Buzzing Around

Story by DragonMasterX on SoFurry

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#4 of Codename: Stinger

The lack of comments, faves and votes for Wonderful World (the story preceeding this one) is kind of concerning. I'm not sure if something happened here or whatever but... Have some more action, fighting, and girls with ostentaneously big boobies. :3

Leave comments! D:


Warning: This story contains transformation, growth, butt expansion and breast expansion. You've been warned!


Buzzing Around, by DragonMasterX.

Part 1.

"Hey Stanley," Bentley pushed his fist onto his partner's arm, "You're falling asleep again."

"Well sue me," Stanley stretched, yawning. "Nothing ever happens here."

"Yeah, but what if the Phantom shows up? We did receive that cargo earlier today."

"The Phantom doesn't exist man," Stanley groaned, kicking himself away on his wheeled chair, spinning around idly, "Just the sick tales of drunkard security guards and children."

"But what about the calling card the robbed places kept receiving?"

"Yeah? Well, we received none. Even if that guy existed, he didn't send the card."

"I suppose... But haven't you heard? Every major corporation in L.A.'s been hit lately. It's a wave of phantom thefts. Important documents, formulas, even the expensive art in office rooms were reported to be missing."

"Big deal, probably someone in those places got clever and made off with the stuff. Happens all the time, especially when you give employees a hard time," Stanley stretched again, lazily turning around, his eyes lightly fluttering over the multitude of wall monitors for surveillance. "Stupid ghost stories. I was having a good dream too."

"Hey, sorry for reminding you to do your job," Bentley laughed, "Seriously though. You know what I hear? It's not actually a ghost, but an animal."

Stanley muffled a loud chuckle, "Alright now, you're really into too much fiction. An animal with an overdeveloped brain makes a fool out of every security team and makes off with expensive documents and art."

"Well it's possible right?"

"Only it's not! What kind of animal would be interested in art if not to make a nest on top of it?!"

Bentley slumped on his chair, "Maybe you're right. It's impossible for a..." his sentence came to an abrupt end as one of the monitors showed movement but it was too fast for him to catch it. "Yo, Stanley, check camera B-5."

"What is it?" Stanley rolled over to the second row of monitors and zoomed in. "I don't see anything. Bentley what are you trying to pull here?"

"I swear I saw something move, and if it was headed down that corridor then you should keep sight at B-5 or C-3!"

"Ugh, just what did you see that's got you all... WAGH!" Stanley startled as all of a sudden the face of a strange creature with a long tongue and a mouth full of fangs appeared on it, apparently it had grabbed the camera and was shaking it. "F-fuck, monster! Bentley, you seeing this?!"

"Holy shit, I'm seeing it but I'm not believing it!"

"Sound the freaking alarm!"


Leaving the camera alone, the creature turned and slid against the wall to cover. A satisfied smirk grew in the figure's face as the alarm began to sound, "Finally. I thought I would've had to go sound it off myself," Kim thought to herself. The chameleon girl brandished her claws and proceeded to grab the walls to pull her up. Soon, she was scaling towards the ceiling of the narrow corridor and crawling along it. "You have an interesting security system people," she grinned, switching night vision in her googles on. Clad in only jet black spandex, Kim was no doubt going to stick out in the illuminated hallway. Fortunately, they went out almost as soon as the alarm began to ring everywhere.

"Now, in case of a robbery, lights go out. Armed guards with infrared vision are deployed, so even if I get rid of my cute outfit and try to blend in, I'll have trouble," Kim licked her lips, already relishing her situation, her tail wagging as she waited.

She began to hear footsteps eventually, a squad was making it over to her. "You gentlemen sure love to keep a lady waiting." With that, she quickly let go of the ceiling with her hands and then launched herself forwards, pumping her muscular legs as her clawed feet gripped the ceiling hard with every step. Running along the ceiling, Kim passed the strike team and then kicked herself off to the ground. After a backflip to land on her feet, she quickly swept a guard off his feet and delivered a swift jab to his side. "Hmm, it's not you," she quickly said, jumping to a wall and bouncing up to the ceiling as the rest of the team turned.

"What happened to Lemmings?! Get the man back on his feet!"

"Sir, he's unconscious."

"Well get him back to safety. Whatever we're dealing with is dangerous. You're cleared hot!"

"Roger!" the team responded. One of the goons proceeded to carry Lemmings away. Kim grinned at this, "Oh you guys are making it too easy."

After Lemmings' partner had disappeared from view, it wasn't long before he started screaming. Kim had landed in front of him and knocked him down, standing over him while threateningly hissing like a serpent about to attack. "C'mon, bring them all to you," she thought before she jumped back up.

The team splintered and a couple went Kim's way while the others remained as backup. The ones at the scene found a terrified team-mate while Lemmings had been dropped to the ground, and immediately looked up. This time, they found her. "There!"

"Shoot!"

Their weapons went off with mighty roars of blasting gunpowder, but Kim's enhanced reflexes allowed her to bounce from the ceiling to the wall and then to another wall. "Now that's what I call a warm welcome. Okay boys, it's lights out for you!" she pounced them, smashing their faces in with both her fists. Quickly after she had dropped them unconscious, Kim searched them, but only sighed in disappointment. Her disappointment soon turned to thrill as more gunshots went off, one barely grazing her cheek. "There's more candy from the bag I suppose," she smirked, cartwheeling away and backflipping onto the ceiling to avoid the spray of rubber bullets.

"Three left... And the element of surprise is gone," Kim giggled to herself, excited over a development that would've made anyone scared. With her acrobatics, inhuman agility and reflexes, Kim continued to skip and bounce from surface to surface, the thrill causing her to enjoy the dangerous situation even more.

Eventually, the bullets stopped and guns began to click. Kim grinned, obviously not going to miss the chance. She dropped down and jabbed one enemy to his stomach and finished him with a hook to the chin. Turning around, Kim smacked the second one with her tail and used her long, prehensile and elastic tongue to snag the third and force him down on his face. With all three men incapacitated, Kim began to rummage through their unconscious bodies.

And sure enough, she came up with what she had been looking for. "Platinum ID, great," Kim grinned, then skipped off. Making a dash deeper into the complex, the chameleon finally made it to her target, a vault. After opening it with the platinum card, Kim was greeted by a small enclosed chamber full of file cabinets and a single drawboard in the center. She skipped every cabinet and only cared about the main prize in the middle. "Hello, new house in Hawaii," she smiled, storing her reward, a list of ingredients for a formula, inside her backpack before she turned around, preparing to leave. "The second team should be arriving soon..." she looked at her cell phone's clock, "But Beth said she was going to be cooking stew. I'm not missing THAT out!"

Just as she had infiltrated, Kim would no trouble getting back out.


But even as she exited the complex she had set out to steal from, Kim was completely unaware that she was being closely observed. Thanks to her fast movement, what the cameras caught wouldn't amount to more than a lunatic thief wearing a silly costume, but the observer knew more than that. "We've got our Tango," the radio at the man's chest buzzed.

"Copy that. Did she bite?"

"Affirmative. She's carrying it with her. Review order to deploy counter-measure."

"Hold."

Captain Rogers turned around on his chair, the helicopter's blades were spinning loudly. "Richards, are you ready?"

"Oh yeah, let me at her," the scorpion girl stood up from her seat, her protective faceguard covering her mouth and nose.

"You're eager, but don't forget, we're not dealing with a common crook," Rogers reminded, giving Charlie a reassuring smile, "That's why we asked Interpol for you for this job. Don't let us down."

"Right. Damn Jim, if I'd known security firms often deployed to the field from their bases to make pursuits I would've signed up for this instead of being a cop!"

Rogers threw an earpiece at Charlie. "You'll receive your orders from me through here. I'll spot for you. If the Tango proves too much, press the button on that and we'll send reinforcements. Interpol wants us to keep as quiet as possible about this though, understand?"

"Yeah yeah, no making a show of myself, or the culprit," Charlie smiled, putting the earpiece on like an accessory on her hair since she didn't have human ears. Positioning it correctly though worked just fine. She nodded.

Rogers nodded back and grabbed held his headset's transceiver to his mouth, "Deploying Stinger counter-measure."

"Stinger? Could't they have come up with a cuter code name?" Charlie flat stared towards Rogers, who merely shrugged, then made a gesture for her to get off. Charlie knocked on the door gently, which sounded like a loud bang to the pilot. He proceeded to open it for Charlie, who jumped out and flipped in the air, making a perfect landing.

Once Charlie was on the ground, Rogers buzzed in. "Stinger, the Tango is heading into the Rose Hill park. It's a hundred yards north of your position, don't lose her!"

"I'm on it!" Charlie replied, kicking off into a super speed dash while being spotted by Rogers in her pursuit of their target.


Meanwhile, Kim was talking in her phone. "Hey Beth, yeah, no. I'll be there soon. Is there stew left? Woo! I got us some pretty nice treasure you can fence tomorrow. We can go for ice-cream later," she joked, smirking. "Don't worry, I'll be there in under an hour. Keep it warm for me okay? Thanks, baby. Nah, don't worry, I didn't take any unnecessary risks," she grinned, knowing it was a white lie, but it was better than to worry Beth more than usual.

Ever since professional thief Kimberly Sanders could remember, she had a love for danger and thrill. To Kim, there was nothing like having to sneak around in a place full of guards while keeping out of sight and taking her queries right from under their noses. The money she earned was used to keep herself afloat in the everyday world, but her reward was the experience stealing gave her. With her chameleon powers and abilities, she could fool even the tightest of securities and defend herself against any surprise.

But she hadn't always been half reptile. It had happened some months ago, during a heist at the behest of her current room-mate, Bethany Myers. Kim's job had been a simple one, to retrieve an old artifact with no clear monetary value, but with a lot of academic value to Beth. The operation was supposed to be a smooth transition, were it not for the museum's last minute changes in its security detail.

It had turned out that, due to a wave of phantom thefts the titular thief "Phantom" had perpetrated, the artifact was in danger of being stolen. Unaware of this thanks to the concealment of the information on the Phantom by the government, Kim found it to be a surprise when the artifact was stolen minutes after she had arrived. Eventually Kim found out the Phantom was not just one thief, but a multitude of cultists working as moles in every target building.

As she ran, Kim looked down at her body. She wasn't human anymore, but neither had she turned into a proper chameleon; she was a cross between the two, with her female vestiges still intact, and even improved. "To think that little scale was actually a well-concealed syringe... Something so little gave me such a big image change."

Accidentally injecting herself with the compound inside the artifact, Kim transformed into a very powerful creature, and had since used her powers to take on even higher-risk and higher-paying jobs. The recent weeks however, Kim realized she had been bringing a lot of attention to herself. "Thanks to Beth though, I can just sneak around and get home without much trouble," she smiled, fond of her friend.

Beth worked as a curator for the Exposition Park museum. She had been in a relationship with Kim during their college years, and Beth was one month away from completing her thesis for an archeology major. With Beth having commissioned Kim for the job, the college girl had never once suspected the job would end with her friend turning into a half-reptile.

Thanks to her new appearance, Kim had trouble moving around during the day if she wanted to be casual, but every night she could exercise as well as steal to her heart's content.

"Heh, I still can remember Beth's reaction when I came back," she grinned to herself, leaping onto a thick tree branch as she reminisced. "Teehee, in the end, she couldn't resist me." After perching herself, she looked out to the dark night sky, pushing her googles up. "Ah, big quiet L.A. I'm so lucky Beth lets me stay over; well, with how much of the expenses I'm covering for both of us, it was a great deal!" she giggled.


"I've got the Tango in my sight. She stopped running, for some reason," Charlie informed while hiding behind a thick tree. They were so deep inside the park at night that nobody would see them with ease. "Permission to take target down?"

"Denied," Rogers spoke, "She's very slippery. If she somehow becomes aware and outruns you, the job'll be three times harder."

"Alright then, what now?"

"Continue silent pursuit, have her lead you to wherever she's headed."

Charlie agreed and kept a lookout.


Eventually, Kim's cell phone began to vibrate in her pouch. "Good," she said, hanging up without picking the call. Beth and Kim used their own codes and signals when Kim had to return home. Since Beth lived in the second floor of an apartment building, she had to make sure nobody was either hanging clothes out or taking a smoke, or just gathering with someone to drink, anything that might give them a glimpse of a giant chameleon with big boobs infiltrating their buildings.


"Tango's moving," Charlie reported, "Continuing silent pursuit." Charlie followed the spandex-clad chameleon girl all the way to her destination, having to use her environment to avoid detection. "I'm fast, but she's so damn quick," Charlie grunted a bit, almost losing sight of the running reptile at a corner.

When Kim began to scale upwards on a building, Charlie peeked out from behind a car. "She's begun vertical ascent on a 48th Street building," she told Rogers, following her query closely.

The captain appeared pensive as he took a while to respond, "Stinger, hold until you see Tango entering that building. If she goes in, you're to intercept."

