FSE

Furry search engine

formerly SoFurry search engine

Twilight hums a bit to herself as her eyes gaze all around the room, lightly drumming her claws along her side letting out a small growl of annoyance. "What is the matter my queen?" Rainbow Dash questions with a chitter. looking up to the queen with a tilt of her head as she goes to move a bit closer. The other drones or at least the dumber ones were in the middle of pleasing and toying with themselves. Chittering and moaning loudly as they finger themselves under the Queen's orders. After a few more seconds of staring around Twilight seems to come to her senses as she looks down to Rainbow Dash with a low growl. "Iss there anything I or we can help you with, we are always at your service~" She adds taking a bow as her powerful muscular form pounds with power.

"Ah Rainbow, please there is no need to worry about me. I am the Queen, all I ask of you is to simply indulge yourselves. Just have lots of filthy and corruptive fun with each other.." She trails off a bit as she looks over her muscle soldier. Humming softly to herself before crossing her arms and shaking her head. "Ah nono.. As strong as you are, I doubt even you would be able to help me with such an issue." She explains with a solemn shake of her head. "But perhaps there is... Something you can do for me." She shutters happily, reaching a hand down to lightly rub and pet the soldier's face. Rainbow Dash mindlessly and happily nuzzling into it as she nods softly.

"Mmm of course my queen~ I am happy to help in any way you so desire. All I ask is that you tell me just what to do~" Rainbow growls out in her deep voice. Her tongue slurps at her muzzle as she eyes her queen. The mere sight of her queen was enough to send her heart aflutter. Licking her lips she nods, reaching a hand up to lightly rest it on her chest. While using one of her lower hands to reach down as she starts to toy with herself as well. "What is it that you desire in me, my queen? I can break down, corrupt and overpower anything you throw at me~" She remarks, flexing her arms. Showing off her muscles as Twilight chuckles and reaches out. Without another word yet she runs her hands down the Cockroach's perfectly muscular form. Groping and squeezing it slightly as she licks her lips. Eventually she however pulls back and nods.

"Yes yes... Hmm I think I have a good idea of what you can do~" Twilight muses aloud as she turns around looking towards the window as she scratches off a small amount of the filth covering the glass as she stares outside. Most people went about their day but every now and then a few walking by would stare up at the house in a mix of curiosity, fear, and what almost looked like awe. So many people are just waiting to join her hive. Her home, and of course.. Her family. "I want to extend the Hive, Rainbow Dash. However this h ok me is simply too strong, too noticeable. It is only a matter of time until something happens, until someone alerts them of what happens here. If that is to happen we would be compromised. While we could corrupt a good amount of them within moments it wouldn't be enough, and we would be sure to lose." She explains though it was something Rainbow didn't quite understand in her new form. Given the body and mind of a brute she didn't exactly understand the idea of defeat or that they could lose. To her the Queen was an unstoppable force, and while that was true to some extent they simply had to be sure.

"Mmm I understand my Queen, it would be amazing to extend our family. But I must ask, why do you think I wouldn't be able to do such a thing my queen?" Rainbow questions a tad worried and slightly hurt by the apparent lack of faith the Queen had in her. But Twilight frowns and shakes her head. Reaching a hand back to swipe a finger through her ass to smear a nice layer of green filth over the glass. Sucking off the rest as she walks up to her soldier again.

"You misunderstand Rainbow Dash. It isn't that I don't think you can corrupt others. That isn't quite the issue I had here." She waves for Rainbow to follow as she starts to make her way out of the room. "This home, this house is simply too small for us to continue to live happily here. You see I wish to spread our influence massively~ However we will need a much larger home in that case we will need a larger home." She gestures all around the house as they make their way through the building. The narrow hallways, the small rooms. While there were a lot they weren't large and certainly couldn't hold more than two drones comfortably, not to mention the amount of eggs they would be laying. Even in her Dulles state Rainbow Dash could understand that.

"Hmm I can understand that my Queen, what exactly do you wish for me to do to help? Perhaps corrupting others would be helpful?" She questions, getting a small chuckle out if Twilight who does nod in agreement but follows it up with a shake of her head.

"Yes, that is one part of it that we need. However we will need ways to reach those other homes, to move about without eyes watching us. We will need a team of digging roaches to claw out a nice tunnel system below the town. Once we're able to do that.. Then we can truly start our plan. What I need from you my lovely Rainbow. Is to make your way out, be careful and find two neighbors suitable for becoming our lovely dirt eaters." As Rainbow Dash listens she nods along, her dumb mind not completely understanding everything but it didn't matter too much she got what she needed. Her queen needed some corrupting and was coming for her for it in specific. Smirking, she grunts and punches her fist into her palm.

