Once again, sorry for the wait. Been really struggling with motivation and energy. So here's an over 10,000 word chapter.

All art by Natsumemetalsonic https://aryion.com/g4/user/Natsumemetalsonic http://natsumemetalsonic.deviantart.com/

Story by me.

Chapter 2 Part 6

Envy

*Schlick...*
“Mmmh..."
*Gulp!*

These were the noises coming from Tails workshop bedroom. They were the noises that Fiona had heard as she walked past and the noises she decided to investigate. Nothing could have prepared her for what she saw. Nicole, bent over, lying on top of a churning, screaming and squirming belly, Tails’ cock gliding up and down her throat, balls deep in her mouth, Nicole’s face and cleavage covered in sperm. Even her stomach had become more rounded as it filled with semen, the digesting girls within being bathed in his cum.

Peering around the corner Fiona watched, luckily for her, her own gurgling gut was drowned out by the sucking and muffled screams nearby. She never expected this, not from Tails and not from Nicole. For some reason, it hurt.

"Yeah... Serve me Nicole, add all those people to your fat ass, I want more of you to fuck!" Tails moaned, his hand on the back of Nicole's head, the pressure of her throat wrapped around his cock.

*Schlick!* Nicole took his cock out of her mouth, a thick bridge of cum connecting her mouth and his tip. She smiled at her owner. "Yes my master, I'll eat everyone in this city if you command it, I'll fill my ass, tits and thighs up just for you... I... *Glk!*" She was interrupted as Tails pulled her down again, shoving his cock all the way down her throat. Using her like an object.

"Less talking, more sucking! Let me use you..."

Tails eyes rolled back as he came, his cum shooting down Nicole's throat, coating her still moving victims. "Mine... you’re all mine!" Multiple bulges traveled down Nicole's throat and some sperm shot out from the sides of her mouth. Without pause she quickly proceeded to tit fuck him, even as his cock spilled its juices. Her huge tits bulged over her arms as she worked them up and down, the tip of his cock peeping in and out between her cleavage. Her face was coated with semen, as she used her tongue to massage his peeking tip. Her tit-fucking became more vigorous and faster, milk spurting from her nipples.

"Do they feel good, my master? My lord? M-My god?! Do you like my fat people filled tits?! They belong to you! I belong to you! You can fuck me and my fat tits whenever you want! Even in public, if you need to relieve yourself, force me down in front of the whole city and shove your cock down my throat! Show the whole world who I belong to! Oh god, your cock is driving me crazy! Please, don't leave any part of my body uncovered!”

Nicole proceeded to stroke and feel the moving bulges inside her stomach. Taking in every single feeling she was experiencing. "Ohhh... Can you hear them Tails? My prey? My fat ass is SO full of people, I can feel them pushing and shoving, hear them screaming, feel their bones rubbing me from the inside! I'm going to leave nothing left! All part of me, fuck us! Fuck all of us, my master! We all belong to you!"

Tails once again coated her face and hair in his sperm, she opened her mouth to catch a huge amount, her face becoming white from sperm. "Ahn! Master, billions of your yummy children are swimming on and inside me! I love them! I want to carry them for you!"

"Bend over Nicole! I want to claim your giant ass! Even as it gets bigger! I want to feel those people in your belly become you!" Tails exclaimed as his cock let out another line onto her face.

"Yes master! I will obey you! Fuck my fat ass, dominate us! Make me your slut! Conquer me!"

Fiona continued watching as Nicole stripped naked and revealed her incredible body, the contrast between her huge ass, thick thighs, massive milk filled tits and her writhing people filled belly to her slim waist was majestic. Fiona couldn't help but get a bit wet between the legs as she watched Tails dominate Nicole, as he made her his property as he screwed her from behind, holding her wrists and arching her back towards him. She yelled out in pleasure as her prey screamed out in pain. Her huge soft ass jiggling as her massive milk laden tits bounced back and forth along with her belly.

"Fuck me! Fuck me! FUCK! ME! Make me your bitch!" Nicole yelled, drool and cum seeping from her mouth as the pleasure overtook her, giving herself over to him.

Fiona watched with a hand on her mouth. He had already gotten over her... It hurt. Tails seemed to be getting off on the death occurring in that room as well. Then again, a sinister part of Fiona enjoyed the feeling of her own compacted victims stewing away inside her stomach.

By the time they were finished, Nicole's prey filled gut had become more rounded and most of her body was covered in his sticky, warm, white seed. Her belly sloshed with prey and cum. Fiona couldn't believe it, surely a man couldn’t cum that much? She couldn't help but briefly imagine herself in Nicole's place, being rutted like a mongrel, her huge soul filled ass and thighs slapping against his pelvis as Tails punished her for everything she had done. She went to reach for her own pussy when she heard Nicole say "Soon it will be time my master, when... We are ready, you can... De-flower me..."

Tails was still a virgin, sort of. Fiona could be the one to... No no, that's madness.

"I love you my master..."

"I love you Nicole..."

Tears welled inside her eyes, she couldn't watch anymore. She stormed off, leaving the couple alone.

Fiona carried her own gore and bone filled gut into her room, the remains of the friend she had made a day ago pressed against her stomach wall, a constant grim reminder of what was happening inside of her. She sat down on her bed a pouted, trying to deal with the emotions inside herself. "Why should I care who he sleeps with? He's... nothing." she stated as she gently stroked her stomach, the broken remains of her prey bubbling within. She was silent for a bit as she wrestled with her own thoughts.

"I mean... What's so great about Nicole anyway? Not like I care but... B-But I thought it was me he wanted! I mean if it's her ass, tits and thighs, then I’ve got those too..." She stated as she lifted her huge milk filled breasts that were now struggling to be contained within her top, leaving much under-boob to be displayed. Standing up she made her way to a full body mirror, she examined her body, her heavy breasts that rested on the skulls of some of her victims, her rounded gut that showed the heavily digesting remains of her once sexy prey. She then turned around and examined her biggest features by far, her giant ass and thick thighs. She placed a hand on her rump, her fingers sinking in. Unaware of the screaming souls within said ass and thighs, all squeezed together, writhing and grinding together. "My ass and thighs are much bigger than hers!” She jiggled them abit, causing her booty to bounce and the souls within to increase their struggles.

