"Aaaaaaaa". Valkyr stretched languidly as she stepped out of her arsenal, her freshly sharpened claws on her feet clanking against the metal flooring as her sore muscles spasmed. She was heavily modified thanks to many trips to her helminth, her armor smooth and soft not unlike real skin, but leaving some of her armor thick and stiff to still give her some protection, though she rarely put herself in danger anymore. Looking down with a smile she cupped her hands over her newly expanded breasts, the bright orange nipples barely being covered by her brown armor plating as she exhaled excitedly. After several helminth "injections" her breasts were finally large enough to distract and arouse any she would likely come across, at least by her measure, cupping them and squeezing as she felt the weight of her flesh in her hands. "Mmmm...they feel ever better than before" she purred, noticing that not only were they significantly larger but their increased size had also increase their sensitivity, feeling her nipples harden almost immediately from slight arousal as her body shook with anticipation, before she took her hands off quickly before turning herself on too much.
 
"No no, one more modification and i will be all set..." she mumbled quietly, walking down the ramp and into the helminth room once more, the infested covered chair quivering and trembling at her approach, the buzzing hivemind of the infested worming its way into her thoughts. "Master is improved by our gift, does it not require us anymore?" it whispered, sending a slight chill down her spine, walking over to the helminth itself and stroking it's large rubbery exterior in an almost petting motion. "Now now, even when my modifications are complete i will likely still need you sometimes when my...prey...cannot be found" she said, watching as its mouth drooled constantly, hungry for nutrients. "Besides, you seem to have an unusual fondness for my secretions...they seem to feed you quite well..." she said, reaching down and rubbing the bulge between her legs as the helminth smacked its lips with anticipation. This happened for weeks now, going to the helminth and getting "upgrades" to herself over time but she found it annoying to constantly scavenge for resources all the time, that is until she used the helminth to change her pussy into a futa mass, which she found fed the helminth quite well indeed. Proteins, salts, organic matter all in one meal which then let her increase the speed between modifications.
 
By this time her futa had grown to full size, 7 inches of throbbing warframe flesh matching her bright orange skin and with a light brown tip to match her armor, thick and pulsing with arousal as she gripped it with one of her hands to begin fapping. She wasn't actually aroused at all by the helminth itself of course, it was just a giant blob of infested flesh after all, however the idea of it consuming and digesting matter, including her own semen, was still rather arousing and it was partly the reason for her modifications. She had gone feral without an operator to control her functions and without the constant stimulation and flow of void energy she got weaker and weaker, while gaining sentience as a byproduct, and she needed to begin consuming organic matter herself to keep herself going like any living creature, like this helminth. She pointed her tip toward its opening and moaned softly, feeling her meat swelt with unnatural heat as the modified organ immediately began churning a load from within her body, as lacking balls she had nothing to swing around as she fapped though a benefit to it being internal is she had more capacity, as intended for feeding her companion. Her helmet was modified to have a jaw and she opened it while panting, sliding her long snake like tongue across her teeth and armor with her own drool as she anticipated her final upgrade. her tits bounced gently with her fapping as she now gripped it with two hands, feverishly pumping as she felt her muscles begin to contract, loving the feeling of her new chest weight bouncing which only made her even more aroused, sweat beading on her skin and running down her belly and thighs as the heat of the helminth breathing was making her uncomfortably hot.
 
"Aaaa, fuck!" She screamed, helmet opening wide to reveal her drooling maw as her semen began pumping out of her cock, starting as one big thick blob at first with the first contraction then turning into a near constant stream of cream as her organs writhed and shook. Each load landed into the helminth's waiting maw as it pooled along its pseudo-tongue as more and more ropes of her cum spurted from her tip, each orgasm physically lifting her cock with the pressure before lowering as the jet of sperm ejected outward in energetic motions. "Holy fuck this is more than usual....so much" she panted almost worried, but still very excited as she rode out her amazing orgasm, fapping quickly as her orange flesh darkened with friction and her base expanded and contracted with heavy loads before finally after several minutes of this energetic cumming she stopped, taking a deep breath and just stood there panting, her tip oozing out various amounts of cum though they only fell to her feet now. She felt emptied in the best way possible, the sexual weight in her gut gone and her arousal flowing through her body the helminth took this opportunity to swallow audibly, the cum traveling to who knows where as it smacked its lips happily.
 