"Hrmmf easy then, I can easily do this. Shall I just walk out and grab some gals off the street to have some fun with?" She questions smiling even wider thinking that she could just go out and grab a few others to convert. But Twilight sighs softly and shakes her head.

"N-no Rainbow, it's not quite that simple. You see, I need you to be quiet and careful out there. Just sneak around, be quiet and don't draw attention to yourself okay? You'll have to be aware of what's happening around you. I need someone who can be stealthy in this regard, but also has the strength to deal with anyone who might try to fight back, do you understand?" She questions, smiling and running a hand down her cheek with a smile. Rainbow Dash chutters softly, eyes rolling back as a murr of pleasure leaves her mouth. "I know you're not the smartest but I know this is the job for you. All I ask as your queen is that you focus~ Focus on the task I have handed to you."

Rainbow Dash runs her long tongue across her chitin but she nods happily a smile spreading across her face before nodding. "Mm.. I can certainly try for you my queen I would be honored to take such a quest on for your sake~" She explains with a pleased chuckle. Tilting her head back she takes a long, deep breath of air. The thick, musky filth tainted air. She knew it would likely be the last time she smelled it in at least a few hours. But she couldn't help but feel ever so slightly saddened by having to leave her hive even if it was only for a short while. The thought of having to breathe in that clean, fresh air disgusted her. But at the same time she couldn't just abandon her queen and in specific her post. Doing so would disappoint her hive, and of course her queen. Which was something she could not do. "Mmmrr I will leave right away my queen!" She nods and salutes Twilight who can't help but chuckle slightly at her reply.

"Lovely then~ Be on your way and I shall get everyone else ready for the new members of the family that shall be joining~" She explains with a laugh, lightly slapping Rainbow Dash's ass before standing back up and making her way deeper into the home once more. Leaving Rainbow to decide a plan for herself. She thinks of how to go about this. It was something that felt like it didn't have one single answer. The only question was how did she want to go about this? The back doors were sealed, as were most of the windows. However as she passed by the basement door she felt a sudden rush of cold, fresh air brush past her senses gagging a bit on the smell. But it gave her an idea. Maybe she did have a good way out that nobody would check. She had thought that same thing upon coming in for the first time. Despite having only arrived a few days back she felt like it had been years since she first arrived.

So making her way down the basement, this time moving with ease as she uses the barbs on her legs to maneuver the goop covering the stairs. She soon reaches the bottom of said stairs and in turn steps right into the lab. Or what was left of it. By now after dumping so much waste into it Rainbow Dash was now almost waist deep in bug shit. Which she does take a few good handfuls of. Stuffing them into her mouth as she looks towards the still open window. The sunlight pouring in alongside the breeze, both of which made Rainbow shiver with disgust. Shaking her head as she lifts both of her upper hands up, grasping the edges of the window as she slowly lifts herself up. The heat makes her sweat quite heavily as she reaches to either side with her lower arms. Grabbing a few more handfuls of filth to take with her as she slowly pulls herself out. Getting the upper half of her out she sticks the glowing green filth to the sides of her body as she uses the lower arms to lift the rest of her body out. Slowly squirming her way out with a grunt.

Finally she pops all the way out, stretching with a loud chittering growl. Making sure to keep her voice down as she looks around the open area. Feelers twitching on her head as she lifts her head up once again sniffing at the air. Eventually she lifts her lips, a wide malicious grin spreading across her face. "Mrrrrfff.. What is that smell?~" Dash groans out reaching down to tweak her nipples slightly, another hand reaching back to squeeze her ass. "Yess what a perfect scent... They would make great additions to the hive.." she growls and turns her attention to a nearby fence. Slowly lowering herself to the ground she pushes herself up against the dirt as she starts to make her way through the backyard scuttling through the grass, only stopping for one moment to squat down and push hard. A fat load of shit pouring from her ass, almost instantly causing all the plant life around it to shrivel up and die. Their filth was almost amazing in just how corruptive it was, the grass glowing green as it turns to dust, the ground below starting to glow a bright green. Once she was done laying down her load.. Then the hunt could begin.