Fiona couldn't help but take some sadistic pride in the way she looked, her huge ass and thighs were to die for... literally. Fiona sighed and stroked the grim bulges that poked from her gut. People had died to make her looks so damn good. Her ass and thighs were already pretty big even before adding a few people to them, now they were absurdly big and perfectly shaped. Fiona may have been a bad girl but she had never killed before. But now she had, and in the most horrific way possible. The memories of their pleas and struggling returned.

"People... These were once all people like me..." She examined with her hands the bulges poking out. "They were born, raised, had hoped and dreams like me... And now... I‘m carrying their corpses inside of me. I can feel them, all of their movements weighing me down. I-I can taste their blood in my mouth. It must look so horrible inside me... So why am I not more disgusted?" Reaching up she cupped her huge milky breasts. "These are starting to get tense too... I better use the pump.” Looking down at her gurgling stomach she sighed "Well, at least your bodies aren’t wasted. I hope you completely digest, I... Wait." That's when she remembered. Her prey was heavily digested as she had been processing them for a while, even now the melting flesh and bone inside her gut was compacted and being pushed through her intestines, then carried by her blood to become her flesh. But Nicole... Her prey was fresh! When she encountered Nicole at Freedom HQ her prey was compacted like hers but when she was sucking Tails her prey was alive and screaming. She had... She had willingly eaten people.

"Oh my god..." Fear crept up inside her, Nicole had eaten those people out of lust, maybe even to attract Tails so... Would Nicole try to eat her too? After all, Fiona was a source of meat. And Nicole didn't like Fiona anyway. Further more, was Tails in danger? Was she... using him? Yes, that had to be it! There's no way that Tails would choose Nicole over her, not unless he was afraid. "What if Nicole is forcing him to be with her? I knew Tails wouldn't get over me that quickly!" She stated with wilful delusion.

"I... I need to do something!" Fiona paced the room, her stomach and its contents jiggling and swaying as she did so. Her incredible, soul filled curves swaying from side to side. "He can't resist me... If I get his attention, then Nicole will show her true colours! And then I can eat her and say it was self defense! Wait... Eat her? What the hell am I thinking?! I got enough people inside of me let alone Nicole and everyone she is carrying. I could just tell Sally what Nicole has done... but she'll make excuses for her. I‘m really out of options here...” Walking back in-front of the mirror she gave a good look over herself. "Tails is risking his life to protect, cure us, care for us, and as much of a... twerp he is, I at least owe him something. I can't let Nicole use him... It should be me to take his virginity and him to take mi-... Oh god... What am I saying?"

Looking once more into the mirror at herself and her prey she nodded. “Okay Fiona, time to turn on your charms.”

- -

“Hi Sonic!” Sally said as joyfully as possible. Her mouth covered in a paper mask.

On the other end of a video link was Sonic, looking quite exhausted. "Sally! Oh man is it good to see you! I've been looking everywhere for you, where‘ve you been? You had me worried sick! And... what's with the mask?" He asked, pointing at the screen, towards said object. Sally having made sure only her head was in frame.

"Oh? This? Well this is the reason I have been away, I've caught uh... Mobian flu! A new strain! Nothing dangerous but... unpleasant to say the least. I and a few other girls have caught it so we’ve quarantined ourselves to avoid spreading it.” She lied, though whatever was infecting them seemed like a repulsive sickness.

"Well, let me come visit you! I-“

"No!" Sally cut him off. "Sorry Sonic, it's highly infectious and long lasting. I need you in top fighting shape, you hear me? You never know when our enemies may attack!” She gave a deep sigh. “I'm fine Sonic, really and I... miss you, but I can’t risk it. It'll be maybe a month or two until it clears up.”

"A month!? That long? What kind of flu is this?" He asked, with heavy disbelief.

"Like I said, unpleasant. Tails is researching it, but... he has it too, so he's with us.”

"Awww man, Tails too? That just leaves me with Rotor!" He said dejectedly.

"Yeah... Bunnie and Mina are here with me too, so I gotta get off soon. Bunnie wants to talk with Antoine".

"Hey sugar!" Bunnie said whilst appearing in the side of the camera. "Ye-Yep, it's all true, sorry.”

"Guess you found Sally then huh? Sorry Bunnie... Heh, guess that explains why Mina was a no-show at her concert, does Ash know?"

"Err, no, can you let him know and please get it through to him that he CANNOT see her, she's... um... A little worse than we are, so she needs rest and can't come to the screen.”

Sonic looked a little confused, surely Ash should at least be able to see her, but then again, the last thing Mina needed right now was Ash in her ears. "All right, I'll let him know. But I get to talk to you every day!"

"No issues with me, I'll keep you updated, I'll also let Tails know you wanna talk to him.”

"Alright... Hey, Sal, you heard about those girls that have been disappearing around the city, I mean, that's why I was so worried, are they with you too?" A sense of dread filled Sally's heart, she couldn't say yes as no doubt the families of hers and the other girls victims would want to come see them. Sally pushed the skull of one of the missing girls back down into her mush and bone filled gut.

"Y-Yeah, I've been investigating it from my end but I‘ve yet to come up with any answers... I don't know, but I will let you know if I find anything".

"Alright! Sally-girl needs her rest!" Bunnie appeared again and nudged Sally aside.

"Right, sorry. I'll talk to you later, right Sal?" Sonic asked with hope.

"Of course, I'll catch you later.” Sally switched off the computer and sunk, sighing. "Man, this sucks..."

"You okay sugar?" Bunnie asked with concern as she watched her friend struggle to stand up, the compacted prey jostling in her gut and her huge milky breast jiggling. Bunnie assisted her friend in standing up.