"Finally some action," Charlie smiled as she saw Kim stop at the second floor where the windows opened. "I'm going in."


"Kimberly, do you have any idea what hour it is? I was worried!" Beth yelled once Kim had made her way inside. Kim flinched a bit at the loud voice.

"C'mon Beth, don't get mad. I did say I was going to stake out that building when I heard they were protecting a valuable formula," the chameleon looked apologetic after freeing her brunette mane by taking her mask and googles off. "Turns out the intel was great, and look!" she smiled, producing her catch from her backpack.

"Hmph, I told you to be home by nine so we could have stew," Beth folded her arms, averting her blue eyes from the piece of paper. After paying it a glance though, she found something suspicious on it. "Kim, hand that over."

"See? Isn't it awesome? I bet we can fetch a mil or two with it. Slippery Joe pays as high as he charges for info like..."

Beth approached and took the piece of paper. The manuscript seemed legit, but a good pair of analytical eyes like Beth's revealed something else. "It's a forgery."

"What? You're kidding me!" outraged, Kim moved beside Beth trying to see what she was seeing. "How can you tell? Why would they protect a forgery? Why would they even bother to forge a formula sheet?"

Beth appeared thoughtful before she added: "Two possibilities. One, they were duped, which is highly unlikely given the amount of scrutiny companies like that go through with their documents. Two..." she looked over Kim with a frown, "Your contact fed you half the intel."

Kim's eyes moved to the floor, "I've known Slippery Joe for years, he wouldn't dupe me. I'm his best customer."

"Kim, you know the only words scum like him deal with is money, and there's always, ALWAYS a bigger bid- wait a second," Beth stopped midstence, regaining Kim's attention, who silently stared in curiosity. Beth had been palpating the sheet of paper, suspicious of how the surface felt rougher than usual. "This sheet of paper is a few millimeters thicker than your average," she pincered a corner of the sheet with her fingers, "Kim, you didn't just bring in a forgery. There's a microtransmitter embedded in this!"

"A microtransmitter for what?"

"For tracking YOU, what else?!"

"You mean Slippery Joe sold me out?! But to who?!" Kim gasped in surprise, and then flinched as the crystal window shattered. Kim reflexively jumped in front of a startled Beth, but no stray piece of glass hit her. Thankfully, the window had mostly showered glass next to its frame rather than the inner room. Unfortunately, there was now someone perched at the window, their tail swishing left and right in wait.

Kim turned around, keeping her arms back to feel Beth and make sure she was safe. "What do you want?" she instantly snarled, baring her fangs like a wolf protecting her cub.

"Why do they even call him Slippery Joe? I had him in hand-cuffs in under five minutes," Charlie narrowed her black eyes, glaring right at Kim. "Now what do we have here? Are you some sort of overfed iguana?"

Kim quickly retorted, "I asked first!"

"Oh, but I am the one asking the questions here, lady. I don't want to get violent, so you better start cooperating before I get to show you my bad side," Charlie threatened, dropping to the floor and advancing. Now that she was closing in to the dinning room where Beth and Kim were, the two roomates could see Charlie's figure.

Beth's eyes widened as she whispered in Kim's ear, "Kim, that can't be a costume, she's like you!"

"What do you mean like me? I've got bigger boobs."

"No dummy, she's half-scorpion! You're half-chameleon, don't you find that oddly coincidential?"

"Hey, gimme a break, I was being chewed out by you until now!" Kim growled, turning back to Charlie, who seemed to be scanning the whole room with her eyes.

"Interesting pieces. I'm no art expert, but can you blame me for suspecting a downtown two-ambient apartment hanging over eight paintings and displaying half a dozen vases that coincidentially have been filed as stolen by museums and art expos?" Charlie shrugged. This made Kim snarl louder, her soft green scales starting to turn a bright red.

"Look, I'm not having a good night here, don't provoke me into doing something we'll both end regretting."

Charlie blinked a few times as Kim's scale colour changed. She was silent for a few minutes before she suddenly burst out laughing, "Hahahaha! Oh man! That's great, are you a mood lizard? Some sort of emotional streetlight?" she teased, finding the sight hilarious. Kim was bulging a vein at the back of her head already.

"That's it smartmouth, you're going down!" Beth attempted to hold Kim back, but she was so mad that it was impossible to stop the chameleon. Charlie, still laughing, did not see Kim getting under her and hooking her in the stomach.

Fortunately for Charlie, with the proportional strength of an arachnid, managed to absorb most of the damage, which left her staggering backwards only without much hurt. "Oww, haha... oww, hey, learn to take a joke will you?" Charlie groaned, still amused. Holding by her center, she dusted off and leapt backwards before Kim had a chance to slug her in the face. "Okay okay, I get the hint!"

Kim growled, "Go away!"

Charlie shook her head, adopting a battle stance, "No can do, miss. You've become a notorious thief, and the police don't like being played for fools. Mm, guess I can't blame them, they said it was a strong girl, not a six foot five mood-color iguana."

"I'm a chameleon!"

"Sheesh, don't your panties up in a twist sister. In fact, let me loosen you up!" Charlie smirked, dashing towards Kim and stopping mere feet away from her, surprising Kim.

"Damn she's fast!" the chameleon thought as she failed to stop Charlie from smashing her tail against her. Kim was hit with such great force that she was sent flying against the wall, knocking a couple of vases over. "GAH! Those were ming vases you bitch! I stole those during my first power test run!" she cried.

Charlie winced a bit, personally not looking forwards to paying for the broken stolen artifacts. "Oh grow up," she lightly said. Kim got back up to her feet, angrier than ever, her scales burning a hellish red.

"Get over here and say that to my face!" Kim reared back and then fired her tongue out like a lasso, wrapping it around Charlie's arms and waist to pull her next to her. She unexpectedly threw a punch, hitting Charlie with a lot more strength thanks to the pull. Surprised at the strength of the reptile's tongue, Charlie took the blow and rolled onto the living room's couch.

"Well goddamnit, let me say it to your face then!" Charlie grunted, getting back up, her head a little woozy from the blow. Kim snapped her tongue back in after wiggling it teasingly at Charlie, grinning. "Oh, so you're the smartmouth now are you? Fine! Kid gloves are off now, lady!"

Charlie clenched her fists, the hidden pouches in her forearms sliding out two pairs of pincers that snapped together like scissors.

"Hey, that's cheating!" Kim denounced.

"Cheating's a big word for a thief," Charlie redoubled, charging towards Kim, but the chameleon jumped out of her way faster than Charlie could grab her. Looking up, the scorpion caught sight of Kim hanging to the ceiling by gripping it really hard with her claws, but it wasn't long before the cracks extended to the worn drywall and the ceiling collapsed on Kim.

"Gah!" both Kim and Charlie's eyes widened as the ceiling collapsed on them. Fortunately, the floor above only had boxes full of clothes and random paraphernalia the neighbor had planned to move out the following morning.

Beth squealed, "Kim!" she rushed over to the pile of debris and scattered clothes and boxes. "Kim, are you alright?" the redhead asked, trying to dig around, hurling old clothes and disconnected appliances all over until she could make out the chameleon's face. The thick pieces of drywall were all over, but Kim appeared to be alright if at least a bit stunned.

"Ugh... I told you we should've moved to a better place," Kim said, feeling slightly battered. "Where's the scorpion?"

"I don't know. Do you think she's alright?" Beth asked out of concern. Kim was about to respond when suddenly she yipped.

"Aiee!"

"Kim! What's wrong?"

"She's biting my butt!" squealing, Kim jumped out of the crumbled down ceiling by exerting all her physical strength. Charlie came up from the debris, a pair of mandibles coming from her cheek pouches sliding back inside.

"Who sits on someone's face when they're trying to come out of somewhere? Seriously!" Charlie was flustered, although the experience reminded her of many people that end up jumping from an insect biting them in self-defense.

Beth backed away, feeling another bout was about to begin. She needed to do something; the scorpion girl appeared to be significantly stronger than Kim, although Kim had speed on her side. "At this rate, the whole apartment's going to come down on us!" she bit her lip, preoccupied for Kim's well being.


Elsewhere, the same man who had reported to Captain Rogers called him again. "Command, Night Owl here."

"I copy you, Night Owl. Stinger's radio comm shows static, earpiece might've gone down during the struggle with the Tango. What's your status?"

"Headed to the target building. Send coordinates please."

"Downloading to your PDA," Rogers responded, "Don't engage alone, Night Owl. You're to wait for the reinforcements."

"Copy that Command, over and out." Night Owl switched his earpiece off and then looked at the coordinates displayed on his PDA. He began to forward them elsewhere, "I'll send in my own reinforcements."


The battle between the two curvaceous ladies only escalated. Muscles exerted, appendages whipped and flailed, and more insults were barked. There was no clear winner between the two; Charlie could take anything Kim delivered, and Kim was too fast for Charlie to really land any critical blows. "Stay still!" Charlie yelled to Kim, finally having backed her to a corner. With Charlie's sharp tipped tail threatening to impale her, Kim couldn't risk a bad maneuver, so she threw both her open palms forwards, stopping Charlie.

Kim held Charlie by her fists, whimpering slightly thanks to Charlie's boulder-shattering strength, but she struggled anyway. "Oh, you're mine now!" Charlie grinned under her mask, pushing herself forwards to attempt to subdue Kim.

Kim's legs were shaking, Charlie was too strong, her knees were starting to bend, she had to crouch lest her bones broke. "D-damn you...!" she groaned, falling to one knee, her fangs gritting together.

It was then that a loud screech stopped the pair of fighter girls. The loud sound of beating wings caused Charlie to flinch in surprise as she turned around wide eyed. Before they knew it, the winged creature had made its way inside.

Beth turned around in time for the creature to pounce her, making her scream, "Ahhhh! Help!" she screamed louder, struggling against the big monster as its clawed feet gripped her by the shoulders and then proceeded to take off outside. "Kimberly!"

"Damnit, no!" in an unprecedented rush of adrenaline, Kim exerted way more strength than she was capable off and hurled Charlie to the side, who was caught by surprise thanks to the distraction. "Leave her alone you giant flying rat!" she gave chase, but the man bat flew out with its target hanging from his clawed feet. "Beth! Bethany!" she grunted, jumping out of the window into the balcony.

"Holy crap, that girl's something!" Charlie exclaimed as she got back up, promptly following the three outside. She watched as the chameleon ran along the walls with her powerful feet. "But that creature... it can't be, can it...?"

Charlie, letting out a small sigh, reconsidered her priorities. Well, good, as if I had any better plans tonight!" she jumped out, bouncing from the building's wall to the one next to it. She began to wall crawl like an expert, tailing Kim who at the same time was tailing the fast flying kidnapper.

"Fuck, he's flying way faster than I can run!" Kim thought, starting to get tired as gravity worked against her. Kim exerted her leg muscles as much as she could, but eventually she couldn't wall-run anymore, she had to dig her claws on the wall to keep herself from falling. She panted, but then she growled as her stereoscopic vision revealed Charlie was in pursuit. "Hot damn give me a break! I'll get back at you after I rescue Beth! She's got nothing to do with this!" she gasped, trying to scale up the wall but then was intercepted by Charlie.

"I only have orders to bring you in specific in, but this is an entirely different matter!" Charlie said as she scooped Kim up in her arms and easily threw her around for a piggyback ride. Using her adherent feet to wall-run without any trouble, Charlie gave chase.

"Why are you helping me?" Kim asked, frowning as she felt the embarrassment of being carried, knowing it was her fault for not being able to keep up.

"We'll play twenty questions later! We got to stop that bat, hang on!" Charlie growled, running at top speed, starting to catch up to the flier. But the flier was aware he was being pursuited, he couldn't take off to the sky until he had freed himself from the two sandwiching buildings. It let out a sharp cry as it headbutted an air-conditioner attachment, forcing it to fall down at Charlie.

The scorpion gasped, leaping to the side to avoid the falling appliance just in time. "Goddamnit, since when are they smart?!"

"They? You mean you know who that is?!" Kim asked out of bewilderment. Beth's situation had her worried the most, but deep down the thrill seeker in Kim loved this situation.

"Passenger, fasten your seatbelt!" Charlie groaned as another air conditioner fell their way, but as before Charlie was able to side step and continue the pursuit.

"Damn, he's throwing everything at us! He's going to get away!" Kim complained, Charlie wasn't going to make it. Almost at the edge, the bat let out a victorious shriek, Charlie was mere yards from catching up, and Kim knew this. As a last ditch resort, Kim pushed herself up and used Charlie's shoulders as a step to jump up. "Beth!" she cried out, attempting to grab the redhead.

"Kimmy!" Beth tried grabbing her hand, but Kim's jump had not been enough. Their fingers must've grazed each other, but the chameleon was unable to get a good grip.

The bat flapped his wings even harder, taking up to such unreachable heights, not even Kim's tongue could reach in time.

"Beth!!"

"Kiiiiiiiiiim...!" Beth cried out into the night, her voice fading as the bat made off with his target.