Meanwhile Twilight sat in her abode stroking at her fat, massive cock. Leaning her head back as she rips a loud *FFRRRPPPTTTT* the stink clouding the air even further around her as she takes long deep breaths of the stench. She looks towards the other drones in her home. While there were only two of them it didn't appear like they were up to much. Twilight didn't want them working too hard given their important roles but at the same time she didn't want them simply sitting around doing nothing. Slowly getting up she lets out a low chitter, grabbing all of the drones' attention as they both haze over to her. Smiling, she seats herself and starts to speak once more. "The time has come to prepare our hive, and we will need more eggs for the home. So we shall begin breeding once more. Moon Dancer comes up here and you shall be the first. She says beckoning the girl with a hand. But before she can get far Fluttershy stands up and holds a hand out.

"U-uh excuse me your highness. But I wanted to make a small offer." She questions raising a hand up. Twilight smiles offering a nod to the other cockroach who gulps softly and moves to step forwards again. Well I've been uh.. Spending more time with Moon Dancer. And I noticed just how happily she looks, how amazing it is.. I was wondering if you could breed me in the same way. I want you to break me, your highness. Make me into a proper drone, nice and dumb like Moondancer~" She explains, Moondancer leaning back with a smile looking over the other cockroach with a small laugh. "W-what do you say your highness?" She questions smiling up to her queen.

"Mmm it is certainly a good idea~ I am honored that you would agree to such a drastic change. But I'd like to test you first~" Twilight explains, leaning back as she spreads her legs. Showing off her lower half as she holds out a hand. Her cock semi-hard, pulsing softly as she points down to it. "Let's see how fast you can get me hard~ if you can go fast enough perhaps I'll be up to hel9 breed you up~" She remarks, licking her lips as she looks towards the drone. Fluttershy nods, looking down to that cat shaft as she licks her lips. Reaching both of her hands down she wraps those palms around that shaft, all four of them gripping different parts of her junk. First her upper hands grab at her shaft and head of her prick, stroking and rubbing them softly as she leans her head down. Moving one hand from the head of the cock eagerly making out with the head of that cock moaning hotly as she slurps all over it. Meanwhile her other hands move down to grope and rub at her balls. Giving them a few soft squeezes as Twilight lets out a low chitter of pleasure, nodding to Fluttershy as she eventually holds out a hand. Her cock now rocks hard.

"M-mmmrrff. H-how did I do your highness?" She asks nervously, staring up to Twilight with pleading eyes. During all of this Moondancer was sitting in her little den, watching on as she played with herself. Rubbing eagerly at her slit with one hand as she dumps out a nice fat load into her other hand munching on it like a snack as she watches this play out in front of her. "I know you need no praise, but for the first time serving your cock it is truly amazing, thank you for granting me such a privilege I can hold that this mean you trust me enough for you to breed me first and foremost~" She giggles softly as Twilight looks down to her, humming softly to herself.

"Hmm.. you know I'm sure I can do that~ it feels good does it feel good? Tell me how much you want this. How much you want to prove your worth to your queen~ I bet it feels amazing to serve. Better than anything you could possibly imagine, yes?" She questions, despite already being transformed and fully corrupted, she could feel a good bit of the old Fluttershy within this new cockroach body, and she knew Fluttershy could feel it sway within herself. There was still a hint of regret in her. It was minor and almost impossible to notice, just despite that she couldn't allow any form of regret to break through her wonderful empire, she refused to let such a thing happen. Fluttershy herself didn't want this feeling; she loved being a part of the hive and didn't want to regret it. So she just needed to break down Fluttershy just a bit more, make her into a proper drone like she wanted.

"Y-yeess my Queen I would be honored to help in any way I can. I feel graced to follow you and do your bidding. P-please my queen make me into your mindless breeding toy. Put me in my proper place." She licks her lips. Eyes glancing over to Moondancer once more as she starts to think a bit. She was so simple, dumb, filthy. The amount of filth the drone could push out. All of it was something she wanted. She wanted to be nothing more than a filthy animal. She wanted that more than anything. Twilight smirks standing up as she strokes herself off.

"Alright then, lay down. Ass up and we can go ahead and start." She says as Fluttershy beams happily and with a nod and smile to her queen. Doing as she was told as she kneels down, pointing her ass into the sky as she braces herself with her four arms. "I'll turn you into what you wish, a dumb, simple breeding drone." She remarks, raising a hand to deliver a firm smack across her ass. Forcing a moan out of Fluttershy's mouth, as Twilight rests both of her hands on that ass. Lining her shaft up with her hole. With one firm pump she slams her entire length deep into Fluttershy's slit. Sending strong jolts of pleasure rumbling deep through the roach's body. While it wasn't the first time being bred by her queen she could already tell that there was something different.