"I just don't like lying to him Bunnie... But I don't want him coming over, it's too dangerous.”

"I understand sugar". Bunnie couldn't help but stare at one of the ribcages of Sally's prey gently pressing against the inside of her stomach, a reminder that Sally was indeed processing people. Noticing this, Sally turned away in embarrassment. "Ah... I'm sorry hun..." Bunnie said in disappointment towards herself, the last thing her friend needed in this situation was someone gawking at her grim belly.

"No... It's okay, I mean, it's not something you see every day. You are *so* lucky Bunnie, being immune and all, thanks for sticking around".

"Awww, I would never abandon you!” She said as she took her friend into a hug, trying to ignore the feeling of a bone jutting into her thigh. "Now, seriously, go and rest, it may help with the... digestion.”

"Alright, you win, just please let me know if Tails finds any updates?" Sally asked as she entered her temporary room.

"Sure thing hun!" Bunnie replied, watching the door to Sally's room close. Once satisfied that Sally was out of earshot Bunnie grabbed her ears in frustration. "Dammit... What's wrong with me?!” She whispered in anger at herself. "Oh god, I just wanted to... To gobble her up!” Bunnie said exasperated, as she made her way to her own room.

"Gosh, I‘m so damn hungry, what do I do? I can't let myself loose control, I don't want what Sally has in her... Though... having figure would sure look... N-No! Stop it!" Rounding a corner Bunnie bumped into Mina, her curvy frame practically sinking into Mina's gut before being bounced back onto the floor. Rubbing the back of her head, she looked up. The mongoose's gut had reduced in size and was mainly round but with the odd skeletal bulge gently pressing outwards, her massive tits, thighs, hips and ass straining her polymer fabric top and pants.

"Oh, I'm sorry Bunnie!" Mina said, holding a hand out to the troubled rabbit. Taking it and getting up, Bunnie brushed herself off.

"Think nothing of it, I gotta look where I'm going.” Bunnie couldn't help but look at Mina's churning gut, some part of her wanted a bloated meat filled and wriggling gut, she dismissed the thoughts as best she could. "So uh... How ya doing hun?"

Mina looked down and smiled, "I guess I'm okay considering... I just... Don't like being cooped up here ya know. I want to see Ash.” This was only a half truth, she did but didn't, she was worried Ash might get the wrong impression on seeing her figure. Of course her bust had decreased from using the milking machine, but it was still very big.

Bunnie felt for the mongoose, Mina had always been a fragile and pure girl, the fact that something this horrible was happening to her made Bunnie mad. The southern gal smiled, placing a hand on Mina's shoulder. "I know hun, I miss Antoine, but this is for our own good. I'm sure sugar-fox will think of something, ya know he's always got an answer!” To this Mina blushed.

"Y-Yeah, he is really amazing, I am so happy he is taking care of us... Despite the risk we pose, he doesn't even want anything in return.” Mina blushed at the memory of herself being rocked back and forth by the kitsune, the warm feeling of his sperm drenching her back and tail. The feeling of her prey sloshing inside. She quickly shook these thoughts from her head. Bunnie, being the always observant one couldn't help but notice that tone and look Mina had when speaking of him. Bunnie let a sly smile cross her face.

"Yeah, he sure is great isn't he?" Bunnie asked with admiration in her voice, all the whilst examining Mina's features.

"Yeah..." Mina said, looking down with a shy smile.

"Smart".

"Yeah..."

"Kind".

"Mhm...” Bunnie could swear a blush was growing under the mongooses fur.

"Strong".

"A-Absolutely..."

"Handsome".

"Totally..." Mina suddenly looked up at the cyber rabbit covering a chuckle. "I... No no no, you've got it all wrong!" She backed up, her gut swaying slightly. "T-Tails is just a good friend, I'm in a... happy relationship!” She said, not quite convincingly though.

"Right... Sure you are.” Bunnie couldn't help but be a bit concerned. As she walked by towards her room, she placed a hand on Mina's shoulder. "Look, you ever need to talk about anything then you let me know, okay?" The mongoose simply nodded. "Alright hun.”

Mina watched as the rabbit made her way to her room and entered, closing the door behind her. Looking down dejectedly, Mina made her way to Tails’ office where his computer was. She sat down in his chair, the plastic straining to take the weight of ten people, mostly on her tits, ass and thighs. Though their skeletons and liquidated flesh still rested in her gut, bubbling away as they slowly turned to mush and were pushed through her intestines to become even more of her. Tails had stated that the digestion was taking longer than Nicole and Sally's first prey as there was more of it and because she was in a safe environment, but this was only speculation. In about three days there would be nothing left but maybe one tightly compacted skeleton that had remained above the acid line and then even that would soon be absorbed by her. It made Mina feel like some sort of parasite. She looked down passed her breasts, a difficult feat and stared eyes to eye with the imprint of one of her victims skulls, staring at her with hollow eyes, once a living person, a fan of hers who found herself trapped, along with nine other fans and digested alive. Mina pushed the skull back into the mass, not wanting to look at it.

She decided instead to focus on talking to Ash. Lucky, Tails’ computer was already active. She opened the mailing chat, typed in Ash's number and went to call him. But she stopped before doing so, her finger trembling above the mouse. "What do I say? He won’t buy anything I try to tell him!” Some part of Mina didn't really want to talk to him, she already knew exactly what he was going to say. The video call would start and he would not show concern but instead demand to know where she has been and why she missed her own concert. They would then argue and either she or he would hang up.

"Sometimes I wish Ash were more like Tails... Dammit! Stop it Mina!" Mina grabbed her head in frustration. Once again she was thinking of the two tailed fox. Things have been awkward since he hotdogged her, she had not been able to stop thinking about him. She hated to admit it but he held all the traits that she wanted in a guy. He was kind, strong, smart, gentle and compassionate. Unlike Ash, he would always have time to listen and would care more about her than work. He would show her the affection she desperately craved. Mina shook the memory of her being rocked back and forth, the warmness of his sperm soaking through her fur.