"Phew...wow...alright you were fed, time for one more of my upgrades" she said, patting the helminth's "face" before walking over to the infested chair one more time, getting used to the process of this unusual modification by now and not being frightened or disturbed anymore as she sat down and tentacles wrapped around her legs and arms, lifting her slightly. "Mmmf, here it comes" she stated lewdly, still in a post cum high as she watched a familiar large tentacle erupt out of the infested covering the chair, feeling it prod against her asshole, then plunge inside as it had done many times before, pushing deeply then staying inside for a moment while just throbbing. She regretted cumming before doing this as the anal stimulation would have made her orgasm feel even better though her cum would have been wasted on the floor, something the helminth would have gotten angry by since it considered it one of its favorite meals, never getting bored of its taste. She was surprised to already see the bulge moving along the tentacles length as normally she would be sitting here for a few minutes longer at least though perhaps her larger than normal load gave the helminth a boost in efficiency but either way it traveled up then got stuck on her anal ring, moaning to herself quietly as she felt the bulge force its way inside, traveling up the length of the tentacle in her butt, then exploding out of its tip like an orgasm and flooding her insides with the helminth seed. It felt weird the first few times but after gaining her futa she didn't really have any other entrance to her body for pleasure so at this point it was a welcome experience, feeling the warm seed enter her body and begin to be absorbed like food within her guts. This wasn't any ordinary food however, it was the catalyst to her transformations, a genetic concoction partially created through her own sperm and the helminth's infested secretions to create the perfect mutation agent. This time, it was targeting her digestive system and it would be the most painful transformation, but once it was done, she knew she would be able to eat anything....or any ONE, that she wanted.
 
Three days later she once against stepped out her arsenal, feeling a little bloated but otherwise everything else appeared normal, scratching her claws against her crotch as she itched it instinctively out of not getting attention since she fed the helminth days ago, but she had an idea of how she could enjoy herself. Heading to her navigation she knew she would have to set up a specific squad, warframes who were both inexperienced and ones who didn't know her past, as her reputation as being unreliable in missions due to her weakness was well known in some places. But during her downtime and transformations she had been talking with relatively newly awakened warframes, their operators still in the dream and their defenses weak and frail, perfect for a hunt, so she was confident she could set up the perfect squad to test her new abilities and finally fill her aching belly before she starved. It took a little while to convince contacts of her to join her on a mission under the guise that she needed help getting some resources and her choices for squadmates was perfect. The saryn was potentially the only one who may put up a threat due to her abilities but she told valkyr that she recently formad her chassis so she would be fairly weak, an equinox who had no augment modifications and no reactor, and a nova with no understanding on how her null stars worked yet, making her the weakest prey of them all. Her stomach was begging her to try them out and at this point she needed to eat soon before she went fully feral again like in the past, uncontrollable and violent which would easily give her cover away.
 
They agreed and it was a conveniently short trip to the rendezvous point then off to the mission, a low level grineer exterminate, and dropping through the vents with the others she put on the best attitude she possibly could with three tasty looking morsels by her side as she allowed them to begin. She mostly trailed behind the picked off stragglers, tossing the grineer aside as she did look for loot as her rouse wasn't entirely a lie, she did need some resources though her main resource were her squadmates so she kept an eye on their locations through her map. "So valkyr-" Nova piped up suddenly onto her comms, cheery and naive "You said you were looking for neurodes right? I think i may have found some at my location!" before valkyrs hud lit up with a waypoint from Nova, before she cut off the transmission. "I'm almost sorry to see you go...there could be other uses for you..." she mumbled, thinking about saving her for last to pleasure herself while she digested the others, though her groaning stomach demanded otherwise, grunting as her half chubbed futa slowly went soft again. The mission was almost over with most of the grineer eliminated or fleeing as she caught up to the saryn who was finishing off a squad with her spores, waving to Valkyr as she approached. "I almost have these ones finished off but i saw one flee behind those crates, give me a hand would you?" she said, before walking to the crates without hearing Valkyr's answer. She grinned, a little annoyed by her behavior as she channeled her energy into her hand behind her back. "Of course, i'll give you a hand..." as she blasted out a beam of energy, striking saryn in the back as she gasped with shock and pain, her body rapidly shrinking, a power she had gained from sacrificing a titania to her helminth and forcing further "modifications' from her essence onto herself.
 