"O-ohhh my queen S-so rough~" She moans. Given Fluttershy's lack of resistance, her transformation was a strange one. She didn't need to be broken, unlike Moondancer who was turned into a more feral minded breeding slut Fluttershy still had most of her mind intact. But Twilight couldn't simply say no to her loyal subject. It was her role as a Queen after all to please her subject in any way she could. With a few more firm thrusts she works her entire length into the breeder under her. Leaning down, she lightly nuzzles against Fluttershy's back. Murring softly and licking her lips as she starts to pump in and out at a slow, rhythmic pace. "M-mrrff~ I had almost forgotten how big you were my queen~ how amazing your shaft felt~ all of you is so beautiful~" Fluttershy mindlessly praises with each thrust. Twilight simply chuckles and nods in response

"Why thank you Fluttershy your praise and worship means quite a lot to me~ though it's a shame you will not have the mental capacity to speak such things again~ but this is your role as a brood roach for you queen~" She explains laughing a bit as she starts to speed up her thrusts. Panting and moaning with each pump as she digs her fingers into Fluttershy's chitin. Squeezing her form softly, not enough to damage or harm the armor. But just enough to really let her know who was in charge. Each thrust spread a thick haze over her mind. Making it harder and harder to think clearly her intelligence was slowly being sapped bit by bit. Making her nice and dumb. Meanwhile Twilight began to speed up her thrusts. Slamming her length deeper and deeper into that awaiting snatch. Leaning her head down to press her muzzle against the side of the roach girl's head. "Doesn't it feel great to just give in? You don't have to worry about anything else. Just serve me as your mistress, no thoughts in there. Just an empty mindless scape of bliss and pleasure. You will never have to worry about anything ever again as long as I am by your side. As long as your queen is here to please and breed you as she sees fit."

Those words flowed off Twilight's tongue and poured deep into Fluttershy's mind filling her with bliss as she let out a low shuttering moan. Her stomach rumbles loudly. Tail twitching and pulsing softly. Her mind was quickly turning to pure mush. There was nothing in that head of hers by now, and slowly it was moving downwards through her body she could practically feel herself growing dumber with each passing moment. Memories of her previous self. Important knowledge and information. Everything was being flushed out. Pouring into her bowels as her tailhole twitches and yawns open. Clenching it tight there's a slight moment of hesitation knowing that if she let go right now, that would be the end of everything of who she used to be. All of it would be pushed out without any ability to stop herself. But as soon as that thought crosses her mind she relaxes. This is what she wanted after all. More than anything, to serve her queen and be a good subservient breeder.

So with one soft grunt she feels the first fat, glowing green log of shit push from her hole splattering loudly against the ground as Twilight continues to rail her. Moondancer who had been so focused on herself moments ago now found herself attracted by the stench of her fellow brody's filth, and quickly crawling over began to eat. While Fluttershy stares down at her, her eyes slowly glaze over. A small amount of drool dribbles down her open mouth as all of that intelligence is drawn from her mind. Twilight meanwhile murrs softly as with one last firm pump she blows her load. Cumming hard again and again as she fills her to the brim each pump and thrust pumping her fuller of her wonderful cockroach seed. As Moondancer devoured Fluttershy's filth the former animal carer felt her stomach bloat with cum. A low feral chitter escapes her mouth as Twilight eventually pulls out. Exhaling softly and licking her lips as she looks down to her friend. "Ahaha~ you look so cute Fluttershy~" She coos watching the new feral beast kneeling down alongside Moondancer joining her feast. The both of them smearing filth across their jaws and bodies. Coating themselves in the toxic filth.

Twilight leans a bit on her hand, smiling as she thought to herself. "Hmm well I can certainly hope that Rainbow Dash is able to find some appropriate toys to bring home. You girls are lovely little breeders but I do need workers as well~" She muses aloud, reaching a hand down to lightly rub at Fluttershy's filled chest. Getting a few light insectoid noises from her friend as she pushes her belly out. Letting Twilight really get in there as her eggs are fertilized. Slowly but surely producing another clutch for her queen. Twilight chuckles as she seats herself back at her throne. Stroking her still rock hard cock off. Pumping her shaft as she watches her brood roaches toy with themselves and feast. Her own bowels start to churn as she feels another loss coming on. "Oh girls, gather up time to eat~ I'm sure you'll want some of your Queen's filth~" She remarks, turning around, bending over and lifting her tail. Hole slowly yawning open as she pushes puts another hefty feast for the two members of her collective.

