined tentacle cock bulges with a number of eggs that slid down through them and into the troll underneath him, the guard's trapped dick growing to the point where he could feel it slide against the growing ooze on the ground against his body. The troll was growing larger, particularly the stomach filling with eggs as Vessik felt his mouth tentacles getting pushed out by the mutating flesh of the other male's head. It didn't take long to see that the former guard's face and head continued to stretch, his facial features smoothing into thick, rubbery featureless flesh while it continued to stretch into yet another growing tentacle. At this point there was little of the troll left, now there was only a huge spreading mass of flesh as Vessik pumped more and more eggs into his living incubator.

By the time Vessik had started thrusting his hips into the incubator another guard had the misfortune of coming into the hall to see what the noise was, dressed only in his sleeping gear as he let out a gasp of pure horror from what he saw. Before he could even turn to run though the tentacle that had been the troll's head stretched out and slammed into him, the goo splattering against him as the flesh of the corrupted creature instantly began to bond with the guard. As he began to struggle the newly assimilating male's cries quickly turned to gurgles as goo began to pour out of his mouth and cock while his arms and legs became tentacles that continued to spread over the walls of the fortress. Vessik could feel the eggs that he was pumping into the troll get transferred into the newest incubator node of his expanding kingdom.

As a protective layer of ice began to form over his newly created incubators Vessik gave his tentacle cock a few more hard pumps, getting the last few eggs out of him so that he could produce more while pulling out his pleasured member. He was just in time to turn and see the guards that he had trapped begin to crack their way out of the now solid ice cocoons, though what emerged was no longer humanoid in nature. While they were less monstrous than his own divine form this ripped physique shined in the light from the goo they produced as a single tentacle cock and tongue wiggled in the air. Though he could feel his tentacle cocks split for the want to impregnate them even more Vessik steadied his lust, wanting his new spawn to go out with the two and overrun the hopefully still sleeping guards... by the time the day dawns it will be on a brand-new kingdom christened by the Veroth King.