The rapid shrinking made saryn dizzy and disorientated, falling over on her back onto a huge rock which normally would have been a small bump under her shoe, as she looked up at Valkyr. "wha...what's going on here? I don't understa-" she started as Valkyr reached down and picked her squirming form into her hand, lifting her up to her chest as she pushed her in between her breasts. The saryn gagged and gasped as she tried to pull free, feeling Valkyrs tits squeeze around her as Valkyr panted lewdly. "I'm sorry, i just had to try this first, i needed someone to appreciate my new tits in a way only a tiny frame could..." she said, arousal in her voice as she heard the tiny breathing and screaming from the Saryn, smooshing her between her chest and covering her in her sweat, her futa beginning to grow once more with arousal. Feeling herself peel away from her breasts saryn coughed a little and looked down, seeing the massive cock by her perspective grow under her, looking back up to the Valkyr with shock and anger. "What the fuck? Do you honestly think that will fit in me? You made me too small that will kill me!" she screamed more as she struggled, freeing one hand and casting her spores but it had no effect as it fizzled away, identifying the Valkyr as an ally thus not taking hold. Hearing saryn's words made her erect within moments though even she knew Saryn was right, her body was as wide as her cock was so there was no way she would be able to penetrate her, though she also had no intention of doing so. "Not to worry little one, i have no intention of forcing you on my cock...however...i want you to see another new modification i made to myself" she started as her horniness turned to hunger, her stomach growling aggressively as she put her hand to her stomach, then lifting the frightened angry saryn to her helmet, her orange light gazing on her as if it was an eye. As the Saryn struggled in confusion she saw the Valkyr's helmet open up slowly, drool connecting each jaw as her maw was revealed, glistening light orange flesh and a light pink tongue greeted her as she was raised even higher, causing saryn's heart to skip a beat as she realized what was happening.
 
"NOOOOOOOOOOOOOOOOO!". Equinox stopped looting containers with Nova when she heard the scream on the comms, followed by muffled scratching and wet noises before ultimately cutting off, causing them to look at each other. "Was that saryn?" asked Nova, getting up from bending over and collecting credits that spilled out of the locker to look back to where they came. "Yeah but i'm sure she's fine, she has Valkyr to protect her remember and most of the enemies here are in retreat, they would never dare to attack us now" replied Equinox confidently, though still a bit of worry in her voice as the sound of the scream echoed in her mind. "Maybe you should go check on her, just in case? We still have to leave together as a squad anyways right? I mean i am a bit new at this but-" "No no you're right Nova, i'll go check and bring them both here" Equinox said, cutting off Nova with confidence, trying to calm the Nova down as she smiled and allowed her to leave, squatting back down as she resumed her credit collection.
 
Meanwhile Valkyr was busy swallowing the stubborn Saryn as she had gotten lodged halfway down her throat, feeling her push against her flesh and squirm as she attempted to stop herself from going any further, making Valkyr grunt with annoyance and gulp harder over and over while salivating with her taste, building up a fresh pool of saliva which she then swallowed quickly when she felt the bulge loosen a bit, covering saryn in the slime and causing her to lose her grip again. "glik, glik, glik" Valkyr swallowed quickly and rhythmically to ensure Saryn didn't have a time to get stuck again, shuddering with pleasure as she felt the bulge travel down her reinforced esophagus, her soft but sturdy flesh taking over and pushing her down the rest of the way as she screamed to unheard ears, eventually coming across a blockage with opened up, the muscles easing her inside with a plop. There was no light except the dimmest source coming through the fleshy walls and a pinhole of light from the opening she was pushed through whenever Valkyr opened her mouth to sigh or smack her lips but she knew exactly where she was, Valkyr's stomach. Fear took over and Saryn tensed up for a while, shivering despite the intense heat as the noises around her grew more and more intense; groans and squealing from her digestive system, the distant thudding of her heart, and the wet slorping of her stomach as it greeted the presence within it by secreting digestive fluids slowly, dripping on Saryns armor and making her hopes of escape impossible due to the slickless. When she attempted to back herself against one side of the flesh and use her feet to push with the other she whined out in pain, wincing as she curled up in a ball and grabbed her leg, which she now realized was broken, the bone snapped entirely from her escape attempt and Valkyrs hard swallowing. She must have been so frightened and high with adrenaline she didn't realize but now it was more very obvious, and it also filled her with dread as her chances of escape were diminishing with each revelation.
 