The adrenaline stopped, Kim felt the weight of her tired body take a toll on her. She was falling, her right arm still outstretched.

"Damnit, stabilize yourself!" Charlie gasped as Kim began to fall back down. She jumped in time to tackle Kim to the neighboring building's wall. Having caught her, Charlie vaulted over onto a balcony and dropped both of them there. "That was reckless!"

"He... he's got her!" Kim panted, pushing Charlie away. "And it's your fault, your goddamn fault!"

"Whoa hold on, that guy isn't my friend, quite the opposite in fact!" Charlie explained. Kim would have none of it.

"Beth wasn't stealing, she was just giving me a place to stay! What did you hope to gain by doing this? If you wanted to get at me this badly you should've come at me headon, leave innocents like Beth out! You're scum!"

"Look, I know you're angry, but don't get into your holier than thou shoes now, you're a thief! I was going to arrest you, she at the most was going to get billed for being an accessory to crime!" Charlie snapped.

"What's your point?! Evil bat man just made off with my friend. If you're a cop, then why didn't you protect her?!"

"You hurled me across the rooms in your house, did you expect me to teleport in front of him?!"

Both girls glared at each other until a bright light flashed them both. The beat of helicopter blades startled them. Kim attempted to flee, but Charlie was fast enough to catch her by the wrists and keep her arms locked on her back. "What are you doing?! Let me go! I have to rescue Beth!"

Charlie shook her head, "Sorry, no can do," Charlie pushed the button on her earpice, "Commnand, I've got the Tango, but there's been a complication. A civilian got kidnapped by one of the Betas."

"Copy that, Stinger. Get to the roof and we'll extract you."

Charlie looked at Kim with a frown, "Look."

"You're not on my side, and nothing you say will make me think otherwise!"

"I can help you find Beth, there's only one kind of creature that would kidnap a human. It's the Betas."

"What do I care who they are? Why would they abduct Beth?!"

"I don't know!" Charlie snapped, "Look, I know you're angry, but getting pissy at me isn't going to help us find her. If you cooperate..."

"Us? Leave me out of your bureacracy, there's life at stake here!" Kim interrupted. Charlie, losing her patience, tightened her grip on the chameleon.

"It's partly my fault Beth got taken, I'm very responsible, and I'm trying to make it right. Either shut up and make it easier for yourself, or I paralyze you and turn you over."

With the stinger at the tip of Charlie's tail showing to Kim, she gulped and then finally said: "I'm listening."

Part 2.

Shortly afterwards, the two hybrids had made it to the headquarters of the security company. Impatient, Kim was growing even more restless with Charlie keeping a close eye on her. After they had made it to the Captain's office, the door slammed shut behind them for privacy.

"It's a pleasure to finally meet the cunning thief responsible for so many thefts," Rogers said from his chair behind his desk.

"Skip the pleasantries, bub. I'm not going to put up with this much longer if you keep wasting my time," Kim snarled, but Charlie tightened her grip to keep her steady. "Hmph, and bug girl here isn't making me feel very cooperative either."

The insult caused Charlie to growl, but she wasn't going to take the bait. "For the record, scorpions aren't bugs, lizard."

"I'm a chameleon!"

"Ladies." Rogers stood up, palms firmly plased on top the desk. "There'll be time to debate on taxonomy later. For now, let's just review where we stand. Stinger, please release her."

Disgruntingly, the scorpion girl released her strong grip on Kim, who began rubbing her sore wrists while smirking. "Stinger huh?"

"Shut up."

"Our original mission was to apprehend you, miss...?"

Kim paused for a bit. She didn't want to use her full name, but Kim was sure Charlie must've heard at least her nickname back at the apartment brawl. "Just call me Kim."

Rogers, looking between Charlie and then back at Kim, nodded, "Alright. Kim, we're sure we don't need to waste our time explaining why we are after you. But our organization's prime directive is to keep innocents out of harm's reach."

"Yeah good job with that one," Kim resentfully said. "Is sending giant mutant home-destroying scorpions after thieves part of your policy too?"

"We had no choice, you kept giving us the slip. You're hardly a common thief either," Rogers calmly rebouted. "We're not here to apologize however, make no mistake. If your friend had not been kidnapped, Stinger had the orders to take you in, conscious or otherwise. The fact a Beta showed at your apartment though, it's disturbing..."

"There's that name again. What the hell's a Beta? That looked more like a BAT to me," Kim frowned, folding her arms under her hefty chest. Rogers sat back down.

"Beta is the codename for human experiments conducted illegaly, producing the biological nightmare that captured your friend."

Charlie averted her gaze, dealing with the shame that the Betas had been created using her blood. She involuntarily and lightly rubbed her arm as she leaned against a wall. Rogers noticed this and made it brief. "We don't need to stress that they're dangerous. We can't send normal soldiers after them, they're way too fast and too strong for them, not to mention they can fly."

"Then why are we discussing it here?!" Kim snapped, "They took Beth, the same Betas you're saying can't be dealt with by using normal soldiers! For all we know that thing could've... it could've already eaten Beth!" she gagged, feeling a bit woozy over the mental image.

"There is nothing we can gain from rushing, Kim. But rest assured, there have been no reports of them kidnapping humans to eat them."

Kim was growing even more preoccupied, "Oh good, I'm a lot more calm after hearing this."

"Kim, you can't face these opponents without knowing what they're capable of. Our best bet at rescuing Beth successfully is for you to be fully prepared."

"Our sounds like a group to me. Are you making me to join you?" Kim asked. Rogers shook his head.

"We're sending Stinger to rescue the civilian, Kim. It's a small courtesy towards you, you can team up with her."

"Team up?! It's her fault that Beth got kidnapped. For all I know SHE lured that Beta there!"

"What?! We didn't even know it was going to show up at your apartment!"

Kim turned around, glaring at the angry Charlie. "I've never seen you before in my life, and the first time we meet Beth gets kidnapped by another hybrid, I'm not going to even suggest it's a coincidence!"

Charlie fell silent, her fists trembling. In a way, Kim was right; which made it all the more painful to hear. "I'm going to make this right," she grit her teeth together, they could hear it in her voice even with her mask on.

"You don't say? Well what are you going to do, you don't even know where they came from and we don't even know where they went to!"

"Gimme a fucking break! Being so self-righteous; if you didn't steal, I wouldn't be after you, you street-light latex fetishist gecko! Ever think about it that way?!"

Kim growled loudly as she stomped towards Charlie, "Oh that does it. You're going to..."

Rogers stood up and rushed in between the girls before they got too close to each other. "Stinger, wait outside. I'll deal with our guest," he stammered, looking back at an agitated Charlie. The scorpion snapped her mandibles at Kim, who flinched at their sight, but then she did as told and left the room quietly.

"I must be crazy," Rogers thought to himself. "Any second later and they would've torn everything in this room, me included, to shreds," he breathed a sigh of relief, then redirected his attention to Kim. "Please, take a seat."

Kim, seeing no other choice, sat down in front of the desk.


Charlie, groaning over argument, stomped out of the office and leaned against a wall to keep guard at the door. "Damnit..." she cursed at herself, "Lost my temper," she closed her eyes, attempting to relax. It was then that one of the analysts turned a corner and began making his way towards the office.

Common knowledge to this division, the analyst approached Charlie as casually as he could without getting too distracted by her figure. Even for a hybrid between a woman and a scorpion, Charlie had kept nearly all of her humanoid features. And thanks to beneficial side effects, she had been granted with a very attractive, curvaceous shape. One of Charlie's eyes opened to see the man standing beside her, stuttering slightly. "H-hello Agent Stinger, p-puh-please deliver this to Captain Rogers. It's urgent," he spoke. Most of the staff still had to get used to her.

Charlie blinked her eyes as she took the documents in his hands and waved goodbye before she began to read. "Maybe a peek at this'll help me take my mind off..." but then her eyes widened as she realized the document relayed triangulation data for the recent Beta sighting, "...finally!" she gasped. "So we were right... She IS stationed here," full of surprise, Charlie was suddenly undecided. Looking back at the door, the scorpion gal huffed.

She wasn't that undecided anymore.


"I have a deal for you, Kim," Rogers said from his chair. Kim shook her head.

"Look, I just want to rescue Beth, and keeping me here offering me deals isn't going to get you anywhere!"

"We need you working together with Stinger," Rogers added. "This is the fifth Beta sighting at Los Angeles. They're too fast to be followed but we've had our team estimate their direction."

"You mean you actually know where they are?" Kim asked, hopeful.

"Yes and no. The latest Beta's movements are being processed, we should have them any minute actually," Rogers explained. Kim seemed to be a bit more relaxed.

"Let me go."

"Of course."

"I mean, on my own."

"Absolutely not," Rogers shook his head, "You might have powers and abilities on your side, but to my concern, you still are a civilian. You and Stinger are going together. You need each other."

"What makes you say that?" Kim seemed baffled.

"If our estimates so far are correct, then the Betas are based in an abandoned complex..."

"So? Professional thief here!"

"...and are probably being directly led by Omega."

"What's with the greek letters?" Kim raised an eyebrow.

"Omega is the name the creator of the Betas gave herself. She is threat level Red and dangerous."

Kim paused. "So those monster sighting news at L.A. were these guys kidnapping people at night for this Omega chick. This isn't just a monster outbreak, is it?" Rogers shook his head. The conversation was about to continue when suddenly Kim's cellphone began to ring. She gasped, the Caller ID on screen reading Beth.

Kim bounced to her feet and quickly picked up, "Beth! Beth! Is that you? Where are you?!"

"Kimberly Sanders, I presume? Please remain calm," a soft, seductive voice came through the receiver. "Bethany insisted we let you know she's alive and well."

Kim's eyes went wide as she stared blankly forwards. Rogers made a hand gesture to keep the person on line and to record. Kim did so and finally composed herself to say: "Where is Beth?"

"Ah, she's with us right now. We would actually prefer it if you'd grace us with your prescence," the voice briefly paused before adding: "Please check your mail shortly after I hang up. Do hurry up, you don't want your miliy (dear) getting lonely, do you?"

"Wait, don't hang up on me, don't you dare...!" Kim shouted but before she could say anything else the hung-up tone was all she could hear. "Damnit...! Damnit, that bitch's got Beth!"

"Do you have the recorded conversation? Play it back, Kim," Rogers calmly said. Helpless, Kim was more than inclined to comply. After Rogers had heard the entire conversation, his reservations ended.

"It's Omega," Rogers concluded, then heard the ringtone for Kim's phone again.

"It's a text message," Kim blinked as she read it, "This address is for the aircraft complex at the edge of town."

"Place's been abandoned for decades, it shut down after WWII. Say what you will about her, but Omega sure has a flair for the dramatic," Rogers seemed a bit baffled, even if he had been expecting this kind of outcome.

"It also says to come alone. Let me go!" Kim shouted. Rogers shook his head again.

"I'm sorry, Kim. We can't let you go on your own, Omega is too dangerous for you to tackle on your own. This most likely is a trap. We'll let Stinger know and we'll come up with a plan, okay?"

"She better not blow it." Kim frowned, but Rogers stared back in return.

"Kim, you should know something about Stinger, it has to do with Omega," Rogers started, "They used to be patient and doctor."

"Uh huh."

"The company I was hired to protect sent in an Interpol agent with a condition that had to be kept secret while our top scientist treated her; you can probably tell what Stinger's condition was. That treatment took a wild turn when that scientist turned out to be the daughter of the man responsible for the creation of the compound that turned Stinger from a human to a hybrid. She became obsessed with Stinger to the point she began to develop her own compound to raise her own new race of hybrids."

Kim seemed aghast with the new details, "The Betas?" she asked.

Rogers nodded. "Precisely. According to the data we recovered from her lab and research computers, Omega perfected the compound and even managed to give herself more power than any of the Betas had thus far achieved. She's very unstable, however, which is what makes her dangerous."

"So Stinger...?"

"Yes. She feels responsible for what happened to her. The new compound, as you probably have figured out, came to be by using data and samples collected from Stinger. In other words... She was the Alpha, to Omega."

"Damn..." Kim fell silent as she tried to process the information. "She really blames herself for all of this. But it's not really her fault, Omega turned herself into what she is, and Stinger didn't really have anything to do with the experiments... did she?" Rogers shook his head no. "But why did Omega kidnap Beth? I mean, specifically this night when these guys finally found me?" she asked herself, the question itself making her head hurt.

"Stinger and I will help you recover Beth, but you have to trust us."

Kim briefly paused, "Just one question," she said, "Why have you told me all this?"

"Can't exactly ask you to trust me if I'm not telling you what you need to know," Rogers smiled, standing up. "Now let's go, Stinger needs to know about this so we can start planning ahead."

They nodded to each other and Kim opened the door to come out first. Kim felt a strange mix of regret and relief after what she'd learned. She had to make up with Charlie and work together, that they may have a chance at saving Beth. With newly built resolve, Kim put on a smile and started: "Hey Sting, just wanted to say that... Sting?" she blinked, looking around to see no one around.