"I want to go home... I want to see my mom, if I explained to her what's going on then..." Mina looked down at her groaning gut, she could feel the bones poking from the inside. "I need to at least wait until all this is gone, then I can explain to my mom about my new features.” Logging off the computer, she decided to simply sleep, that way she could process her food without thinking about it. Her belly sloshed and jiggled as she stood up, her wide hips, massive thighs and perfectly shaped bubble butt swaying as she walked. She stopped in her tracks as she heard giggling from Tails’ lab. Peering in, she saw Nicole giving Tails a shoulder massage. Both were smiling and laughing, enjoying each-others company., Tails giving Nicole plenty of compliments. Mina felt envy, she wanted that, her and Ash had never been that close. A fantasy of her and Tails on the couch in front of a roaring fire on a cold December day crept into her head as she closed her eyes. They were both wearing knitted sweaters and drinking hot cocoa, she was rested against his side and his arm was around her. She rubbed her pregnant belly and snuggled against him. They just sat there, enjoying each-others company. The air was still and calm, but as she just found herself settling into this delusion, a screaming, half digested face pushed out from Mina's pregnant stomach, wailing in pain. Mina jumped at the horrible image, her eyes jolting open. She dismissed the fantasy, surely she could have that with Ash, right? Mina looked at the happy couple and couldn't help but notice a hand-print push out of Nicole's stomach, along with a few other movements. Wasn't Nicole's prey dead already? She shook her head and decided she was just tired and seeing things, it was most likely what's left of her prey jutting out.

Mina left the couple alone, gently closing the door to avoid compromising herself. "She is lucky to have someone so affectionate... Ash... It can still work, right?" Mina squeezed through her door and sat down on her bed, the bed creaking as it took the weight of herself and ten other people. Mina laid down on her side and closed her eyes. This whole thing had just been one huge nightmare. Sure, she had gotten the body she always wanted, but at what cost? People were going to find out one day, right?

Inside the workshop, as Mina had just left, Nicole allowed Tails head to sink in between her breasts as she continued her massage. "Nicole, if you make me too relaxed, I'm not going to get anything done!” Tails said with a chuckle. Nicole giggled, and made her way to Tails’ side, a screaming face appearing on her gut which Tails noticed. "Wow, I still can't believe that some of them are still alive, I'll need to run some more tests.”

"Oh, there's no need for that at the moment, you work hard all day. Take some time to relax, it's what I'm here for~” Nicole said seductively, as she leaned down, her churning gut resting on the floor as she displayed her massive breasts.

"Hmmm, maybe I can work and relax? Nicole, I have an order for you". He said with a masters sternness, to which Nicole immediately readied herself. "Get on your knees and get under my desk as best you can, I want you to deepthroat me whilst I work.” Without hesitation, Nicole got on her knees and positioned herself under his desk, this required her to crack a few bones in her gut to do so but she got into a comfy position. She took his engorged cock in her hand and shoved it down her throat, bypassing her gag reflex and taking it balls deep, the bulge in her throat traveling all the way down. She started to bob her head up and down, working his shaft. She knew she would be there, sucking his cock for a few hours and that he would fill her up with cum multiple times. But this is what she wanted, to serve him, to be but an object to please him. "Ahh yeah... You’re so hot Nicole, I want you to taste my cock for weeks.” Tails placed a hand on her head and stroked her silky hair. "Look at me.” She did so, looking him in the eyes as she continued her work. "You are mine, my servant.” Nicole smiled through his cock, pure joy filling her heart everytime he reminded her of her role in this world.

Refocusing, he decided to use this time to work, he needed to go over multiple test results from the X-Rays and milk tests from the girls. All the while he worked, Nicole remained on her knees, sucking his cock and swallowing his loads, the digesting prey within her struggling in a belly full of cum.

Within her room, Sally examined herself in the mirror. She already had a fat ass, but now it was monstrously big. Her hands sank into her soft cheeks, unaware of the souls that struggled within. Turning around she also examined her gut, it was smaller but the prey were more visible and compacted, their skeletons grinding against each other. It seemed to work in stages, first the consumption, the prey struggle inside whilst digesting alive. Then the mulching, the preys’ flesh being stripped and liquidated, some of the prey on top still barely alive. During this, the belly was mostly round with the odd skeletal bulge here and there and sometime a kick or push from those unlucky enough to still be alive. Then came the compacting, where the belly had pumped the goop into the intestines and the intestines had deposited the prey all around the body, leaving only the skeletons of the prey inside, along with whatever flesh and goop that remained. At this point the skeletons became highly compacted, making them extremely visible, snapping and breaking as their stomach filled completely with acid, softening the bones, eager to liquidate them for the calcium, other nutrients and to access the valuable bone marrow inside. The stomach remained somewhat round, but the details of the corpses within are on display for everyone. In a very rare case, some prey who were on top of the pile would still be alive, barely concious, waiting for enough of the bones to mulch until they’d sink down and digest. Lastly, the afterglow, the belly was much smaller but a bit pudgy. The nutrients having fed the predator, enhancing their body. Spare nutrients filling their breasts, creating milk.

Sally sighed and waddled over to her bed, she lied down on her side, her fat thighs bulging her gut. Sally gently stroked her bony gut, as if to comfort her victims. "I'm a monster... Just what happened at the concert? I was with Nicole, she vanished, then I found her eating people, next thing I know you were all going down my throat..."

This was certainly the most unusual situation she has ever been in. Sally decided to just pass the next days in her bed, to digest the prey in her stomach and hopefully, by then, Tails would have an answer. But sleeping was proving difficult, with no distractions she couldn't help but focus on her stomach and body, she was made from other people... She had broken her sacred code to never kill, her free will had been taken and it angered her. She would certainly have more than a word with whomever or whatever was responsible.