Valkyr could feel her stomach bulge slightly with Saryn tightly squeezed inside, her belly heating up as the organ likely was beginning the digestive process as planned, bringing her hand to it and rubbing it gently, kneading the frightened morsel around as she smacked it to get her prey's attention. "Don't worry, it won't be long before you're a part of my sexy body Saryn...youll be apart of my big tits, or maybe my plump ass, or maybe-" she started before hearing someone walk up behind her. "Valkyr? who are you talking to?" Before turning around and seeing the pink equinox standing behind her, whos eyes immediately looked down to Valkyr's raging erection, turning her face away "Oh jeez what?!" She said with surprise, blushing a little as she walked back a bit, shocked and surprised to see something like that as Valkyr burped, covered her mouth with a nervous giggle, before clearing her throat and tucking it between her legs in a futile attempt to hid it a little. "Oh sorry Equinox i was just...the thrill of the hunt sometimes gets me excited" she said as equinox uncovered her blushing face and composed herself. "Well i...alright i won't judge you or anything but the reason i'm here is we heard Saryn screaming on the comms and i came back to help, where is she?" she said, turning her eyes OFF of valkyrs waist and around the room, "She uh-OH" Valkyr started as her guts groaned aggressively, painful constipation flowing through her as the struggling saryn was pushed into her intestines after her stomach softened her up but not enough to make her melt. Equinox looked at her concerned, walking over and nervously putting her hand on her shoulder to try to comfort her before Valkyr groaned and stood up, sweat forming on her helmet as she put up her hands to her "No no it's alright, it must have been...something i ate that's all" she said, the perverse irony almost making her burst out in evil laughter if it wasn't for the slight fullness saryn was giving her keeping her from going feral again.
 
"So...saryn? where did she go? She sounded like she needed help" Equinox asked again, turning around and looking at the way she came for any sign of her. "Don't worry, i can take you to her..." Valkyr said quietly while charging her ability again, blasting it at Equinox just as she started to turn around with confusion, knocking her backwards onto the ground hard before feeling her body squeeze on itself. "AAAA oww that hurts Valkyr STOP" she pleaded before Valkyr did stop the beam before she shrunk too much, watching her painfully writhe in confusion at her reduction in size before picking her up in her hand just like she had done to Saryn, pressing her tightly to her bloated, groaning guts. "you wanted to know where saryn was? Well can you hear her?" She said while smiling, licking her lips with drool as the distant sound of saryn screaming could be heard, almost overpowered by the sound of wet shifting and groaning. "you..." Equinox squeaked, barely audible, as the realization dawned on her at least, before gasping as she was lifted into the air. "That's right, and i'm going to let you try to save her! It was cruel of me to do that to her but it wasn't meant to go this long, she got stuck and i need your help to get her out" she said as pleading as possible, knowing full well that Saryn was in her guts digesting now, and she could in no way be helped by anyone now. Gulping, equinox slowly nodded as her naivety go the best of her as Valkyr had hoped, drooling more as her semi-willing prey hopped into her maw on her own accord, slipping and falling over several times on her tongue. "Oo eady?" Valkyr said, before not even waiting for her prey to respond and lifting her tongue to the roof, swallowing fast and moaning softly as she felt the little morsel slide down with little resistance. While she enjoyed greatly the struggles of Saryn the fact Equinox was going down willingly under false pretenses was almost better, as she had little need to gulp hard or struggle to swallow she simply slipped down arms outstretched in the hopes of saving someone who was beyond saving.
 