"She isn't here?" Rogers blinked as well in surprise, walking out before stepping on something he noticed on the floor. Picking it up, he widened his eyes in shock. "No!"

"What?!" startled, Kim turned around, "What is that? Bad news?"

"This is the final triangulation for the Beta sightings. And the text you received corroborates it, Omega is waiting at that adress... and Stinger must've read it. She's probably on her way there!"

Part 3.

After having borrowed a motorcycle from the garage, Charlie sped through to the abandoned complex. "This place's deserted alright," she observed as she stopped about a block away from the actual complex. "I'm tired of you giving me the slip, Lexine. You're not going to get away tonight," she narrowed her eyes and jumped off the bike, making a leap over the barbed wire gates.

The place was dark and quiet, and the building looked like it might crumble down any moment from the outside. A row of windows with cracked glass under the roof got Charlie's attention. One of the windows had no glass in it, so Charlie raced over there.

Climbing up the wall proved to be no hassle for the scorpion girl, her natural adherent palms and clawed feet allowing her free movement. After reaching the edge of the window, she slowly peered inside. "Damn, it's completely dark in here..." she groaned, having expected as much from Omega. She had to get in however. Charlie gently pulled herself inside while hanging from the ceiling, starting to crawl her way deeper inside.

Not far from there, a pair of sensitive ears flickered and two red eyes opened. A toothy grin formed on the darkened face. "We have an uninvited guest."


Meanwhile, at the sub-level of the complex, a middle-aged man found himself pacing back and forth nervously, the buzzing sounds of the next-door chamber unsettling him. A tied up redhead was strapped down to a chair and gagged. "Dr. Masters, I have reservations about your strategy."

Hanging upside down from a perch, the nine foot tall amazon of an anthropomorphic bat was reading a novel. The scarlet eyes behind her glasses were delighting themselves with literature while she patiently waited. The obnoxious man before her felt like a nuisance by now. Still, she gave him a small grin, "Oh? Do tell, Mr. Juarez."

"Our partnership requires you to provide us with the means to recover what the thief stole, that which resides in her blood now. It's hardly comforting to know you had every security measure in this base removed after you revealed our location to her."

"Ah, but those measures are counter-productive, Mr. Juarez. We've talked about this before, yes?" the silver furred mammal smiled, "My children need space to move. Cumbersome, noisy equipment is unnecessary."

"Yes, yes, but what if they are unable to catch the thief and she gets away?"

Dr. Masters giggled, "Puhzalsta (Please), you worry too much. Our dear chameleon has every reason to stay with us, Mr. Juarez."

"We have been tracking her for one month without success, this is the first chance we've got to capture the thief. I will call my men for backup just in case."

"If your men come within reach of this building, I can guarantee you that plan will not work."

"Why is that?"

"I'm surprised to hear that question. It was you who provided me with the report on Brother Johnson's encounter with her."

"He was just one knight. We can have many men surrounding this building, and well hidden, in order to..."

"Make a complete bunch of fools out of yourselves." Dr. Masters interrupted with an impatient sigh.

"How dare you!" Juarez approached the amazon-sized bat woman, glaring at her.

"Have you ever taken a biology class, Mr. Juarez? If you had, you'd know chameleons have stereoscopic vision. A few steps within range and she will know where every single person is outside of this building."

"Then what do you suggest we do? The Third Being's iteration must return to the Light, that is our purpose!"

"The time is nearing for me to complete my experiment, Mr. Juarez. Patience is all I ask from you," the bat calmly stated.

"Patience is something I'm short on right now, Dr. Masters. I suggest you begin to take this more seriously."

Dr. Masters frowned past her glasses, "You're starting to become an obnoxious little man, Mr. Juarez. Based on your people's research, the substance you seek has lost its purity after its purpose was finished inside Kimberly Sanders. There is no guarantee I'll be able to replicate it by taking samples," she cutely yawned, flipping to the next page of her book.

Juarez was starting to foam at the mouth. "Your job..."

"Is to come up with a means for control, yes? Our contract never changed its statute. You may go on about your quest after my job is done."

Taking a deep breath, Juarez turned around to ignore the massive woman and reviewed the information coming in and out of his PDA. "Kimberly Sanders must be captured at all costs, she is not aware of the full consequences of what her body 'stole'."

"Again, leave it to my children. She will be here any time soon, and when that time comes, I will present our dear girl with a deal she simply will not be able to refuse."

Juarez looked over to the chamber next door once again, the buzzing only growing louder. He looked down at typed a quick message: "Send in the first squad. Be on standby."


Riding their chopper, Rogers stared at Kim as she held her night vision googles in her hand. "So if they don't do anything special, why did we come back for them? We could've lent you a pair."

"They hold sentimental value to me," Kim focused on the gadget and nothing else. "Beth gifted them to me when I was just starting out."

The chameleon began to feel memories rush to her head. Before a thief, Kim had been a normal college girl with the ambition to become an archeleogist. "But then mom and dad got into that accident..." her eyes remained still for a few seconds, "Under half-paid mortage, the house went to the state. I couldn't maintain myself much less study with the new part time jobs I had to take up..."

The memory sped through to the time Beth and Kim began to live together. "But you were there for me, Beth, as always," she paused in her mind as her scale color began to turn a pale blue. "When I became a thief, I realized that's what I'd wanted for my life, the thrill, the danger, the potential risk of being caught; not that I'd ever allow it. I've never felt so alive in my life..."

She sniffed a bit, sadness welling up inside her. "But I got too greedy, and now you're paying for that. It's my fault, isn't it? You must hate me right now," she winced.

Roger noticed the self-mortifying expression on Kim's face and firmly stared. "Stay focused, Kim. Beth needs you to give 110%."

"I'll give 200% if necessary," Kim quickly retorted, allowing herself a cool breath, her scale color shifting back to pale green. Rogers nodded.

"Good, let's review what we know." The captain showed the blueprints for the aircraft complex to the chameleon, "It looks battered, but these constructions were made to last. The inside, if used as a base, is probably well maintained. Don't get fooled by appearances. Based on what we know about Omega, you can expect no artificial lights inside."

"A fight in the darkness? Bats... So they can do that chipping thing that lets them see in the dark?"

Rogers nodded again, "Echolocation. Battle data provided by Stinger shows that even though the Betas and Omega have the advantage in the darkness, their bat ears also have a major weakness to high frequency ultra sound."

"Right, we used to use those vibrating machines to rid dusty old places of bats and other pests," Kim nodded to herself. Rogers reached for a wall and flipped a compartment up, producing a small rifle which he promptly handed to Kim. "Huh, this looks like a toy."

"Ultrasonics Cannon. It's mainly used as an anti-riot measure so it doesn't kill. Don't hesitate to use it if your own powers or abilities aren't enough to deal with the Betas," Rogers explained, smiling at the observation on its appearance, "It's the compact version."

"Alright. What about Sting?"

"I got a report of an unauthorized vehicle leaving HQ. She probably's there already. I just hope she won't do anything crazy."


"You're not welcome here, Alpha! You're defective!" the screech of one of the Betas alerted Charlie to bounce off the ceiling, landing on an empty container. "Get her!"

Charlie narrowly escaped being slashed by a diving Beta, leaping off of the platform onto a support, where she began to wall-crawl in descent. "Damn, I must be like a goddamn firefly to them!" she groaned, trying to make use of all her acrobatic abilities to dodge and block attacks, but one of the Betas surprised her from a blid spot, knocking her over with a drop kick. "Ugh!" she groaned.

Unable to move for the first few seconds, the scorpion began to fall from the third level, and every flier began to converge on her. Charlie grunted as she was scratched and kicked by the oncoming attackers. One of them even went as far as to bite her abodmen, making her double back in pain.

"Gahhh!" she screamed, trying to knock the bat off, but it was shrugging off her mighty impacts, as if all it wanted to do was to latch onto her. "Forcing his weight on me, trying to dive me into the ground level!" Charlie groaned, looking down as her descent only hastened. "If I don't do something soon, I'll look like a stinger-tipped pancake on the ground!" she desperately thought, darting her eyes left and right for anything she could use. Eventually, she brought her tail around the Beta and coiled it, "Get off of me!" she shouted, penetrating the Beta's neck with her tail. The bat let out a growl, softening the bite on her abdomen. Charlie injected venom inside the wound, the neurotoxin quickly paralyzing the Beta. "I said... GET OFF!" finally, she managed to punch the bat off of her.

But she was still falling! "Stupid gravity!" Charlie cursed herself, holding by her abdominal wound as it hurt when she tried to stabilize herself with a flip. "Stupid wound...!" she groaned. She had no time, and eventually the scorpion crash landed with a big great thud.


Juarez looked up, the thud resounding in their sub-level meeting room.

"Ahh, do you hear that, Mr. Juarez?" Dr. Masters smiled, dropping from her perch, gracefully landing on her feet. "Now that they serve my goals willingly, my children are adept at taking out any threat. I'll have them bring our guest here."

"I hope they did not kill Sanders. She's too valuable!" Juarez insisted. The giant bat woman walked over to a cabinet and neatly put her unfinished book aside. Turning around, she gave Juarez a good look at her revealing outfit. Dr. Masters smiled down at the man, leaning over with her hands on her bent knees while flashing a seductive, almost dangerous smile. The beauty of the hybrid contrasted by the golden locks of hair flowing over her shoulders and onto her hefty rack. Juarez found this woman incredibly imposing not only because of her power and size, but the way she dressed and condescendingly spoke to others as well.

"I did not order an execution of our target, Mr. Juarez. You can be sure of that," she grinned.


Kim turned her earpiece on as she was dropped on the building outlooking the abandoned complex. "I'm going in."

"Be careful Kim. Look out for Stinger, y'hear?"

"Got it."

It didn't take Kim long to get inside the perimeter. With her googles aiding her stereoscopic vision, she could easily tell where everything around her was. "There's no guards... Wait."

Kim stayed perfectly still for a moment as she noticed a vehicle pulling over not far away from the complex. "Rogers, be careful when deploying the blockers. Seems like we've got company."

"Affirmative. Thank you Kim. Go on."

"Got it," Kim rushed up a wall, scaling it with great ease thanks to her sharp claws. She peered over each and every window, mapping the inside from different angles. "Rogers was right, this place had some remodelations done to it..." she thought to herself. Then began to notice movement inside, "There's three, five... eight Betas. But what are they doing floating above..." her eyes widened as she realized a ninth figure on the ground. "That's Sting!"

Suddenly, a tenth person showed up. Kim watched as a very tall female bat wearing what appeared to be black skin-tight material over her voluptuous body approached Charlie. "That's gotta be Omega..." Kim concluded. "Wow, she's pretty," she admitted, noticing how beautiful the pattern of her silver and black fur contrasted Omega's long blonde hair with her curve-hugging outfit.

Looking down at an unconscious Charlie, Omega noticed how she continued to breathe, in relief. "You simpletons," she looked up at her minions. "But I suppose it couldn't be helped that you would get rough with my dear Alpha," she sighed, picking Charlie up, carrying her like one would carry a bride. "I must tend to her injuries."

The Betas shrieked in jealousy, but Omega glared up at them. "She is your mother as much as I am, she is just... misguided." Omega turned, giving her back to the silenced bats, and walked out. Kim followed her with her eyes.

"There is more to this building than we thought..." Kim thought to herself as Omega vanished down a concealed path. Every bat scattered back to their positions. She could see their mouths faintly moving. "It's like a living, breathing security system..." she thought to herself. "I'm good outside, but the second I step in, they'll know I'm there. I need a distraction!"

She pushed a button on her earpiece. "Rogers, I found Sting... She's unconscious, and Omega took her."

"Shit, what's your status?"

"I can go in anytime... But there are several Betas inside using echolocation."

"I get you. I'll prepare a distraction for you."

"You read my mind."


Rogers opened both communication channels at once. "Ground Team, report on the unknowns."

The channel buzzed back: "Armed and dangerous! We are engaging!"

"So Kim was right, glad she saw them approaching..." Rogers thought to himself, then looked up at the monitor, "Hold them back, we need to buy Kim time. Roof Team, are you in position?"

"We're about to land, Command. Orders?"

Rogers smiled, "Make a racket."

"Roger that!"


Kim looked up, noticing loud banging sounds. Immediately she caught sight of every Beta flapping wings to head upside.

"We have intruders!" one of the female Betas announced, "We must eliminate them for mother!"

"My brothers and sisters, don't all go, it might be a trap! It's better to divide our forces."

"Agreed!" the eight bats separated in two groups, with half going to check the disturbance at the roof and the other half remaining inside.

"Damn, so they aren't complete fools. Well... four is better than eight." Kim began to crawl around the walls. Having used her trained mind to map the inside of the place out, it was only a matter of finding the right angle to strike one of the guards. The chameleon was patient but prompt; as soon as she had a chance, she armed her sonic rifle and began to aim it. "Let's see if my sharpshooting skills are as good as my tongue."