Rainbow Dash finally picks herself back up after a good hour or two, groaning softly and stretching as she pinches off the last massive log. Giving her muscular ass a smack as she smirks. "Alright that should be it for the night~ let's get a move on." She says to herself, making her way over to the nearby fence as she quickly starts to climb up it. Sliding down the other side. She wasn't sure how long she had spent shitting herself in the backyard but not only were there a good amount of sizable piles littering the ground but the sun had also set by now. It must have gotten pretty late into the evening, luckily the yard was lit up by the full moon that hung overhead. Landing on the other side she looks up, staring at the house in front of her. A wide grin spreading across her muzzle. Chittering with pleasure as she punches a fist into one of her palms. "Mmm yeah I think this should do~ close to hope and everything." She thinks aloud to herself before slinking over to one of the windows, cracking it open as she starts to slip into the building.

Lyra groans softly, tossing and turning around in bed. It was another night of fitful sleep but she had finally drifted off to bed. Curling up slightly in the bed, tossing the sheets off of her as she yawns. Sitting up in bed she yawns and stretches. Rubbing the back of her head as she hears something moving around the room. In her half awake state she swears she sees something move under the bed. Quickly looking under she of course doesn't find anything, though she still spends the next few moments looking around for something. Eventually yawning and lying back down as she drifts back into sleep. Despite being a fairly light sleeper she doesn't notice the sound of the lock in her bedroom window click open. Slowly the window opens up, a pair of two insectoid hands grabbing the edge of the window sill. Pulling herself up Rainbow Dash slowly slinks inside, chittering softly and grinning as she looks up and around the room.

Slowly crawling through the room she makes her way around, quietly huffing and murring to herself as she makes her way through the room. Crawling along the floor, she slowly makes her way up to the bed, slowly standing up as she peers over the edge of the bed. Staring at the two women sleeping inside. A wide grin spread across her face, noticing they were both asleep. Moving over to one side of the bed she looks over the woman who wasn't laying under the sheets. Slowly reaching a filth coated hand up she lightly runs it down Lyra's face. Licking her lips as almost instantly her face starts to shift and change around. Pushing out slightly into a small, rounded muzzle mouth twisting and turning into a proper insect maw. Still laying down Lyra squirms and wiggles around feeling her head spin a bit as confusion wrecks her brain. Though as the changes spread to her necks and shoulders she starts to stir once more in her sleep. Letting out a low moan. As she reaches a hand up to her face.

Her skin felt rough, and hard. Not to mention she could easily see her muzzle poking out in front of her. Tilting her head she slowly sways from side to side. "What a... Weird dreamm... '' She says with a slight chuckle, her eyes moving over to Rainbow Dash who was still sitting by her bedside. The insect woman lets out a chitter of surprise, eyes widening as she stares at Lyra who was looking back at her with a half-life look, smiling with a nod. "Heyyyy there weird bug lady~ Is this your doing?" She questions, leaning forwards as she lightly presses her muzzle against Rainbow's. The roach takes no time to lock Lyra into a deep, passionate kiss. Nuzzling into her as she grips Lyra's shoulders. Massaging and rubbing them as she works the filth deep into her skin. Causing Chitin to spread and surge across her arms. Moving down towards her hands. Fingers losing a but if definition as soon grasps both of her hands, now turned into claws. Perfect for scooping dirt and shoveling filth.

Lyra put up no form of a fight. Totally lost in the moment, she doesn't really seem to comprehend this was actually happening, even as her tits swell up. Tearing through her night closes as a soft, muffled moan that leaves her mouth. After all, she didn't need to fight. None of this actually mattered after all it was just for fun. A nice little dream, nothing more. She usually had these kinds of things. Weird freaky kinks she kept buried deep down. She could indulge in them in her dreams. Such as getting transformed into a massive insect monster through filth and corruption. It was a bit much for her or at least it would have been normally. But as that corruption seeps deep into her mind and body she finds herself utterly turned on by the filthy sight in front of her. Even as Rainbow Dash climbs onto the bed. Positioning herself right over Lyra. "Mmm You're already enjoying?" Rainbow Dash asks, quite a bit surprised as she tilts her head, but it was a welcomed surprise to say the least

"Mmm of course I am~ It's just a little dream after all nothing to take too seriously. Or well I guess you wouldn't know that weird roach lady~" She giggles once more, rubbing the back of her head. With her insect arm. Her sides tingling slightly before suddenly a second set of arms sprout from her lower body. Making her shudder as her eyes are drawn down, between Rainbow's legs at the fat, filthy tail. "Mmm could you show me what that lovely thing can do?" She asks point to it, as she's left half transformed into a roach herself. Rainbow Dash chuckles herself, leaning down, pressing her snout against the other girl's face, sticking her tongue out with a grin.