"Hrrgulp! Glkt, glulp!” were the noises coming from Nicole's throat as semen traveled down it. Her already engorged, moving stomach getting bigger and rounder. With a wet “schlick!" Nicole parted, Tails’ cock sliding out from her throat, a thick bridge of sperm and spit connecting her muzzle and the tip of Tails’ cock. "Mmh... So tasty..." Nicole licked her lips and opened her mouth for her master, the insides white and glistening from the cum inside. Tails pumped his shaft and shot out nine thick strands onto her, spurting on her face and in her mouth. Closing her mouth and bulging her cheeks out, she swilled the cum from side to side, opening her mouth and gargling the white liquid before taking a few deep and thick gulps, swallowing the last of his load.

"Oh wow... That was amazing, Nicole! You look so good when you are wearing my cum~”

Adjusting herself and standing up, Nicole put her toga back on, the thick and fertile semen on her chest seeping through, creating a big damp patch between her cleavage and around her breasts. "I am glad you are satisfied, permission to clean myself up and rest? My body's fatigue levels are high.”

Tails closed his laptop and sighed. "You don't need to ask me that Nicole.” He smiled, Nicole feeling his love, admiring his cute smile, the smile she loved.

"I understand that, my master, but, just in case you required any further services Nicole happily put her hands behind her back, standing tall and ready. The still living prey screaming for help inside her.

"Heh... Okay, we both need rest anyway and you need to digest your food unless Sally finds out and I don't wanna have to deal with that. I'll archive what little I have found and join you, try get some rest okay? I do like having you as a servant and being your master, but your wellbeing is important to me too, Nicole.” To this, Nicole's heart skipped a beat, even though he didn't have to, even though her well-being was secondary to his, he still looked out for her. It reinforced her love for him and her desire to serve.

"I... Thank you my master, I'll get cleaned up.” Nicole give a respectful bow and left the room.

Tails scratched his head and sighed again. "This is so crazy, this isn't healthy for her, I love having a hot girl serve me but I also just want a regular girlfriend, I don't want her to stop being the Nicole I once knew and loved.” Tails thought about those days, the days before this mess. They didn't know each other to well but he knew her enough to know her personality. She was kind, shy and sensitive, but also somewhat driven by logic and could be pretty blunt. She was still somewhat like that, but her innocence was no longer there. She seemed to enjoy what she was now and that scared him. He was worried that this may happen to all the girls, Nicole, Sally, Mina, Bunnie if she was indeed infected and-

"Hey Tails, got a moment?" Fiona said, slowly approaching Tails. He blushed and tried to look busy.

"I... uh, yeah, I'm just working, so please make it quick.” He said rather monotonously and, cursing himself for sounding so harsh. Fiona hearing this could tell he was in no mood for games, maybe this was a bad time, but her prey was not going to be in her gut forever, well, they would in a sense as they are becoming every part of her. Walking over to him, her wide hips swaying, she thought about what to say. Taking a seat next to him, she sighed causing Tails to stop working and turn his chair to her. For a brief moment there was an awkward silence. "Um, Fiona? What do you need?"

"Oh right, look, I just wanna like, thank you for helping me, I mean, you are like risking yourself and your reputation and everything.” Fiona also admonished herself mentally, her attitude coming of more sarcastic than anything.

"It's nothing really, I would do it for anyone, besides I don't think you girls would eat me, from what I have seen it's only uh... females you girls... crave, so if I were at risk I would most likely be inside one of your... u-uh...". He paused, staring at a rib-cage and spine poking against the inside of her gut. Fiona blushed and looked away.

"Well, this is me you’re talking about, I already ate another vixen, who's to say I can't add a cute little fox to my thighs?” She said in a flirty tone, Tails blushed and looked away.

"U-Um... is that all, Fiona?" Fiona looked back as he started working again, she huffed and crossed her arms, her huge breasts bulging over them.

"Alright, you wanna play hardball?" She thought to herself. "Look, I know you may be... Uncomfortable... you’re untrusting of me and you‘re fully in your right to after... After everything I've done. But I hope you know I would not have come with Sally and Nicole if I didn't think you could come up with an answer.” Once again he stopped working to look at her and blushed again.

"I... I know, but this is beyond me and you, if I don't help you, you could hurt more people..." Fiona couldn't help but be a little offended by this, was he helping her only so he could protect other people, was her well-being not a factor? Another awkward silence pervaded the room as she thought of her next strategy. An idea crept into her head which made her smile.

"So... Nicole? You two make a cute couple.” Tails’ heart felt like it would stop, he looked at her in her blue eyes.

"Wha... What do you mean by that? We’re just friends!" He hoped she didn't know... did she see them? Whilst Fiona knew of their relationship, she decided it would be best to play ignorant.

"All I mean is you two have grown close, Sally mentioned it and you sure do spend a lot of time with her.” She smiled resting her head on her hand "Give me the scoop Tails, you like her, don't you?" Tails’ heart felt more at ease, it seemed to him she didn't know.

"L-Look, She's just a friend, a good friend.”

"A better friend than me?" She said, deviously. Tails looked at her with an obvious look to indicate his response, waving her hands, she laughed "Just teasing, I mean, I understand why you or anyone would fall for her, I mean look at her!”

"What do you mean by that?" Tails didn't like where this was going, he could see the same flirty eyes in Fiona glaring at him as Nicole's.

"Oh come on, just look at her! An amazing figure, huge breasts, thick thighs and fat ass. I mean, even before all that she was by far the most exotic girl in the city, it's no secret that she's widely considered the most attractive chick around... Well, apart from me that is.” Fiona leaned back, letting him get a good view of her huge breasts. "She even looks good carrying a belly full of people, couldn't help but notice her... Recent additions..." Once again Tails felt himself start to panic, she knew that Nicole had recently murdered.

"I... She... She lost control, okay? Same as you. I've tightened the lock down, it won't happen again!”