Aiming down the sights, she lined her shot with one of the Beta's head. "Now how much of a punch do you pack, toy gun?" she asked herself, her tongue sticking out as she focused.

The target Beta had been perched, distracted with keeping the place scanned, wary for more intruders. Exchanging chipping with her 'siblings', she was too distracted to notice and much less stop the wave of high-frequency ultrasound that was projected her way. All of a sudden, everything began to blur in her eyes followed by a sharp pain stemming from her ears, "GYAAAAAHHH!" the bat woman screeched and screamed, dropping from her perch while fruitlessly attempting to cover her ears with her claws. "Make it stoooooooop!"

This of course alerted the remaining three bats who rushed down to check upon their disoriented, pained sister.

Kim stopped holding the trigger after the bat had fallen from her perch, she smiled and looked at her sonic cannon, "I think I'm going to keep you," she smiled, throwing it on her back before she quickly started to dash around the building, keeping an eye out for the distracted trio. "Good, good."

Entering from the opposite side through a window, Kim started her way down to where she had seen Omega disappear into. She looked at a set of stairs going down. Gulping, she armed herself with the sonic cannon and looked at it, "Damn, mighty powerful against these guys but it's taking a long while to cool down..." she winced slightly, putting it away again. "Guess I'll have to keep myself... out of sight."

With that, Kim began to make her way down.


"Ugh, where am I...?" Charlie groaned, finding it hard to move. She was being held back by something. She blinked her eyes open, noticing a familiar silver furred muzzle with two cutely hidden nostrils and twin fangs sticking down over the lips. Immediately, Charlie glared, "Lexine."

Omega's smile couldn't have been any wider, "Priviet miliy (Hi dear), how have you been?"

"Just hanging around here," Charlie sarcastically said, putting emphasis on hanging as she was being held back against a wall with metal cuffs keeping her arms and legs tied to the wall. "Is kidnapping people your new hobby?" she snarled.

Omega sighed in disappointment, "Your words wound me, Charlie. You know all I do is for the creation of a New World."

"What you're doing is committing crime after crime, Lexine! Don't delude yourself into thinking you're doing any good! Nngh!" Charlie grunted, trying to free herself, "What are these... nngh! Made of?!"

Omega giggled, "Mere steel alloy, dear. Are you having it hard to move? Feeling tired than usual?" she smiled, "Sedatives in the right doses will do that."

"Bitch," Charlie growled, already feeling exhausted, her strength now no greater than a common woman. "What the hell... are you trying to DO here?" she panted.

Omega frowned at the insult, but nevertheless approached Charlie, gently stroking her chin, "I've already told you."

"Don't play games with... me!" Charlie panted again, her tail drooping, "You've been kidnapping people, we know that...!" she thrashed around, "But you sent one of your Betas to kidnap the friend of a hybrid I had been after! How did you do that?! Why?!"

"Ahh... that would be my new partnership. They are a bunch of brutes, but their numbers and influence are... quite useful," Omega grinned. "Why? Mmm, they needed HER specifically. As bait for that charming Kimberly Sanders. I am actually very pleased to have found there are others like you and I, Charlie."

"You mean you weren't involved in Kim's mutation?!"

Omega shook her head no. "But don't you worry, my dear scorpion. She will be a welcome addition to my new world, and you still are welcome to it of course," she softly smiled, pecking Charlie's facemask, making her squirm harder and try to pull back.

"What makes you think she's going to join you?"

Omega giggled at Charlie's attempts to get away, and finally leaned forwards, placing both hands to the side of her head, imposingly pressing her hefty chest against Charlie's comparatively smaller one, her face inches from the scorpion's again. "Why, that's precisely what I've been working on. Do you want to see?"

Charlie growled, knowing Omega was toying with her. "I can't free myself yet... Every muscle is numb! Whatever she's planning to do, I have to stop her! Got to keep her talking, buy myself some time..." she thought, glaring at Omega, "I'm not interested in your silly science fair experiments, Lexine. But you're not going to shut up about it are you?"

With a proud smile, Omega affectionately nuzzled Charlie, "You know me so well, dear. You see, I developed a way to control my children, you're already aware of that. That control isn't very broad, I realize. Ultrasound loses its intensity over distance, but what if the receptors were linked by mind instead of by hearing?" she grinned.

Charlie made a face of disgust. Anything Omega mentioned translated to more sci-fi horror to her. "You can't be serious..."

"Oh but I am. I've been developing a way to create a powerful emitter... a biological antenna, if you will. It's taken a lot of experimenting... but fortunately, I already am done. I will be putting it to practise very soon tonight..." she giggled with excitement. Charlie growled.

"You'll never get away with it, Lexine. I'll stop you!"

"How? Can you do anything other than talk, my dear?" sticking her long tongue out, she licked over Charlie, rubbing herself against her. Charlie moaned as their breasts mashed together, the sensitive, large mounds giving both females pleasure. "Or feel whatever I want to do to you."

"I didn't... nnngh... realize you were into bondage," the scorpion groaned, fighting her urges as the overpowering amazon bat pressed her powerful body against her weakened one.

"It is an interesting concept. You're the object of my desire, little Charlie. Seeing you so defenseless, so charmingly cute..." she licked her lips, "So vulnerable. It's quite the turn on."

"You're sick!" snarled a disgusted Charlie.

"And you're my cure. Just... let me kiss you again, my beautiful Charlie," Omega was practically hugging Charlie now. Their noses were pressed together, but Charlie refused to take her facemask off. "Don't fight it, Charlie. You know that something special binds us together. You're the Alpha of the New World and I'm the Omega of the old one. Why won't you understand...?"

"Oh I understand that you're crazy."

"Mmm, so much fire..." Omega smiled, pinching the sides of Charlie's cheek pouches with her index and thumb, both claws hitting the corresponding nerves to force Charlie's facemask to slide off. Charlie widened her eyes in surprise, causing Omega to smirk. "I studied you intensively, remember?"

This time, Charlie couldn't talk back as Omega pushed her lips against her.


Kim pressed against the wall, peering over every corner while heading downwards. "Where are you, Omega...?" she asked in her mind, when all of a sudden she began to notice the reflection of artificial light. Taking her googles off, the brunette chameleon began to hear loud rambling as she approached the illuminated room.

"What do you mean they're holding you back?! Fools! You're better equipped, what is the meaning of this?! I don't care how they ambushed you, I want you to clear them out and make your way in here. The bat is conducting her experiment already, I don't want to take any chances!"

Kim smiled at first, glad that she had been able to prevent an ambush by setting up their own. But then there was mention of an experiment and her heart sunk low, "Beth...!" she immediately thought. Charlie and Omega disappeared from her mind, that man had spoken about an experiment when Kim had come to rescue her friend.

Before Juarez could realize it, his conversation was forcefully cut over and his PDA flew from his hand as Kim pounced him like a predator catching prey. He couldn't see it because of her mask, but Kim was baring her fangs at him, "Where is she?! Where have you taken Beth?!"

Juarez attempted to free himself but his squirming didn't help the fact Kim was stronger. "Y-you..."

"Answer the question! Or I'll...!" Kim growled, pausing as she thought of a good threat quickly, "I'll bite your head off!" she pulled her mask off, revealing her fangs to Juarez, who braced himself in a panic.

"There!" he pointed at the chamber next door. It was sealed and there was a small reinforced glass window on the wall to peer inside; after looking at it from afar, her eyes went back to Juarez in a threatening glare, "It's the truth I swear!" he insisted.

Kim dropped the man and promptly hurried to tear the door open, but she found it was impossible to make it budge an inch, "This thing is super tough, even Sting would have problems with it!" she gasped, hurrying to the window to peer inside. It was hazy inside and very hard to see; a faint buzzing sound was making Kim focus her ears as much as her eyes. "Beth?!" she called out in desperation, but of course no one replied. There were no signs of life inside...

Until a grotesque looking insectoid pushed its face against the glass, hissing inaudibly since the walls were soundproof. Kim flinched as she saw this, the insect promptly disappearing back inside, "What was that? What are you doing in there?! Where's Beth?!" the chameleon demnaded, looking back at the scared man, who was no longer there. "...fuck!" she cursed, trying to look for a way to get inside the chamber.

"You'll find it impossible to get inside, Ms. Sanders," an all too familiar voice came from behind Kim. The towering, black-latex wearing bat woman standing outside of the room on the opposite side, a claw resting on her hips as she showed an ever irritating, arrogant smirk.

"Omega." Kim narrowed her eyes, her fists clenching. "You aren't surprised to see me here?"

"I would be very disappointed if I did not see you here, Ms. Sanders," Omega giggled, "Anything less than fooling my security and you would be useless to my cause."

Kim groaned, "You better give both Beth and Sting back. I'm NOT in a good mood."

"Mmhm, you must be feeling quite powerless at the moment, yes? But that's only natural... You're lonely after all," Omega smiled.

"What are you talking about?! You're not making sense."

"Am I not? Has this month not been terrible for you? You can't come out in the open without causing a panic over your appearance, am I wrong?"

Kim paused. Was she trying to play mind tricks with her? Rogers had mentioned Omega used to be a psychologist among other things while human. "I'm not interested in talking. Give. Them. Back."

"Oh, but I am interested in talking, Ms. Sanders. More specifically, I am very interested in... negotiation."

"What do you want? If you know so much about me you probably know I'm just a thief. If you wanted something stolen you just had to call me, not kidnap my friend!"

"Illegal obtention of material goods? Nyet (No)," Omega smiled, "Your obedience and allegiance to my cause? Dah (Yes)."

"What cause are you talking about?"

"A New World. Don't you agree you possess extremely powerful abilities?" Omega started, "And your form... Many would cower at its magnificence. But not I... not your dear Beth. What if we gave everyone a reason to be like you or I?"

"Pfft, be like you? Who'd want to be bat-shit crazy?!" Kim deflected impatiently.

"You would be surprised," Omega smiled. Kim groaned.

"Cut to the chase!"

With bat lady grinned and folded her arms under her ample bust, nodding her head forwards. "They should be ready to start, actually."

Kim gasped as she realized where Omega was pointing and quickly rushed over to the window to the chamber. What Kim had thought was haze was actually waxy material that had been used to coat the place. It was now falling apart as the insectoids within danced and bounced around in joy.

With barely moving eyes, Kim shockingly realized they were humonoid, muscular, male honey bee drones. They were dancing, as if claiming the prize at the center. A naked, red haired young woman. "BETH!"

Part 4.

Lying on the warm room, Beth's eyes franctically looked left and right. It had been an hour now since the seemingly ritualistic bees had been dancing around her. They said nothing to Beth, either buzzing or hissing like wild animals. The redhead was breathing hard, their musk almost intoxicating.

The four honey bees were at least a foot taller than Beth, built like heavy-lifters with ripped muscles and fully developed wings. Their antennae twitched as they communicated with each other only through means of what appeared to be pent up lust. Each and every male was erected, with plumped up testicles hanging below their man poles. Beth couldn't move, she wasn't just paralyzed, her body had been injected with a strange solution which was keeping her fixed in the same position. "It doesn't hurt..." she admitted to herself, "But will it?" she asked herself looking at the approaching man-bees.

One of them got on top of Beth, apparently the dominating one, and mounted the young woman. The other three gathered around, gripping their manhoods tightly.

It had been around an hour ago when Beth had been confronted with a disgusting middle aged man calling himself Juarez. He had prattled on and on about capturing and experimenting on Kim, killing her if necessary to further his organization's own goals. His dialogue had been caught short however as the gigantic amazon of a bat woman made herself appear before Beth. The towering female had introduced herself as Omega, the end of the rotten human world. Omega had requested a bit of time to speak with Beth, dismissing Juarez.

Beth's legs were spreading, allowing for easy access for the honey bee. The male's manhood was long and thick, and it certainly was throbbing in anticipation. Beth groaned as she was penetrated, the bee's penis inserting deep into her love tunnel. "Why am I doing this...?"

Her memory raced towards the middle of her conversation with Omega, after introductions had been dealt with. "I only wish for a world where you and Kim don't need to hide from a flawed society," were the giant bat's words. "You can help me, and in turn, help yourself and your dear, loved one." It had astonished Beth how fast Omega had read her feelings for the chameleon.

"That's right... Kim's had it horrible all of her life," Beth gasped, arching back as she was humped by the horny insectoid, her breathing starting to get harsh. "And now she's gotten so much power, she can do anything... yet the world will not let her enjoy that power. She has to hide herself from the people!" Beth lamented it.

Omega's words continued in her mind: "That man and his order do not mean anything to me, Bethany. No harm will come upon her. All I care about is a world of peace where beautiful creatures like Ms. Sanders and I can live in without worries of corrupt people soiling our utopia."

"But is an utopia even possible? The very word denies its possibility..." Beth doubted, letting out small moans of pleasure as the bee had his way with her.