"Mmmm you're taking this pretty well, I'm a bit surprised~" She remarks with a slight laugh, leaning back as her tail twitches, the hole suddenly yawning open as a fat, filthy log starts to push out, coiling at the foot of the bed. The stench almost immediately starts to fill the air. Stink absolutely twisting and filling the room within mere seconds, and while Lyra eagerly breathes it in. Her sense of smell quickly changing to absolutely fall in love with that stench, the only thing keeping her from jumping up and biting down on that filth was the fact that Rainbow Dash was holding her down still. Even as her body begins to swell and bulk up, growing nice and strong, perfect for digging with her new claws.

"Damn though you're such a little slut aren't you Lyra?~ Enjoying this so much without any reservations~ No worries, no fears anything~ I don't think I've ever met a toy quite like yourself~" She teases, gripping her shoulders quite a bit tighter looking Lyra over and just taking in her look. Already half transformed and loving it. She couldn't help but smile a bit at that, the way she looked. How silly Lyra seemed, it was pretty amazing all things considered. "You're going to make a great drone Lyra~ So obedient, so willing to listen and do whatever I wish. Isn't that correct?" She asks in a mocking tone, seeing just how much she was getting off to this, how much Lyra was loving this teasing, this corruption and this new form. It amused her to no end. "You want nothing more than to serve us, serve the hive and our queen, correct?" She questions, leaning down to like and slurp at her body, running her long filthy tongue across Lyra's body, running it through the parts of her skin that were still human, still soft, squishy and oh so sensitive. It was so smooth, she could simply feel Lyra shuttering and shivering against her teasing.

"M-mrff o-ohhh Rainbow~ you feel so nice~ your body, your stench. Everything about you feels and smells so lovely~ I cannot wait to do whatever I can to serve you and the hive. I will gladly offer myself up in any possible way~" She remarks, gasping loudly as Rainbow Dash reaches up to lightly squeeze and play with Lyra's tits. Groping them softly as she looks up to the woman watching her eyes roll back.

"Heheh~ you know I'm sure you don't even need all of those brains of yours. You would make such a good, stupid drone. No thoughts just a mindless need to serve. How does that sound?" She asks chuckling happily as Lyra moaned and squirmed at the mere thought of it. Gritting her teeth as she lightly starts to pump her hips grinding into Rainbow's legs.

"P-please yes that sounds amazing I-I would want nothing more than to serve your hive~ your queen. With nothing but those instinctual needs." She remarks moaning hotly, she wasn't sure how such a thing would happen but it didn't matter too much to her it was all a part of her dreams after all. It didn't matter how it would work or what it could even do. Everything would go back to normal when she woke up, so why worry about it, just enjoy herself, give into her desires and serve the hive. Yet even after a few moments she felt clear of mind and aware of herself. She wasn't growing dumber at all. Blushing and with a soft whine she looks down towards Rainbow. "W-when are you going to start on that Rainbow?" She asks, murring softly as she stares her down with a pleading look.

"Oh my lovely Lyra it's not that simple~ there's a lot of work that goes into it. Not to mention I am not your queen, and she is the only one who could give you such power~" She remarks with a low chuckle. Pulling back slightly as she stares back into her eyes. "I want you to show me how much you want it~ Don't hold back, I'll know if you're not showing your true enthusiasm for our cause." She teases as she leans in, pressing her face into Lyra's neck to give a few loving nibbles and slurps helping along more of that transformation as she gasps softly.

"M-mrrrfff I-I want nothing more than to be a toy to you and the hive R-Rainbow. Your form is all I could ever dream for. While I know I won't be the same as you I don't care as long as I can keep such a foul, insectoid form I will be more than happy to serve!" She exclaims happily, not even aware of her lover stirring softly in her sleep. Groaning in disgust as that stench really starts to get to her. Taking in a few more deep breaths, coughing softly as she groans in disgust. "P-please I want you to show me my place and prove to me what I am to you and the hive!~" Rainbow grins at this and before Lyra can say anything else she leans in. Locking lips with Lyra, kissing her deeply groping and squeezing her all over exploring that half transformed bug-human. Seeing just how twisted her form had become. It was all quite beautiful; it was the first time Rainbow had really seen someone transform. She had experienced it herself, but this was the first time she's seen it. She had to admit, it was quite a different feeling. A rush of enjoyment and amusement, and a strange fulfilling sense. A sense of giving back to the hive, of adding to it and spreading the lovely corruption across all of the town.