"Hey hey, it's all good. I get ya, I mean... I understand what it's like to lose control too.” Her ears flattened in genuine shame. Tails’ kind heart once again felt sorry for her. "I mean... Look at me, trying to talk so casually when I'm digesting these girls, to you of all people, the person I hurt the most..." Fiona still remembered that day, she did go too far, punishing him for simply following his instincts. Crushing his heart to prove something to some sadistic jerk. "I must look so ugly, not like Nicole, she seems to pull off this predator look..."

"Tha... That's not true Fiona, you look great, always do!” He smiled, showing that innocent and caring grin that she remembered from more innocent days, a grin that showed genuine care towards her, all for her. Her heart skipped a beat and she blushed. He was always looking out for her, always treating her so nicely, sure it's because he loved her, but it was a genuine love. It was nice to have someone genuinely care about her for once. She lost that when she left with Scourge, maybe she left because of that? Was she frightened of being loved for the first time in her harsh, loveless life?

"Really?" She asked in a flirty tone. Standing up straight, she then pressed her churning gut against him. "Even with all this in me? All this food? Bubbling away, becoming part of my fat ass..." She leaned down slightly and whispered in his ear. "In fact... do you prefer me this way? With all these yummy people?"

Tails couldn't stay put any longer, as he attempted to jump up and run she pushed him down and then pinned him using her huge ass, sitting on his pelvis, facing away from him as facing him would cover his upper body and she wanted him to see. Tails gulped at the sight of her huge bubble butt, the softness of his pelvis sinking between those latex covered ass cheeks. Her slim waist and her large breasts poking from the side. Fiona wagged her tail as she giggled. She looked back at him. "This is what you want isn't it? A girl with a giant people filled ass on you, to serve you?" Fiona began to grind him, moving back and forth slowly. Tails fought the urge to grab her huge ass and dominate her, he could feel his erection growing, as could she. "Mmh, such a horny boy, I bet you got lots of frustration you want to take out on me, you could take revenge right here, right now. You could sodimize me, impregnate me, conquer me..." Tails cock was now wedged between her fat ass cheeks, the tip popping up and vanishing near her tail, being massaged by the latex mounds. "Or maybe...”

With a quick motion in order to make sure he couldn't escape, she slipped over and laid her bony gut on him, her belly shaping around his torso. "You want all of us?" she cupped a skull that was staring at him.

"Fi-Fiona, I don't know what you mean! Stop this!" Tails was pretty sure what she was about to say next.

"Oh come on Tails... I saw what you and Nicole were up to. Oh, it looked so good, the way her throat bulged with your cock, it must have tasted amazing! All that cock and cum sliding down her throat, the way you fucked her fat ass..." She giggled and rubbed her stomach. "The way you enjoyed all her prey going to the right places?"

"Y-You saw? You had no right to..." He was cut off as she placed a finger on his lips.

"Shh, I understand the attraction, maybe I was wrong about you. Everything you are doing for me, you were always looking out for me... Nicole isn't so great, I got far more ass than her... In fact, I could add her, Sally, Bunnie and Mina to my fat ass. Would you like that? To fuck me as I digest them alive? To fuck all of us at the same time as you pound my ass? I can give you everything, even something Nicole can't, a family!" Tails could hear the delusion in her voice, a slight madness in her eyes, this was not the normal Fiona and as much as he would like to take her as his own, he would not let himself get hurt again, nor would he hurt her or Nicole.

"Fiona... Listen to me very carefully". He stated with a stern voice. "This is not you, what ever this is it is affecting your mind. I'm sure you could make me happy but to be honest I doubt you in your regular mind wants anything to do with me... I'm in love with Nicole and I will not betray her... I'm going to give you to the count of ten and then I scream.” Fiona looked shocked and hurt, he was resisting her? But how? He loved her first! "One." Tails started with an expression that pierced her heart.

"Tails! I am thinking normally, I was not before!"

"Two."

"I can do ANYTHING for you!"

"Three..."

"Fuck my throat, my ass, my pussy. I-I‘m yours!"

"Four."

"No... I'll... I'll eat you Tails!"

"Five!"

"I'll eat EVERYONE and EVERYTHING!"

"Six!”

"I... I..."

"Seven!"

"..."

"Eight!"

Moving quickly, she got off him, she wasted no time in storming off, looking back to the fox on the ground who was covering his manhood. "I hate you, Miles!" She slammed the door behind her.

Tails sighed and stood up, this was getting out of hand and now he had to keep a close eye on Fiona in case she followed through with her threats. Tails noticed his throbbing erection, still feeling the softness of her body. He decided to take care of it, retreating to his bedroom to fantasize about what would have happened if he claimed her. As he slammed his own door shut, Nicole peered around the corner fully. She smiled as her heart pounded. "He really does love me!" She thought to herself.

Nicole however now had a problem, Fiona was interested in Tails, she almost mated with him and even threatened her master and herself. Nicole was nobodies food. She knew she couldn't just eat Fiona, at least not right away. She would need Fiona to do something that would force her hand. Nicole, drooled at the thought of Fiona and her prey gurgling and melting in her gut, her ass, thighs and tits growing from the girls being added to it. Fiona's pleas for mercy as she melted alive, Tails pounding her as Fiona's fat ass became part of her fat ass. She imagined herself digesting the vixen whilst wearing the vixens own tight outfit, the way it would hug her body was so tempting. Nicole massaged her groaning and moaning gut, the people inside growing even weaker as death was starting to take them. Nicole rushed to her own room to pleasure herself at the sinister and sexy thoughts she was having.

Fiona in the her own room, slammed the door to her room and laid on her stomach, the bones within spreading to her sides. She grabbed her pillow and buried her face into it, letting out a heart-renching scream. She had failed Tails. The one person to truly love her now had another. She was now alone in this world. Tears stained her pillow at the thoughts of what could have been. If she had returned his feelings back when she was a Freedom Fighter. The image of her and Tails sitting on a park bench, her in a summer dress and him in a summer top and shorts. In front of them, two cubs played together, a son and a daughter.