"An utopia is an ideal, it is something to strive for," Omega would define for Beth, "It cannot be achieved at a single moment's notice, but every defender of its cause strengthens the ideal, that it one day be achieved."

It might have been Omega's size, maybe her sensually proportioned body or the way she continued to make fancy speeches, but everything she said made some sort of sense when Beth thought about it. "The way the world is right now, Ms. Sanders will forever be alienated and it will only be a matter of time before she becomes enough people's concern and she gets hunted down; who knows what they would do to her if that happened. The way the world is right now, Ms. Sanders is alone."

Saddened by this realization, Beth was the one feeling alone all of a sudden. Powerless and probably in the minority of people that accepted Kim as she was, Beth had no idea how she would even start convincing others to think like her. "But it's not a matter of changing opinions, Bethany," Omega would say, "It's to speak your will through your actions. Become a metamorph, join us, and work towards a brighter future for this world that has given us so much."

Then it had become clear to Beth. The easy way was to tell Kim she would support her would anything happen, but what would an archeology major be able to do against an angry mob of people? No, she wasn't powerful like Kim, Omega, or that scorpion lady were.

"But you can be."

The words resonated in Beth's head. Finally, the answer was there. "If I can become like Kim, I can be with her, and support her forever."

"That's why I'm doing this!" Beth thought to herself firmly, shutting her eyes as she beared the pain in her hot box as the bee man ejaculated. The others followed suit, spurting thick ropes of their bee jizz over her. Beth opened her mouth, having been instructed by Omega to do so after she had been injected with a strange red vial by the bat.

Beth, coated in the thick cum, with it sloshing within her womb, began to release a thick pheromone that drove the bee men wild. They instantly knelt down, rubbing their muscular bodies together and against Beth's. Their insectoid faces suddenly didn't feel weird to Beth. Their heads were wet, something had begun to drip down from their foreheads.

They were offering it to Beth. It was royal jelly. "Consume their gift after they're done claiming you as their queen, then you will truly evolve like we have." Omega's directives were all going as planned.

Beth reached out with her tongue to taste the first bee's royal jelly; it was delicious, like a very sweet marmalade of indescribable yet enjoyable flavor. Beth slurped it up, greedily gulping the substance down until the drone had finished producing it. When it was done, it flew away to cling onto the left wall. Beth felt her stomach gurgle as it processed the substance, but she had become addicted to the taste and did not listen to it.

The second bee's royal jelly was consumed with even more eagerness as the first. Beth was starting to expand, her body was growing taller with every slurp. She could hear, amongst the submissive buzzing, a loud banging nearby, but she couldn't bother to listen to it. "More..." her mind would beg. Beth's mouth responded by inching closer, almost kissing the drone's head to lick and suck the royal jelly straight into her mouth. Just as with the first drone, this one flew onto the opposite wall when the royal jelly was gone.

Beth growled, feeling hungry for more. Finally she threw her arms around the third drone's neck and forced him down against her growing chest, forcing his face between her expanding cleavage as she sucked straight from his forehead, gorging herself with royal jelly. She hungrily consumed, paying no heed to the growth spurt she was experiencing.


"What have you done to her?!" Kim cried out, still unable to believe all she had seen so far.

"I'm merely helping her get what she wants."

"Beth wouldn't want that! She let herself be abused by your monsters, you did something to her!"

"Perhaps. But Ms. Sanders, have you considered how Bethany feels?" Omega smiled, slowly approaching the windowed chamber, her hips swaying sensually as it was the natural thing for the voluptuous amazon to do. She leaned forwards to observe Beth's transformation along with Kim.

"What are you talking about? You kidnapped her, she's..."

"Never felt better." Omega intercepted, smirking while looking to the side.

"What?" Kim was left speechless.

"Think for a moment, if you will, the stress she has been dealing with. Bethany has had her friend ascend, leaving her alone."

"The hell are you talking about!" Kim shouted angrily, "I never left her!"

"Oh but you did evolve without her. You're now a metamorph, and she isn't."

"I never chose to become a metamorph!"

"But you didn't choose to go back to being human."

"That's...!"

"Only the truth," Omega shrugged with a soft smile that told Kim she knew more than she did. "Please, Ms. Sanders, there's no need for you to be feel apprehended. It's only natural you would relish the power you have, the superior being you have become. As humans, evolution and adaptability was our subconscious, greatest ambition. Well, look at us now; are we not magnificent?"

Kim silently stared up at the bigger female, starting to feel threatened, unable to come up with a response as anything she could think of ended in contradiction. "Stupid rhetoric bitch... She's starting to get on my nerves!" she growled in her mind as she glared at Omega. "If I take her down though... I might not be able to take Beth out of there..."

"I can already tell what you're thinking," Omega said without taking her eyes off Beth as she fed on the fourth and final bee's royal jelly. "But really, Ms. Sanders, getting angry at your powerlessness isn't prudent in this situation. Think of all the power Bethany will command after she's done. I can assure you... she will play an essential part in the New World."

"Don't screw with me, you did something to her!"

"Oh, I did. But she volunteered for it," Omega grinned, obviously proud of herself. "Mmm, observe, Ms. Sanders."

Kim looked over to the enclosed chamber again. Her eyes went wide as she noticed how Beth had nearly doubled in size. The red head was taller than even Omega herself! Beth was for sure the largest human she had ever seen.

But not for long.


As the growth spurt came to a stop, Beth sat an enormous twelve feet female with incredibly voluminous curves. Two plump breasts the size of huge basketballs with two pink nipples bounced atop Beth's chest, her small waist was only complimented by her child-bearing wide hips. The frontal weight counter-balanced by two huge ass cheeks currently cushioning Beth's seat on the floor, she had taken upon an hourglass shape. Even her usually short red hair had lengthened considerably to the point it now matted against her back all the way down to her waist. The bees observed as she began to moan after having gorged herself in copious amounts of royal jelly. The recombinant was starting its final process.

Beth felt her legs and arms jerk in reflex, every finger and toe going rigid as metamorphosis began to take place. Her skin started to quickly darken as well as her eyes, taking on a glossy black color. Yellow stripes circled her wrists, shoulders, chest and breasts, hips and ankles. Beth felt her extremities bulk up slightly, gaining extra muscle built with thick cord. The transformation morphed her legs into thick claw-toed limbs. Hair began to protude around the ring of her collarbone, behind her neck and it spread downwards until it had become a tuft of fluff that beautifully adorned her as well as kept the upper side of her massive teats hidden.

Beth cried out in pleasure as the changes spread to her head, from where two antennae began to protude out of her forehead, becoming segmented at the middle and drooping over at the second segment. Her head had taken upon a bright yellow color, with two black pouches growing over her cheeks. Even though her mouth did not change, black chitinous material began to form over her mouth and nose, creating a faceguard similar to Charlie's. With her eyes completely black, she shut them tightly and bent over as she felt a sharp pain in her back.

"Ahhhh!" she shrieked, wrapping her arms under her hefty chest, gripping her stomach as her tailbone began to bloat and pierce its way outside. The process was thankfully very quick, and Beth started to feel as an extra abdomen formed above her sexy rump. It expanded and bloated further until it was like a giant, thick tail hanging off her back; she let out a cute sigh of relief as the tip of her second abdomen protuded a sharp looking, marble-colored spike, which was what her tailbone had finally morphed into. But the changes weren't done, one last touch was required for her new form to gloriously manifest.

Beth moaned this time, pleasure stemming from her back as old skin fell off to reveal two small but quickly growing transparent yet incredibly strong pairs of wings. The base of the large pair of wings was protected by more chitin which acted like a weightless coat, the pair of hind wings formed a chitinous coat at their lower base. Once the wings had become proportionatelly massive, they had fully formed.

Beth rose to her powerful clawed feet, her fists clenching as she relished the raw power coursing through her new insectoid veins. "Yes...! Finally!" she cheered, clenching her fists even harder, holding her arms out as she flexed her arms, tensing her new lady-like yet muscular new body. "Finally I'm like Kim... Finally I can do anything I want!" she smiled, looking over to the drones who had put her through the ordeal. "And I have you to thank, as well as Omega..." she grinned, beckoning with a finger.

Almost immediately, the drone that had mated with her earlier dislodged himself from the waxed wall and floated over to the queen bee, who merely held him there through her sheer will power. Beth reached out and tickled the male's chin, merely as a congratulatory gesture. "You've done well. I hope you won't get any ideas though," she giggled, before dismissing him. Almost instantly again, the drone mindlessly obeyed. "Omega was right," Beth happily thought, "Her theory was correct, I am a queen bee, and they obey my commands!"


Meanwhile, Charlie, still stuck to the wall, felt nauseous. "...fucking winged cow. She knew I was stalling for time and drugged me before she left..." the scorpion lamented. "But she's been gone for a long while. I think my body's gotten used to it, I'm feeling my strength coming back to me!" she thought, already hearing the metal holding her back straing and groan in protest as she srtuggled.


"Beautiful, is she not?" Omega looked at the gorgeous bee woman.

"She looks... so happy," Kim stared in disbelief, palms over the one-way window's crystal. Beth was standing there, arms spread out with open hands, seemingly commanding the drones to dance in the air for her. "Beth, is this really what you wanted?" the chameleon thought to herself.

"She's eager to test her new powers, I see," Omega softly smiled, displaying some sort of motherly pride which sickened Kim. "Do you want to speak with her?"

Kim's eyes fixed on Omega. "How do you open this room?"

Omega looked over to what appeared to be a little camera above the chamber and chipped. The specific ultrasonic frequency was detected by the device and the door began to slide open. The blonde-haired flying mammal glanced down with a smug grin before closing her eyes and nodded, making an inviting gesture with her arm.

"I still have things to 'discuss' with you, Omega. You better not escape!" Kim threatened, narrowing her eyes as she edged towards the entrance to the chamber.

"Ah, but I am headed inside with you, Ms. Sanders. I am as interested in Bethany's well being as you are."

"Don't compare me with you," Kim snarled as she hurried inside, the thief being followed by the scientist in no particular hurry.


As they disappeared, the door on the opposite side of the sub-level room was kicked open with Charlie emerging from it. "LEXINE!" she growled, ready for battle, but ended up blinking as she realized no one was there. "What? I could swear I was hearing voices coming from here..." Charlie looked around, disoriented as to her current location, noticing a flight of stairs heading up and then a room on the opposite side of where she was. "This probably goes back up to the complex..." she looked forwards to the open door and began to make her way to the windowed wall.

What greeted Charlie's eyes shocked her. There was a giant bee woman commanding four huge yet comparatively smaller male drones. "Either the war left us with some nasty pest problem or Lexine's been really busy. I could bet my whole salary on the latter," she said to herself, but her eyes further widened as a door to the side of the chamber opened and she saw Kim followed by Omega make their way inside.

Many questions popped up in her head, but the most prominent one in her mind rang out constantly.

"What's she doing with Omega...?!"


Beth turned to the side, noticing Kim's appearance, "Kimmy, you're here!" she almost squealed with excitement, dismissing her drones who promptly glued themselves to the walls.

"Beth...? Are you okaAAAAAYYY!" Kim's eyes nearly jumped out of their sockets as Beth rushed up to her and began craddling her in a strong bear hug.

"I missed you!" Beth cried out cutely, surprising Kim as even after her transformation and growth her voice had remained high and squealish.

Caught off guard, Kim felt every bone in her body start to strain to keep up with Beth's newly-acquired, out-of-control strength. "Beth...! Lungs, can't use them...!"

"Oh." Beth hiccuped a bit in embarrassment, her feelers twitching and bouncing slightly. The twelve feet tall queen bee released her incredibly strong grip and nestled the chameleon against her voluminous chest. "Sorry, teehee, I'm still getting used to all this power. But Kim, look at me!"

"It's a bit hard to, Beth!" Kim mumbled, her face literally sunk between the valley the queen bee could call her cleavage. After struggling against Beth's weakened grip, and with a gasp of relief, Kim finally managed to pull out, "Bwah!"

"You're so silly," Beth giggled, holding Kim like a proverbial doll. "But really, look at me! I'm so big and strong. Finally Kim, I can be of help to you!"

"Beth, what's gotten into you?" Kim asked with a frown at the over-excited insect, "You already were helping me. Why did you do this to yourself?"

Beth frowned, confused and wounded. She had expected an entirely different reaction from Kim. Adept at noticing even the slightest change in mood, Omega intervened.

"Bethany did it for you, Ms. Sanders," the bat explained, approaching the two. Beth smiled softly, nodding in agreement as her confidence was restored. Kim was baffled.

"But Beth, what about your career...? Your thesis was almost completely finished, you were about to..."

"Conclude her studies?" Omega intercepted, "Ms. Sanders, she hasn't lost any intelligence, she still may pursue any career of academic interest without a hitch."

"How will she? She's a giant bee, last I checked bees are less than half an inch tall! How will she even fit in libraries?"

"Ah, that's a trivial issue at best, Ms. Sanders."

"Not when everyone's running away from her, it won't be!"