Sliding down the tight, hot confines of Valkyrs throat she pondered how she would get Saryn out? She realized that Valkyr never told her the plan on how to get back out with Saryn but the slippery pulsating walls was distracting her from thinking too hard until finally she reached the opening to her stomach, the contractions easing her in before sliding into the tight confines of the organ. She couldn't see, but the soft glow of her own bodily lights made it apparent this was indeed a stomach, the walls rippling and groaning with her presence and Valkyr's rapid heartbeat booming in the distance. Between the sounds of digestion and the groaning of her stomach she heard distance screaming and crying, though she quickly realized the sounds were not coming from her current fleshy prison, meaning Saryn was already inside Valkyr's guts. "Oh...no...SARYN!!!" Equinox screamed, feeling around for any kind of opening out of desperation and pushing on the stomach walls to try to spread the flesh apart, making Valkyrs belly bulge out slightly which amused her. She slowly rubbed the bulge of Equinox and patted it, letting out some gasses from Saryn started to digest down there which flowed through the stomach and out of her throat in a burp, wafting the smell across Equinox's sensors in horror, a smell of meat and metal. "Oops, is Saryn already too deep into my body for you to save Equinox? That's a shame...Hey, ill go see if maybe Nova can help!" she said with a satisfied giggle, feeling her digestive organs begin to work Equinox over the same way it did to Saryn, and Saryn feeling herself being rhythmically pushed further and further into the hot, groaning guts of her body. Saryn's armor was beginning to melt, the protective armor plating dissolving away in slight hissing as the fluids began to eat away at her skin on her broken leg, exposing her flesh to be slowly melted off and consumed as nutrients for Valkyr's body.
 
Meanwhile Nova, naive as ever, hadn't been keeping track of time as she searched locker to locker collecting anything she could find, not realizing that almost half an hour had gone by since Equinox went back to check on Saryn and Valkyr. "hm hm hm hm hmmm" she hummed as her collection had grown quite large for such an easy mission, getting on her hands and knees and reaching between two crates at one last credit that slipped through the cracks, grunting and squeezing herself through to grab it. Valkyr meanwhile was tracing her steps to her location, waving around piles of dead grineer and opened crates until finally she saw the cutie wedged in between two crates, her butt wiggling back and forth as she tried to break herself free. The sight was horribly temping, she knew that she could very easily take advantage of her in that instant and mount her good, filling her with her seed then shrinking her down like a cream filled donut. The thought made her needy erection even worse but her hunger was still more powerful than her sexual needs, so for now her aching cock would have to go untouched for a while longer while she sized up her newest morsel. Hearing someone behind she called out, hoping it was one of her squadmates here to rescue her out of her sticky situation. "Uh hello? Equinox? Saryn? Valkyr? I think i got a little uh...stuck hehe, could you grab onto my legs and pull me out?" Again the urge to just mount her and fuck her like a wild animal roared in Valkyr's mind but she had to resist, she needed to consume her now before Saryn began fully digesting and being processed as she had little time to enjoy these meals. "Uh yeah sure i can get you out Nova don't worry, just one sec..." She said as she charged her shrinking ability one more time, aiming it right at the cuties butt which made her tingle and wince a bit with pain "oooo owww" she said, though feeling herself wiggle free she became happy, turning around and standing up to greet her savoir only to find everything growing larger and larger around her. "W-what is happening, Valkyr?" she said pleadingly as she looked up at the now towering Valkyr, and blushing profusely at her massive throbbing erection above her as well.
 
Unlike Saryn she had no concept of sex as she was a fairly newly awoken tenno, so her arousal to seeing the cock was almost as confusion as her new shrunken form, looking down at herself then back up just as Valkyr picked her up in her hand. "Thanks for the save Valkyr, i owe you one!" Nova said as Valkyr smiled. "it's a real shame we won't be spending much time together like this, you're even cuter shrunken like this, ughhh...and i wish you would fit on my cock right now..." She replied, making Nova even more confused. "What do you mean? Are you leaving? And where is Equinox and Saryn by the way its been a while since i last saw them". She said as she heard Valkyrs stomach and guts growl loudly, though she didn't think much of it. That is until she repeated the same trick she pulled on Equinox, pressing her against her stomach and forcing her to hear the screams of Equinox between groaning and rumbles as it tried to digest her. This scared Nova but she didn't understand why she could hear Equinox inside of Valkyr, before realizing that she was smaller now, and began to squirm. Feeling this Valkyr brought Nova to her helmet and smiled "You're friend Equinox had an accident and i tried to help her but she got stuck inside of me, I came here and shrunk you so you could go in and save her" She said, expecting Nova to be as gullible as Equinox before feeling her squirm again. Despite being fairly new to this world she found herself in something about hearing Equinox crying for help made this not feel right with her, and while she couldn't really explain why she knew she needed to try to get away. "Oh don't be like that, you want to help your friend don't you? If you don't you may not ever see her again" she stated, a little annoyed that she didn't seem to be falling for it, but confident she would swallow her regardless.
 