In truth, Fiona had always wanted a civilian life. To put her past to the side, to make use of her medical knowledge and become a doctor or nurse. To start a family. To love and to be loved. It was an old fashioned fantasy, to be a mother and wife but it was a normal one and normal is what Fiona has always wanted. To give her children the life she never had, to feel the love of someone who truly cared about her. She had tried to have this fantasy with Sonic at first, but her mind would always show her sitting alone as he never turned up and Scourge but it always warped into them arguing and their children being nasty little brats. Only with Tails would this fantasy maintain itself, even before this whole mess.

Tails never gave up on her. He always gave her the benefit of the doubt and always defended her. She couldn't see it then, she let pride and the age gap between them get in the way, an age gap that really would be less and less important as they both got older. After all, many married couples often had age gaps, sure, in Mobian culture the norm was that the male be older, but there were a lot of outdated rules. In fact, The Kingdom of Acorn was highly illiberal.

That stupid lynx, what made her so great? Fiona knew of her limitations, her couldn't give him a family like she could. Was it because her tits were bigger, was he a breast guy? No, now she was grasping at straws... Loyalty, Nicole had proven she is willing to do anything for him. Fiona had relied on old prey, if she got a few new additions she could prove she meant what she said. She would have to give herself to him, to follow Nicole and become an object for him, a servant. But Fiona hated the idea of subservience, but to Tails, the idea kind of worked. Looking up she saw herself in a mirror, her curvy frame lying on her squished out stomach. She would fill her ass and tits and thighs out even more and become his!

- -

At Tails’ home, Rosemary Prower swept up her front step, the recent weather having turned foul, making a mess. "Why hello there, Mrs. Prower!” Peering up, Rosemary eyed the elegant form of Vanilla the rabbit who smiled warmly at her.

"Oh, hello Vanilla! What brings you here?" Rosemary happily replied.

"Your son Miles was repairing my daughters phone, he texted me to ask if I could take it to her, he seems to be very busy and said it was in his room".

"Oh right, yes, Mobian flu apparently, he and some of his friends caught it. He video messaged me about it, says he will be away for some time to recover, he doesn’t want to spread it!” Rosemary had trouble believing herself. She was worried about him and would rather him be at home where she could care for him. No doubt he was with Sally, seemed she mattered more than Rosemary did. Rosemary's ears dropped as she became a bit angry.

"Is everything okay?" Vanilla asked with concern in her voice.

Snapping back to reality, Rosemary opened her front door. "Oh I'm sorry, you can go on in, his room is up the stairs on the left, his name is on the door, I'm afraid I would not know which one is Creams as he has so many to repair in there." she stated as she rubbed the back of her head.

"I'll be quick, thank you Rosemary". Rosemary nodded as the busty rabbit entered her house and made her way upstairs. Vanilla slowly opened the door to Tails room upon reaching it and peered inside. It was surprisingly clean for a mechanic. She entered and noted the strange gadgets and souvenirs that he had gathered. One such souvenir... called out to her. An unremarkable stone with a lightning bolt etched into it. Vanilla reached out to touch it. She paused as a feeling of dread overcame her, her finger just inches away from touching it. A small blue Spark leapt from the stone and into her finger causing Vanilla to jump back in shock. "Ow!" she yelped. Deciding she had had enough, Vanilla grabbed her daughters phone and left in a hurry, an ill feeling overcoming her.

As she almost ran out the door she nudged Rosemary slightly, a small jolt alerting her to Vanilla's hasty retreat. "Oh! Vanilla, is everything alright" she asked, the rabbits hurry to leave quite obvious.

"Yes yes, just ah... gotta get home you know! You have a good day!" Vanilla bowed as she left, leaving the brown vixen perplexed.

Many many miles away, a village laid silent, except for the centre of the village. In the centre laid a gargantuan orb of gurgling flesh, the muffled screams and cries of over one hundred people. Men, woman and children screaming in fear and agony as they were digested within the stomach of a magical feline. Their contorted faces, skulls and bones pressing against her semi-translucent latex outfit.

On-top of this pile, kicking her elegant legs back and forth was Hex. Using her now recharging power to view the scenes in the workshop.

She had decided to stay a while and have a feast, being in an energy state for so long had left her somewhat peckish. On the top of the pile, the newest additions fought and screamed and pleaded, all awaiting their turn to digest. In the middle those who were semi-coated in acid moaned and screamed in pain as they were being melted alive, some drowning in the red goopy liquid. On the bottom the semi-digested faces and features of those whom she had eaten first, including the girl who she was now inhabiting family. Well, most of them, her sister had managed to fight her way to the top and was now pleading for her worthless life.

The souls of those who had departed found no rest as her prey writhed and struggled, tightly compacted together in her ass, tits and thighs. Technically they were part of her entire body, being in every cell of hers, at least spiritually. Though their concussions seemed to pick or were assigned to parts. Excluding the girl whose body this is. She was still in her own body and soul. She simply shared the body with Hex but was trapped, Hex had full control. All the innocent girl could do was weep at the feeling of her entire village digesting and writhing in her gut, their souls pressing in her figure. Hex had effectively muted her but may allow here to one day speak with her once she has calmed down and accepted this new life. The girl could feel and see and hear everything, but had no control. She could hear Hex's thoughts but her thoughts could not, at least for now, reach Hex.

Hex used her powers to observe the workshop, the fresh souls giving her power. Whilst the souls within her would always give her a set and steady amount of energy, each soul acting as a factory of both emotional and general spirit energy, most of this energy was escaping from the holes in Hex's own soul. She could keep them trapped but not take advantage of their full power. To do that she needed to restore the fragments of her own soul and become whole again. The stone she had enchanted so long ago only had one more charge, after that it would be powerless and there was a real risk of her curse getting out of control, magic was fickle like that and no matter how skilled a user you are it tends to do as it wants. Luckily, her "anchor" was keeping the situation under control, for now.

Things however were getting out of hand, but Hex couldn't rush in. The cities defenders were formidable, she would have to fight them as well as those who contained her power. They would die to protect the anchor.