"That's right, you're nothing more than a part of the hive, an ever loving ever filthy drone to the hive. Soon enough you won't have to worry about anything else. You and your friend here will make great members." Rainbow speaks, breaking the kiss as she jumps and grinds against Lyra's own snatch pumping softly until finally the both of them climax, moaning loudly the sound of their lust echoing throughout the entire room. Bon Bon tossing and turning in her sleep, trying to cover her nose and ears with the pillow as she coughs softly trying to stop the flow of the stench and the lewd noses assaulting her ears and nose. The two roaches didn't care however, simply indulging in their lustful thoughts. As they continue to grind against their now squirting pussies they moan louder and louder. The lust clouding their minds further as they lose themselves for quite a bit of time. Lyra's bowels releasing as she starts to push out a nice hefty load of shit. Fat logs of filth pushing out of her asshole, coiling on the bed below.

However, Bon Bon who was laying next to her groans softly as she tosses and turns, the stink invading her mind. Once it fully registers in her mind she shoots up and gags heavily, a hand moving to quickly cover her mouth as she looks around. "W-what the hell is that smell Lyra?!" She questions, not even noticing the massive creature in their bed until she turns to face her mate. Her annoyance and disgust quickly turn to confusion and fear as she almost jumps out of bed, quickly standing up. "L-lyra? W-what is this thing?" She asks, looking to her best friend and lover quickly realizing that there were two roach creatures in her bedroom. Both of them staring at her with this strange lustful look. The next thing she noticed were the creatures' hairstyles. Bon Bon's eyes flicker for a moment. "O-oh no, R-rainbow Dash, Lyra?" She questions as Rainbow licks her lips standing up with a smirk and nod. As she does so Lyra jumps forwards, punching face first into the pile of filth as she eagerly munches down on it. Swallowing as much as she could as Rainbow Dash stands at the edge of the bed, grinning down towards Bon Bon. "W-what happened to you two?" She questions, with Rainbow Dash chuckling in reply as she leans forwards.

"Oh nothing too much, I am just here to share perfection with two more friends~ To show you how amazing this feeling is~" She chitters softly. Moving forwards, her tail swaying below her as Lyra lifts her head out of the filth all four of her arms, grabbing handfuls of filth at a time as she moves over to Bon Bon and Rainbow Dash. Hopping off the bed she looks to Lyra who was frozen in shock.

"Here, have a bite Bons~ I know you'll love it, and hey nothing to worry too much about it's all just a fun dream~ so why not give in?" She questions with a giggle. As soon as Bon Bon tries to say something Lyra stuffs a handful of green shit into her mouth. A smile spreads across Lyra's mouth as the chitin spreads down her legs. Ass swelling out onto a long, fat tail. Finishing her transformation into a cockroach as Rainbow Dash hops off the bed. The both of them encroach onto Bon Bon, staring her down as she squirms and tries to get up. Her body moves on its own as she chews on the filth, starting her own change as her mouth stretches and fills out. Rainbow turns around lifting her tail up as Lyra helps out, guiding that shitter right into Bon Bon's awaiting mouth. Stuffing the tip right into her mouth. Forcing her eyes nice and widen as Rainbow grunts and starts to pump out log after log of shit into her awaiting mouth.

Bending over the bed Bon Bon lets out a small moan of confusion and pleasure. Her mind swirling and spinning as she leans in. Getting onto her hands and knees as she munches down mouthfuls of filth at a time. Staring up at Rainbow. Meanwhile Lyra leans forwards, burying her face deep into Bon Bon's presenting ass. Giving her hole a few loving licks, spreading that filth all over. Almost instantly her ass starts to bloat out, filling out Into a long, fat tail that sways and wobbles under her with Lyra still attached to the end, even as she's back up against the wall. From here the changes only seem to accelerate, Chitin spreading up her ass and across her lower half. Legs bulking up growing nice and muscular as her feet turn clawed and insectoid.

"Feels pretty great doesn't it, to just give in, relax and be nice and filthy right hun?~" Lyra asks, leaning close in to lightly stroke and squeeze her changing form. Rubbing and pushing slightly on her jaw coaxing her along to chew up the filth, munching on it lovingly as she groans softly, eyes rolling back as she's made to eat through it. The foul earthy tastes make her shutter. It was such an amazing taste, she couldn't help but let out a low breathy moan between bites. The feeling of the warm, slimy scat was just too much, it tasted absolutely blissful, like it was the best thing she had ever eaten. Better than anything she's ever had but she also knew that this wasn't right, she shouldn't be doing this. Looking into Lyra's eyes however she could almost feel herself falling further under her and the other roach's spell.