"I don't know...she sounded like she was in pain...and what about Saryn?" she said in a demanding tone, gaining confidence from somewhere which made Valkyr sigh. "I don't know, Equinox said she needed my help to find her but she ended up getting stuck and-" "You're lying! let me go, i don't wanna be small anymore" she said, squirming more and almost freeing herself before Valkyr squeezed on her hard, forcing the air out of her chest ass he gasped. "Fine, we do this the hard way then, i prefer when my prey struggles anyways!" Valkyr snapped as her stomach growled louder than ever before, anticipating its incoming meal, as Nova found herself dangling over the giant girl as her maw opened wide to reveal glistening slimy flesh and a wafting odor of digesting meat and metal. "No! No no no!" Nova cried as she struggled uselessly before feeling Valkyr let go of her screaming form, the maw getting closer and closer before she hit her tongue with a soft thud, before sliding down to the back of her hot opening to her throat, feeling the muscles attempt to swallow her down. Feeling Nova get a little stuck like Saryn did she started salivating, preparing to force her down if need be as she felt her tiny hands gripping at her flesh and attempting to pull herself free. The air was hot and humid and the distance sound of groaning and rumbling made her fearful though she didn't quite understand why quite yet. Feeling Nova gain ground Valkyr lifted her tongue, allowing the warm slimy liquid to pour around the tiny girl as she cried out with protest, followed by another sequence of forceful gulping until the slickness overpowered her and caused her to lose her grip, crying out as she was pushed back down into the tight hole then forcibly crushed downward.
 
Even despite the extra lubrication she was being stubborn prey, still managing to push out and stop herself for a while but Valkyr was far more patient and knew eventually Nova would lose this battle and sink into her belly either way so she simply swallowed over and over feeling her resisting weaken over time. Her desire to feed on the small frame was stronger than Nova's stamina and it took only a few pathetic minutes for Nova to lose her grip again from one contraction, then become utterly helpless as the other relentless motions of swallowing crushed her attempts to regain herself and quickly pushed her down her throat, with Valkyr tracing the little bump and guiding it along while moaning before the bump vanished between her tits, feeling her slide down her gullet until she was forcibly shoved inside her groaning stomach like any piece of food. "Sigh, what a meal" Valkyr said happily before burping, causing her stomach to squeeze around Nova as she pushed against the flesh with all her strength uselessly, causing Valkyr to gently caress the bump on her abdomen as she felt the vibrations of active digestion happening deeper below. Saryn as already unconscious by this point, most of her armor dissolved away and her flesh being aggressively digested as Equinox still managed to stay conscious for a while longer, her nipples bright with abrasion and wear as Valkyr's bowels chipped away at her defenses with uncaring and unfeeling biological processes.
 
Nova, fighting against the trembling flesh wich groaned around her as it pressed against her knew she was in Valkyr's stomach but it was too dark to see anything, too dark to see her armor stained with digestive juices and blood from her friends as she listened with panic to the distant moaning of Equinox below her somewhere. "Equinox?! Is that you? Are you okay?!" she cried out while struggling more, desperate to either free herself from this organ or find a way in deeper to free Equinox somehow, and Valkyr could feel all of this, and it excited her greatly. "Their final squirms... haa! I'm s-so horny..." she said to herself as she got into her knees and sat on her legs, scraping her claws along the floor as her entire body tensed with arousal, primal hunger, and heat. It felt amazing and the sounds and feelings of their squirms caused her erection to quickly throb to life again, though this time she allowed herself to touch it, gripping the base first then sliding her fingers up towards her tip where it was the most sensitive, feeling herself twitch excitedly when Nova tried again to escape, hearing her bowels aggressively groan in response. As she started stroking herself she imagined Nova and Equinox desperately struggling to break free, imagining Saryn as nothing but a mass of mangled metal and flesh, and imagining disposing all three of them at once so be re-united in the most cruel way possible. The thought alone nearly brought her to orgasm but despite all the edging her muscles had endured for this entire ordeal she wanted to enjoy the entirety of this, and not waste her orgasm prematurely.
 