Hex watched the anchor, Miles, that's what the vixen called him yes? She watched as he masturbated, he was quite handsome. Of course, back when she was a human there would be no way she would feel attraction to one of these creatures, however Hex was a slave to biology as anyone else, no amount of magic could change that and these were there new rules, the new reality set by her new body, new hormones but same mind.

The curse she implanted into the stone didn't create emotion, nothing can do that. It only highlights the existing emotions that exist. The feelings these girls had towards this male were genuine and she could see why. He was caring, pure, smart, strong and brave. He was of course being overwhelmed by a bunch of sexy females but that was needed to keep them close. His role was to be a beacon, an anchor that keeps her fragments close. She could not access her soul fragments in the stone but can now they are in flesh and bone. She couldn't risk those fragments wandering off, she was blind to them and used both the stone and anchor to watch them.

The spell she was currently using was a spell of sight, allowing her to view the workshop, almost as if watching a drama. The picture appearing on a magical screen. This could only work on areas near to the anchor or stone, as such it was important to keep them close to him.

Hex couldn't wait, those girls bodies would feel so good within her. Their writhing stomachs bursting open and unleashing their gore and bones into her own gore sack. Their bodies merging with the anchor and their souls, along with souls they now contained being plastered on her ass. The fragments of her soul within them rejoining her, allowing her to keep all the energy within. All the souls she has already eaten would not amount to much, even with her soul intact but these girls and the anchor had very very strong souls. She would add them to her and then that entire city and then most of the population of this planet. The survivors would have a new, benevolent God-Empress. Millions of souls would power her and none would ever be able to trap her again. She made the mistake of showing mercy, of limiting herself. Not this time.

Hex peered through the portal showing her the workshop. She decided to study the girls, starting with Mina.

Mina was on her bed lying on her side, she was gently stroking her stomach, the skeletal outlines of her prey within. Hex could tell this girl was troubled and conflicted. She was by far the most innocent and pure of the girls. Hex could tell this girl was struggling in her love life and had a genuine attachment to the male fox called Tails. This girls innocence could be used against her, she could be used as bait or manipulated to serve Hex's sinister ends.

Swishing through like browsing with tablet phone Hex switched to the next girl. The one called Bunnie. This was a difficult one, she was resisting the curse. This rabbit girl confused Hex, she had metal arms and legs yet they still moved under her command. Hex came from a time without machines so this female troubled her. The curse was taking hold, but this female had pain in her heart and was resistant to forming any romantic relationships with Tails.

Next, crying herself to sleep was the vixen Fiona. Out of all the girls this female was surprisingly the weakest in willpower and had a fragile heart. Hex had found in her long life that those that try to act tough and dress to intimidate often were the weak ones in society, trying to cover up their weakness. This female had had a lot of trouble in her life and seemed to desperately want someone to love her but at the same time was afraid of forming relationships out of a fear of being hurt so instead she seems to try to hurt others first. This girl would be easy to manipulate, just promise her what her heart desires and Hex could make her do whatever she wanted. But this red vixen girl also seemed... Unstable, best to keep an aye on her.

Next, lying and trying to get some sleep in her bed was the chipmunk named Sally. Hex smiled, this one was royalty, Hex had never digested a princess before. This girl was also trouble, whilst the curse has taken her willpower remained intact. She was a leader and it was doubtful that Hex could command her. This female was also resistant to forming relationships and the love she felt towards Tails was more of a motherly love, chances are this female raised him. However, Hex could tell Sally was starting to notice how handsome Tails was and how... Matched they were, that could leave an opening for Sally to become tied to him.

Finally, the Lynx. This female troubled Hex greatly. This females soul seemed young... Too young, as if she had not been born with a soul but had developed one. Her body too seemingly having been created, not all of it seemed to be flesh. It was unnatural. This female was insane and seemed to enjoy the curse. This left doubt in Hex's mind that she would ever give it up. She was madly in love with Tails and had devoted and given her soul and body to him. Attempting to harm Tails may see Hex herself becoming lynx fat and that was an end she didn't want to see, lest she be trapped with the souls she consumed. This female had no freewill, instead Tails will was her will, it was a level of devotion that Hex found disturbing. Why would anyone want to belong to another? Hex was dominant and prided her female guile and independence, to give it up was just... Blasphemy! Hex would have to kill this abomination first.

Hex decided to give a look at the fox boy. She watched as he now showered himself. This boy had power within him, untapped unrealized power, maybe far greater than Hex herself could ever achieve. She could see why the stone picked him. All that soul energy... Consuming him would make Hex a goddess, but his soul was so strong, it could even destroy her. She had to be careful, she could try add him to her and either become a goddess with unlimited power... Or die. Or, she could keep him by her side and wrap him around her thumb, thus keeping his power and directing it towards whomever she feels like. That and it would be nice to have a partner to rule with her, this fox seemed to care an extraordinary amount about the females in his workshop, willing to give up his life in the most painful way possible to protect them. It would be nice to have someone direct that kind of love towards her. That and it had been an unbelievably long time since she had sex. Her human body had been to die for... Quite literally. Before her end she had amassed quite the collection of souls and the bodies those souls were once in had made her quite the curvy female. Double K-cup sized breasts, a massive round and perfectly shaped ass. Thick tree trunk thighs and wide child-birthing hips. Her body became so big it became impractical for human men to try to fuck her, they simply were too small. Her noble stallion, Drake, she missed him so. The way he pinned her on the floor and filled her with horse cum, They way his fluid tasted going down her throat. She was no slut, she was very picky about who she slept with, but he was more than just a cock, he was loyal to the end... Hex sighed as memories from many lifetimes ago drifted by.

A sharp kick from her gut between her breast snapped her out of it. Hex smiled and gently stroked a screaming head that her breasts were resting on. "Shhhh... You are all becoming part of something greater". Hex grinned at the fox that appeared on the viewing portal, now drying himself off. She licked her lips with the possibilities he presented.

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