Beth frowned again, "What are you saying, Kimmy? Am I not pretty like this?"

Kim shook her head, "It's not that Beth! Think of how I've had to keep out of sight because people aren't used to seeing beings like me or you. To me, it's easy since I'm so small, but how will you do it, huh?"

Unable to respond, Beth was once again assisted by Omega, "She doesn't need to hide her beautiful body, Ms. Sanders. She has every right to display herself as she is, without fear of being persecuted by lesser beings. It is humans who need to stay out of our sight, for they're an obsolete form of life."

Kim groaned, tired of the fancy speeches. "You don't know what you're talking about...!" she shakily said, obviously finding some of what Omega said as true. She began to think: "But Beth went through all this willingly... she turned herself into a hybrid like me just because she thought of me! Maybe this woman is right...? Maybe I was wrong in keeping myself out of sight...? So what if some people can't stand the sight of a six foot two tall chameleon, I..."

Omega noticed the thoughtful expression on Kim's face which signified indecision. It was time for her to take the chance. "Dear Ms. Sanders," the bat smiled warmly, looking up at the 'captive' chameleon, "You're like us. Now you see, I am not as crazy as you thought. Bethany here is more than willing AND capable of helping me build a new world where we all can live as we like, together."

Kim paused, looking over to Beth's hopeful, nodding head. Even though she had turned to an insect, she was as adorable as she was huge. Her eyes returned to Omega, "This new world... How are you planning to..."

"By enslaving everyone she transforms, that's how!" came a voice from the entrance the others had used. Everyone's eyes became fixed on the hall, Charlie was standing there, fists clenched and eyes glaring with fire in them.

Omega frowned, about to speak before Charlie yelled out again, pointing with her finger. "Don't listen to her! She'll just twist every word, and every concept into a disguised fairy tale!"

Kim and Beth were surprised, Omega sighed in disappointment. "Charlie..."

"Shut up!" the scorpion angrily stomped forwards, each step actually leaving a crack on the floor. "How do you think she got Beth kidnapped, huh Kim? Those metamorph bats didn't naturally occur, Lexine forced people to transform into them!"

Kim fixed her eyes on Omega, whose ears seemed to fold back the louder Charlie yelled. "That is not entirely true."

"What IS the whole truth then, 'Lexine'?" Kim asked, narrowing her eyes. Omega looked at Kim and sighed.

"I conducted experiments by using dear Charlie's blood sample. Metamorphs I dubbed Betas were the result of the research. I helped them ascend... And later they regarded me as their beloved creator, that is all there is to it."

"You liar!" Charlie shouted, her tail smashing the floor with a great thud. "You drugged them and used your psychological tricks to join your cause. What about these drones, Beth? Where do you think they came from?!"

Beth flinched, having decided to stay out of the conversation, but Charlie had pulled her in just in the nick of the time. "I... uhm..."

"You were the fifth abduction the Betas carried out for Lexine, these guys you control... they're just part of Lexine's experiment!"

Beth's eyes widened as she looked over the muscular drones that obeyed her every command, "I... I hadn't thought of it that way..." she then looked over to Omega, as if expecting a statement that would dismiss the accusations.

Instead, the bat was smirking.

"What's so funny?! For once, I'm totally serious about what I'm saying!" Charlie growled. Omega shrugged, her arms spreading as her smile full of irony mocked her.

"You explain things with such a distorted view of the facts." Omega laughed, Charlie was staring daggers at her. "The methods might be questionable, I understand your concern, girls. But there is an undeniable truth you're forgetting to add to your summary, dear Charlie," she paused, resting her claws on her hips. "You're better after what I did, are you not, Beth? Hasn't that nagging, festering unease left you after your transformation? You're still holding Ms. Sanders to your chest, without any intention of letting go. It's all I need to know that what I did for you was grant a wish."

Beth and Kim were silent, Charlie was aghast with anger. She had been so close at busting the bat, but she had made a completely shrugged off the pressure with only a couple phrases!

And Omega knew this. Her smile returned to her face and she approached Beth, "Bethany... You and Ms. Sanders are welcome to be part of my new world. I promise it will be a free utopia that we all will..."

But that was when Kim suddenly shouted, "Enough!" Everyone flinched, Charlie included. "Your methods are out of control, Omega!" she stammered, "I don't plan on spending my whole life hiding, but forcing people to accept, or even partake in this change is NOT how you build a peaceful world!"

"Ms. Sanders, I assure you, the world as it is will only eat you alive. We must join forces, we're all equals when it comes to..."

"Where is the equality here?!" Kim countered before Omega could finish, gesturing towards the mindless drones that awaited for Beth's orders. "These guys are no more than mindless zombies!"

"Control and order are necessary, Ms. Sanders. I am no stranger to the concept of anarchy causing societal collapse; even if we garner supporters, dissiding, corrupted individuals will always attempt to soil everything we're fighting for. My research is just the start to ensure obedience..."

"To YOUR commands!" Charlie and Kim both shouted. Beth's eyes widened, her feelers standing up as every piece of the puzzle finally fit together. Omega flinched, her ears flattening against her head as she took a step backwards.

Omega disgruntingly brought up a smile, "Ms. Sanders..."

"Stop it!" Beth suddenly shouted, letting go of Kim. All four drones suddenly buzzed and jumped behind Beth like knights at the ready to defend their queen. "Whatever it is you're planning, Omega, I'm sure you might preach a great word, but after considering all that's happened..." she frowned, "If you had wanted to garner support for your cause, you wouldn't kidnap people and force them through with something they might not want!"

Omega was starting to grow restless, her scarlet eyes glaring already "Did you not want to help the creation of a new world?"

"I did, before I learned of all you've done!" Beth angrily exclaimed, and that was the final blow towards Omega.

"ENOUGH!" the bat let out a loud screech that stunned all three of the girls. "You ungrateful, vexatious, screaming infants! Don't you understand what I'm trying to achieve for all of us? The world is broken, humanity an ever-spreading corruption of self-destructiveness. With or without you, I will not allow it to continue, I AM OMEGA!"

"Oh yeah? Well we're seven!" Charlie deflected, finally having made a full recovery. The four drones' wings began beating as they hovered behind Beth who was going to finish Charlie's sentence for her.

"And you're just one."

Omega turned towards Charlie and charged with her wings spread. Charlie reacted in time however, her body having fought the last of the sedative out of her system, and she easily jumped over to dodge.

But Omega dove straight and kept going. Charlie regretted having dodged instead of blocking, as this allowed the bat to escape through the exit. "She's fleeing!" Kim announced, "Don't let her escape, her security system will lock us in!"

Without wasting a moment, all of the metamorphs gave chase. As predicted, Omega chipped at the receptor for the door after gliding past it, commanding it to descend. Charlie widened her eyes and pumped her leg muscles as hard as she could, leaping under the descending gate and threw her arms up to catch it. Even with her amazing scorpion strength, the door was compressing her and she had to exert every muscle in her arms to keep it from descending any further. "Sting!!" Kim worriedly yelled.

"Don't just stare, go through!" Charlie grunted, "I'm not planning on turning a freak story for the morning paper!"

"But Beth can't get through!"

"It's okay, you two go on ahead!" Beth reassured.

"I'm not leaving you behind, Beth!" Kim looked back, staring up at the massive queen bee.

"Girls?!" Charlie groaned.

Kim looked back at Beth and they nodded to each other. Kim slipped past first by sliding. "Sting, go!" Beth held a hand out, commanding two of her drones to jump towards the door. Not as physically strong as Charlie, the drones could still hold out on their own when working together. The two muscular males buzzed as they joined Charlie's effort to stop the gate from crushing her. "Quick, you must stop Omega! I'll follow as soon as I can!"

Charlie, relieved from a good deal of the effort she had to make, turned her head back, "You're a strong girl Beth. Don't keep us waiting," she smiled before rolling out; she was immediately joined by the other two drones commanded by Beth to keep the gate raised.

The giant queen bee's feelers drooped and she fell to her knees, letting out a small sigh, "I hope I'm strong enough for this..." she winced a bit, feeling deflated after Charlie and Kim left. She looked at her arms, then at her fists, "I have to do my best!"


Kim and Charlie ran up flight after flight of stairs, having caught a glimpse of Omega making a hard turn and flying up. "Are you alright?" Charlie asked.

"Beth has those four drones protecting her. I'm just glad she didn't go crazy with power like Omega did."

Charlie nodded, adding: "Listen, I'm sorry. This is all my fault, if I hadn't gotten knocked out I..."

"Cut that out!" exclaimed a flustered Kim, "I'm sorry for having blown off on you. I'd no idea this thing with Omega was so personal with you. I should've just gone along with..."

"Tell you what," Charlie interrupted as they reached the ground floor, where Omega awaited with four Betas at her sides, easily hearing them in the darkness "We'll hug and kiss later. For now..."

Kim nodded and slid her night vision on, assuming a defensive stance as she glared up at Omega. "Let's kick some ass."

Finale.

Omega glared at both Kim and Charlie, "You two are starting to get on my nerves."

"Aw c'mon, you make it sound like it's a BAD thing!" Charlie said with a mocking tone, "It's my dream job, Lexy!"

"You're to address me as Omega!" the giant bat woman angrily hissed, "The name I held as a weak human carries no more weight to me!"

"Fucking drama queen," Charlie muttered under breath. She then looked at Kim and whispered, "She's very dangerous when they're around her. We've got to take the Betas out first."

Kim nodded, "Can you fight in the darkness?"

Charlie shook her head no, "I'll have to rely on my reflexes. Wouldn't hurt to get hints from you though!"

The chameleon smiled, "No problem!" and the two split and ran in opposite directions. No sooner they had made leaps at the Betas though, they instantly countered.

"Please," Omega flapped her wings, keeping herself aloft, "Don't insult our hearing."

Kim was intercepted before she could connect with her fast uppercut, being pushed back by the defensive Beta. Charlie was equally repelled after her attack had failed. Hovering above her Betas, Omega commanded them with a shriek, "Attack!"

But Kim had been expecting a charge. She flipped back in time and pulled out her fully charged sonic cannon. "Eat sonics, freak!" she aimed and held the trigger. The ultrasonic blast hit the Beta at such short range that the only thing the bat could do was double over in mid-air and drop down, incapacitated. "Hah! How's that?! I even have enough for one more!" the chameleon smiled, "Who wants some more?!"

Omega winced as did her other Betas. Even though they had received no direct hit, the ultrasonics were high enough to hurt their ears from that distance. "Take that weapon away from her, my children, now!" Omega ordered angrily.

Charlie, who had been doing her best at holding off two Betas felt them suddenly leave. "Ugh... even with my eyes adjusting to the darkness this is tough as nails!" she looked out, trying to make out Kim's shape, "Damnit, did you have to wear black?!" she groaned, starting to make her way towards where she could see movement, but suddenly stopped as she felt a breeze. Lexine dropped two yards in front of her, axe-kicking the metal box Charlie was about to use as a platform to reach Kim.

Metal splinters and scrap flew out from the impact zone. Charlie braced herself, being hit and pushed back by some of it.

"Good reflexes, dear," Omega growled as she jumped off the ground and hovered as if taunting Charlie. The scorpion growled.

"I have more than just good reflexes," her pincers and mandibles snapped together, tail whipping at the air, "I'll show you how good!"

Kim was being assaulted from every direction. "Damnit! They're as fast as they're strong! I can't take a good shot like this!" she jumped, using her tongue to pull herself onto a hanging pole where she began to acrobatically swing herself by gripping with her claws. As one of the Betas rushed her, Kim came full circle and double kicked it in the face, sending him crashing against a wall. "Got'chonose! Well, your entire ugly face!" she cheered as she perched herself on the pole, maintaining perfect balance on it.

"Brother!" the other two Betas turned around in concern, but that was the window of opportunity Kim needed. She aimed at the two and was about to fire, but the shot was intercepted.

Omega, having heard Kim's clicking weapon, turned tail from her personal bout versus Charlie and dove straight into the blast. Thanks to the half charge, Lexine was only moderately affected, and even though she let out a painful scream, she managed to swat the sonic cannon off the claws of a surprised Kim. The gun flew right out of the window, "Damnit!" Kim cursed, almost losing her balance.

"They are both dangerous even without their toys, children. Do not underestimate them!" Omega said to the two remaining Betas. "You must hold them back while I go seek the aid of the rest of your brethren!"

"At once!" the Betas responded in unison. Omega began to fly upwards, but a fast blur gave chase. "Mother!"

Omega looked back to see Charlie get a boost from Kim. Throwing her claw up, Charlie pinched one of the bat's ankles, holding on to her. "Aghhh! What do you think you're doing?!"

"Why do people always ask that when I cling to them? Is there something on my face?" Charlie sarcastically asked, pulling herself up on the hovering Omega, her mandibles snapping threateningly.

Omega groaned, trying to shake Charlie off without using her hands, since her arms were busy keeping them afloat. "You can't stop me, Charlie!"

"Maybe, but I'm sure as HELL gonna try!"