Shifting her position to sitting on her butt instead and spreading her legs she propped her back up against a rusty wall as she stared down at her belly, slightly distended and occasionally bulging out from her food struggling inside, then up to her cock as she watched pre-cum ooze from the tip, then remembering the sight of Nova bent over and her desire to violate her with this rod. "Mmm, it would have felt so good, but i'm going to enjoy melting you down so you can become part of this cock instead..." she said with a moan, increasing the motion of her fapping slightly as she felt a real nasty groan from her guts as Saryn or Equinox's body was pushed around a curve in her intestines and causing another temporary blockage. "Ugh damn, are all three of you gonna be this stubborn? I love feeling you struggle but this is a little rude don't you think?" she moaned, feeling digestive gases building up before allowing her ass to pucker then release them in a long, noisy bit of flatulence, only making her more turned on that Saryn was digesting by now. "I wonder which parts of me you'll be absorbed into? My thick ass? My toned belly? Or maybe my huge tits..." she gasped, feeling herself getting close at the thought of her already tantalizing chest being rewarded with even more growth, hoping that Nova could hear her cruel teasing. She could, barely, through Valkyr's loud groaning organ but she was still focused on trying to save Equinox somehow or escape herself though with each contraction and release of hot digestive fluids along her armor she was beginning to think it was pointless to try.
 
The feeling of Nova not struggling as hard as she was before gave Valkyr a mixed reaction, sad to not feel her prey as strongly anymore but also glad that she was giving up like she knew she would, accepting her place as nutrients for her body, picking up the pace of her masturbation and imagining herself disposing them again, the thought of it thrilled her to no end and it also caused her to reach her peak, screaming out in bliss as her cock violently raised up into the air and began ejecting her first load of freshly produced sperm. "Ah fuck! You make me so horny!" She cried as she felt the thick initial spurt fill her cumtubes then blast out from her tip in a virile stream of her cum, landing uselessly on the floor as her cock lowered slightly then raised again as it filled once more with her ejections, moaning constantly and desperately as the euphoria of the act made her mind blank, her bowels churning her food away undisturbed except for Nova, who was the only one conscious by this point and disgusted at the sound of Valkyr moaning. Even better was before she was finished with her fifth creamy load of jizz being pumped from her body her guts growled violently as her stomach pushed Nova into her intestines, the act eliciting a squeal from Valkyr as her next load ejected even stronger than normal. "Fuck fuck fuck yes just like that!" she screamed as sweat beads formed on her supple breasts and toned belly, dripping down her body as the heat of orgasm and digestion overheated her a little, and overwhelmed her with satisfaction.
 
Finally after several minutes of this and a large pool of semen splattered in a puddle leading from her balls to her feet she collapsed back against the wall, breathing heavily as her chest heaved and her guts groaned, absolutely in bliss and enjoying an orgasm that was a long time coming after all this degenerate behavior. "Wow. Just wow" she said before feeling her futa slowly shrink and grow flaccid, a few measly spurts managing to squeeze out as her orgasm died down, a contrast to her bowels which seemed to increase the frequency of the groaning and churning. "You three are gonna love being part of my body...you will make me even more sexy which will let me lure even more free meals...hehe" she said with a laugh, feeling absolutely content and satisfied as she slowly rubbed her vibrating abdomen, knowing that if anyone was still alive it was just Nova, and she too would soon succumb to the digestive process and melt like the others. Laying back she decided to rest now as her energy was dangerously low from all that activity and her guts needed a lot more time to process them all, yawning then sighing softly she turned her head and mumbled "I will let you out when i wake up, i promise".
 
For Nova it was a nightmare surrounded by slimy groaning flesh as her own flesh burned and itched, most of her armor fully dissolved now as her tits rubbed across the contracting organ as it pushed her slowly along, feeling various bumps that she tried to ignore as she knew they were likely pieces of bones from her long gone friends deeper below. Barely conscious she still sometimes pushed against her prison but she was getting too weak to focus and her joints and flesh ached with being partially digested already while Valkyr simply snored. She could only think about Saryn and Equinox being here before her and if she feel them now, she never would, meaning if they couldn't escape what hope could she have at this point so deep within Valkyrs digestive tract? In her delirious state she almost laughed at the idea of being gently kneaded along inside of Valkyr, thinking about how the grumbling flesh was warm and comforting in a way and if it wasn't for the intense pain she would almost enjoy this. Almost. She could feel her systems shutting down and her consciousness fading as she was violently shoved around a tight corner into yet another winding section of the intestines, feeling the slimy juices cover her in a warm stinging sensation as she tried to coax herself to just drift off. She knew if she fell asleep she would likely not wake up, but she couldn't bare the idea of being awake as her body dissolved away entirely, so focusing on the goaning and churning around her she allowed herself to lose consciousness for the last time.
 