"L-lyra.." Bon Bon manages to get out between mouthfuls of filth, staring up at her with a humiliated blush on her face. "T-this isn't right.. Y-You know that, this isn't how we're meant to be." She says, trying to plead with her. "T-this isn't a dream you're awake." She tries to explain hoping to get through to her, she wasn't sure what was happening but there was a feeling deep down that maybe they could get out of there, maybe if they could get far enough they could turn back to normal. If they just purged the filth from their system before it could grow too strong. But those thoughts are soon overwritten by another surge of lust as Rainbow Dash reaches down, rubbing two fingers against her pussy with a smirk. Leaning down she gives her a deep kiss, working her long dripping tongue around the inside of her maw. Soaking it in saliva, and small bits of that filth before laughing and pulling back once more.

"You really love this helpless damsel angle huh?~ We all know you could easily break out of this if you wanted to~ You're just doing this because you want to struggle. You want to pretend to fight against it, because you love this. You don't want it to end~.. Right?~" She asks, reaching a hand down to stroke and feel over her body. A pleased laugh escaping her mouth. "All you have to do is say it and you'll be liberated of this feeling~" She teases even further, licking her lips while Lyra giggles softly.

"Yeah Bons, why don't you just give in~" She replies in agreement not even attempting to comment on the dream comment. After all she knew this was a dream, that it wasn't real. None of this would actually have an effect on her in the real world. So she could go all out and have as much fun as she wanted. "It feels great, and the taste is absolutely amazing~ All of this filth, all for us." She explains feeling her mouth water at the thought of the taste. An insectoid chittering leaves her mouth as she once again falls deeper into the insect mindset. Leaning in, she presses her body up against Bon Bon's giving the other transforming woman a wide smile.

Bon Bon squirmed around, and deep down she knew if she really wanted to, she probably could subdue Rainbow and possibly Lyra long enough to escape. To get everything and make a run for it, she knew she could but there was something holding her back. Maybe she was enjoying it or maybe something was affecting her mind, or maybe it was both of them but it didn't matter which one it was, she was stuck, she wasn't escaping. Her gaze slowly moving over to Rainbow Dash staring at her with a soft shutter. She wasn't exactly sure what to do, but she knew she couldn't just give in, not yet. But with each teasing word that left Lyra's mouth she found it harder and harder to resist. Those words soak deep into her mind and she loved it. The feeling of being mocked and degraded by her love. The feeling was amazing, and as much as she wanted to deny it she simply couldn't.

Lyra giggles softly, leaning in giving Bon Bon another kiss as she reaches back to grab another load of filth. "But let's get back to feeding you huh?~ Get you nice and plump so we can get right to work for our new queen~" She says not even waiting for her to reply this time. Stuffing it right into her open mouth. "Hehe~ Just eat up, you're going to need as much as you can get~" She says as Rainbow nods in agreement resting a hand on either of their heads.

"That's right you two~ you still have a lot of work to do before we can do anything else. And we have to get you sluts in the right mindset." She explains lightly rubbing their heads. "Not much I can do but at most I can get you nice and set up~ get you ready for our lovely queen. She'll be able to finish you up nice and quick." She remarks with a chuckle, squatting down as she dumps out another massive load onto the ground below. Moaning hotly as she chitters with pleasure. Both of the others moaning at the scent of filth filling the air. Bon Bon's mind was fading fast, fear being replaced with uncertainty, and worry. Wondering if she was good enough for this. It was a drastic difference but at the same time it seemed to happen almost seamlessly for Bon Bon. Rainbow stares into her eyes looking at that haze spreading over her pupils. Showing where she was going, and she grins. Just a little bit more. Lifting a hand up she grabs another few handfuls of filth in all four of her hands. Without even missing a beat she quickly gets to feeding.

With each mouthful of shit she was to swallow down she could feel her mind clouding further and further, getting harder to think with each passing moment as pleasure courses through her entire mind and body. They weren't lying; this feeling, this filth it was all so amazing. Her body was growing stronger within mere moments; it almost felt like she was reaching a new form of awareness and power. She was becoming something so much better than any old human. Feelers sprout from her head as her hands change into digging claws. Her mouth swells into a pair of pincers as she soon finishes her transformation into a new fellow Roach. Grunting herself she starts to push all of her old mind directly into Lyra's mouth. Stuffing her with her shit as she smirks. Taking Rainbow's tail out of her maw as she wiggles her rump.

"Hehe~ you weren't lying Lyra all of this feels amazing thank you for sharing~" She says with a chittering giggle. The two of them knew they had a job to do. That there was work to be done. But that would come in the morning. For now the two of them had all night to play, to explore their new bodies and of course convert their home into another den for the spreading brood.