Angrier than ever, Omega beat her powerful wings and let out a loud screech as she began to ascend at such speed that Charlie couldn't climb up on her anymore. Eventually, she tore through the concrete ceiling as if it had been paper mache.

Kim looked up, jaw hanging in awe, "And I thought I was extreme." The Betas had been making sure their unconscious brother and sister had not suffered any lethal wound, as Omega had taught them to do in these cases. When they were sure no lasting damage had been done, they returned their attention to Kim.

The chameleon frowned at them. "I'm at a serious disadvantage. I won't be able to use the swinging pole trick again..." she pondered, "Color changing won't help me if they can echolocate. Good old fashioned beating it is then!"

"You won't get us this time, chameleon!" The two Betas approached at full speed, with one trying to drive a punch to her gut while the other kicked.

Kim easily dodged the kick, having to put her claws together to block the punch. "Is that all... you got?!"

But blocking just one of the bats proved to be her undoing. Their intended strategy was for one of them to miss on purpose, so it could make an U-turn and then slam back against Kim for a pincer attack!

"Auuugh!" Kim got the wind knocked out of her as the Beta crashed against her back.


"Don't let up, fire sonics in short bursts unless you can be sure to hit their heads!" the commander at the roof ordered. The soldiers were so far doing good given the circumstances. Two soldiers had been crippled and were out of combat, but they had managed to bring one Beta down with a combined ultrasonic barrage.

They were currently in cluster formation with the three Betas hovering above them. The situation seemed hopeless after one of the Betas had taken out a third soldier without a chance to counter, but then everyone at the high-altitude battlefield turned their attention to the blasting hole in the center as Omega and Charlie made their way through.

The impact was strong enough for Omega to shake the scorpion off, who fell on top of one of the soldiers, cushioning her fall. Charlie groaned a bit, "Oww man, she flies too fast," she shook her head and craned it up, glaring at the hovering Omega, "You're a lousy flier you know that?!"

"Mmmph!" the man underneath Charlie muffled something, his face buried underneath Charlie's soft pair of mammaries. She blinked as she was snapped out of her distraction and looked down.

"Oh whoops, sorry about that, pal," Charlie quickly got up and helped the shaken man up, who was wobbling slightly, "Do I even need to apologize for that...?" Charlie wondered, but then she was met by the commander.

"Agent Stinger! We heard from Captain Rogers you had been incapacitated and were being held in!"

"Yeah, I got better. Where's Jim?"

"Coordinating a counter-attack against a hostile third party. Is that... Omega?" the commander looked up, stunned by the sight of the nine foot tall airborne amazon.

"What, is there another giant blonde-haired bat woman in our list?!" Charlie responded in disbelief, when she heard Omega finally screech and dive down followed by the three Betas. "Oh no, Kim!" she gasped, not thinking about it anymore before she rushed to the hole and began to crawl her way back inside, using the ceiling and platforms to descend.

"They need assistance!"

"That place has got no light, plus if they ARE having an all-out brawl, humans like us might get torn apart just by being there."

"What do we do then, commander?"

"We must take care of our wounded first," the commander ordered, "Let's get down, then we can decide if we're in any shape to assist!"

"Let's move!"


Using every container and column to slow but ensure her safe descent, Charlie kept making acrobatic leaps from surface to surface. "I have to make it to Kim, she's been fighting two Betas on her own all this time I've been hitching rides on oversized winged mammals!"

Kim was having trouble as there were five Betas being commanded by Omega to beat her down. Even with all her reflexes and speed, and the aid of her flexible, elastic tongue, Kim was still overpowered by the gang of bats, her suit was getting torn into tatters already, her midriff, both her arms and one leg were exposed. "Do you see now, Ms. Sanders?" Omega smirked arrogantly, "Our cause is as strong as we are, and it can be even stronger if you and Bethany join!" she growled.

"After seeing..." Kim panted, getting up from her knees onto her feet, "How you treat people that disagree with you..." she groaned, holding by one of her aching arms, an eye closed, "You can take your utopia and shove it!"

Omega smiled wickedly, "You'll soon come to regret your choice, little chameleon! No one's going to save you from my wrath!"

"Coming thru!" Charlie yelled as she pounced and surprised Omega with a right hook to her left temple. "I'm hurt, Lexy! Did you forget about little 'ol me?!" she grinned under her mask, following up with another punch before the stunned bat could react.

"Sting!" Kim said with a relieved sigh, "That gal sure knows how to make an entrance! Still, ouch, those are gonna leave a mark!" she thought as jumped against a wall, using all of her strength to kick herself against one of the Betas that were staring in disbelief as Charlie beat their mother with a flurry of punches. "Still, can't let her upstage me!" she smiled, landing on one of the Beta's head, double-kicking its head, bouncing to the next only to double-kick with added momentum.

Kim continued bounce-kicking the Betas until she came up near the descending Omega and Charlie. "Out of the way, bug lady!"

Charlie looked back and grinned under her mask before kicking Omega in the stomach to bounce herself off onto a column. She stuck to it with her hands and feet with her back to the column to observe. Kim, having stomp-run through the line of distracted Betas, had picked up such speed that she reached the weakened Omega with enough momentum to drive her fist forcefully onto her chest. The impact was so strong that the giant bat was sent reeling, impacting against one of the empty containers. Kim began to fall after the blow, but was caught by a leaping Charlie.

After the scorpion had thrown Kim around on her shoulders, she clung to the wall, "Woo! Good blow! Think that might have been it, lizard!" she cheered. Panting, Kim felt the last of her torn suit fell off, her scales felt cool to the night's chilly air, but it was far better to be like this than on the receiving end of a one-sided brawl.

But they were in for a surprise as Omega surged out of the container, enraged, eyes burning red!

Both Charlie and Kim widened their eyes. Kim reflexible clutched Charlie harder as part of her dreaded this situation, "She can still fly after THAT?!"

"She's a tough bitch, it's hard to beat her down without sonics," Charlie explained. But just as she explained that, the enraged Omega locked on to them and let out an ear-piercing scream.

The ultrasonic wave at super high frequency was focused at the two female metamorphs, who eventually began to succumb to the enraged screech. The vibrations to the surfaces caused Charlie to lose her grip on the wall, making the duo fall onto the tool shed. "Ugh!"

"I'm still a bit woozy..." Charlie groaned as she got back up, rubbing her head while Kim struggled to get up on her feet. "She might look the diva part, but she'd clear out a house faster than a rat plague would!"

"Nngh..." Kim grunted, "I'm hurting all over... but I can't let this oversized bimbo beat us. If my body gives up on me now...!"

"Look out!" Charlie tackled Kim before one of the Betas slashed her to pieces, but a second one managed to slam into the scorpion, sending the two toppling down. "Gah!" Charlie screamed as she got scratched in the back by a third.

"They're not letting up! Crashing against the walls if they miss, they're moving erratically!" Kim observed.

"It's Lexine's Banshee Scream, it's driving all of the Betas berserk!" Charlie gasped, taking beating after beating from the relentless attack while shielding Kim who was lying on her back, numbed by the pain.

"Just great! What do we do now?!"

"I'm... ugh!" Charlie groaned, her chitin armor protecting her shoulders and back, her pincers serving as a method to deflect blows, but the attacks were too numerous for her to block them all, "Open to ideas, y'know!" she was stuck defending Kim!

They both heard Omega scream her loudest yet, causing all five Betas to align perfectly before they began to make a dive. "Damn, they're going to crush us if they impact!" Kim gasped, shutting her eyes as both heroines braced herself...

But then nothing happened. As Kim opened her eyes, Charlie had fallen to her side, panting as she was suffering from the inflicted pain, but was otherwise fine. There were familiar forms hovering in front of them. "...Beth!!" the chameleon cheerfully smiled. Somehow, the bats had stopped advancing. The queen bee looked back and smiled brightly back at her exhausted allies, as if reassuring them victory through her mask.

"Our wax helped lots in smashing walls without breaking our bones," Beth briefly explained, then turned her attention back at her enemies.

Omega stared in disbelief, the bats were just flapping their wings, barely moving at all. She growled, "What have you done to my children?! They won't respond to my orders!"

Beth smiled, "I figured that's what you do. You use high frequency ultrasonics to direct them," she narrowed her eyes, starting to lift her hands, "Guess what happens when a multitude of giant bugs with super strong wings flap them THIS fast?" she then clapped her palms together. The four muscular drones floating by her side began to flap their wings so incredibly fast that they became almost invisible blurs on their back.

Kim and Charlie blinked as all they heard was a thin buzzing sound, but the frequency at which the insect wings were beating was so insanely high that the Betas began to fail at keeping themselves aloft, falling to the floor, having to drag themselves erratically like crippled birds.

"NO!" Omega widened her eyes, realizing what Beth was doing.

"Now, guess what happens when a giant bug of MY size with super strong wings flaps them THIS fast in chorus?!" Beth dove down, cracking the floor with her weight as she landed by her faithful drones. She clenched her fists and began to flap her insect wings even faster than the males were capable of. Suddenly, Omega began screaming, holding by her head as she began to fall.

"GYAAAAAAAAAAAAH!" the bat cried out while her Betas were all simultaneously knocked out by the combined ultrasonic attack which was, in a way, even more powerful than several sonic cannons being fired at once. Omega crash-landed on the first floor, screaming in pain.

"She's got her!" Kim cheered.

"I could've done that," Charlie added. "Okay I couldn't have, I have no wings. Way to go Beth!"

Eventually, Beth realized she wasn't able to knock Omega out for some reason. All she was managing was to torture her. "Stop!" she told her drones, who immediately did as told and jumped at her back, their wings staying still. Beth stopped and slowly she began to approach the squirming Omega.

"Hurting... it hurts... it hurts so much... make it stop..." Omega panted, her mind still assailed by the excruciating pain.

Charlie and Kim walked by the giant red-haired queen bee. "What's wrong?"

"I might've gone a bit overboard..." Beth admitted.

"Bitch deserved it," Kim groaned, "Oww, still hurting..." she winced slightly, looking all around for the dropped unconscious Betas, "All these people being like this, it's all her fault."

Charlie was silently contemplating the shaking Omega in pain, though she was no better off, her body still battered from the earlier assault, "Lexy... Why do you hate humans so much?" she spoke to herself, "You're letting that hatred drive you, but you can't let it consume you, it's making you do all this crazy stuff..." she closed an eye, holding by one of her scratched shoulders as she fall to one knee.

"Sting!" Beth walked over to Charlie, reaching over to pick her up. "Are you okay? I'm sorry I took so long to get here!" she then looked to Kim, "You too Kimmy. It took me a while to learn how to use my powers to escape that hallway..."

"Don't blame yourself, Beth. In the end, you saved us," Charlie's chitinous armor began to retract and vanish, her faceguard included. "I'm so tired..." she groaned.

"Yeah I don't think I'm in any better shape," Kim said, still holding by one of her numbed arms, "Fuck, punching Omega nearly broke every bone in my arm," she winced to herself, opening and closing her fist to check for further injury.

"Well... what now?" asked Beth, but then all of a sudden the dark place lit up with several flashlights. Gun lights were being pointed at the seven metamorphs.

Charlie's eyes narrowed as she couldn't bear the sudden change in lighting. Kim took her googles off. Beth's feelers stood up at attention.

"We see Stinger and Kim... and a third metamorph! Wait no, four, five... There are seven!"

"Cavalry's here..." Charlie sighed, "Late!" she snarled up at the captain.

Rogers took his googles off, "Sorry Stinger," he smiled, "But you did go AWOL. Made up for your mess though, so fair's fair, right?"

"You suck," Charlie flat-stared. Beth and Kim exchanged looks and giggled.


Epilogue:

Kim and Charlie were tended to by the medical team. Fortunately and thanks to their respective super-human resilence, their wounds were considered minor as regeneration had already kicked in by the time.

Kim and Beth could have been arrested and tried for the wave of crimes and accessory thereof, but given the service they provided in apprehending Omega, they offered Kim a deal partaking operations when necessary. Risk and danger, and high pay; she did not want to refuse.

Beth volunteered to help as well, and was promptly accepted in, but put the condition that her 'knights' be examined and researched thoroughly. The queen bee expressed her concern for their lack of free will, even when she wasn't actively giving orders; though she secretly enjoyed having the four attractive honey bees at her beck and call.

Charlie continued to work with Captain James Rogers and often went to the max security complex to visit Lexine. The cells for the bat metamorphs had been modified to be able to hold the amazon bat in, plus all her Betas in separate cells. The cells were fitted with counter-measures in the form of ultrasonic devices should they try anything. Charlie made sure to check on them from time to time.

Juarez's failure was met by a terrible punishment that, suffice it to say, would have him permanently removed from his organization. That organization however, was in no way finished with Dr. Lexine Masters.

And thanks to the data on Beth that would eventually make its way to their slippery, covert hands, the bat knew it was only a matter of time before Omega would take to the skies again.

The End. (For now!)