A few hours later Valkyr was shook awake, looking around her a bit groggy then stretching herself languidly with a yawn, then clutching her abdomen suddenly as a shock of pain bubbled up from the surface. "oh fuck" she blurted out as an immense pressure built up below her, causing her to quickly get into her knees and allow it to pass, letting out a very long intense wind of digestive gasses that had been building up quietly in the entirety that she was asleep before her asshole puckered up once more. "Ugh can't you let a girl have her beauty sleep?" she asked rhetorically as she got into her knees, starting to wake herself up as she cupped her breasts with awe, seeing that they had now grown large enough that her brown armor could no longer cover them, her orange tits entirely spilled out and bouncing softly at her movements. "My my! I take that back, you girls have been a great help!" she said with a snicker, admiring her plumper form for a while and thinking to herself how much bigger could she make them with a few more meals like this. Her admiration quickly was interrupted by a pressure again though this time it wasn't gas, and realizing this she slowly got onto her hands and knees again, spread her legs and lowered her ass towards the ground as she felt the mass inside move toward her asshole. "Alright, i think you three had your fun inside of me, it's time to come out now!" She said to the bulge poking at her opening, before grimacing and pushing hard to force the obstruction out of her, her hole opening wide to accommodate the processed meal as the shards of metal and broken bones brushed across her anal ring, giving her a mix of pleasure and pain as she forced it out of her.
 
Pinching it off with her strong anal muscles it fell to the floor with a plop, giving Valkyr time to breath as the size of the waste was larger than she normally had to deal with, looking between her legs to admire her body's handiwork: a solid uniform lump of dark brown waste that was once Saryn judging by the half digested helmet neatly pressed into the mass, now digested and compressed into a pile of useless byproduct, pieces of bone and undigested metal scraps dotting the surface. At the sight of seeing it was Saryn's remains her futa twitched slightly, a little aroused in a devious sort of way at the success of her modifications, a match even for a toxin based Warframe who stood no chance against her relentless guts. The pressure began to build again so she began to push again, feeling the familiar mass poke out of her hole as she watched it come out this time, seeing it slowly descend bones and all before pinching off this second, equally horrific mass of unwanted byproduct. "Ah fuck, Equinox you look even better as a pile of my shit! You should be grateful" She said with heavy breathing to the inanimate pile, her anal muscles spasming a little as the effort of pushing out such huge objects was both stimulating and painful. "So if that's equinox then...ughhhh, Nova" She started before feeling one more lump move through her bowels, freshly pressed into the digestive remains of the once cute and naive Warframe who foolishly thought she could somehow escape from her stomach.
 
"Oh i'm gonna like this" she started as she tensed up one more time and pushed hard, feeling the little bumps of metal and bone prod her insides as she groaned, pushing harder than she had so far as it spread her asshole wide before slipping back inside of her a bit as Valkyr was getting sore, breathing a bit more before pushing again and ejecting the mass out in one big push "Get out of me you dumb slut!" she roared, making it land softly on the other two in a plop. Looking between her legs while panting she stared at the three piles of what were once living, breathing Warframes, digested and absorbed into her body and pushed out of her body in just a few short hours. Getting up and feeling her poor ass clench and spasm from the exertion she looked down at the pile and smiled, putting her hands over her breasts and squeezing them to admire herself again. "If only you could see yourselves now, rendered into nothing more than piles of shit as you fed me and made me even sexier...though i probably should visit my helminth at least once more to increase the strength of my acids...as much as i enjoyed the feeling of you girls on your way out i don't want any trace of you next time, my poor asshole can't take the punishment!" She said with a laugh, feeling very content and satiated, for now, and after struggling to pull her brown armor over her massive tits and failing she simply gave up and decided to finally head to distraction like this, not caring in the slightest if the other Tenno saw her beautiful tits bouncing around. In fact, she thought that perhaps it would be wise to never cover them up at all to entice others to get close to her, and with that thought in mind she boarded her liset and left the other's empty in their launch bays, heading off to the relay to find some more "friends".